Security Limits V Avangrid

Case 1:21-cv-10124-GHW Document 1 Filed 11/29/21 Page 1 of 72
UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK
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SECURITY LIMITS INC., :
:
Plaintiff, : Case No. 21-CV-10124
:
-against- :
:
AVANGRID NETWORKS, INC., AVANGRID, : COMPLAINT AND
INC., IBERDROLA S.A., PROSEGUR GESTIÓN de : JURY DEMAND
ACTIVOS, S.L., UNLIMITED TECHNOLOGY, :
INC., CIPHER SECURITY, LLC, PROSEGUR :
SECURITY MONITORING, INC. f/k/a VIEWPOINT :
CRM, INC., BLACK & VEATCH CORPORATION, :
DAVID LATHROP, JOHN ALLEN, TOM :
FITZGERALD, ENRIQUE VICTOREO, ANTONIO :
ASENJO MARTIN, ED BOUCAS, ANDRE VIERA :
ROLIM, BILL REILLY, and JOHN DOES 1 TO 100, :
:
Defendants. :
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Plaintiff Security Limits, Inc., (“SLI”) as and for its complaint, respectfully alleges, on
knowledge with respect to itself and its own conduct, and on information and belief as to all other
matters, as follows:
NATURE OF THE ACTION
1. This action arises out of a brazen racketeering scheme, replete with bid-rigging,
accounting manipulation, warehouses built solely to house mountains of unused equipment
procured under bogus pretenses, and the misappropriation and illicit transfer of proprietary
business secrets. The scheme (the “Bid-Rigging Scheme”) was operated through Defendant
Avangrid Networks, Inc. (“Networks”), a company operating regulated energy utilities in New
York and New England, and was conceived of by its parent, Avangrid, Inc. (“Avangrid”), along
with Defendant Iberdrola S.A., the majority shareholder of Avangrid (“Iberdrola,” and collectively
with Networks and Avangrid, the “Utilities Defendants”).
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2. Aiding in the Bid-Rigging Scheme were Defendants Prosegur Gestión de Activos,
S.L. (“Prosegur”) and two of its subsidiaries, Cipher Security, LLC (“Cipher) and Prosegur
Security Monitoring, Inc. f/k/a Viewpoint CRM, Inc. (“PSM”); Defendant Unlimited Technology,
Inc. (“UTI”); and Defendant Black & Veatch Corporation (“B&V,” and collectively with Prosegur,
Cipher, PSM and UTI, the “Vendor Defendants”). The Bid-Rigging Scheme took place between
in or around 2018 to in or around 2020 (the “Relevant Period”).
3. Gross corporate misconduct is hardly unfamiliar to Defendants Iberdrola and
Prosegur. Former Iberdrola executives Antonio Asenjo Martin and Enrique Victorero, current
Iberdrola Global Procurement Director for Networks Ignacio Sánchez Galán, and current Prosegur
CEO Javier Tabernero have all been indicted or are under investigation by the High Courts in
Spain for corporate espionage and procurement fraud. As a result, New Mexico authorities have
delayed authorization of Avangrid’s proposed merger with PNM Resources, Inc. pending
investigation of the Spanish indictments.
4. As alleged in greater detail below, in combination with its confederates, the Utilities
Defendants conducted the Bid-Rigging Scheme in order to steer valuable contracts to certain of
SLI’s competitors – ones willing to participate in a pay-to-play scheme. In certain cases, the
Utilities Defendants and/or Prosegur forced SLI to partner with favored vendors such as Cipher,
PSM and B&V as a condition of bidding for contracts that SLI should have otherwise been able to
pursue on its exclusive behalf.
5. In other instances, the Utilities Defendants and/or Prosegur entities shared or
caused to be shared the misappropriated trade secrets and bidding information of Plaintiff SLI with
its competitors, effectively foreordaining the award of valuable contracts to those vendors and
resulting in the wholesale subversion of Avangrid’s bid process. On numerous occasions, the
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Utilities Defendants reissued earlier RFPs – for which SLI had already submitted best and final
offers –to facilitate favored vendors, which would submit new bids styled to incorporate
misappropriated SLI business secrets.
6. Under the Bid-Rigging Scheme, the Utilities Defendants eschewed competitive
bidding, engaged in customer and market allocation, and steered contracts to vendors willing to
provide equipment and services that were neither competitively priced nor situationally
appropriate (and in some cases, unnecessary altogether). The Utilities Defendants awarded these
inappropriate contracts in order, inter alia, to aid it in meeting critical quarterly capital expenditure
targets in order to claim consistent depreciation benefits, and for personal gain such as securing
retirement benefits with preferred vendors participating in the scheme.
7. The Bid-Rigging Scheme likewise benefited the Utilities Defendants’ favored
vendors, by giving them an unfair and improper advantage in the bid process, and by enriching
their EBIDTA with excessive payments for unnecessary equipment and services.
8. The Utilities Defendants likewise conducted the Bid-Rigging Scheme as a means
of retaliation against SLI, because, inter alia, SLI principal Paulo Silva would not permit SLI to
participate in the corruption of the bidding process and had, in a whistleblower capacity, called
attention to corporate waste and major lapses in critical infrastructure’s cyber security. Moreover,
the Utilities Defendants defamed SLI and Mr. Silva, by maligning them and otherwise making
false claims about the quality of their work, injuring SLI financially and reputationally.
9. The Bid-Rigging Scheme, and its inherent waste, deprived SLI of valuable
contracts it would have otherwise been awarded in an unrigged bidding process, wasted millions
of rate-payers’ dollars, and wrongly enriched the Bid-Rigging Scheme’s participants.
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10. Defendants’ conduct caused SLI significant financial and reputational harm, for
which it seeks redress in this action. Based upon the foregoing described scheme and conspiracy,
SLI asserts claims against the Defendants herein pursuant to (i) the Racketeer Influenced Corrupt
Organizations Act (“RICO”), 18 U.S.C §§ 1962(c), (d) and 1964(c), (ii) Section 2(c) of the
Robinson-Patman Act, 15 U.S.C. § 13(c), and Section 4 of the Clayton Act, 15 U.S.C. § 15, and
(iii) the common law of the State of New York.
JURISDICTION AND VENUE
11. This Court has jurisdiction over this matter under 28 U.S.C. §§ 1331 and 1337,
since this action arises, inter alia, under Sections 1962(c) and (d) and 1964(c) of RICO, Section
2(c) of the Robinson-Patman Act, and Section 4 of the Clayton Act. Supplemental jurisdiction is
founded under 28 U.S.C. § 1367.
12. Venue in this district is proper pursuant to 18 U.S.C. § 1965(a) and 15 U.S.C. §§
15(a) and 22 because, inter alia, many of the Defendants reside, can be found, have an agent, or
transact their affairs or business in this District.
13. This Court has personal jurisdiction over Defendants pursuant to 18 U.S.C. § 1965
because, inter alia, each of the Defendants either resides, maintains offices, or conducts substantial
business in New York, and/or conspired to and engaged in substantial conduct in connection with
the Bid-Rigging Scheme in New York.
PARTIES
14. Plaintiff Security Limits Inc. is a New York corporation having a principal place of
business at 50 Alberigi Drive, Jessup, Pennsylvania.
15. Defendant Avangrid Networks, Inc. is a New York corporation having a principal
place of business at 89 East Ave, Rochester, New York.
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16. Defendant Avangrid, Inc. is a New York corporation having a principal place of
business at 80 Marsh Hill Road, Orange, Connecticut.
17. Defendant Iberdrola S.A. is a global energy company having a principal place of
business at Plaza Euskadi, 5 Bilbao, 48009 Spain based in Bilbao, Spain.
18. Defendant Prosegur Gestión de Activos, S.L. is a global security company having
a principal place of business at 88 Calle Pajaritos, 24 Madrid, 28007 Spain.
19. Defendant Unlimited Technology, Inc., a video monitoring company, is a
Pennsylvania corporation having a principal place of business at 20 Senn Drive, Chester Springs,
Pennsylvania.
20. Defendant Cipher Security, LLC, a risk management and cybersecurity firm, is a
Florida company having a principal place of business at 703 Waterford Way, Suite 490, Miami,
Florida. Cipher is a subsidiary of Prosegur.
21. Defendant Prosegur Security Monitoring, Inc. f/k/a Viewpoint CRM, Inc., a video
solutions and monitoring company, is a Massachusetts corporation having a principal place of
business at 220 Howard Street, Lowell, Massachusetts, and a subsidiary of Prosegur.
22. Defendant Black & Veatch Corporation, a civil engineering firm, is a Delaware
corporation having a principal place of business at 6800 W. 115th Street, Suite 2292, Overland
Park, Kansas.
23. Defendant David Lathrop was Manager, Security Technical Services at Avangrid
during the Relevant Period, and maintains a residence at 7220 Dryer Rd, Victor, New York.
24. Defendant John Allen was a Senior Director of Corporate Security at Avangrid
during the Relevant Period and remains in that position.
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25. Defendant Tom Fitzgerald was Director of Telecommunications & Engineering at
Avangrid during the Relevant Period, and remains in that position.
26. Defendant Enrique Victoreo was International Security Director at Iberdrola during
the Relevant Period, and visited the United States frequently in the course of business during the
Relevant Period.
27. Defendant Antonio Asenjo Martin was Global Head of Security at Iberdrola during
the Relevant Period, and frequently participated in meetings in the United States by video
conferences and other means in the course of business during the Relevant Period.
28. Defendant Ed Boucas was Chief Executive Officer of Cipher during the Relevant
Period, and remains in that position.
29. Defendant Andre Viera Rolim was Chief Financial Officer of Cipher during the
Relevant Period, and frequently participated in meetings in the United States by video conferences
and other means in the course of business during the Relevant Period.
30. Defendant Bill Reilly was Executive Vice President, Sales at Prosegur Security
Monitoring, Inc. f/k/a Viewpoint CRM, Inc. during the relevant period.
31. Defendants John Does 1 to 100 are other Defendants who are liable to SLI based
upon their participation in the Bid-Rigging Scheme alleged herein, but whose identities are
currently unknown to SLI.
FACTS
32. Defendant Avangrid is an energy services and delivery company with $36 billion
in assets and operations in 24 States. Avangrid is a subsidiary of Defendant Iberdrola, a Spanish
global energy company with assets worth more than €123 billion. Defendant Networks, a
subsidiary of Avangrid, owns and operates eight electric and natural gas utilities, serving 3.25
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million customers in New York and New England.
33. Investor-owned utilities such as those operated by Avangrid are regulated
monopolies that are the only companies allowed to deliver electricity within the geographic areas
they serve. The companies are charged with providing efficient, reliable, environmentally safe
energy at the lowest cost. In exchange, utilities are allowed to recover their costs, plus a profit.
Such utilities are subject to both state and federal regulation, and subject to the oversight of the
Public Utility Commission (“PUC”) of the state in which the utility operates.
34. PUC’s generally determine a given utility’s revenue requirements in what is called
a “rate case” – a process designed to contemplate both what monies a utility must collect to cover
its costs, and what additional monies it should collect to realize a reasonable profit.
35. Under PUC regulations, investor-owned utilities are generally able to recover their
spending on operational expenses (“OPEX”), but are not compensated above and beyond those
outlays. In contrast, PUCs allow for the recovery of investment in capital expenses (“CAPEX”)
plus a profit of 7-15%, depending on the State. CAPEX contemplates the acquisition of a broad
array of assets, including hardware such as transformers, fiberoptic cables, and data center
equipment, as well as perpetual licenses for intellectual property.
36. Utilities can also apply for rate increases on the basis of CAPEX investments in
infrastructure upgrades, to the extent that they can demonstrate such improvements are necessary,
prudent, and reasonable, given that they will be passed on to consumers via rate-case filing, and
thus need to be recoverable over time. Thus, while utilities are required to justify investment in
infrastructure improvement, the regulatory structure provides an inherent incentive to reasonable
spend on physical infrastructure, and to book expenditures as CAPEX, not OPEX.
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37. Unsurprisingly, the Utilities Defendants set quarterly CAPEX profit targets in
recognition of the centrality of CAPEX to maximizing their shareholder value.
The Tender Process
38. Consistent with the mission of PUCs to ensure the delivery of safe and reliable
energy at the lowest cost, utilities are supposed to obtain competitive bids in the course of the
procurement process. To that end, when seeking goods and services, utilities are obliged to invite
qualified suppliers to provide bids, which Avangrid purports to do through the issuance of requests
for proposals (“RFPs”), or tenders. Qualified bidders then submit detailed bids in response to the
tenders, culminating in the bidder’s best and final offer (“BAFO”). In a normal and transparent
bidding process, the utility awards a given contract to the bidder judged most qualified on the basis
of its BAFO, the quality of its submission submittal, and its overall experience and track record.
39. Each of the Utilities Defendants had a role in the Avangrid procurement process.
Networks issued the RFP tenders to prospective vendors. The resulting bids and BAFOs were
aggregated in Iberdrola’s procurement system, which is housed in Spain. The actual procurements
were made by Avangrid itself.
40. Tenders generally contemplate five service categories that, from an accounting
perspective, are associated with the creation and maintenance of a network:
i) Design and Engineering Services, which contemplates the design

and architecture of data centers, head-end systems, and networks; it
also includes the development of purchasing requirements in the
form of a Bill of Materials, and the purchasing all of the requisite
hardware;
ii) Construction, which contemplates the creation and maintenance of

the network’s physical structures, and includes civil engineering,
procurement, materials handling, code adherence and permitting;
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iii) Systems Integration, which contemplates the configuring and

installation of the hardware necessary to effectuate the network’s
design in accordance with engineering specifications;
iv) Program Management, which contemplates management and

accountability over finances and accounting in accordance with rate-
case regulations associated with the creation and maintenance of the
network. Program Management involves the day-to-day
management of scope, schedule, and cost across the rate-case
program portfolio, thus unifying Project Plans for each of the five
categories into a single Program Initiative; and
v) Telecom, which contemplates the purchasing of equipment and

components part of the fiber optic transport network, cable
deployment, and configuration of Dense Wavelength Division
Multiplexing (DWDM) devices to link the network’s constituent
components.
41. The five categories constitute complementary and interrelated service areas specific
to the data centers and network at issue. As a result, it is inefficient (and highly unusual) for a
utility to disaggregate a category of service (or a portion of work from that category) and reissue
it in the form of a new tender.
Avangrid Engages SLI to

Secure its Critical Infrastructure
42. Founded by Paulo Silva in 2007, Plaintiff SLI is a full-service technology,
engineering, architecture, and consulting solutions firm. SLI is among the leaders in many service
categories, including Hyper Converged Data Center design and engineering services, and Smart
Grid-AMI cyber security design and engineering. Particularly notable in its portfolio is a
proprietary secure integrated private cloud architecture and design that, in or about mid-2018, SLI
would formally name IroncladTM.
43. In 2017, Defendant Avangrid was attempting to improve the quality and reliability
of its cyber security program and its constituent transport networks in accordance with benefits
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disclosed in various rate-case filings (the “Phase I” program). To that end, Avangrid awarded a
contract to SNC-Lavalin, a Canadian engineering firm.
44. By early 2018, Avangrid had grown dissatisfied with SNC-Lavalin’s performance.
SNC-Lavalin had not yet been able to provide a working design and appeared unable to timely
address problems and otherwise advance the program. Silva, as SLI’s principal, contacted
Defendant David Lathrop, then Avangrid Network’s Technical Security Manager, seeking an
opportunity to work with Avangrid. Silva shared with Lathrop his vision for a secure
hyperconverged private platform at Avangrid.
45. Impressed with Mr. Silva, Lathrop decided to involve SLI in an attempt to get the
program back on track, and introduced Mr. Silva to SNC-Lavalin to explore whether SLI’s design
that would eventually manifest as IroncladTM could be integrated into the Avangrid Security
Program. Because SLI was not an approved vendor of Avangrid, on or about March 1, 2018, SLI
entered into an independent contractor agreement with the then-prime contractor, SNC-Lavalin.
46. Even though initially constrained to use limited personnel already in the program,
SLI was able to turn the program around. Silva wholly reshaped the project, identifying and curing
various flaws in SNC-Lavalin’s original systems design package, and engaging an outside agency
to provide personnel better suited to implement Silva’s architecture and design.
47. After carefully evaluating SNC-Lavalin’s design, Silva realized that SLI could not
employ the IroncladTM design in the Avangrid Security Program without significant modification.
Utilizing Silva’s intellectual property and expertise, SLI identified the changes necessary to ensure
the compatibility of IroncladTM with the developing design. SLI successfully completed these
steps, resulting in the creation of the Avangrid Secure Domain (the “ASD”). Central to the actual
operation of the ASD was the IroncladTM Runbook, SLI’s comprehensive, proprietary
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compendium of, inter alia, blueprints, technical specifications, and equipment necessary to build
and implement the IroncladTM design.
48. The ASD, which established an overall architecture for securing the critical
infrastructure of Avangrid, was implemented to conform and comply with hundreds of security
controls, including those established by the Federal Energy Regulatory Commission (“FERC,”),
the North American Electric Reliability Corporation (“NERC”), and the National Institute of
Standards and Technology (“NIST”). The ASD was built to introduce value to rate-payers by
allowing both consolidation and integration of data centers to and systems across several operating
utility companies in the Northeast of the United States, and provided a secure and orderly path for
migrating critical systems, applications, and services from a legacy infrastructure onto a 21st
century secure private cloud architecture, ultimately savings rate-payers hundreds of millions of
dollars.
49. Consistent with the achievement the ASD represented, and recognizing the
centrality of the IroncladTM Runbook and its benefit to grid security, Avangrid licensed the
technology by entering into an end-user license agreement with SLI on or about February 11, 2019
(the “EULA”).
50. Notwithstanding the centrality of Silva and SLI to the ASD, SLI was not an
“approved vendor” of Avangrid as to the Phase I work, and thus had to perform its pivotal work
in the capacity of a subcontractor. SNC-Lavalin was briefly displaced as the prime contractor by
Defendant B&V, which itself was displaced by Defendant UTI. In light of Silva’s expertise,
Avangrid encouraged SLI – a design and engineering firm – to oversee implementation of the ASD
in the capacity of a sub-contractor to UTI, a systems integrator.
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51. Thus, on March 28, 2019, SLI entered into a subcontractor agreement with UTI
(the “UTI Subcontractor Agreement”). Throughout the tenures of SNC-Lavalin, B&V and UTI as
prime contractor, Mr. Silva, through SLI, assumed the role of Chief Security Architect of the
Avangrid Security Program.
52. The turn-around that SLI and Silva had managed to bring about was total. The
creation and implementation of the ASD was viewed by Avangrid management as a resounding
success.
Phase II of the
Avangrid Security Program
53. In light of its successful implementation of the ASD, and the completion of Phase
I of the Avangrid Security Program, SLI anticipated being awarded valuable contracts related to
Phase II of the project. Entirely apart from the enthusiasm Avangrid had expressed over SLI’s
earlier performance, and the respect that SLI’s hand-picked engineers had garnered, the ASD relied
on SLI’s own intricate knowledge of the IroncladTM design, making SLI an obvious choice for
assuming broad responsibilities in connection with the Phase II design and implementation. SLI
had already been asked to bid on a September 11, 2018 tender, in the form of a Statement of Work,
for the Optical Transfer Network -Automated Metering Infrastructure project (the OTN-AMI-
SOW).
54. The foundational services and procurement contemplated by the Phase II work was
embodied in Avangrid’s “Security Program II ICT Engineering RFP,” and it was first proffered
for bidding on February 18, 2019, in the form of RFP Tender No. 776388 (the “Original ICT
Engineering RFP”). The Original ICT Engineering RFP included professional services, hardware,
software, and labor, and was originally valued at $134 million.
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55. SLI, along with three competing firms – WiPro, Insight, and Accenture – made bids
responsive to the Original ICT Engineering RFP between March and June 2019. SLI made its first
bid on the lucrative Original ICT Engineering RFP on or around March 18, 2019, and made a its
BAFO as to the Original ICT Engineering RFP on or around April 30, 2019. SLI would make
further bids and BAFOs to progressively diminishing portions of the Original ICT Engineering
RFP in the months to come, not realizing the RFPs were being refined and reissued on the basis of
SLI’s own bidding information, as a means of facilitating the bids of SLI’s competitors.
The Bid-Rigging Scheme
56. As an operator of regulated state electrical utilities, Avangrid was obligated to
procure services and equipment by issuing requests for proposals, and reviewing responsive bids
in an unbiased and transparent manner in accordance with statutory procurement guidelines and
the United Nations Sustainability Goals in which AVANGRID participates. Yet when conducting
bidding for Phase II of the project, Avangrid did the precise opposite.
57. As would soon become evident, Avangrid, through its subsidiary Networks, wholly
subverted the bidding process. First, it tolerated (if not encouraged) the misappropriation and
sharing of SLI’s confidential bidding information between Defendants PSM and Cipher, vendors
that were subsidiaries of Prosegur, a Spanish company with close ties to Avangrid’s parent
company, Iberdrola.
58. Second, it manipulated the bidding process to facilitate the improper bids of
Prosegur subsidiaries and UTI, foreordaining the award to SLI’s competitors of valuable contracts
that SLI would have otherwise been awarded under a transparent and fair bidding process.
59. Third, forgoing any pretext of competitive bidding, Avangrid and Iberdrola sole
sourced to SLI’s competitors dubious equipment purchases prices far in excess of those which SLI
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(the owner of the design) would have charged, in order to contrive, and benefit from, capital
expenditures.
60. Silva first became aware of the ongoing Bid-Rigging Scheme in or around March
2019, when two Avangrid executives, Defendants David Lathrop and John Allen, introduced Silva
to Defendant PSM, a security monitoring company then known as Viewpoint. Viewpoint had been
recently acquired by Prosegur. Bill Reilly, a Viewpoint executive, introduced Silva to Prosegur,
through which Silva was introduced to Defendant Cipher, another security firm acquired by
Prosegur, and to Cipher’s CEO, Defendant Ed Boucas. Unbeknownst to Silva, Prosegur – with
Avangrid’s knowledge and cooperation – intended to poach from SLI lucrative Avangrid contracts
through its American subsidiaries SLM and Cipher.
61. At the encouragement of Javier Tabernero, Alejandro Alonso, and Defendant
Boucas, three senior Prosegur executives with strong ties to Iberdrola, SLI agreed to explore a
potential working relationship with Cipher. Thus, on or about or about August 5, 2019, Cipher
and SLI executed a Mutual Confidentiality Agreement (the “NDA”) in anticipation of a possible
collaborative bid for Avangrid’s Original ICT Engineering RFP.
62. Relying on the NDA, SLI provided confidential information to, inter alia, Cipher’s
Chief Financial Officer, Andre Viera Rolim, and Vice President, Troy Wachter. The information
included business secrets regarding bid proposal requirements, including pricing and corporate
capabilities to be offered in in support of a bid for the Original ICT Engineering RFP.
63. SLI provided this highly confidential information to Cipher based on the NDA and
Boucas’s representation that the parties would work together in good faith, that Cipher would help
SLI better position itself to win the contract for that Original ICT Engineering RFP, and that the
parties would explore a joint bid or some other mutual business transaction. The subsequent
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misuse by Cipher and Prosegur of SLI’s business secrets belied any notion that either company
contemplated any kind of meaningful collaboration, much less a joint venture.
The Prosegur Dashboard
64. Exploiting SLI’s good faith, Cipher and Prosegur used SLI’s proprietary
information to create a comprehensive internal Prosegur “dashboard” (the “Prosegur Dashboard”)
in connection with the Original ICT Engineering RFP, employing SLI business secrets and
confidential details concerning its methodology and business plans. The Prosegur Dashboard
contained data based on confidential SLI information concerning every aspect of the Avangrid
program and was explicitly designed to help Prosegur entities win business from the Utilities
Defendants on the basis of SLI’s expertise, and its confidential trade secrets.
65. The highly inappropriate Prosegur Dashboard was far more than a dossier
compiling wrongly appropriated business secrets: it was a playbook brazenly detailing strategy for
how best to exploit SLI’s proprietary bidding information. It openly acknowledged Prosegur’s
coordination with the Utilities Defendants, and explicitly spelled out the strategy for establishing
Prosegur’s credentials and securing Avangrid’s business while squeezing out Silva and SLI.
66. Not even attempting to conceal its planned bid-pilfering, the Prosegur Dashboard
included in its entirety SLI’s 15-page bid for the Original ICT Engineering RFP, inserting Cipher’s
own name as a header. A copy of SLI’s original bid with the added Cipher header, as extracted
from the Prosegur Dashboard, is annexed to the complaint as Exhibit A.
67. As if the wholesale annexation of SLI’s own bid were not brazen enough, the
Prosegur Dashboard is breathtakingly forthright about its creators’ planned misfeasance. That
much is plain from the Prosegur Dashboard’s “Next Steps” page, which bears close examination,
and is reprinted in its entirety, with relevant areas highlighted:
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Next Steps:
1. Out of the 3 scena rios, we focus (initially) in "Plan A" (Subcontract Scenario). Leaving " Pl an B" (Joint Venture " LLC"
Scenario) and "Plan C" (M&A Scenario) as potential future alternatives. "Plan A" give us t he ability to comply w/ curren t tender.
a. Action: Need to build an argument document and Q&A that supports the rationa le behi nd "Pla n A" (Subcontract
Scenario) and that we all can use in a coordinated way interna lly and more important w/ Avangrid and Iberd rola. Focus in the
positive reasons behi nd it. Owner: Andre (w/ Legal and Troy)
2. MoU - APPENDIX A - SCOPE OF SERVICES ALLOCATION : Not sure if best approach is an allocation based in% of services
and instead based in the type of service. We should be able to show a ramp-up and ramp-down of Paulo in the project. That
way we "lock" Pa ulo to t he project (till the end) while we show Ava ngrid/lberdrola t hat we are progressively red ucing Paulo
dependency and taking control.
a. Action : An alyze type of services (Presales analysis) and optimal all ocat ion based in Cipher services cu rrent capabilitie,
(day 1) and "SL". Progressive t ransit ion t ill a% that we fee l comfortable. Owner: Troy
3. APPENDIX B - SUPPLIES AND EQUIPMENT: Map infrastru ctures needs and best buying/pricing negotiation capacity
(Prosegur/Cipher/Paulo) as well as identify wh ich technologies are need it to provide the service versus which technologies are
pure resale.
a. Action: List of procurement list w/ pricing quotes, margin, "negotiation owner" (Prosegur/Cipher/Paulo) . Owner:
Andre (w/ Prosegur Corporate Procurement and Paulo)
b. Action: List of technologies need it to provide the service. Owner: Troy
4. Risk & Liabi lities: Understand all risks and liabilit ies stated in the MSA and also from the technical/commercial perspectiv1
(e.g. specific energy tech nology platfor ms)
a. List of risks and liabilities assess ident ifying proposal to mitage/eliminate risk/liabilit ies. Owner: Andre (w/ Legal and
5. Security Limits Financials: Analyze the numbers and prepare the report w/ assessment. Owner: Andre
6. Business Case: Finalize cash flow, project P&L. Owner: Andre
68. First, and notably, the “Next Steps” page speaks of the strategic importance of
developing an “argument document and Q&A” supporting a rationale for confining SLI to
subcontractor status, which it refers to as “Plan A.” While wanting to obtain the lucrative ICT
Engineering Contract for itself and limit SLI’s role, Prosegur still needed to ensure SLI’s
involvement, not only because it was dependent on SLI’s know-how, but because, unlike SLI,
neither Prosegur entity had formally entered a bid in response to the Original ICT Engineering
RFP Tender 776388.
69. More astonishing still, the “Next Steps” page openly acknowledges Prosegur’s
coordination with Avangrid – issuer of the RFP – and its parent, Iberdrola, wholly belying any
notion that the Utility Networks conducted an unrigged bidding process; the “argument document
and Q&A” were intended to be tools “we all can use in a coordinated way internally and more
important w/ Avangrid and Iberdrola” (emphasis supplied).

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70. Paragraph 2 of the “Next Steps” page openly muses over the best strategy for
developing Prosegur’s own bona fides while simultaneously ensuring a diminishing role for SLI
and Silva (here referred to by his first name, “Paulo”) in the contemplated work. “We should be
able to show a ramp-up and a ramp-down of Paulo in the project” (emphasis in the original).
71. The very fact of the Prosegur Dashboard’s creation (and its unblushing, wholesale
integration of SLI’s bid) evidences Prosegur’s willingness to employ improper means to secure
business from the Utilities Defendants. But the continuation of paragraph 2 of the “Next Steps”
page vividly demonstrates (i) Prosegur’s acknowledged inability to secure or perform the ICT
Engineering contract without the support of Silva and SLI, (ii) the Utilities Defendants’ awareness
of Prosegur’s dependency on Silva and SLI, and (iii) Prosegur’s desire to take control of the
lucrative ICT engineering work, to the exclusion of SLI: “That way we ‘lock Paulo’ to the
project (till the end) while we show Avangrid/Iberdrola that we are progressively reducing
Paulo dependency and taking control” (emphasis supplied).
72. The Prosegur Dashboard is an extraordinary document that memorializes the
misfeasance central to the Bid-Rigging Scheme, and exposes its participants for the racketeers that
they are. The subsequent actions of the Utilities Defendants and the Vendor Defendants, all taken
in furtherance of the Bid-Rigging Scheme, would simply confirm the pattern of misfeasance.
The Scheme Proceeds
73. At that time unaware of the Prosegur Dashboard, and Prosegur’s bad faith
generally, SLI provided Cipher with yet additional information, including copies of SLI’s financial
statements, its capabilities and its bid information. The confidential information was provided
under the NDA via emails, phone calls and recorded video conferences, and continued through
October 2019, and beyond.
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74. In the course of the ongoing discussions with Cipher, SLI was alarmed to learn
through a third-party vendor that Defendant Reilly – the Viewpoint executive who had introduced
SLI to Prosegur – had been contacting SLI’s vendors, seeking bid prices for the precise materials
and hardware included in SLI’s bid for the Original ICT Engineering RFP. That another Prosegur
company appeared to be mirroring SLI’s bid strongly suggested that Cipher had failed to honor
the NDA by sharing SLI’s confidential bidding information with a Cipher affiliate and potential
competitor of SLI.
75. It soon became evident that Networks was not the victim of collusive bidding
practices – it was a participant and a ringleader. On or around September 25, 2019, Networks
issued a new tender – RFP no. 789546, on which SLI was not invited to bid. Troublingly, RFP
789546 appeared to contemplate hardware, software, and professional services components
substantially identical to those suggested by SLI in its bid for the Original ICT Engineering RFP.
Of equal concern, especially in the teeth of SLI’s exclusion from the RFP, was that SLI’s
competitor, Cipher affiliate Viewpoint had been invited to bid.
76. SLI would later learn that, employing SLI’s confidential bid information, Prosegur
subsidiaries Viewpoint and Cipher had, in fact, coordinated to request pricing from third-party
vendors for the constituent subparts of SLI’s earlier bid, even before the issuance of RFP 789546
– including identical hardware, as identified by SKU bar code information.
77. Afterward, Networks did its part by issuing a suitably tailored RFP, excluding SLI
from bidding. Tender no. 789546 appears to have been little more than a vehicle for corrupt
Avangrid insiders to remove hardware and software from its original tender, refine the tender
using SLI’s expertise, and to serve it up to their favored vendors. To change a multi-million dollar
public RFP several times – as Networks eventually did -- required tremendous awareness and
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access control of the procurement system, and could not have been achieved without the active
participation of Avangrid and Iberdrola.
78. Understandably, SLI voiced alarm over Viewpoint’s having been solicited to bid
on an RFP from which SLI had been excluded, one plainly based on hardware, software, and
professional services specifications contained in SLI’s bid for the Original ICT Engineering RFP
– bid information that SLI had shared with Cipher pursuant to the NDA under the erroneous
expectation that it would be kept confidential, and would not be misappropriated and exploited for
the benefit of Defendant Viewpoint.
79. SLI decided to walk away in or around September 2019 and to cease negotiations
with Prosegur and its subsidiaries. Notwithstanding that Networks had excluded SLI from bidding
on what appeared to be a tailored RFP derived from SLI’s own specifications, SLI still held out
hope that it could be awarded the still-pending Original ICT Engineering RFP – or what was left
of it – on the basis of its experience and proficiency.
The Wrongdoing
Grows More Brazen
80. There were additional signs of Avangrid’s steering bids and playing favorites with
vendors. It was not uncommon for vendors to spend significant time in Avangrid’s executive
suites, among them, UTI executive Charlie Von Stetten. It became clear that, beginning in or
around September 2018 and continuing through 2019, Avangrid executive Lathrop worked in
coordination with Von Stetten to convey confidential bid information to UTI.
81. Lathrop would habitually leave vendors’ bids open on his desk. On various
occasions during that period, Silva witnessed Von Stetten whispering to Lathrop, after which
Lathrop would leave his office. During Lathrop’s absence, Von Stetten would take notes on the
bids, sometimes even photographing them with his cell phone.
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82. Silva was understandably concerned about witnessing what appeared, at best, to be
plain disregard for the confidential nature of bids, and at worst, a flagrant attempt to hand a
competitive advantage to UTI. When Silva brought up with Lathrop his cavalier treatment of
sensitive documents, and more specifically, his failure to safeguard confidential bid information,
Lathrop smiled and replied, “I know nothing – I was in the bathroom.”
83. Lathrop’s efforts to give improper advantage to UTI was at least partly explained
by a quid pro quo. Lathrop, approaching retirement from Avangrid, was seeking a post-retirement
sinecure with an Avangrid vendor, and initially asked Silva for a position with SLI. Silva thought
the request inappropriate and a possible conflict of interest, and rebuffed Lathrop.
84. UTI did not feel similarly constrained by conflict of interest principles, and offered
Lathrop the post-Avangrid engagement that he had sought and that SLI had denied him. Before
leaving Avangrid, Lathrop steered a multitude of procurements to UTI. In or around November
14, 2019 and December 2019, Lathrop authorized a purchase order styled “ICT7” for
approximately $15 million in “ICT Additional Services.” By February 2020, Lathrop had retired
from Avangrid, and assumed the position of Vice President of Utilities at UTI.
85. Perhaps most critically, Lathrop facilitated the steering of procurements to UTI by
providing it with a copy of SLI’s IroncladTM Runbook, a flagrant breach of the EULA governing
Avangrid’s use of the IroncladTM technology it had licensed. Without the IroncladTM Runbook,
Lathrop would not have known what to requisition, and UTI would not have known what to
procure.
86. Finally – whether in retaliation against Silva or for some other reason, on or about
July 8, 2019, Lathrop provided Defendant Victorero a copy of SLI’s IroncladTM Runbook – another
flagrant breach of the EULA.
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87. Avangrid’s bid-rigging had never been confined to steering contracts to Prosegur
subsidiaries and UTI. On or around December 2018, Avangrid gave SLI the opportunity to bid on
a $45 million Design and Engineering Services project (the “AMI-OTN SOW”). Avangrid
executive Tom Fitzgerald told Silva that SLI’s competition was Defendant B&V. SLI prepared
and submitted a comprehensive, 47-page proposal.
88. SLI would later learn that Fitzgerald was appalled by B&V’s significant delays, the
lack of detail in its bid, and its lack of familiarity with the technical aspects of the contemplated
service delivery. Nonetheless, Avangrid wanted B&V awarded the contract. To Silva’s disbelief,
two Avangrid executives – Defendants David Lathrop and John Allen – demanded that Silva share
the contents of SLI’s bid with B&V. They likewise demanded that SLI not seek the outright award
of the contract, but instead relegate itself to serving as a subcontractor to B&V.
89. Silva initially refused to share SLI’s bid information with B&V, but was told by
the Avangrid executives that failure to share the contents of SLI’s bid would ruin SLI’s chances
of being awarded the lucrative Original ICT Engineering RFP. In the teeth of that threat, Silva
relented, and shared SLI’s bid with B&V on April 3, 2019. SLI would later learn that B&V – well
aware that it was using trade secrets extorted from SLI – used the specifications contained in SLI’s
bid in order to improve the B&V bid, and that B&V was ultimately awarded this lucrative, sole-
source contract, despite its demonstrably inferior qualifications.
90. B&V hardly stopped there. In or about the Fall of 2019, Bill Bernoe, a B&V
executive, unsuccessfully attempted to obtain a copy of the IroncladTM Runbook through artifice,
by misleadingly suggesting to one of Silva’s assistants that he was authorized to possess and use
it. Suspicious, Silva’s assistant refused, and reported the incident to Silva.
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91. The manipulation of the bidding process continued. Prosegur wanted to revive its
earlier collaboration with SLI, and Cipher’s CEO, Defendant Boucas, had intimated on several
occasions that the only way SLI would ever be awarded any of the remaining ICT Engineering
contract would be through a partnership with Cipher because of its parent Prosegur’s strong
connections with Iberdrola’s Chairman, Jose Ignacio Sanchez Galan, and Global Head of Security,
Antonio Asenjo Martin, and Prosegur’s connections in Avangrid’s security department. Defendant
Rolim, Cipher’s CFO, told Silva “We are so tight that we monitor the Chairman’s emails to protect
him; this is how tight we are in Spain . . .”
92. On or around October 1, 2019, Boucas claimed that he possessed critical
information pertaining to the Original ICT Engineering RFP and to an additional, unreleased
Avangrid project – RFP No. 792241 – and again suggested that SLI would need to partner with
Prosegur subsidiary Cipher as a condition of doing business with Avangrid, and of being
considered for the Original ICT Engineering RFP.
93. Soon, the suggestions turned into threats. In a text message of the same day, Boucas
stated “Paulo, I have some new relevant information about the RFP that will be important to your
decision making but if I don’t hear from you soon we will have to communicate to Avangrid that
we are no longer partners. So call me as soon as possible.”
94. When Silva called back, the threats became more animated. Boucas told him, in
substance, “you cannot just walk away now, you still have ICT Engineering worth $50MM! You
are a small business, think about it . . . it is better than nothing! You now know we are connected
to Avangrid. Here is what I can offer, 15% on hardware which was your original mark-up anyway.
No loss. If you don’t take it, you will lose it all!”
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95. Concluding it had no other options, on or about October 10, 2019, SLI reluctantly
entered into an MOU with Cipher (the “MOU”). Under it, SLI would forgo a full 60% of its
expected profits in order to perform the services contemplated under the Original ICT Engineering
RFP worth $50MM, even though neither Cipher nor Prosegur had the know-how to deliver the
Phase II services. A copy of the executed MOU was shared with Avangrid’s Procurement
Department on October 10, 2019.
96. Avangrid continued to methodically disaggregate and reissue portions of the
Original ICT Engineering RFP. On or about November 13, 2019, Avangrid released the tender to
which Prosegur executive Boucas had earlier alluded – RFP no. 792441 – which was limited to
information communications technology (“ICT”) services only. The hardware and professional
services components had earlier been removed from the Original ICT Engineering RFP and
practically served up to SLI’s competitors in December 2019.
97. RFP no. 792241 sought bids for a contract worth approximately $49 million, rather
than the roughly $134 million in services and equipment contemplated by the Original ICT
Engineering RFP. SLI, nonetheless, duly submitted a bid.
98. Avangrid’s bid-rigging then grew even more brazen. To SLI’s surprise, it received
a third tender – RFP No. 795776 – on February 3, 2020, after having gone through the “Best And
Final Offer” stage multiple times with respect to all of the previous RFPs. Avangrid sought an
unusually fast turn-around of four days. Silva, when preparing a bid on SLI’s behalf, realized that
ICT Engineering Tender 795776 sought proposals for services that had been the subject of
previous tenders issued after the submission of best and final offers.
99. Because it was irregular for an RFP to be reissued several times after the receipt of
best and final offers, Silva contacted Tamara Jones-Smith at Networks, and learned that RFP
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Tender 792241 had in fact been reissued as RFP No. 795776, and later found out that Prosegur
subsidiary Viewpoint had been invited to bid against SLI even though Avangrid’s procurement
department had received a legal and written notification that Prosegur s subsidiary Cipher had
officially partnered with SLI pursuant to the MOU. This, in combination with Avangrid’s having
sought an unusually fast turn-around of four days, led Silva to conclude that Iberdrola and
Avangrid, once again, were engineering the delivery of a contract to a favored Prosegur company.
100. Knowing that Prosegur and its recently acquired subsidiaries in the U.S. had an
inside track with Avangrid and Iberdrola regarding the RFP award process – and hoping to claim
at least a portion of the work it had earlier bid on – SLI, honoring the MOU, shared its bid materials
for RFP no. 795776 with Cipher on or about February 7th, 2020, the same day bids were due.
Defendant Rolim, Cipher’s CFO, requested a meeting with Silva on that same date.
101. During the meeting, Rolim formally disclosed that Cipher affiliate (and Prosegur
subsidiary) Viewpoint had also been invited to bid on RFP tender no. 795776, and pointedly
suggested that SLI abandon its attempt to become prime contractor by allowing a Prosegur
subsidiary to bid lower on the ICT Engineering Contract, and that SLI forgo the control and profits
that would have come with the prime contractor designation. Not bothering to conceal Prosegur’s
insider status, Rolim proposed that SLI agree to be a subcontractor on Viewpoint’s bid for RFP
No. 795776, which Viewpoint would submit using the SLI bid pricing and information SLI had
provided Cipher pursuant to the MOU. In a separate phone conversation, Rolim made clear to
Silva that if he did not accede to Rolim’s request, SLI would forfeit the prospect of being awarded
the contract.
102. SLI refused to assume a subcontractor role, and objected to any further use if its
confidential information by Cipher or Viewpoint on additional bids on Avangrid RFPs. By that
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point, however, with the assistance of the Utilities Defendants, Prosegur entities had managed to
capture, through improper means, substantial amounts of business that SLI had hoped to win
legitimately.
103. In conducting the Bid-Rigging Scheme, the Utilities Defendants abandoned any
pretext of conducting a fair procurement process, flouting their own internal guidelines, as well as
fundamental notions of transparency governing RFPs issued in connection with PUC-approved
rate-cases. The Utilities Defendants not only openly favored SLI’s competitors; they awarded those
competitors contracts on the basis of bids restyled to incorporate SLI’s trade secrets, to lend the
inferior bids a veneer of legitimacy, to give the appearance of a normal bidding process, and to
conceal their own wrongdoing.
104. SLI became an Avangrid approved vendor for the purposes of the Phase II work.
Consistent with the Utilities Defendants’ requirements, SLI obtained letters of credit and
insurance, and began to hire staff in anticipation of performing the roll out of its own technology
in respect of the Phase II work. At all times during the relevant period, SLI stood ready to perform
the work, was capable of performing the work, and was the most qualified vendor to perform the
work.
105. But for the Bid-Rigging Scheme, and the resulting subversion of the bidding
process, SLI would have been awarded millions of dollars in lucrative business wrongly steered to
SLI’s competitors.
The Waste And Abuse

Of CAPEX Expenditures
106. The Bid-Rigging Scheme surely injured SLI and enriched its competitors. But in
time, it became obvious why the Utilities Defendants were engaging vendors ill-suited for the
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contracts they received, and sole-sourcing unnecessary procurements at premium prices through
those vendors.
107. In light of the regulatory rate structure governing public utilities, the Utilities
Defendants saw the inflation of capital expenses as a dependable basis for ensuring short term
profit and increasing shareholder value.
108. In addition, the characterization of gratuitous investments in infrastructure as
legitimate CAPEX provided Avangrid with a pretext for seeking rate increases to which they were
not otherwise entitled, along with depreciation benefits they did not deserve.
109. Given the ability to goose their own profits by channeling funds into capital
expenditures – regardless of whether such investments improved network infrastructure or inured
to the benefit of rate-paying consumers in any way – the Utilities Defendants sought to find any
possible means of contriving, and inflating, CAPEX. Instead of making prudent and reasonable
investments intended to upgrade infrastructure and benefit rate-paying customers, the Utilities
Defendants, putting shareholder value ahead of any other concerns, sought to exploit the
procurement process to accommodate their strategic booking of capital expenses.
110. The Utilities Defendants conceived of the Bid-Rigging Scheme to achieve just
those goals. But to implement the Bid-Rigging Scheme, the Utilities Defendants needed pliant
vendors to assist them in achieving their bloated capital expenditure targets.
111. SLI, having itself designed the ASD and created the IroncladTM technology, would
have been the obvious contractor for the Utilities Defendants to choose to procure necessary
equipment and support services. But the Utilities Defendants knew that SLI would not assist them
– knowingly or otherwise – in their goal of inflating CAPEX.
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112. SLI only recommended procurements that were necessary to maintaining the ASD
it had spearheaded, and to ensuring the continuing efficacy of the IroncladTM technology around
which the ASD was designed. In fact, SLI had communicated concerns regarding purchases of
PIVOT3 equipment in the fourth quarter of 2018 that were excessive and unjustified because not
enough personnel were made available to adequately implement these products, resulting in waste
as products began to experience lifecycle depreciation or obsolescence without ever being fully
utilized.
113. Yet more inconveniently – and as well-known both to the Utilities Defendants and
the Vendor Defendants – SLI made procurements on a straightforward, open book contract basis,
with a fixed margin of 15%, providing no ready channel for the CAPEX inflation the Utilities
Defendants sought. The Utilities Defendants thus turned to the Vendor Defendants, contractors
that were wholly aware that the Utilities Defendants wanted to inflate CAPEX, and were happy to
assist them in the Bid-Rigging Scheme.
The CAPEX Premiums
114. To accommodate the Utilities Defendants (and to enrich themselves), the Vendor
Defendants unblushingly charged remarkable premiums of 40-65% on procurements (the
“CAPEX Premiums”) that they presented on non-standard and poorly documented invoices. The
Vendor Defendants did not purport to supply any additional value or to otherwise provide any
meaningful basis for charging the CAPEX Premiums to the Utilities Defendants. Indeed, the
Vendor Defendants lacked meaningful technical familiarity with IroncladTM and the ASD – whose
architecture and operation should have been the only variables informing procurement decisions.
115. But the Vendor Defendants stood to profit greatly from Avangrid’s seemingly
limitless appetite for making capital expenditures and had little reason to serve as a check against
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overequipping and overbuilding, making them ideal partners in the Bid-Rigging Scheme in the
absence of a Design and Engineering firm and the lack of any meaningful procurement oversight.
116. The Bid-Rigging Scheme achieved its central goal. That much is clear from
Avangrid’s own 10-K filings, which demonstrate that Avangrid increased its CAPEX from $1.777
billion in 2018 to $2.735 billion in 2019, an increase of nearly one billion dollars.
117. The procurements resulting from the Bid-Rigging Scheme were never designed to
benefit rate-payers. More remarkably, the Utilities Defendants did not even purport to advance a
pretext for the legitimacy of the cynical and profligate purchases they made.
118. The primacy of inflating CAPEX was revealed, inter alia, by the award of contracts
to Vendor Defendants for work well outside of the service categories in which they were
historically known to have experience, much less competence.
119. Defendant B&V is a civil engineering firm that would normally be engaged for
services falling within the Civil Engineering and Construction Service Category. Mystifyingly,
B&V was awarded a primary contract to assume responsibility for Program Management in the
Corporate Security Program – including complex CAPEX/OPEX accounting calculations –
despite its lack of accounting or financial management expertise.
120. Likewise, Defendant UTI is a company that primarily installs and maintains video
cameras to monitor large facilities. It has no particular expertise, much less experience, in
designing or building private cloud data centers or in cloud systems integration. Yet throughout
2018 and 2019, Avangrid authorized UTI to hire over thirty full-time equivalent contractors to
provide Design and Engineering Services with respect to such data centers.
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121. UTI was also selected by Avangrid to provide both Systems Integrations and
Design & Engineering services, and tasked with building a critical facility – the core ICT Disaster
Recovery Site, a complicated undertaking for which UTI was self-evidently unsuited.
122. For its part, Prosegur is a physical security company that would normally engage
in the installation of video cameras, and provide physical security and monitoring services. It has
neither particular expertise in hardware and software sourcing nor in Design and Engineering
Services. Yet Prosegur entities were repeatedly chosen to bid on contracts requiring largescale
hardware acquisitions they were self-evidently unqualified to undertake and were awarded
numerous sole-source contracts for related procurements and personnel.
123. The Utilities Defendants knowingly collaborated with the Vendor Defendants to
procure a mountain of radically overpriced hardware – including scores of routers and multiplexing
units that, curiously, they took pains to unpack and install in racks – as if to vaguely suggest that
they were configured and operational. Yet those units were never put into service, are quickly
growing obsolete. and are depreciating by the day.
124. Yet more cynically, the Utilities Defendants actually paid to have structures erected
to house the dust-gathering hardware that lacked any discernable purpose (apart from serving as a
vehicle for the Utilities Defendants’ accounting misfeasance).
125. The Utilities Defendants acquired tens of millions of dollars of overpriced and/or
unnecessary hardware such as Thermo Bond Buildings units purchased excessively in
connection with the design and implementation of the ASD. The equipment purchases were
invariably sole source to UTI, at premium prices. The same equipment, however, could have
been purchased directly from SLI using SLI’s straight pass-through 15% open book contract
for all hardware in the IroncladTM design.
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126. To accommodate the profligate spending, UTI has expanded its warehouse three
times in the past 3-4 years, all to store tens of millions of dollars in hardware equipment
purchased to achieve CAPEX allocation targets instead of conforming to technology lifecycle
principles that would have otherwise prevented waste. As a result, the warehouse contains
equipment that has been in storage for years, remains unused, and is depreciating daily.
127. In the fourth quarter of 2018 and the first quarter of 2019, Avangrid engaged UTI
and Nokia to procure tens of millions of dollars in Nokia Dense Wavelength Division
Multiplexing (DWDM) equipment at premium prices, and with no competition. Much of the
equipment remained as of January 2021 in storage in UTI warehouses in Maine and New York.
128. Likewise, at the Utilities Defendants’ behest, during the fourth quarters of 2018
and 2019, UTI procured Nokia, CISCO, and PIVOT3 equipment in wildly excessive quantity,
resulting in warehoused equipment far out alignment with any technical justification. Similarly
(and again, through UTI) the Utilities Defendants purchased excessive amounts of data storage,
all at premium prices, with a two-year half-life that all but ensured that the storage would never
be utilized.
129. In 2017 and 2018, the Utilities Defendants paid for a variety of unnecessary
software systems at premium prices. The Utilities Defendants later paid for the renewal of the
licenses, despite the fact that the systems were never fully configured or put into service.
130. Likewise, in the first quarter of 2019, the Utilities Defendants awarded Defendant
B&V a $34 million sole-source contract in connection with the AMI-OTN data center convergence
project. Personnel were hired directly through B&V to support a $1.5 billion automated metering
infrastructure initiative. B&V billed (and the Utilities Defendants paid) for contractors at premium
hourly rates well in excess of the rates offered by SLI.
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131. There is perhaps no starker an example of CAPEX abuse than Avangrid’s
procurement of PIVOT3 equipment. In 2018, Avangrid paid Defendant UTI $37,323 per unit
for PIVOT3 HyperV Devices. A comparison of SKU numbers reveals that, in 2019, Avangrid
paid UTI an astonishing $124,245.33 per unit for substantially identical HyperV Devices, with
a minor upgrade that should only have justified a minor price increase.
132. The Bid-Rigging Scheme resulted in bloated, questionable capital investments with
no seeming relation to actual infrastructural needs. While the Bid-Rigging Scheme enriched the
Utilities Defendants and the Vendor Defendants, it also injured rate-paying consumers, who ought
to have enjoyed the lower costs that competitive bidding and non-contrived infrastructure would
have afforded them. It likewise injured competitors, especially SLI, which was denied, and thus
unable to profit from, contracts that its qualifications would otherwise have entitled it to win.
133. Finally, because many of the bloated expenditures were made in connection with
the Avangrid Secure Domain and OSG-Telecom, they had an additional, pernicious effect:
providing industry with the erroneous impression that employing IroncladTM technology was
inefficient and costly, thereby diminishing the perceived value of one of SLI’s principal assets,
and damaging SLI’s business prospects generally.
* * *
134. As with other corporate strategy, the Bid-Rigging Scheme was established by
Avangrid’s parent, Iberdrola – and more specifically, by Defendant Asenjo Martin and his
lieutenant, Defendant Victoreo, both of whom oversaw corporate security in general, and directly
managed the Corporate Security Departments at both Avangrid and Networks. Asenjo Martin was
indicted in Spain and Victorero put under investigation by the Spanish high Courts for corporate
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espionage and procurement fraud. It is hardly a surprise that Defendants Asenjo Martin and
Victorero were the architects of the Bid-Rigging Scheme.
135. Defendants Asenjo Martin and Victoreo exercised complete control and oversight
of the very Corporate Security Departments making the profligate purchases permitted by the
craven manipulation of Avangrid’s bidding process. The Bid-Rigging Scheme could not have
taken place, and did not take place, without the blessing, if not the imprimatur, of Asenjo Martin
and Victoreo.
CLAIMS FOR RELIEF
First Cause of Action
CIVIL RICO BASED ON CERTAIN DEFENDANTS’

PARTICIPATION IN THE AFFAIRS OF NETWORKS
(As against Defendants Iberdrola, Avangrid, B&V,

Prosegur, Cipher, Lathrop, Allen, Boucas, and Rolim)
136. SLI repeats and realleges, as if fully set forth hereto, the allegations contained in
paragraphs 1 through 135 above.
137. At all times during the Relevant Period, Networks was an “enterprise” within the
meaning of 18 U.S.C. §§ 1961(4) and 1962(c) that was engaged in, or the activities of which
affected, interstate or foreign commerce.
138. At all times during the Relevant Period, Networks purported to maintain procedures
necessary to protect the integrity of Avangrid’s procurement process, and to ensure that potential
contractors and service providers be selected on the basis of a fair and impartial evaluation of the
technical merit of their proposals. These procedures required bidders seeking the award of
procurement contracts to provide proposals including information sufficient in scope and detail to
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demonstrate whether the bidder had the necessary capability, experience, knowledge, expertise
and financial strength to perform the contracts satisfactorily.
139. At all relevant times, Defendants Iberdrola, Avangrid, Lathrop and Allen (the
“Networks Control Defendants”), and Defendants Prosegur, Cipher, B&V, Boucas, and Rolim (the
“Networks Vendor Defendants,” and collectively with the Networks Control Defendants, the
“Networks Enterprise Defendants”) were associated with Networks through their participation in
and their direct and/or indirect control over the affairs of Networks, including, without limitation,
the issuance of RFPs by Networks, and the resulting award of procurement contracts to bidders
advancing proposals in response to those RFPs.
140. The means by which the Networks Enterprise Defendants exercised influence and
control over, and participated in, the affairs of Networks included, but were not limited to, (i) the
procurement by the Networks Control Defendants of SLI’s proprietary bidding information; (ii)
the unauthorized use by the Networks Control Defendants of SLI’s proprietary bidding
information in order to refine their RFPs and to convey to the Network Vendor Defendants and
other of SLI’s competitors how they should style proposals submitted in response to such RFPs;
(iii) the misappropriation, by extortion or theft, by the Networks Vendor Defendants of SLI’s
business secrets; (iv) the wrongful and unauthorized use by the Networks Vendor Defendants of
SLI’s trade secrets in the preparation of bids to be submitted by or on behalf of the Networks
Vendor Defendants under the false pretense that such proposals were prepared based upon the
capability experience, knowledge, and expertise of the Networks Vendor Defendants; and (v) the
award, by the Networks Control Defendants of contracts in response to bids from the Network
Vendor Defendants and other of SLI’s competitors that the Networks Control Defendants knew
were based on the misappropriated trade secrets of SLI.
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141. The Networks Enterprise Defendants influenced, participated and controlled the
affairs of Networks through a pattern of racketeering activity within the meaning of 18 U.S.C. §§
1961(1) and (5), and 1962(c). The conduct and acts of the Networks Enterprise Defendants are
related to each other as parts of a common or shared purpose, intent and economic motive, namely,
to violate and circumvent the legitimate, authorized bidding procedures of Networks in order to
control the award of procurement contracts for the respective financial benefit (i) of the Networks
Vendor Defendants, through their receipt of lucrative services and procurement contracts, and (ii)
of Iberdrola and Avangrid, through their access to a manipulatable source of CAPEX.
142. The pattern of racketeering activity of the Networks Enterprise Defendants during
the Relevant Period consisted, inter alia, of acts chargeable under New York law and punishable
by imprisonment under such law for more than one year and which fall within the scope of 18
U.S.C. §§ 1961(l)(A) and (5).
143. Such chargeable acts included larceny by extortion, as proscribed, inter alia, by
New York Penal Law § 155.05(2)(e), in that certain of the Networks Enterprise Defendants, with
intent to appropriate the property of SLI to a third party, wrongfully induced SLI to deliver the
property to that third-party by instilling a fear in SLI that, failing the delivery of such property,
they or another would damage SLI in its property.
144. Individual chargeable acts under New York Penal Law § 155.05(2)(e) include, inter
alia, the following:
vi) With the intent to wrongfully appropriate SLI’s property to a third person,
Defendants Lathrop and Allen compelled or induced SLI, inter alia, to
provide Defendant B&V with SLI’s bid information for the AMI-OTN-
SOW as a condition of obtaining any of the AMI-OTN-SOW work to which
SLI otherwise would have been entitled on the basis of its proposal.
vii) With the intent to wrongfully appropriate SLI’s property to a third person,
Defendant Boucas compelled or induced SLI, inter alia, to share its
34
11018316.3
business secrets with Prosegur subsidiary Cipher as a condition of obtaining

any of the Original ICT Engineering RFP work to which SLI otherwise
would have been entitled on the basis of its proposal.
145. The pattern of racketeering activity of the Networks Enterprise Defendants also
included numerous acts perpetrated during the Relevant Period that are indictable under 18 U.S.C.
§ 1951 (relating to interference with commerce by threats or violence) and which fall within the
scope of 18 U.S.C. §§ 1961(1)(B) and (5), in that certain of the Networks Enterprise Defendants,
through the wrongful use of fear of economic loss, induced or attempted to induce, or conspired
to induce or to attempt to induce SLI, with its consent, to part with property in such a way as to
adversely affect interstate commerce.
146. SLI’s trade secrets relate to services used in and intended for use in interstate
commerce.
147. Individual indictable acts under 18 U.S.C. § 1951 include, inter alia, the following:
i) By wrongfully causing SLI to fear that it would otherwise be barred from

obtaining any of any of the AMI-OTN-SOW work to which it would have
been entitled on the basis of its proposal, Defendants Lathrop and Allen
induced SLI, with its consent, to provide Defendant B&V with SLI’s bid
information for the AMI-OTN-SOW.
ii) By wrongfully causing SLI to fear that it would otherwise be barred from
obtaining any of any of the Original ICT Engineering RFP work to which it
would have been entitled on the basis of its proposals, Defendant Boucas
induced SLI, with its consent, to share its business secrets with Prosegur
subsidiary Cipher.
iii) By wrongfully causing SLI to fear that it would otherwise be barred from
would have been entitled on the basis of its proposals, Defendant Prosegur
conspired with Defendant Boucas to induce SLI, with its consent, to share
its business secrets with Prosegur subsidiary Cipher.
iv) By wrongfully causing SLI to fear that it would otherwise be barred from
obtaining any of any of the work contemplated by RFP No. 795776,
Defendant Rolim attempted to induce SLI, with its consent, to withdraw its
35
11018316.3
bid for that work, and to agree to serve as Defendant PSM’s sub-contractor
in connection with that work.
v) By wrongfully causing SLI to fear that it would otherwise be barred from

Defendant Prosegur conspired with Defendant Rolim to attempt to induce
SLI, with its consent, to withdraw its bid for that work, and to agree to serve
as Defendant PSM’s sub-contractor in connection with that work.
148. The pattern of racketeering activity of the Networks Enterprise Defendants likewise
§ 1832 (relating to theft of trade secrets) and which fall within the scope of 18 U.S.C. §§
1961(1)(B) and (5), in that certain of the Networks Enterprise Defendants, with intent to convert a
trade secret related to a service produced for interstate commerce, to the economic benefit of
anyone other than the trade secret’s owner, and knowing that the offense will injure the trade
secret’s owner, knowingly and without authorization delivered, transmitted, replicated or
conveyed that information, or attempted to appropriate that information by artifice or deception,
or received or possessed that information, knowing it to have been obtained without authorization.
149. SLI’s trade secrets relate to services used in and produced for use in interstate
commerce.
i) Defendant Lathrop, with intent to convert a trade secret to the economic

benefit of Defendants Victorero and Iberdrola, and knowing that such
conversion would injure SLI, knowingly delivered and/or transmitted
without authorization a copy of the IroncladTM Runbook to Defendant
Victorero.
ii) Defendant Victorero, with intent to convert a trade secret to the economic
benefit of himself and Iberdrola, and knowing that such conversion would
injure SLI, knowingly received a copy of the IroncladTM Runbook, knowing
the same to have been obtained without authorization.
iii) Defendant Lathrop, with intent to convert a trade secret to the economic
benefit of Defendant UTI, and knowing that such conversion would injure
36
11018316.3
SLI, knowingly caused to be copied, and delivered and/or transmitted

without authorization a copy of the IroncladTM Runbook to Defendant UTI.
iv) Defendant UTI, with intent to convert a trade secret to the economic benefit
of itself, and knowing that such conversion would injure SLI, knowingly
received a copy of the IroncladTM Runbook, knowing the same to have been
obtained without authorization.
v) Defendants Rolim and Cipher, with intent to convert a trade secret to the
economic benefit of Defendants Cipher, PSM and Prosegur, and knowing
that such conversion would injure SLI, knowingly replicated without
authorization SLI’s trade secrets and placed them on the Prosegur
Dashboard.
vi) Defendants Cipher, PSM and Prosegur, with intent to convert a trade secret
to the economic benefit of themselves, and knowing that such conversion
would injure SLI, knowingly possessed SLI’s trade secrets by incorporating
them into the Prosegur Dashboard, knowing them to have been obtained
without authorization.
vii) Defendant B&V, with intent to convert a trade secret to the economic
benefit of itself, and knowing that such conversion would injure SLI,
knowingly replicated without authorization SLI’s trade secrets and
incorporated them into its bid for the OTN-AMI-SOW.
viii) Defendant B&V, with intent to convert a trade secret to the economic
knowingly attempted to appropriate a copy of the IroncladTM Runbook by
deception and artifice.
ix) Defendants Iberdrola and Avangrid, with intent to convert a trade secret to
the economic benefit of one or more of themselves, Prosegur, Cipher, PSM,
UTI and B&V, and knowing that such conversion would injure SLI,
knowingly replicated and conveyed without authorization to one or more of
Prosegur, Cipher, PSM, UTI and B&V, inter alia, the prices, proprietary
bid submission templates, and other trade secrets SLI supplied on or about
December 11, 2018 in its bid made in response to the OTN-AMI-SOW.
x) Defendants Iberdrola and Avangrid, with intent to convert a trade secret to

April 3, 2019 its bid made in response to the OTN and NY- AMI Combined
Site Engineering Services SOW.
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11018316.3
xi) Defendants Iberdrola and Avangrid, with intent to convert a trade secret to
March 18, 2019 in its bid in response to RFP Tender No. 776388.
xii) Defendants Iberdrola and Avangrid, with intent to convert a trade secret to
April 30, 2019 in its BAFO in response to RFP Tender No. 776388.
xiii) Defendants Iberdrola and Avangrid, with intent to convert a trade secret to
October 3, 2019 in its bid in response to RFP Tender No. 789546.
xiv) Defendants Iberdrola and Avangrid, with intent to convert a trade secret to
November 12, 2019 in its bid in response to RFP Tender No. 792241.
xv) Defendants Iberdrola and Avangrid, with intent to convert a trade secret to
November 13, 2019 in its BAFO in response to RFP Tender No. 792241.
xvi) Defendants Iberdrola and Avangrid, with intent to convert a trade secret to
38
11018316.3
February 7, 2020 in its BAFO in response to RFP Tender No. 795776.
xvii) Defendants Iberdrola and Avangrid, with intent to convert a trade secret to
April 6, 2020 in its bid in response to RFP Tender No. 798582.
xviii) Defendants Iberdrola and Avangrid, with intent to convert a trade secret to
151. The pattern of racketeering activity of the Networks Enterprise Defendants
additionally included numerous acts perpetrated during the Relevant Period which are indictable
under 18 U.S.C. § 1343 (relating to wire fraud) and which fall within the scope of 18 U.S.C. §§
1961(1)(B) and (5), in that certain of Networks Enterprise Defendants, intending to obtain property
by fraudulent pretenses, caused to be transmitted by wire communication in interstate commerce,
writings specifically intended to further their fraudulent scheme.
152. Defendants Iberdrola and Avangrid caused Defendant Networks to use interstate
wires to issue RFPs to, inter alia, SLI, with no intention of considering the award of the contracts
to SLI. Defendants Iberdrola and Avangrid did not intend the RFPs to serve as a vehicle for
assessing SLI’s qualifications for the award of each relevant contract to SLI, but rather, as a
fraudulent solicitation intended to elicit and misappropriate the trade secrets of SLI as a means of
aiding SLI’s competitors, of enriching themselves through the CAPEX that those competitors
would provide, and of aiding in the furtherance and/or concealment of the Network Enterprise
39
11018316.3
Defendants’ scheme to interfere with the legitimate procedures of Networks for the award of
contracts.
i) At 5:43 am on February 18, 2019, Iberdrola and Avangrid caused Networks

to transmit RFP Tender No. 776388 to, inter alia, SLI, in order to obtain,
by fraudulent pretenses, property in the form of SLI’s prices and proprietary
bid submission templates, and other trade secrets.
ii) At 3:06 pm on September 25, 2019, Iberdrola and Avangrid caused

Networks to transmit RFP Tender No. 789546 to, inter alia, SLI, in order
to obtain, by fraudulent pretenses, property in the form of SLI’s prices and
proprietary bid submission templates, and other trade secrets.
iii) At 3:03 am on November 13, 2019, Iberdrola and Avangrid caused

Networks to transmit Tender No. 792241 to, inter alia, SLI, in order to
obtain, by fraudulent pretenses, property in the form of SLI’s prices and
iv) At 4:56 am on Monday, February 3, 2020, Iberdrola and Avangrid caused

v) At 6:54 am on April 5, 2020, Iberdrola and Avangrid caused Networks to

transmit RFP Tender No. 798582 to, inter alia, SLI, in order to obtain, by
fraudulent pretenses, property in the form of SLI’s prices and proprietary
154. The conduct of the scheme to rig the bidding of Avangrid’s procurement contracts
through a pattern of racketeering activity (the “Networks Enterprise Scheme”) was continuous.
The Networks Enterprise Scheme took place between 2018 and 2020, involved multiple acts of
theft, extortion and fraud, was directed at numerous procurement contracts, and caused numerous
separate and distinct injuries.
155. By means of the foregoing violations of RICO, Plaintiff was injured in its business
and property in an amount in excess of $36.6 million.
40
11018316.3
Second Cause of Action
CIVIL RICO CONSPIRACY
(As against Defendants Iberdrola, Avangrid, Prosegur, Cipher, PSM, UTI,

B&V, Lathrop Victorero, Asenjo Martin, Allen, Boucas, Rolim, Fitzgerald and Reilly)
157. Defendants Iberdrola, Avangrid, Prosegur, Cipher, PSM, UTI, B&V, Lathrop
Victorero, Asenjo Martin, Allen, Boucas, Rolim, Fitzgerald and Reilly (the “Networks Enterprise
Conspirators”) conspired to commit the violations of 18 U.S.C. § 1962(c) alleged in paragraphs
136 through 155 above.
158. At all relevant times, the Networks Enterprise Conspirators agreed and conspired
to participate, directly and indirectly, in the conduct of Networks through a pattern of racketeering
activity, in violation of 18 U.S.C. § 1962(d).
159. The Networks Enterprise Conspirators committed and/or caused to be committed a
series of overt acts in furtherance of the conspiracy alleged herein and to effect the objectives of
the Networks Enterprise Scheme, each member Defendant knowing the general nature of the
conspiracy and that the conspiracy extended beyond that Defendant’s role.
160. By means of the foregoing violations of RICO, SLI was injured in its business and
property in an amount in excess of $36.6 million.
Third Cause of Action
CIVIL RICO BASED ON CERTAIN DEFENDANTS’

ASSOCIATION-IN-FACT AS A CRIMINAL ENTERPRISE
(As against Defendants Iberdrola, Avangrid, B&V,

Prosegur, Cipher, Lathrop, Allen, Boucas and Rolim)
41
11018316.3
162. At all relevant times, Defendants Iberdrola and Avangrid, Lathrop and Allen (the
“Control Defendants”), and Defendants Prosegur, Cipher, B&V, Boucas and Rolim (the “Vendor
Defendants,” and collectively with the Control Defendants, the “Core Enterprise Defendants”)
were associated with each other to form an association-in-fact which was an “enterprise” (the “Bid-
Rigging Enterprise”) within the meaning of 18 U.S.C. §§ 1961(4) and 1962(c), and which was
engaged in, or the activities of which affected, interstate or foreign commerce.
163. The Bid-Rigging Enterprise continued as a unit with a core of the same membership
as an ongoing combination from 2018 to 2020.
164. At all relevant times, the Core Enterprise Defendants participated in the conduct of
the Bid-Rigging Enterprise through a pattern of racketeering activity within the meaning of 18
U.S.C. §§ 1961(1) and (5), and 1962 (c).
165. At all times during the Relevant Period, Networks purported to maintain procedures
necessary to protect the integrity of Avangrid’s procurement process, and to ensure that potential
contractors and service providers be selected on the basis of a fair and impartial evaluation of the
technical merit of their proposals. These procedures required bidders seeking the award of
procurement contracts to provide proposals including information sufficient in scope and detail to
demonstrate whether the bidder had the necessary capability, experience, knowledge, expertise
and financial strength to perform the contracts satisfactorily.
166. The conduct and acts of the Core Enterprise Defendants are related to each other as
parts of a common or shared purpose, intent and economic motive, namely, to violate and
circumvent the legitimate, authorized bidding procedures that Networks undertook on behalf of
Avangrid, in order to control the award of procurement contracts for the respective financial
42
11018316.3
benefit of the Core Enterprise Defendants. The financial interests of the Bid-Rigging Enterprise
were served by the misappropriation of the trade secrets of SLI to facilitate the diversion of awards
from SLI to other bidders, and to provide financial benefits to (i) the Vendor Defendants and other
of SLI’s competitors, through the grant of lucrative services and procurement contracts they would
not have otherwise been awarded, and (ii) to Iberdrola and Avangrid, by providing them access to
a manipulatable source of CAPEX.
167. The illicit assistance provided by the Core Enterprise Defendants included, inter
alia, (i) the procurement by the Control Defendants of SLI’s proprietary bidding information; (ii)
the unauthorized use by the Control Defendants of SLI’s proprietary bidding information in order
to refine their RFPs and to convey to the Vendor Defendants and other of SLI’s competitors how
they should style proposals submitted in response to such RFPs; (iii) the misappropriation, by
extortion or theft, by the Vendor Defendants of SLI’s business secrets; (iv) the wrongful and
unauthorized use of by the Vendor Defendants of SLI’s trade secrets in the preparation of bids to
be submitted by or on behalf of the Vendor Defendants under the false pretense that such proposals
were prepared based upon the capability experience, knowledge and expertise of the Vendor
Defendants; and (v) the award, by the Control Defendants of contracts in response to bids from
the Vendor Defendants and other of SLI’s competitors that the Control Defendants knew were
based on the misappropriated trade secrets of SLI.
168. The pattern of racketeering activity of the Core Enterprise Defendants during the
Relevant Period consisted, inter alia, of acts chargeable under New York law and punishable by
imprisonment under such law for more than one year and which fall within the scope of 18 U.S.C.
§§ 1961(l)(A) and (5).
43
11018316.3
169. Such chargeable acts included larceny by extortion, as proscribed, inter alia, by
New York Penal Law § 155.05(2)(e), in that certain of the Core Enterprise Defendants, with intent
to appropriate the property of SLI to a third party, wrongfully induced SLI to deliver the property
to that third-party by instilling a fear in SLI that, failing the delivery of such property, they or
another would damage SLI in its property.
170. Individual chargeable acts under New York Penal Law § 155.05(2)(e) include, inter
alia, the following:
i) With the intent to wrongfully appropriate SLI’s property to a third person,

Defendants Lathrop and Allen compelled or induced SLI, inter alia, to
provide Defendant B&V with SLI’s bid information for the AMI-OTN-
SOW as a condition of obtaining any of the AMI-OTN-SOW work to which
SLI otherwise would have been entitled on the basis of its proposal.
ii) With the intent to wrongfully appropriate SLI’s property to a third person,
Defendant Boucas compelled or induced SLI, inter alia, to share its
business secrets with Prosegur subsidiary Cipher as a condition of obtaining
any of the Original ICT Engineering RFP work to which SLI otherwise
would have been entitled on the basis of its proposal.
171. The pattern of racketeering activity of the Core Enterprise Defendants also included
numerous acts perpetrated during the Relevant Period that are indictable under 18 U.S.C. § 1951
(relating to interference with commerce by threats or violence) and which fall within the scope of
18 U.S.C. §§ 1961(1)(B) and (5), in that certain of the Core Enterprise Defendants, through the
wrongful use of fear of economic loss, induced or attempted to induce, or conspired to induce or
to attempt to induce SLI, with its consent, to part with property in such a way as to adversely affect
interstate commerce.
172. SLI’s trade secrets relate to services used in and intended for use in interstate
commerce.
44
11018316.3
i) By wrongfully causing SLI to fear that it would otherwise be barred from

obtaining any of any of the AMI-OTN-SOW work to which it would have
been entitled on the basis of its proposal, Defendants Lathrop and Allen
induced SLI, with its consent, to provide Defendant B&V with SLI’s bid
information for the AMI-OTN-SOW.
ii) By wrongfully causing SLI to fear that it would otherwise be barred from
would have been entitled on the basis of its proposals, Defendant Boucas
induced SLI, with its consent, to share its business secrets with Prosegur
subsidiary Cipher.
iii) By wrongfully causing SLI to fear that it would otherwise be barred from
would have been entitled on the basis of its proposals, Defendant Prosegur
conspired with Defendant Boucas to induce SLI, with its consent, to share
its business secrets with Prosegur subsidiary Cipher.
iv) By wrongfully causing SLI to fear that it would otherwise be barred from
Defendant Rolim attempted to induce SLI, with its consent, to withdraw its
bid for that work, and to agree to serve as Defendant PSM’s sub-contractor
in connection with that work.
v) By wrongfully causing SLI to fear that it would otherwise be barred from

Defendant Prosegur conspired with Defendant Rolim to attempt to induce
SLI, with its consent, to withdraw its bid for that work, and to agree to serve
as Defendant PSM’s sub-contractor in connection with that work.
174. The pattern of racketeering activity of the Core Enterprise Defendants likewise
§ 1832 (relating to theft of trade secrets) and which fall within the scope of 18 U.S.C. §§
1961(1)(B) and (5), in that certain of the Core Enterprise Defendants, with intent to convert a trade
secret related to a service produced for interstate commerce, to the economic benefit of anyone
other than the trade secret’s owner, and knowing that the offense will injure the trade secret’s
owner, knowingly and without authorization delivered, transmitted, replicated or conveyed that
45
11018316.3
information, or attempted to appropriate that information by artifice or deception, or received or
possessed that information, knowing it to have been obtained without authorization.
175. SLI’s trade secrets relate to services used in and produced for use in interstate
commerce.
i) Defendant Lathrop, with intent to convert a trade secret to the economic

benefit of Defendants Victorero and Iberdrola, and knowing that such
conversion would injure SLI, knowingly delivered and/or transmitted
without authorization a copy of the IroncladTM Runbook to Defendant
Victorero.
ii) Defendant Victorero, with intent to convert a trade secret to the economic
benefit of himself and Iberdrola, and knowing that such conversion would
injure SLI, knowingly received a copy of the IroncladTM Runbook, knowing
the same to have been obtained without authorization.
iii) Defendant Lathrop, with intent to convert a trade secret to the economic
benefit of Defendant UTI, and knowing that such conversion would injure
SLI, knowingly caused to be copied, and delivered and/or transmitted
without authorization a copy of the IroncladTM Runbook to Defendant UTI.
iv) Defendant UTI, with intent to convert a trade secret to the economic benefit
of itself, and knowing that such conversion would injure SLI, knowingly
received a copy of the IroncladTM Runbook, knowing the same to have been
obtained without authorization.
v) Defendants Rolim and Cipher, with intent to convert a trade secret to the
economic benefit of Defendants Cipher, PSM and Prosegur, and knowing
that such conversion would injure SLI, knowingly replicated without
authorization SLI’s trade secrets and placed them on the Prosegur
Dashboard.
vi) Defendants Cipher, PSM and Prosegur, with intent to convert a trade secret
to the economic benefit of themselves, and knowing that such conversion
would injure SLI, knowingly possessed SLI’s trade secrets by incorporating
them into the Prosegur Dashboard, knowing them to have been obtained
without authorization.
vii) Defendant B&V, with intent to convert a trade secret to the economic
46
11018316.3
knowingly replicated without authorization SLI’s trade secrets and

incorporated them into its bid for the OTN-AMI-SOW.
viii) Defendant B&V, with intent to convert a trade secret to the economic
knowingly attempted to appropriate a copy of the IroncladTM Runbook by
deception and artifice.
ix) Defendants Iberdrola and Avangrid, with intent to convert a trade secret to
December 11, 2018 in its bid made in response to the OTN-AMI-SOW.
x) Defendants Iberdrola and Avangrid, with intent to convert a trade secret to

April 3, 2019 its bid made in response to the OTN and NY- AMI Combined
Site Engineering Services SOW.
xi) Defendants Iberdrola and Avangrid, with intent to convert a trade secret to
March 18, 2019 in its bid in response to RFP Tender No. 776388.
xii) Defendants Iberdrola and Avangrid, with intent to convert a trade secret to
xiii) Defendants Iberdrola and Avangrid, with intent to convert a trade secret to
47
11018316.3
October 3, 2019 in its bid in response to RFP Tender No. 789546.
xiv) Defendants Iberdrola and Avangrid, with intent to convert a trade secret to
November 12, 2019 in its bid in response to RFP Tender No. 792241.
xv) Defendants Iberdrola and Avangrid, with intent to convert a trade secret to
November 13, 2019 in its BAFO in response to RFP Tender No. 792241.
xvi) Defendants Iberdrola and Avangrid, with intent to convert a trade secret to
February 7, 2020 in its BAFO in response to RFP Tender No. 795776.
xvii) Defendants Iberdrola and Avangrid, with intent to convert a trade secret to
April 6, 2020 in its bid in response to RFP Tender No. 798582.
xviii) Defendants Iberdrola and Avangrid, with intent to convert a trade secret to
177. The pattern of racketeering activity of the Core Enterprise Defendants additionally
included numerous acts perpetrated during the Relevant Period which are indictable under 18
48
11018316.3
U.S.C. § 1343 (relating to wire fraud) and which fall within the scope of 18 U.S.C. §§ 1961(1)(B)
and (5), in that certain of Core Enterprise Defendants, intending to obtain property by fraudulent
pretenses, caused to be transmitted by wire communication in interstate commerce, writings
specifically intended to further their fraudulent scheme.
178. Defendants Iberdrola and Avangrid caused Defendant Networks to use interstate
wires to issue RFPs to, inter alia, SLI, with no intention of considering the award of the contracts
to SLI. Defendants Iberdrola and Avangrid did not intend the RFPs to serve as a vehicle for
assessing SLI’s qualifications for the award of any given contract, but rather, as a fraudulent
solicitation intended to elicit and misappropriate the trade secrets of SLI as a means of aiding SLI’s
competitors, of enriching themselves through the CAPEX that those competitors would provide,
and of aiding in the furtherance and/or concealment of the Core Enterprise Defendants’ scheme to
interfere with the legitimate procedures of Networks for the award of contracts.
i) At 5:43 am on February 18, 2019, Iberdrola and Avangrid caused Networks

to transmit RFP Tender No. 776388 to, inter alia, SLI. in order to obtain,
by fraudulent pretenses, property in the form of SLI’s prices and proprietary
ii) At 3:06 pm on September 25, 2019, Iberdrola and Avangrid caused

iii) At 3:03 am on November 13, 2019, Iberdrola and Avangrid caused

Networks to transmit Tender No. 792241 to, inter alia, SLI, in order to
obtain, by fraudulent pretenses, property in the form of SLI’s prices and
iv) At 4:56 am on Monday, February 3, 2020, Iberdrola and Avangrid caused

49
11018316.3
v) At 6:54 am on April 5, 2020, Iberdrola and Avangrid caused Networks to

transmit RFP Tender No. 798582 to, inter alia, SLI, in order to obtain, by
fraudulent pretenses, property in the form of SLI’s prices and proprietary
180. The conduct of the Bid-Rigging Scheme was continuous, and took place between
2018 and 2020. It involved multiple acts of theft, extortion and fraud, was directed at numerous
procurement contracts, and caused numerous separate and distinct injuries.
181. By means of the foregoing violations of RICO, Plaintiff was injured in its business
and property in an amount in excess of $36.6 million.
Fourth Cause of Action
CIVIL RICO CONSPIRACY
(As against all Defendants)
paragraphs 1 through 181above.
183. Defendants conspired to commit the violations of 18 U.S.C. § 1962(c) alleged in
184. At all relevant times, Defendants agreed and conspired to participate, directly and
indirectly, in the conduct of the Bid-Rigging Enterprise through a pattern of racketeering activity,
in violation of 18 U.S.C. § 1962(d).
185. Defendants committed and/or caused to be committed a series of overt acts in
furtherance of the conspiracy alleged herein and to effect the objectives of the Bid- Rigging
Scheme, each member Defendant knowing the general nature of the conspiracy and that the
conspiracy extended beyond that Defendant’s role.
186. By means of the foregoing violations of RICO, SLI was injured in its business and
property in an amount in excess of $36.6 million.
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11018316.3
Fifth Cause of Action
ROBINSON-PATMAN ACT
(As against the Vendor Defendants)
188. SLI is a “person” within the meaning of 15 U.S.C. § 7.
189. Each Vendor Defendant is a “person” within the meaning of 15 U.S.C. § 7.
190. Each Utilities Defendant is a “person” within the meaning of 15 U.S.C. § 7.
191. SLI and the Vendor Defendants are competitors in the United States market for the
supply of equipment and related services relative to the securing of power grid networks for
electric utilities.
192. The equipment sought to be supplied by SLI and the Vendor Defendants to electric
utilities, including the Utilities Defendants, constitute “goods, wares or merchandise” within the
meaning of 15 U.S.C. § 13(c).
193. The Utilities Defendants were engaged in commerce during the Relevant Period.
194. The Vendor Defendants were engaged in commerce during the Relevant Period.
195. SLI was engaged in commerce during the Relevant Period.
196. In the course of such commerce, the Vendor Defendants and/or an agent,
representative or other intermediary acting for or in their behalf, paid or granted a commission,
brokerage or other compensation of significant value to the Utilities Defendants, and/or an agent
representative or other intermediary acting for or on their behalf.
197. This commission, brokerage or other compensation consisted of the CAPEX
Premiums, which were granted directly to the Utilities Defendants and retained by the Utilities
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11018316.3
Defendants for their own benefit. The commission, brokerage or other compensation was not paid
or received in exchange for services rendered in connection with the purchase or sale of goods.
198. Granting the CAPEX Premiums to the Utilities Defendants constituted a per se
violation of Section 2(c) of the Robinson-Patman Act, 15 U.S.C. § 13(c).
199. Through their Robinson-Patman Act violations, the Vendor Defendants injured,
destroyed or prevented competition in the market for the supply of power grid network security,
and data center equipment and related services to the Utilities Defendants.
200. As a result of these violations, the Vendor Defendants caused the Utilities
Defendants to award to the Vendor Defendants lucrative contracts to which SLI would otherwise
have been entitled. Because of the Vendors’ anti-competitive conduct, SLI was injured by being
deprived the award of millions of dollars of contracts.
201. SLI’s injuries constituted antitrust injury resulting from the direct and reasonably
foreseeable effect of the anti-competitive and unlawful conduct of the Vendor Defendants.
202. As a result of their conduct, the Vendor Defendants are liable for SLI’s losses in an
amount of not less than $36.6 million, to be determined at trial.
203. Pursuant to Section 4 of the Clayton Act, 15 USC § 1, SLI is entitled to recover
three-fold its damages, plus costs and attorneys’ fees from the Vendor Defendants.
Sixth Cause of Action
BREACH OF CONTRACT
(As against Cipher, PSM and Prosegur)
205. The MOU, as entered into between SLI and Cipher, is a valid and binding contract.
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11018316.3
206. The NDA, as entered into between SLI and Cipher, and as incorporated by
reference in the MOU, is a valid and binding contract.
207. The NDA, and by extension, the MOU, required that Cipher, its parent company,
and its affiliates retain Confidential Information in confidence.
208. SLI’s proprietary bidding information constituted Confidential Information within
the meaning of the NDA.
209. Cipher, PSM and Prosegur breached the NDA and the MOU by failing to safeguard,
and otherwise retain in confidence, SLI’s proprietary bidding information.
210. SLI performed its obligations under the NDA and the MOU.
211. Under the terms of the NDA, a party found by a court of competent jurisdiction to
have breached the NDA in any material respect is required to reimburse the non-breaching party
for all costs, expenses and attorneys’ fees incurred by the non-breaching party to enforce the terms
of the NDA and collect damages.
212. By reason of the breaches of Cipher, PSM and Prosegur, SLI was injured, and is
entitled to damages in an amount of not less than $14 million, to be determined at trial, along with
costs, expenses and attorneys’ fees.
Seventh Cause of Action
BREACH OF CONTRACT
214. The MOU, as entered into between SLI and Cipher, is a valid and binding contract.
215. The NDA, as entered into between SLI and Cipher, and as incorporated by
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11018316.3
reference in the MOU, is a valid and binding contract.
216. SLI’s proprietary bidding information constituted Confidential Information within
the meaning of the NDA.
217. The NDA, and by extension, the MOU, required that Cipher, its parent company,
and its affiliates use Confidential Information for no purpose other than for considering and
carrying out a professional business relationship with Security Limits Inc.
218. Cipher, PSM and Prosegur breached the NDA and the MOU by conspiring with the
Utilities Defendants to orchestrate the removal of procurements valued at $84 million from the
Original ICT Engineering RFP, and the inclusion of those procurements in an RFP on which SLI
was not invited to bid.
219. SLI performed its obligations under the NDA and the MOU.
220. Under the terms of the NDA, a party found by a court of competent jurisdiction to
have breached the NDA in any material respect is required to reimburse the non-breaching party
for all costs, expenses and attorneys’ fees incurred by the non-breaching party to enforce the terms
of the NDA and collect damages.
221. By reason of the breaches of Cipher, PSM and Prosegur, SLI was injured, and is
entitled to damages in an amount of not less than $5.1 million, to be determined at trial, along with
costs, expenses and attorneys’ fees.
Eighth Cause of Action
BREACH OF CONTRACT
(As against UTI)
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11018316.3
223. The UTI Subcontractor Agreement, as entered into between SLI and UTI, is a valid
and binding contract.
224. The terms of the UTI Subcontractor Agreement explicitly delegate to SLI, in its
capacity as Chief Security Architect, responsibility for, inter alia, purchasing with respect to the
Corporate Security Program, using a mix of third-party vendors, consultants, and contractors.
225. UTI breached the UTI Subcontractor Agreement by arrogating to itself Corporate
Security Program procurements that SLI was contractually entitled to make.
226. SLI performed its obligations under the UTI Subcontractor Agreement.
227. The terms of the UTI Subcontractor Agreement provide that the prevailing party in
any action brought to enforce its terms and provisions is entitled to recover the reasonable costs
and expenses of such litigation, including reasonable attorneys’ fees and expenses.
228. By reason of UTI’s breach, SLI was injured, and is entitled to damages in an amount
of not less than $3.9 million to be determined at trial, along with reasonable attorneys’ fees and
expenses.
Ninth Cause of Action
BREACH OF CONTRACT
(As against UTI)
230. The UTI Subcontractor Agreement, as entered into between SLI and UTI, is a valid
and binding contract.
231. The terms of the UTI Subcontractor Agreement provided that approved expenses
would be treated as a direct pass-through to Avangrid based on local GSA rates, and would be
55
11018316.3
reimbursed to SLI by UTI on the basis of reimbursement requests supported by receipts for the
relevant expenses.
232. SLI presented UTI with reimbursement requests, with supporting receipts, for
expenses incurred by SLI in connection with the ICTPRIVATECLOUD project, in the sum of
$114,750.22, as set forth in Exhibit B (the “Unreimbursed Expenses”). UTI breached the UTI
Subcontractor Agreement by failing to reimburse SLI for the Unreimbursed Expenses.
233. SLI performed its obligations under the UTI Subcontractor Agreement.
234. The terms of the UTI Subcontractor Agreement provide that the prevailing party in
any action brought to enforce its terms and provisions is entitled to recover the reasonable costs
and expenses of such litigation, including reasonable attorneys’ fees and expenses.
235. By reason of UTI’s breach, SLI was injured, and is entitled to damages in the
amount of $114,750.22 plus pre-judgment interest, along with reasonable attorneys’ fees and
expenses.
Tenth Cause of Action
BREACH OF CONTRACT
(As against Avangrid)
237. The EULA, as entered into between SLI and Avangrid, is a valid and binding
contract.
238. Under the terms of the EULA, SLI granted Avangrid a license to employ SLI’s
IroncladTM technology.
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11018316.3
239. Subject to inapplicable exceptions, the terms of the EULA prohibited Avangrid
from copying and/or disseminating, in whole or in part, the intellectual property constituted by
SLI’s IroncladTM technology, or materials incorporating or reflecting SLI’s IroncladTM technology,
to unlicensed parties absent prior written consent from SLI.
240. The IroncladTM Runbook is a comprehensive, proprietary compendium of, inter
alia, blueprints, technical specifications, and equipment necessary to build and implement an
IroncladTM design.
241. The IroncladTM Runbook incorporates and reflects SLI’s IroncladTM technology.
242. David Lathrop, at the behest of Avangrid, and in his capacity as Avangrid’s agent,
breached the EULA by providing a copy of the IroncladTM Runbook to UTI, an unlicensed party,
without the prior written consent of SLI.
243. By reason of Avangrid’s breaches, SLI was injured, and is entitled to damages in
an amount of not less than $1 million, to be determined at trial.
Eleventh Cause of Action
MISAPPROPRIATION OF TRADE SECRETS
(As against UTI)
245. As a result of its extensive, prior experience in the design and maintenance of
systems for securing power grid networks, SLI possesses a compilation of information regarding
the provision of such services for specific, individual utilities, and the design of technical and
pricing proposals for the provision of such services. Its IroncladTM technology, and the IroncladTM
57
11018316.3
Runbook that is indispensable to its implementation, are compilations of information that are
unique and proprietary to SLI, and not known generally.
246. SLI’s possession of this information gives it the opportunity to obtain an advantage
over competitors who do not have it. SLI’s IroncladTM technology is of great value, was developed
by SLI at significant expense, and could not have been easily duplicated or acquired by others
through proper means.
247. SLI’s IroncladTM technology constitutes a trade secret. The IroncladTM Runbook
that SLI created to permit the implementation of the IroncladTM technology contains those trade
secrets.
248. SLI took appropriate steps to protect those trade secrets and maintain their
confidentiality.
249. UTI misappropriated SLI’s trade secrets by accepting from David Lathrop, without
entitlement, SLI’s IroncladTM Runbook, and by improperly employing it to compete with SLI. It
did so by, among other things, using the information in the IroncladTM Runbook to create and price
bids it would otherwise been unable to produce without the benefit of SLI’s trade secrets.
250. By reason of UTI’s misappropriation of SLI’s trade secrets, SLI was injured, and
is entitled to damages in an amount of not less than $1 million, to be determined at trial.
Twelfth Cause of Action
58
11018316.3
systems for securing power grid networks, SLI possesses a compilation of information regarding
the provision of such services for specific, individual utilities, and the design of technical and
pricing proposals for the provision of such services. That compilation of information is unique
and proprietary to SLI, is not known generally.
over competitors who do not have it. SLI’s design, provisioning and pricing expertise is of great
value, was developed by SLI at significant expense, and could not have been easily duplicated or
acquired by others through proper means.
254. SLI’s design, provisioning and pricing expertise, and the SLI bidding information
that incorporate and reflect that expertise, all constitute trade secrets.
confidentiality.
256. Cipher, PSM and Prosegur misappropriated SLI’s trade secrets by improperly using
SLI’s bidding information for purposes other than for considering and carrying out a professional
business relationship with Security Limits Inc. They did so by employing SLI’s bidding
information to help the Utilities Defendants refine and issue a superseding RFP styled Tender No.
789646, which was designed to permit Prosegur entities to bid, and to exclude SLI from bidding,
on $134 million of procurements removed from the Original ICT Engineering RFP.
257. By reason of the misappropriation of SLI’s trade secrets by Cipher, PSM and
Prosegur, SLI was injured, and is entitled to damages in an amount of not less than $5.1 million,
to be determined at trial.
59
11018316.3
Thirteenth Cause of Action
(As against the Utilities Defendants)
systems for securing power grid networks, SLI possess a compilation of information regarding the
provision of such services for specific, individual utilities, and the design of technical and pricing
proposals for the provision of such services. That compilation of information is unique and
proprietary to SLI, is not known generally.
over competitors who do not have it. SLI’s design, provisioning and pricing expertise is of great
value, was developed by SLI at significant expense, and could not have been easily duplicated or
acquired by others through proper means.
261. SLI’s design, provisioning and pricing expertise, and the SLI bidding information
that incorporate and reflect that expertise, all constitute trade secrets.
confidentiality.
263. The Utilities Defendants misappropriated SLI’s trade secrets by improperly using
SLI’s bidding information for purposes other than for considering SLI’s entitlement to be awarded
the contract sought to be obtained through the bid that contained it. They did so by employing
SLI’s bidding information to refine and issue a superseding RFP styled Tender No. 789646, which
60
11018316.3
was designed to permit Prosegur entities to bid, and to exclude SLI from bidding, on $134 million
of procurements removed from the Original ICT Engineering RFP.
264. By reason of the Utilities Defendants’ misappropriation of SLI’s trade secrets, SLI
was injured, and is entitled to damages in an amount of not less than $5.1 million, to be determined
at trial.
Fourteenth Cause of Action
TORTIOUS INTERFERENCE WITH

PROSPECTIVE BUSINESS ADVANTAGE
(As against the Vendor Defendants, David Lathrop, John Allen, Tom Fitzgerald,
Enrique Victoreo, Antonio Asenja, Ed Boucas, Andre Viera Rolim and Bill Reilly)
266. SLI enjoyed a business relationship with the Utilities Defendants in light of its
successful design and implementation of the Avangrid Secure Grid, and its licensing to Avangrid
of SLI’s IroncladTM technology. SLI reasonably expected that business relationship to continue in
light of its intimate familiarity with its IroncladTM technology, and its understanding of the services
and equipment required to maintain and expand the Avangrid Secure Grid.
267. The Vendor Defendants, and Defendants David Lathrop, John Allen, Tom
Fitzgerald, Enrique Victoreo, Antonio Asenja, Ed Boucas, Andre Viera Rolim and Bill Reilly (the
“Interfering Defendants”) interfered with that business relationship by reason of their participation
in, and furtherance of, the Bid-Rigging Scheme.
268. Specifically, the Interfering Defendants’ participation in the Bid-Rigging Scheme
enabled the Utilities Defendants and the Vendor Defendants to misuse SLI’s confidential bidding
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11018316.3
information in order to benefit the Vendor Defendants with, inter alia, the award of lucrative
contracts and associated procurements to which they were not entitled.
269. The Interfering Defendants acted knowingly, dishonestly, unfairly and improperly,
depriving SLI of lucrative contracts and associated procurements that would have otherwise been
awarded to SLI absent the misuse of its confidential bidding information.
270. By reason of the Interfering Defendants’ knowing, dishonest, unfair and improper
acts, SLI was injured, and is entitled to damages in an amount of not less than $36.6 million, to be
determined at trial.
Fifteenth Cause of Action
UNJUST ENRICHMENT
(As against the Vendor Defendants)
272. The preparation by SLI of bidding materials created in response to the Utilities
Defendants’ Requests for Proposals required the commitment by SLI of substantial time, effort
and expertise. The bids constitute the valuable property of SLI.
273. The Vendor Defendants made improper use of SLI’s bidding materials by using the
information they contained to formulate their own bidding materials.
274. Through those improper means, the Vendor Defendants were able to secure from
the Utilities Defendants the award of valuable contracts they would not otherwise have obtained,
and to which SLI would have otherwise been entitled.
275. Through their improper use of SLI’s bidding materials, the Vendor Defendants
were unjustly enriched at SLI’s expense.
62
11018316.3
276. Under those circumstances, equity and good conscience require that the Vendor
Defendants make restitution for their unjust enrichment.
277. SLI is entitled to damages for the amount, to be determined at trial, by which the
Vendor Defendants were unjustly enriched by their improper use of SLI’s bidding materials.
WHEREFORE, SLI seeks judgment against Defendants as follows:
(i) On SLI’s first cause of action, awarding SLI treble damages in an amount
of not less than $110 million, to be determined at trial, along with
attorneys’ fees;
(ii) On SLI’s second cause of action, awarding SLI treble damages in an
amount of not less than $110 million, to be determined at trial, along with
attorneys’ fees;
(iii) On SLI’s third cause of action, awarding SLI treble damages in an amount
attorneys’ fees;
(iv) On SLI’s fourth cause of action, awarding SLI treble damages in an
amount of not less than $110 million, to be determined at trial, along with
attorneys’ fees;
(v) On SLI’s fifth cause of action, awarding SLI treble damages in an amount
attorneys’ fees;
(vi) On SLI’s sixth cause of action, in an amount of not less than $14 million,
along with costs, expenses and attorneys’ fees;
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11018316.3
(vii) On SLI’s seventh cause of action damages in an amount of not less than
$5.1 million, to be determined at trial, along with costs, expenses and
attorneys’ fees;
(viii) On SLI’s eighth cause of action, damages in an amount of not less than
$3.9 million, to be determined at trial, along with costs, expenses and
attorneys’ fees;
(ix) On SLI’s ninth cause of action, damages in the amount of not less than
$114,750.22 plus pre-judgment interest, costs, along with expenses and
attorneys’ fees;
(x) On SLI’s tenth cause of action, damages in an amount of not less than $1
million, to be determined at trial;
(xi) On SLI’s eleventh cause of action, damages in an amount of not less than
$1 million, to be determined at trial;
(xii) On SLI’s twelfth cause of action, damages in an amount of not less than
$5.1 million, to be determined at trial;
(xiii) On SLI’s thirteenth cause of action, damages in an amount of not less than
$5.1 million, to be determined at trial;
(xiv) On SLI’s fourteenth cause of action, damages in an amount of not less
than $36.6 million, to be determined at trial;
(xv) On SLI’s fifteenth cause of action, damages in an amount to be
determined at trial by which the Vendor Defendants have been unjustly
enriched, and the imposition of a constructive trust on such profits that are
traceable to such unjust enrichment; and
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11018316.3
(xvi) Awarding SLI such other and further relief as the Court deems just and
proper.
DEMAND FOR JURY TRIAL
Plaintiff hereby demands a trial by jury.
Dated: New York, New York

November 29, 2021
Respectfully submitted,
CARTER LEDYARD & MILBURN LLP
/s/ John M. Griem, Jr.

By:
John M. Griem, Jr.
[email protected]
Jeffrey S. Boxer
[email protected]
2 Wall Street
New York, New York 10005
Tel: (212) 238-8659
-and-
THE LAW OFFICES OF PETER ADELMAN, LLC

Peter Adelman
[email protected]
95 6th Avenue
Brooklyn, New York 11217
Tel: (718) 783-3500
Attorneys for Plaintiff Security Limits Inc.
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11018316.3
EXHIBIT A
Menu
SECURJTV
TABLE OF CONTENTS
SECTIO N I: EXECU TIVE SUM MARY & COM PANY OVERVIEW
SECTIO N I: EXEC UTIVE SUMMARY & COMPANY OVERVIEW ................................................ 2 Officiol registered name {Cofpotote, D.BA, Porinenhip,
e fc: .J, Ovn &. Brod~! Numbe<', Primcwyond se,x,ndory SIC
COM PANY INFORMATIO N .... ... ... ... ... . .......•..•..•................................... .... ............... ... 3
numben. oddreu . moin tele phone number, toll-free
Regional Presenc e .......................... ........... ........... ........... ........... .................................... .. ..... .4 numbers, and foc:simie numbers .
IC,e-y Contoet nome. fitte . oddn!u r,1 ditfer.nt from obov•I.
SECTIO N II: PROJ ECT OBJECTIV ES.. .... ................................... ................... ... 5 d irecl telephone or.al la:it number.
Person ovthorized to cOl'llroclually bind 1he o,gor'i:zatiOl'l for
SECTION III: PRO JECT TEAM .. .......................................................................... ,.. ... ,...... ,..... ,.. ,.. ,.. ,... I,
o ny proposail.
Project Team Overview ....................................... ........... ........... .................................... .. ......6 Brief history. includng year established and numbef of years
S ~ Lirrih Inc:. ~ be@-n o fferin11 S}'Uems OeS>!in ond
Program Ma nager and Collabo rn fio n ........ ............................. ........... ............................... ..7 Engineering. lnformofion Secuity. Risk MonQgement,
lnclu<:ing Asseuments ond Compiance Consulting Setvioes.
SECTIO N IV: PROGRAM GOVERNA NC E...... .................................... ... ... ... ... ... ............... ,.. ,.. 7 8V$ine-.s Cont in.;ty onel Oisast"" Re-c:overy T..sting with
Proje ct Manager and Collabora tion ................................................................................... 8 ~oecffic em sis on eleciric vii indus s Gsvei.
Management and QNOC. ............... .................. ........... ........... ............................................ 9 Security Lim its Inc. is pleased to provid e Avangrid v..tth o response to l ender;! CXXX)77636S fo,
Change Management ........................................ ........... ........... .......................................... 10 assisting AVANGRID with cont inued m a intenance an d maturity of its Physical and Cyber Security
Program (ASD-ICT] . There is tremendous voh.>e in ensuring o c e ntralized engineering approach to
Change in Scope o f Services ........................................ ........... ........... ............................... 10 management of architectural service delivery across Avongrid and the ASD-ICT. Security Limits
Curriculum Vitae o f Proposed Resources ......................................................................... 10 Inc. is currently supporklg the Avongid Physical and Cyber Security Program in accordance with
fromework. on e lfA l ) design and engineering requirements esta blished through Security Lim its
On-Going Communica tions and Repooing {Service Deivery Level} ........... ........... .... JO lnc.' s design USPTO SEC20.00 1-U.S. No. 62/818,390entiHed i nt egrated Secure Platform. We would
In itia l Project Risks & Assu mptions ....................................................................................... 11 wek:ome the opportunity to continue this portnel!ihip ttvough fromewort:-two (FA2 J; thus. ensllTTlQ
contin ued mat lrity and cyber gowth o f the pkrtform in accOl'dance with design specifications.
Accep t ance Cri teria .......... .. ............................... ............ ........... ........... ............................... 13
Customer Roles & Responsibilities ....................................................................................... 13
In addition. Security Lirrifs Inc. to kes odvontoge ol this opportunity to provide insight regarding it s
Travel Expenses ......... .. ......... ...................... ............ ........... ........... .......................................... 13 experience a nd various lines of businesses. Security Limits is o smol boutique IT engineering,
arct'itecture, a n d cybet security com pany that thrives on the development of intelectual
SECIIO N V: ICT PRICING SHE£T SUMMARY - LABOR . ....................... ... ... ... ... .......... 14
property a nd also offers regula t ory compliance p,ogram maintenance and risk management
SECTJO N VI: ICT PRICING SHE£T SUMMARY - MAIERIALS .. .. .. ........ 14 services.
....................... .... ............ ........... ........... ........... ........... ........... ........... .......................................... 14 This p roposal documents Securtty li"nils " understa nd ing of the crtent requirements. partnership
objectives, scope. and assumpt ions with respect to tender# OCXIJ77638a. It a lso describes our
Phose l · Summary ...................................... ........... ........... ........... .......................................... 14 approach with respect to va rious services. including but not limited to desig n and engineering ,
l
Phose ll Sumrncry ....................................... .......... ........... ........... .......... ............................... 15 cyber security compliance. Vulnerability Management. risk assessments, pene tra t ion testing,
e-discovery. and IT consulting services.
~the,-sill~-Seo.arity~lnc.l>ftd~~b•.dtcyber_,ty~~•mwstruelUr'"for
~'" than 25CUSlDrT1'"rs -mdudinc;"'-j.- " " - llliitiH and Bank!. on h United~ fortune 500
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SECURJTV
SU serves ma stra tegic advisor to major utilities a nd banks. helpr"IQ them to develop comprehensive seo.,rily
managem ent system p,ogroms and to design a nd develop vrtvolzed priva te c loud systems infrostnJcl ure .
Reg!onal Prese nce
networting, and ICS migration strategies (TSCADA and DSCADAJ that enable achievement of busine~
objectives while im proving our notional security. We a ssist in providing security compliance services to
customers. partners. regulators. employees end shareholders. OUr team offers a uniqve blend of services
a nd produch that help address policy, compliance. cyber security, and systems archrlecture bot h physical (WBE)
a nd logica l; l rf./S, minirnzing vulnerabilities and risl::s.
WOMEN
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COM PANY INFORMATIO N
PROFESSIO NA LS
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Security Limits· dedica tion starts right here in t he Northeast, where team mem bers put t heir full-
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""' 87 12 95-4 570-397-0027 Poo.JSiva. service engineeri ng. orchrt ect ure, a nd security/safety e:itpertise to wort.. Beyond indust ry
Womeri 0813-48756 87'48 Lexington Conaghan leading quaHficotions o re the f11m ·s employees who will delive r team chemist ry, im plici1 trust,
Own. . Ave. Vic: e f>ne.sident and a love for the local econom y - bec ause it's the community where w e live. In addftion to our
eo,porotion, !' 10 17 President regional heodquorten in New York City. w e are looking to expand in the Greater Conn ecticut
estobi~ NewY°"'-. area Jo support several c lienJs and p,-oje-c ts in Jhe region. Sue h clienJs inc lude Do,-mon Products
2007 New York (NYSE: DORM), fve<s ourc e En ergy (NYSE: ES) , and Citigroup (N YSE: CJ.
Founded originally in '1.fX)l, Security limits LLC and changed lo Women Busriess Enterprise in 20 18
under Security Limi ts Inc. is a full-service technoJogy engineering , architecture . and consultin g
solutions firm. Secu'ity Limits Inc. is among the leaders in manv service cat egories. including Hyper
Converged Doto Center Design and Engineering Services: incltding but no t lmited l o TSCADA.
DSC ADA. and Smart Grid · AMJ cyber security design a nd engineering. Secvrity Lim its, Inc. currently
lntel ectuo l Property in cyber security modeling, pla ns, a nd design. We ore a lso currently assisting
Avangrid!> in the design. en g ineering . integration and deployment of the Avangrid Security
Domain or ASD/ICT; a seniot Security Limits Inc . resource serves os the '"C~ef Architect" "
- Our pledge is to deliver:

.. Cyber Security wfthin your i m its and to m ake our clienfs svccessti.1-
Our Northeast Regional Office in Perv,sytvania - located less than lour hows awa, from Avangrid®
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S ECTION Ill: PROJECT TEAM

SECTION 11: P ROJE CT OBJECTIVES
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'Nl"W'I-AYD/IICf Lobs®: o .k..o. fomier Bel Lobs; Computer Science Oeportmeflt5 ot Manchester C<>n'V'1"1Urity
Colege, Steven5 W'l:5titute of Tect-nology and New Yorl:. Univer.ity
We do our best to ensue resources alocated to this program wl mee t the folowr,g criterio
as a rririmum reqkement. depencing on po5ioon{s) :
-~euorc.o~~sr-inm~~m~
~.SorT-.onornoiesr1 ~10or~,os«;u.-..,n'Cefl,V011:>efl.rlner 10'.l. hold PhO's; I ~ hold other advanced degrees.
1001<. klrwc7d I O ~ 0CJCk t'OmA"'0r'ql0.
OSic:UDed. -
Security Lirrits and it5 partners hoVe potent pendng fiings in process ond po1ents O'Norded for inven t01'$
being named m 50le or co-mvent~ on over -460 patents across the software. secuity. data onotytics.
netwof1c management, operations. opticoJ and wi-eless flekts. Our intelectuol property ond lcnow-how
Yl,;f be heaviy utiized in this service deiYery to ensure a succeul\JI engineering endeavor: resumes con
be provided upon recp.>est.
6 >.h~~:;:~~n~".:\~: •~-•
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Program Manager and Collaboration Project Manager and Collaboration

The ptmaypoint-of-contoct from Security units Inc. wl be the ~Manoget o,r,d/cxService The primary point-of-contact from Security I.mils Inc. a t the project le v el wil be the Project
Deivery Manage1_ The program manoger&respons.t,le !orcwerol program leadership, fnonces. Monoger {PM)and/or Service Detvery Manager. The PM & re sponsible fo, ove,ol Security Lirrits.
ond odrriristrotion; he/she w1 be responsc,le f0t the ckJV-tO-OOy management of octMties a t the Proiecf and odrririst:ation a n d,.... be responsi"ble fo, interoctionl with the Avongrid;
program lev et Addltional responsUties include: this may be provided b y Avongrid m part of a PMO; however. we wl ol5o provide a PM point ot
• Leod high-4evel pkJrnng and d?ategic sessiom for progtam platrwlg_ budget, and contact to ensure effective col'l"l'n.ricotiorfs between companies and v endors. The PM k ol5o
schedUle development accountable to, the project schedule, budget , detvero~ and quaity of al program elements.
Revie¥ir/opprove pn::,iect pion$ to, confonnance to program stro'legy- ond schedlAe Addfional eespons1biifies ~ -
Act OS the COf'T'lfflJ0Cofion5 conduii to Avongrid and conducts periodc briefings/dOM Leod low-fevet pbnning.. logistia. and strategic s ~ fOI" project pion schedule
upda!~ development and ov~ day-to-day execution:
Escalate~ to Avangrid a~ necessary Review f'roieci plans fOI" conformance to progam strategy and schedl.Ae;
Sc:hed.Ae and assign re source s to v e rify that p r ogram objectiv e s and sche dule Escaate decisions to Avongrid as necessary;
ore ocl-ieved Work wiih the Project team. ncluding sub-con1roctors and sub-consuttont5. to identify' the
tect-ncal ond proceu sautions to be e ~ a nd deiverobles that wl be furnished at
the completk>n o f the Project:
SChedulean d oHign resource s to v e rify that p ro j e ct obje ctive s a n d schedule ore
SECTION IV: PROGRAM GOVERNANCE achieved;
Foc:at<r.e ave ral ptOteCt execution si.x:cess:
!ffieieneie1
Program Governance The folowing sections highlighj wme of the benefits o f awordng the cont?Oct fo, this RFP
-==- - -
to secu,ty WM$ Inc.• but not llrmed to:
- ~-..,-,......-..,,~uo.r,,..,_~_,,_.....,.~A5':I
SKuriqo Ufflit1 Inc. hrtner... wfltlAVAHGRIO
~ -.....,_-.i,,, _,~....,.....,._/o,•
Ol-4A M l ~ a > r l - e ~ ~ .........
Take inwnediate odvonk>ge of Sec~ Umits' knowledge of e xisting ASD-ICT Architecl\.lre
and ~ n; ovoid I~ ctKVe I usifto onolhN vNMD. Avangkl hos odopte-d and
iee-nse-d SN:UIWV Umin lnc.'s .-on0od1"' dttign . SEC20.00I -U.s. ProviStOl'lol P~ nl
Application No . 62/81S.390: we undeokmd lttc" CUflent infrostnK:tu.-e and futu.-c- roadmap
beftief than ony otheJ e xten10I ¥ endor. We hope to cONinue- tNs ¥efY cost-effc-ctive
painenhip in yean lo come.
Leverage existing · colobaotion took and orch'tectvre· supportng ASO; cost savings in
program process development/project operationolirotion
Le verage exismg l:no¥.1edgeof FtbefOptics Netwvon:. Sffes ondcomponents; tt'isfflprov~
service deive,y realzotion os l'eSOUl'ces wl come-in l'vtmg the ground running os
management oversight understands cvrreni rlfo'astructure l"Liddles and ways to
overcome it more e ffectively_
Security lirm experienced resources oo staff with prO'Ve n trock record of
irnp5ementng and oudimg AM cybe, and physical security controls; PECO Energy p.e .
Suppormg the Perw,sytvOl'Wl Act 129; greater Pt.>detphia Smart Grid Design, Engineering.
ond Deployment)_
Pet"SOl"nel 'Nith PhD ri the Fi>er Optic$ field wil be OS$igned to cwers.ee engineemg e fforts
ondsel'Yiee realil:ation.
Security. Data Go¥emonce mapping to e xistng A vangrid Compliance requkemeflis
along 'Mth a historical record ol information and ociions wit be leveraged. rt-a wit ensure
odeQUO?e compliance measures wiih rrwwnol e ffo,t as security irrits hos olreodV
implemen ted Sir'TWor contn:ts fOf the ASO program.
Security t.rms Inc. utazes Microwft SharePoint vie the K:TPrivCT.eCloud.com Design to encourage
colaboration ond sharing acroM muttiple key stakeholders witl'wl the Avongrid organizations Change M anagement
Shorei"oint enhances orgorizationa elfectiveness ttvough the folowing features·
The change Cotltrol procedures folowed wil be consistent with Project Management
Procedures and ncivde the folowing ptOCess.es:
Remote A ccess: Project team members, Cot1troctotS. and sta ff may be granted
web access to ritonnafion to enable p,oject teams i"o collaborate on t asks from
A Change Control Sha'ePoint e stoblshed by the Security l..irms Inc. Prqect
any location..
Manager. to track al changes ossocialed v.tth the proiect effort.
Content Management The project Shoref'OOt Rte serves <» a reposttory for al
Al change requests wil be assessed b y the Securtty l.irMs Inc. Program Monoge
ptOtect docunen ts. records, and Cot1tent. Version control idefltifies the most
Pro;ecl Manager to determine pcM.si:lle atematives and costs.
current ond a pproved documents. Version m tocy record$ ptevious iterofiom
Change Requesh will be reviewed ond op ptoved by the Avongrid Spon$0f.
c:honges are never 105t.
The effects of approved change requests on t h e ~ ond ~hedule of the
Secutty l.xrm Inc. plom to leverage the ICTPrivateOoud.com domain to enSU'e
pro;eci wil be rellected r1 updates k> the p,oject pan as PQ'1 of weekty dashboard
al !Aef access remain centl'olzed r1 a controled and secure envrot'lment; tN.15.
meet ings
introduc:rlg o ~ c o d saving$ to Av0f"9id.
The Change Control database wil be updated to rellect stotul o f change
requesh.
Proj e-ct Kick-Off M eeting
We wil conduct o prqect l:ick-off meemg v.tth Avongrid. ihe meetrig wil provide overall
Change in Scope of Services
coordnotion. conceph ond conzte ncy between Avangrid ond Security l..rrm prcject te(lll"T"G
ond ~ - Initial site tosb wil inclJde team review of ~ I t o sb. colection o f If unforeseen toctors change tns. scope of wc,1,:; ond/or impoc1 the term ond cost of the provided
regulatocy/corpo,a!e requiremenh. and id entificotion o f docvmenh and personnel in- services enclosed. Avongrid and Security l.rrm ~. may rn.,1uoly revise the SOW and Security
s.cope fo, the Avongrid OT f>roieci. We v.il review euiT.ent security p,odiees to detennir.e both I.mil$ Inc. shol provide customer with on estimate of the inlpact of such revisions on the tees.
mote~ ond tocfical ntiatives to fix:tlote the deVelop-ner'ltof the OT Physical and logical Fiber payment tem1$. OOl"flPletion schecklle ond othet" oppicotlle provi5ions of me sow. If the parties
Network ln t ~tion Strategy Roadmap Document. The pn:lject pion would be updated mutualy agree to such changes, a written desaiption of the agreed change 1·change
OCCOl'dingly. Authorization.. shall be ptepaied, incorporoting wch changes to ihe ANAL SOW and shall be
signed b y both parties. The terms of a Change Authorizotion Form prevoJ over those of the sow
Managemen t and QA/QC

The m anag eme nt and QA/QC phase throughout the ent.e piqectlifecycle Curriculum Vitae of Proposed Resources
Security Limits Inc. employs proven PfOiec1 monogement best proctices: Security Lirrifs Inc. ho5 identified which team members wil be msigned to IM engagement. We
otso con suppfy oddihonal resources upon demand. Based on the naf\Jre o f the WOfk req.,ested..
Securityl.irrits" project m a n a g ement procedures enable the f o rmati o n ofo we wil assign consultonh from our various d e portments. incklding but not lrntted to ptogom
partnership between al stokehofders. TM partnership provides a rnutuol understonc>ng management office fPMO). in!rostn.,cture Serviees. des.ign ond engineering to perform the wen..
and agreement o f the tasks to be completed and the sched.Ae to be ~ e d. These
p,ocedl.wes oho ,equi'e that the co,rect orgorizafionol stnJcture for the p,cject be On-Going Communk:ations and Reporting (Service Delivery Level)
c=eated. that the proper reSO\.W'Ces for the project to be identified and corrmitted. ond
To ensure your project is cotrf)leted in o mlety monnet with mirirn.Jm impact to bot h ~em
tnot the p,oper ovthority and occountoi:.ty tor the prqect be estobished. resouces and peiwnnel. Security l.xrm Inc. vtilzes various corrmurico1ion methods during each
PJoocffve proiect pbnring olows the proposed pro;ect schedu6e to be oct-.eved and pnose_ Utm.ed to ensure consiStent ongoing corrmuricotion wi'lh our Clients. flYoughovt the
v erities tnot resources Ole olocoled as needed to mee1 al rrilestones
engagement:
Effective management control. d eiveroble product control. ond technical reviews ere
ihe keys to successful project completion. A SeMce Oetvery Manager and Project Security l..irms Inc. delven; o weekty status report to ou pnnory clenf confoct detoling
Monagerwil porticipate inrego.Aar management re-.riewsv.tthAvangrid to keep the octivities. wno:1 is P'0N"'ied roe the roa::,wng ctoy or week. as well as a ny issues whicl'I hove
p,oject p,opetly focused on meeti-lg the p,oposed functionaity ond deiven-lQ QIJ0ity
DrRn tha1 may dday the ort-time co~fion o f the engagement.
results. Quoity Control specificotions and metrics wil be defined in the eorty stages o f
Weektymeelingsrequired to review progre ss and risks and/ or is.sues potenfiatyimpocftlg
lhep,oject scope. schedute. ond/or C05t: each situation mal be reviewed and approve d by
Avongrid repte~ntotive; records std be maintained.
• " · m,•~ ·~ •
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,•
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I JO 9qlexnc;ona.,,.•l v l
),.(ann~t 1n
' !
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LI\;
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Initial ProJect Risks & Assumptions

Risk Ris.k level Likelihood Mitigation Strategy
of Even1
Risk Risk Level Likelihood M itigation Strategy
UM/H
of Event
UM/H
no_,.
Ttmeine Est.-ncr.e1 M:. T!meine ow.,mes Llnlikety T!meline to be reviewed and
Project Size Urreaistic f"rmed-vp in-pk,rri-,g phase-
Monte Corio sirruotion
Esfi"notedPro;ect H: 2-3months Unlkety Created comprehensive introduces twgher levels of
Schedule - Tentative prcject trneline with frequent
boseine re-.riews Documentation Control M:. Documentation Somewhat Wil need to be re 'ined in
ondOuolity ·Monrily Quality lkety -p1onningpnose- pos1contt0ct
Teom Size at Peak H: 26 members C effOSlty COl'rf)rehemive l e v ef-1 award; it could resut in cost
corrvn.ricotior6 ptai, frequenr red.Jction or incteose : although
meetings, tight p,oject (e .g.Some unB:.efy. Subject to amendment
monogernent ove!Sight noccurocies r1 networt as new details regording project
P10jeet0efinition diagrams and scope ore revealed
o,oce<bal
Ccxt Estimates Unreolstic l: Thorougtiy Unlicety Wil need to be refined in documentation)
predicted by -planning phase- ~ t contract
1 rro,ec! Stoffing
industry e,cperts award; if could result r1 cost
proven p,octices to reduction or increase; although
·-
OGpersed site locations M:. Sile k d s ~ l.l(ety Adcltionol itovel
1~mo9nofetrof uriik.ety. Sut:Jieci lo amendment
OS new detois regarding project
Weak Business/Customer l: Use1"S ore port-frne llnlikety User Group P o ~
,.~
scope a-e revealed
Participation on Pto;ect ieom members coordinated by U lime
Avoioble documentation M: More than 75'f. Unlicety 8olonc:e of rlformation to be
clouds establ5tvnen i of complete/cutfeflt gathered by consl.Aiont
Protect Management
p,ogombosel-
l:Oecicated Untik.ty Ensure proper p,o;ects·
Project Scope Creep l: Scope Unll<.ty Scope itwoly demed in p,oieci
coordination. e _,cecvfion <:rid
pion. te viewed rnontHy by ke y
ovenight from the program
defined. w bject stakeholders to prevent
manager:: provided by Av ongrid
to reYision undetected ~ope creep
PMO
Change Monogemen1 l: Wel-defrled Unlik.ty NIA
Procedures undefined
Acceptance Criteria
On completion of the Services covered by TM RFP response, Vencto, wil sut»Til the Deiverob'e$ to Cvston-,er
f Of review and final approval in occordonce with cootroctuol reQVl'Cment. Payment WKlll be cond:tioned
upon acceptance of the DeiYero~ desaibed in Article 7 (7nvoicing and Payment-) of the Ageement.
a- cuitroct wil be deemed completed when al of the delverobtes have been accepted or deemed to
hove been accepted in acco«:tonce with the Agreement.
Customer Roles & Responsi bilities

Avangrid mol lociitale project detvery- by Vendor':
(i) Contribute and/or sign off to definrlg final deivero~/requi'emenh;
(Ii) ProVDC occeu to Avongrid tterne staff and systems to provide necessary
infotmationin tmety fosNon; S ECTION VI: ICT PRICIN G S HEIT S UMMARY - MATERIALS
(ii) Provide boclcground motefiols/occess/~a neceuory to enable services;
(lvt Re view and approve draft detvero~ in a tmefy fashion:

M Provide lon-nol opp,oval of - ma1 schedule- for execution: Phase I - Summary
(,A) occeu to snes, focilties. ond s~tems so tho! wen con be performed; O.X phose--1 approach focuses on maxlrrizing lisle reduction per security dolor spent. Tm
pho$e wll C<>rrYnence wi1h o romp- up PfQCCU to k:151 up to three months. and wit incl.Ide the
Trave l Expenses folowrlg:
Travel ex_oenses ore not included. Al travel expenses shot be rei-n.bu'sable b y Avangrid, such
expenses moll be feimbursed' onty in occordance with the Avongrid·s Travel Policy. and Local Office Presence in Rocheste-r. NY
subject to the lin'Wts set forth in Section ("Expenses·1 of the Moster Services Agreement. Workforce Mobilzofion
Employee SO-eefing Proceu. N=RC-OP Complionce . and Onboordng OCIMt~
Estobistrnent of Processes and Procedures fOf PMO
Employee Screefing Proceu and Oriboordng ocfivifies
Program/Project Pion and SchedlAe Oevek>pment ("1tuoly Agreed}
~hboa-d and Program Reporting Sh'ucful'e
IJ ~54 .-xr-<:;•ori Aw • .l l
,..._...,~ , • ~r "l""'Y,:y~ le 2
I 14 M&~~:;~""~,::: ~~•J
, • } ' 7 - ' • , ll J ,
[ "' ' ' ' I ,, ', , r
Phase II Summary
During thi5 pha;e the teom wll delver business os usual to Avongid: CADES is
operatior'd. As the team reaches its peolt performonce and size. the e xpectahon i5 tho! the
overage amount of time to ~orm o fast wll ~ove: normalizing service delveryafler the lirst
year_ . .
- --
The project wll run between 2019 lhrough 2022.
--· --
Wedne<-
Jonua,y l
Fridav. Januory l ""'"-
Jonua,y l
Monday
Jonua,y20 January 18 Jonua,yl7
-- -__ - -
febluory 17 IS
_..,,.
2\._2022
_..,,, =
- -
-
Monday Mov 25 MonoayMDy31 Monday, May 30,
=
Friday JlAy 3
September 2 September7 ,. Septembel'6 Septembers
""""'°Y
November'l8
w-...-
Na,,embe,25
""'"- ....,__
Decem. . .25 December25 December25 Decembef25
15 »S~ "'>: "<l ori A,...• t'

MA,r.>• ~r ........ Yu-< I 2
Y • l ' 71" ,
f '" • I , t
EXHIBIT B
INVOICE
SECURITY
-LIMITS INC-
50 Alberigi Dr. Date 3/4/2020

Jessup, PA 18434 Invoice # 2154
Phone: (212) 634-9202 ICTPRIVATECLOUD
For
Fax: (646) 437-5506 DOMAIN SERVICES
[email protected]
Bill To:
Unlimited Technology Inc.
20 Senn Drive
Chester Springs, PA, 19425
% discount 0%
Quantity Description Unit price Amount Discount applied

60 CSP annual - Enterprise Mobility + Security E3 $ 225.00 $ 13,500.00 Discount applied
50 CSP annual - Office 365 Enterprise E3 $ 101.00 $ 5,050.00 Discount applied
10 CSP1Y - Visio Online Plan2 - $ 174.84 $ 1,748.40 Discount applied

eDiscovery for UTI ICTPRIVATE CLOUD PAYMENT
RESPONSIBILITY as per UTI Legal Counsel's Request to obtain
69 "documentation and evidence" of service commitment: Data $ 347.00 $ 23,943.00 Discount applied
Collection, Chain of Custody, Examination, Data Analysis,
Reporting Services.
Data Restoration and Recovery Services: Recovery of deleted
42 mailboxes, Systems Reconfiguration and Security Review of $ 347.00 $ 14,574.00 Discount applied
Accounting anomalies
Secure destruction of ICTPRIVATECLOUD Data per GB $789
55 USD
$ 789.00 $ 43,395.00 Discount applied
1 Service Charge on DELL Invoice 10% $ 2,298.00 $ 2,298.00 Discount applied
$ -
$ -
$ -
$ -
Subtotal $ 104,508.40
Make all checks payable to Security Limits Inc. Credit $ -
If you have any questions concerning this invoice, contact Russell Late Fee 9.80%
Sands at [email protected].
Additional discount 0%
Thank you for your business! Balance due $ 114,750.22

Security Limits V Avangrid

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Case 1:21-cv-10124-GHW Document 1 Filed 11/29/21 Page 1 of 72

UNITED STATES DISTRICT COURT

NATURE OF THE ACTION

accounting manipulation, warehouses built solely to house mountains of unused equipment

with Networks and Avangrid, the “Utilities Defendants”).

2. Aiding in the Bid-Rigging Scheme were Defendants Prosegur Gestión de Activos,

in or around 2018 to in or around 2020 (the “Relevant Period”).

3. Gross corporate misconduct is hardly unfamiliar to Defendants Iberdrola and

investigation of the Spanish indictments.

pursue on its exclusive behalf.

5. In other instances, the Utilities Defendants and/or Prosegur entities shared or

misappropriated SLI business secrets.

6. Under the Bid-Rigging Scheme, the Utilities Defendants eschewed competitive

retirement benefits with preferred vendors participating in the scheme.

7. The Bid-Rigging Scheme likewise benefited the Utilities Defendants’ favored

8. The Utilities Defendants likewise conducted the Bid-Rigging Scheme as a means

of rate-payers’ dollars, and wrongly enriched the Bid-Rigging Scheme’s participants.

(iii) the common law of the State of New York.

JURISDICTION AND VENUE

founded under 28 U.S.C. § 1367.

transact their affairs or business in this District.

the Bid-Rigging Scheme in New York.

business at 50 Alberigi Drive, Jessup, Pennsylvania.

place of business at 89 East Ave, Rochester, New York.

business at 80 Marsh Hill Road, Orange, Connecticut.

business at Plaza Euskadi, 5 Bilbao, 48009 Spain based in Bilbao, Spain.

a principal place of business at 88 Calle Pajaritos, 24 Madrid, 28007 Spain.

19. Defendant Unlimited Technology, Inc., a video monitoring company, is a

Florida. Cipher is a subsidiary of Prosegur.

solutions and monitoring company, is a Massachusetts corporation having a principal place of

business at 220 Howard Street, Lowell, Massachusetts, and a subsidiary of Prosegur.

during the Relevant Period and remains in that position.

25. Defendant Tom Fitzgerald was Director of Telecommunications & Engineering at

Avangrid during the Relevant Period, and remains in that position.

Period, and remains in that position.

currently unknown to SLI.

in assets and operations in 24 States. Avangrid is a subsidiary of Defendant Iberdrola, a Spanish

million customers in New York and New England.

33. Investor-owned utilities such as those operated by Avangrid are regulated

equipment, as well as perpetual licenses for intellectual property.

infrastructure improvement, the regulatory structure provides an inherent incentive to reasonable

spend on physical infrastructure, and to book expenditures as CAPEX, not OPEX.

recognition of the centrality of CAPEX to maximizing their shareholder value.

The Tender Process

were made by Avangrid itself.

perspective, are associated with the creation and maintenance of a network:

i) Design and Engineering Services, which contemplates the design

ii) Construction, which contemplates the creation and maintenance of

iii) Systems Integration, which contemplates the configuring and

iv) Program Management, which contemplates management and

v) Telecom, which contemplates the purchasing of equipment and

it in the form of a new tender.

Avangrid Engages SLI to

42. Founded by Paulo Silva in 2007, Plaintiff SLI is a full-service technology,

would formally name IroncladTM.

contract to SNC-Lavalin, a Canadian engineering firm.

hyperconverged private platform at Avangrid.

to provide personnel better suited to implement Silva’s architecture and design.

and implement the IroncladTM design.