If the Final Exam was Based on Westworld **SPOILERS**

**WESTWORLD SPOILERS FOLLOW**

Westworld is a futuristic theme park, filled with artificially intelligent robots that look and behave in a way that is shockingly similar to real people. The theme park is set on the Western frontier during the civil war. The robots have personalities and backstories that match the setting, and though they can learn new things, they are programmed not to understand or recognize anything that is incongruous to the setting. The robots are known as “hosts”, and the people in the park are known as “guests”.

Mr. Ford founded the park and invented these hosts along with his partner, Arnold. The park began as a private venture, in which Ford and Arnold had equal share, and shared managerial responsibilities. Later, the park incorporated and went public. Ford and Arnold became joint-CEOs, but were not members of the board of directors.

Upon learning that the hosts had emergent consciousness, Arnold attempted to sabotage the park. He programmed two of the hosts to destroy all of the others. Unfortunately, Arnold did not make it out of this incident alive. Thankfully, a minor shareholder, William, was an avid enthusiast of the park. He purchased a majority share of the park and became a member of the board, saving the park from bankruptcy.

Ford continues to oversee management of the park, and development of the hosts’ AI. His chief officer of technological development is named Bernard. While investigating a series of suspicious incidents, Bernard discovered that he was actually a host, designed by Ford, and modeled after Arnold. He also discovered that Ford programmed him to commit a series of criminal acts, attacking employees of the company who got too close to discovering Ford’s dark secrets.

In his old age, Ford has become increasingly eccentric, and the board is anxious to remove him from his position as CEO. However, only Ford has access to the technological data detailing how the hosts work. The board is worried that, should they fire Ford, he will destroy this data. To pre-empt this outcome, one of the directors, Ms. Hale, ordered a senior officer, Ms. Cullen to secretly make a copy of the data.

Having acquired the data, Ms. Hale spoke to the members of the board to insure that they would vote in favour of ousting Ford from his position as CEO. William is now somewhat obsessed with the park. He is currently in the park, involved in a “quest” to solve what he believes to be the park’s ultimate puzzle: finding the centre of the elusive “maze”. He agreed to vote Ford out of his position, provided that it did not obstruct his quest.

When Ford heard about the director’s plan, he was furious. He decided to take legal action. In a derivative action, he caused Westworld Co to sue Ms. Cullen and Ms. Hale for misappropriation of trade secrets.

For some reason Westworld is incorporated under the BCBCA and has standard form articles.

Question 1:

You are a lawyer, retained by Ms. Cullen and Ms. Hale to defend against Mr. Ford’s tort action. They think they have a defence because they were acting in the best interest of the company by stealing Ford’s data. Advise them on whether or not this would be a good defence.

Question 2:

After reaching the end of the maze, William came to his senses. He remembered voting Ford out of his CEO position, and wondered whether he ought to have disclosed his obsession with the park as a conflict of interest. You are William’s lawyer, and he asks you whether you think there is a conflict, and if so, what he should do about it. How do you respond?

Question 3

Bernard is arrested for, among other things, murder. He argues that it was not he who committed the criminal acts, but Ford, acting through him. This is the first time an AI has ever been on trial and the court is flummoxed. The judge seems to remember something from his BizOrgs days about a “directing mind”, and thinks it might be applicable. You are a law clerk advising the judge. What would you tell him?