Musk Seeks Substantial Damages from OpenAI

COUNT III: AIDING AND ABETTING FRAUD (Against the OpenAI For-Profit Entities)

188. Plaintiff re-alleges and incorporates by reference paragraphs 1 through 187 inclusive, as though fully set forth herein.

189. Altman and Brockman participated in a scheme to defraud Musk of his valuable contributions and backing to enrich themselves, as alleged hereinabove.

190. The OpenAI For-Profit Entities had actual knowledge that Altman and Brockman were engaging in such fraud, because Altman and Brockman formed the OpenAI For-Profit Entities for that very purpose, and on information and belief, have at all relevant times been officers, agents, employees, and/or owners whose knowledge and intent is imputed to the OpenAI For-Profit Entities.

191. The OpenAI For-Profit Entities knowingly gave substantial assistance, encouragement, and/or actively participated in Altman and Brockman’s fraud by willfully draining the non-profit’s most valuable assets into their for-profit apparatus. On information and belief, the OpenAI For-Profit Entities currently employ much of the non-profit’s former staff, including Altman and Brockman, house its research and intellectual property, have facilitated rampant self-dealing, as alleged herein, and have been greatly enriched as a result.

192. Defendants intentionally concealed their fraudulent conduct, which prevented Musk from discovering their scheme, notwithstanding his exercise of due diligence.

193. As a direct and proximate result of the OpenAI For-Profit Entities’ conduct, acts, and omissions alleged hereinabove, Musk is entitled to recover the damages he sustained and will sustain, including any income, gains, compensation, profits, and advantages obtained, received, or to be received by Defendants, or any of them, arising from the wrongful acquisition of Musk’s contributions to OpenAI, Inc., including prejudgment interest. Musk is entitled to an order requiring Defendants, jointly and severally, to render an accounting to ascertain the amount of such proceeds.

194. As a direct and proximate result of Defendants’ wrongful conduct, acts, and omissions alleged hereinabove, Musk has been damaged, and Defendants have been and will continue to be unjustly enriched, in an amount that shall be assessed at trial, but which vastly exceeds $75,000, and for which restitution and/or non-restitutionary disgorgement is appropriate. Such should include the imposition of a constructive trust; a declaration by this Court that Defendants are jointly and severally the constructive trustee(s) for the benefit of Musk; and an order that Defendants convey to Musk all of the profits, assets, property, and ill-gotten gains received or to be received by Defendants, which are traceable to Musk’s wrongfully acquired financial and other contributions to OpenAI, Inc.

195. Defendants’ wrongful conduct, acts, and omissions have proximately caused and will continue to cause Musk substantial injury and damage, much of which cannot be reasonably or adequately measured or compensated in money damages. The harm this wrongful conduct will cause to Musk is both imminent and irreparable, and the amount of damage sustained by Musk will be difficult to ascertain if such wrongful conduct is allowed to continue without restraint. Musk is entitled to an injunction during the pendency of this action, and permanently enjoining Defendants, their officers, agents, and employees, and all persons acting in concert with them, from engaging in such further tortious conduct.

196. Defendants’ wrongful conduct constitutes oppression, fraud, and/or malice under Cal. Civ. Code § 3294, entitling Musk to an award of punitive damages appropriate to punish or set an example of Defendants in an amount to be determined at trial.