IN THE COURT OF COMMON PLEAS CUYAHOGA COUNTY, OHIO RevoLaze, LLC 29307 Clemens Road Westlake, Ohio 44145, Plaintiff, vs. Dentons US LLP c/o RL&F Service Corp. 920 N. King Street, 2"4 Floor Wilmington, Delaware 19801, and Mark L. Hogge c/o Dentons US LLP 1301 K Street, NW Suite 600, East Tower Washington, DC 20005, and Steven J. Stein c/o Dentons US LLP 1221 Avenue of the Americas New York, NY 10020, Defendants. Civil Action No Judge: DAVID TMATIA cv 16 861410 COMPLAINT AND JURY DEMAND go € of Ne et aePlaintiff, RevoLaze, LLC (“RevoLaze”), by and through undersigned counsel, for its Complaint against Defendants, Dentons US LLP (‘Dentons US”), Mark L, Hogge (“Atty. Hogge”), and Steven J, Stein (‘Atty. Stein’) (collectively, “Defendants’), hereby states as follows: The Parties 1. Revolaze is a Delaware limited liability company with its principal place of business at 29307 Clemens Road, Westlake, Ohio 44145, 2 Dentons US is law firm operating as a Delaware-based limited liability partnership. Dentons US is a member of Dacheng Salans FMR SNR Denton Group (“Dentons’), a Swiss verein structure with more than 126 locations across 50-plus countries and more than 6,000 lawyers worldwide, making Dentons the world’s largest law firm by number of lawyers. Under the Swiss verein structure, Dentons operates as an incorporated membership association, holds itself out as one law firm, and boasts about its seamless delivery of services across the globe. 3. Atty. Hogge is licensed to practice law in the District of Columbia and the State of Virginia and, at all times material to this Complaint, has been an attorney and/or agent of Dentons US. 4, Atty. Stein is licensed to practice law in the State of New York and, at all times material to this Complaint, has been an attorney and/or agent of Dentons US.Statement of Facts A, The Engagement Letter 5. Onor about November 4, 2013, authorized representatives of RevoLaze and Dentons US met regarding the potential of Dentons US providing legal services in connection with the enforcement of RevoLaze’s patent portfolio covering laser abrasion of denim products end laser patterns etched on denim products. 6. Prior to that time, RevoLaze had interviewed several firms and had participated in an initial consultation with Dentons US, After not originally reaching an agreement, Dentons US reinitiated communications with RevoLaze, promoting the fact that Dentons was the world’s largest lew firm by number of lawyers and highlighting its “enviable track record representing individual inventors, artists and entrepreneurs, public institutions, emerging companies, venture capital groups and global corporations.” See true and accurate copy of [Link]/en /find-your-dentons-team / practices /intellectual- [Link], attached hereto and incorporated herein as Exhibit 1. 7. RevoLaze was impressed by and trusted the credentials of Atty. Hogge, who is the chair of Dentons US’ legacy patent litigation practice. Atty. Hogge held himself out to the public and to RevoLaze as “one of the most experienced patent litigators in the country, having litigated many patents in all areas of technology for all sizes of 3companies.” See true and accurate copy of [Link]/en/mark- hogge, attached hereto and incorporated herein as Exhibit 2. 8, RevoLaze also engaged Dentons US as a result of Dentons’ international presence and influence. This was important because RevoLaze sought to enforce its patents around the globe, including in Mexico, Turkey, and China. 9. In order to secure RevoLaze as a client and in connection with the international work required by RevoLaze, Dentons US introduced RevoLaze to Dentons’ “China specialist,” Peter Su, and represented that Dentons US had partners around the globe. 10, Subsequent to the meeting referenced above, Dentons US began a conflicts check relative to potential litigation defendants and respondents, including, but not limited to, The Gap, Inc. (“Gap”) and Ralph Lauren Corporation (“Ralph Lauren’), See true and accurate copy of November 4, 2013, email from Atty. Stein to (among others) Darryl J. Costin, Sr. (“Costin,” Chief Executive Officer of RevoLaze), attached hereto and incorporated herein as Exhibit 3, 11, On January 8, 2014, Dentons US (by and through Atty. Stein) informed RevoLaze that it was unlikely that conflicts would be found to exist as to (among others) Gap. See true and accurate copy of January 8, 2014, email from Atty. Stein to Jim Schnorf (“Schnorf”) and Costin, attached hereto and incorporated herein as Exhibit 4, However, it was determined that Dentons US was precluded from acting in any potentiallitigation relative to Ralph Lauren because it was “a present client of the Canadian region” (ie., a present client of Dentons Canada LLP). Id. 12, Further, Dentons US made a last-minute determination to exclude Calvin Klein as a defendant and respondent due to representation of Calvin Klein by Dentons Hong Kong (ie. Dentons HK LLP), See true and accurate copy of August 15, 2014, email from Atty. Hogge to Costin, attached hereto and incorporated herein as Exhibit 5. Dentons US specifically contemplated the potential consequences of including Calvin Klein as a defendant and respondent, stating, “We don’t want to draw a motion to disqualify.” Id, 13, Nonetheless, Dentons US was willing to proceed against (among others) Gap, claiming that all conflicts had been cleared. These determinations and the information provided by Dentons US (by and through Attys. Stein and Hogge) as set forth in paragraphs 11 and 12 above directly contradict (without limitation) the March 30, 2015, sworn statement of Dentons US partner and general counsel Edward J. Reich, which was filed in the ITC Litigation. 14, By Engagement Letter dated February 7, 2014 (“Engagement Letter”), Dentons US agreed to provide legal services in connection with the enforcement of RevoLaze’s patent portfolio covering laser abrasion of denim products and laser patterns etched on denim products (“the Litigation’), as well as incidental matters, such as responding to auditletter requests. See true and acourate copy of Engagement Letter dated February 7, 2014, attached hereto and incorporated herein as Exhibit 6. 15. More specifically, pursuant to the Funding Agreement dated February 7, 2014, between (among others) RevoLaze and Longford Capital Fund I, LP (“Longford”) (“the Funding Agreement”), the Litigation contemplated and included all pre-trial, trial, appeal, and collections of any settlements, judgments, and awards in connection with ( proceedings at the United States International Trade Commission pursuant to Section 337 of the Tariff Act of 1930 and related United States District Court actions per the Funding Agreement (“Phase 1”); (ii) conventional patent litigation under United States patent law in United States Districts Courts per the Funding Agreement (“Phase 2”); (iil) international enforcement actions per the Funding Agreement (“Phase 3”); and (iv) defending any counterclaims against RevoLaze in connection with the Litigation, See Ex. 6, p. 1, The Funding Agreement was incorporated into the Engagement Letter by reference. Id. 16. Further, Dentons US agreed to (among other things) discount its rates for all timekeepers by twenty-five percent (25%) with respect to the Litigation and unconditionally cap its fees and expenses as follows: $3,715,000 for Phase 1; $2,134,000 for Phase 2; and $1,746,000 for Phase 3. See Ex. 6, p. 2. Dentons US was also entitled to a portion of the proceeds obtained through litigation of RevoLaze’s claims on a contingent-fee basis. Id.17. Dentons US agreed that, in the event a conflict arose and Dentons US declined to pursue a component of the Litigation, alternate counsel would be engaged and the costs of any such alternate counsel ‘would serve to reduce the amounts available to Dentons US pursuant to its unconditional fee cap. See Ex. 6, p. 2. Accordingly, Dentons US expressly identified all “existing conflicts” that it had with potential Litigation defendants and respondents, including, but not limited to, Gap and Ralph Lauren, See Ex. 6 at Exhibit B. 18, Despite having identified Gap as an “existing conflict” on Exhibit B to the Engagement Letter (Ex. 6), Dentons US (by and through ‘Atty. Hogge) expressly and repeatedly represented to RevoLaze that General Counsel for Dentons US had “cleared conflicts” for Gap, and, therefore, Dentons US was not precluded from acting against Gap in the Litigation, In reliance upon said express and repeated representations, RevoLaze authorized Dentons US to assert and pursue claims against Gap in the Litigation. 19, In addition, Dentons US acknowledged that (among other things), in the event of any conflict in language and terms between the Engagement Letter and the Funding Agreement, the terms of the Funding Agreement shall prevail. See Bx. 6, p. 3. B, The Phase 1 District Court Litigation 20. On August 15, 2014, pursuant to the Engagement Letter, Dentons US (by and through Atty. Hogge, Shailendra K, Maheshwari 7(‘Atty. Maheshwari”), Nicholas H. Jackson (‘Atty. Jackson”), and Atty. Stein) filed 17 separate lawsuits in the United States District Court for the Northern District of Ohio, Bastern Division, as attorneys for RevoLaze against denim jean brands, including, but not limited to, Gap (ie., Case No, 1:14-cv-01821-PAG (Judge Patricia A. Gaughan) alleging infringement of six separate patents owned by RevoLaze (“the Phase 1 District Court Litigation”) seeking (among other things) damages and prejudgment interest on the damages. See true and accurate copy of Complaint and Jury Demand, filed August 15, 2014, against Gap in the Phase 1 District Court Litigation attached hereto and incorporated herein as Exhibit 7, pp. 3-6. C. The ITC Litigation 21, On August 18, 2014, pursuant to the Engagement Letter, Dentons US (by and through Attys. Hogge, Maheshwari, Jackson, and Stein) filed a Verified Complaint Under Section 337 of the Tariff Action of 1980 in the United States International Trade Commission against 17 respondents, including, but not limited to, Gap (ie., Investigation No. 337-TA-980) (“the ITC Litigation’) seeking (among other things) a permanent general exclusion order pursuant to 19 U.S.C § 1337(d)(2)(B). See true and accurate copy of Verified Complaint Under Section 337 of the Tariff Action of 1930 (without referenced exhibits) filed August 18, 2014, in the United States International Trade Commission against(among others) Gap, attached hereto and incorporated herein as Exhibit 8, p. 36. D. Unauthorized Disclosure and Production of the Funding Agreement 22, Onor about September 24, 2014, the respondents in the ITC Litigation jointly served upon RevoLaze a first set of requests for production of documents. 23, On October 20, 2014, in breach and violation of the Engagement Letter and Funding Agreement, Dentons US (by and through Atty. Jackson) disclosed the existence and produced a copy of the Funding Agreement (for which the Engagement Letter is attached via Schedule I thereto) to the respondents in the ITC Litigation without notifying and obtaining the express written consent of Longford and [Link] prior to said disclosure and production. Dentons US also negligently produced other privileged documents, including, but not limited to, draft claim charts that Costin had composed for counsel. 24. On October 22, 2014, without notifying either Longford or RevoLaze of its October 20, 2014, disclosure and production of the Funding Agreement to the respondents in the ITC Litigation, Dentons US (by and through Atty. Jackson) served the respondents with a “clawback” request relating to (among other documents) the Funding Agreement. 25, On November 6, 2014, still without having notified either Longford or RevoLaze of its October 20, 2014, disclosure and production.of the Funding Agreement to the respondents in the ITC Litigation, Dentons US (by and through Atty. Jackson) served the respondents with a second “clawback” request relating to (among other documents) the Funding Agreement. 26. On November 10, 2014, once again without having notified either Longford or RevoLaze of its October 20, 2014, disclosure and production of the Funding Agreement to the respondents in the ITC Litigation, Dentons US (by and through Atty, Jackson) served the respondents with a third “clawback” request relating to (among other documents) the Funding Agreement. E, The Respondents’ Motion to Compel 27. On December 11, 2014, unable to resolve (among other things) the “clawback® requests made by Dentons US, referenced in paragraphs 24 through 26 above, Respondents’ Motion to Compel Complainants to Withdraw Claims of Privilege and Work Product Protection Over Documents Previously Produced By Complainants and to Produce Certain Documents Referenced Therein (‘Respondents’ Motion to Compel”) was filed in the ITC Litigation, 28, Five days later, early in the afternoon on December 16, 2014, Costin spoke to Atty. Hogge relative to Atty. Stein's expressed concern regarding “something bad in the case.” Atty. Hogge represented to Costin that Atty. Hogge had no knowledge of what Atty. Stein was concerned about and emphasized that if he knew that “something was bad in the 10case” that RevoLaze would know as well. See true and accurate copy of December 16, 2014, email from Costin to William P, Farrell, Jr., and Michael A, Nicolas (“Farrell and “Nicolas,” respectively, Managing Directors of Longford), attached hereto and incorporated herein as Exhibit 9. 29, Late in the evening on December 16, 2014, Longford (among other things) requested a copy of Respondents’ Motion to Compel from Dentons US (via Attys, Hogge and Maheshwari). See true and accurate copy of December 16, 2014, email from Nicolas to Attys. Hogge and Maheshwari, attached hereto and incorporated herein as Exhibit 10. 30, On December 17, 2014, Dentons US (per the request of Atty. Hogge) provided Longford and RevoLaze with a copy of Respondents’ Motion to Compel. See true and accurate copy of December 17, 2014, email (with referenced attachment) from Sharon M. Norwood to Nicolas, attached hereto and incorporated herein as Exhibit 11. 31, ‘Thereafter, on December 17, 2014, Dentons US (by and through Atty. Hogge) informed Longford and RevoLaze that the opposition to Respondents’ Motion to Compel was due December 22, 2014, See true and accurate copy of December 17, 2014, email from Atty. Hogge to Nicolas, attached hereto and incorporated herein as Exhibit 12. 32, On March 23, 2015, by Order No. 36: Granting In Part Motion to Compel Re-Production of Documents, Respondents’ Motion to Compel was granted regarding (among other things) the Funding Agreement (for 1which the Engagement Letter is attached via Schedule I thereto). See true and accurate copy of the “Public Version” of Order No. 36: Granting In Part Motion to Compel Re-Production of Documents issued March 28, 2015, in the ITC Litigation, attached hereto and incorporated herein as Exhibit 13. Dentons US never provided RevoLaze with a copy thereof, F. Gap’s Motion to Disqualify Dentons us 38. On February 4, 2016, counsel for Gap confirmed his February 2, 2015, conversation with Atty. Hogge regarding Gap’s demand that Dentons US immediately withdraw from the Phase 1 District Court Litigation and the ITC Litigation (at least as it pertains to Gap) given the conflict issue for Dentons US relative to Gap. See true and accurate copy of February 4, 2015, email from Christopher T, Holland to Atty. Hogge, attached hereto and incorporated herein as Exhibit 14. 34, The next day, on February 5, 2015, Dentons US {by and through Atty. Hogge}, consistent with its prior oral representations, once again expressly represented to RevoLaze that Gap had “cleared conflicts,” and, therefore, Dentons US was not prechided from acting against Gap in the Litigation, See true and accurate copy of February 5, 2015, email from Atty. Hogge to Costin, attached hereto and incorporated herein as Exhibit 15. 35. On February 20, 2015, Dentons US (by and through Atty. Hogge) informed RevoLaze for the first time that it expected Gap to file a motion to disqualify Dentons US and yet again expressly represented to 12RevoLaze that Gap had “cleared conflicts,” and, therefore, Dentons US wes not precluded from acting against Gap in the Litigation, See true and accurate copy of February 20, 2015, email from Atty, Hogge to Costin, attached hereto and incorporated herein as Exhibit 16, 36. On March 11, 2015, Respondent ‘The Gap, Inc.’s, Motion to Disqualify Dentons US LLP as Counsel for Complainants RevoLaze, LLC, and Technolines, LLC, (“Motion to Disqualify Dentons US") was filed in the ITC Litigation. Dentons US never provided RevoLaze with a copy thereof. 37, OnMarch 18, 2015, Defendant Gap Inc.’s, Motion to Disqualify Dentons US LLP was filed in the Phase 1 District Court Litigation. Dentons US never provided RevoLaze with a copy thereof, 38, On April 13, 2015, Dentons US (by and through Atty. Stein) forwarded a link to (among others) RevoLaze of an April 12, 2015, article in The Walll Street Journal entitled “At Dentons, Strategy Is to Go Big - Law firm saye it won't get hemmed in by conflicts as it bulks up to become a one-stop shop.” See true and accurate copy of April 13, 2015, email from Atty. Stein with corresponding April 12, 2015, article, attached hereto and incorporated herein as Exhibit 17. 39. The followed excerpt is contained within The Wall Street Journal article: Dentons’s global chairman, Joseph Andrew, says the firm hopes to disprove a widespread belief that once a law firm gets past a certain size, conflicts of interest are inevitable, requiring it to forgo an assignment for one client that 13could cut against the interest of another. ‘What we're trying to do is take these myths that have gathered up in the legal profession and simply say [they're] not true,” he said. Id. 40. On May 7, 2015, by Order No, 43; Granting Motion to Disqualify Counsel, Gap’s Motion to Disqualify Dentons US was granted, See true and accurate copy of the “Public Version” of Order No. 43: Granting Motion to Disqualify Counsel issued May 7, 2015, in the ITC Litigation, attached hereto and incorporated herein as Exhibit 18. Notably, Chief Administrative Law Judge Charles E. Bullock specifically found that Dentons US had committed an ethical violation in the form of concurrent conflict of interest and that forcing RevoLaze to retain new counsel at that point in the ITC Litigation would severally prejudice RevoLaze; however, the disqualification of Dentons US was necessary inasmuch as he could not “condone the continued violation of an ethical rule” by Dentons US. Id., p. 13. 41, With regard to Defendants, in his Order, Chief Administrative Law Judge Bullock stated the following: ‘The undersigned cannot fully credit Mr. Hogee’s representations that he only intended to identify Gap “as a potential business conflict” for two reasons. (Reply Opp., Hogge Decl,] First, Dentons US specifically identified the conflict with Gap in its retainer agreement with Complainant Revolaze as an “existing conflict.” (See Holland Decl., Ex. F at Schedule 1.) It is textbook contract law that the words in the final written agreement tramp Mr, Hogge’s subjective intent. The identification of Gap as an existing conflict serves as an admission that Dentons US did not, at the time when it took on representation of Complainants and entered into the Funding Agreement, believe that it was sufficiently separate from the other 14Legal Practices to be able to represent Complainants against Gap, (See id,, Schedule I at 2 (discussing terms for handling conflicts).) Second, Complainants’ opposition papers show a lack of understanding of the nuances of the ‘ABA Model Rules between current and former clients and when ethical screens may be implemented, This unfamiliarity with the rules undermines the persuasiveness of Mr. Hogge’s later determination that Dentons US could proceed without conflict. Id., p. 9. ‘The above-referenced admission that Dentons US did not believe that it was sufficiently separate to represent RevoLaze against Gap is further reinforced by Atty. Stein’s January 8, 2014, email (See Ex. 4) and Atty. Hogge’s August 15, 2014, email (See Ex. 5], in which Dentons US stated that it was unable to represent RevoLaze against Ralph Lauren and Calvin Klein, respectively, for the same reasons that ultimately resulted in Dentons US’ disqualification. 42, On May 8, 2015, Dentons US (by and through Atty. Hogge) informed RevoLaze that it had been disqualified from the ITC Litigation. See true and accurate copy of May 8, 2015, email from Atty. Hogge to Costin, attached hereto and incorporated herein as Exhibit 19. 43. Due to the disqualification of Dentons US referenced in paragraph 40 above, RevoLaze had to quickly retain alternate counsel who had no conflicts with any of the respondents in the ITC Litigation in order to (without limitation) immediately: a. Prepare for and defend at least 12 depositions; b. Prepare for the respondents’ visit to RevoLaze; 15,c. Prepare answers and responses to numerous discovery requests served upon RevoLaze by the respondents; d. Prepare argument and brief for “claim construction;” ¢. Prepare for and take numerous depositions of (among others) the respondents; f, Research new evidence on the issue of RevoLaze’s domestic industry; g. Prepare a brief on the domestic industry issue; and hh, Attempt to negotiate possible settlements with the respondents. 44, In order to quickly retain alternate counsel and to accomplish the work referenced in paragraph 43 above, RevoLaze was forced to secure additional capital and was left with no other alternative than to amend the terms and conditions of the Funding Agreement (‘the Amended Funding Agreement”) to its economic detriment. 45, Further, in order to begin to address the necessary work referenced in paragraph 48 above, Revolaze requested that Dentons US meet with RevoLaze’s alternate counsel as soon as possible and provide the alternate counsel with all documents in the ITC Litigation, See true and accurate copy of May 11, 2015, email from Costin to Attys. Hogge, Jackson, and Maheshwari, attached hereto and incorporated herein as Exhibit 20. 1646. Im response to RevoLaze’s request referenced in paragraph 45 above, Dentons US (by and through Atty, Stein) demanded payment of nearly $1,000,000.00 for fees and expenses allegedly owed before Dentons US would release the requested documents to alternate counsel. See true and accurate copy of May 11, 2015, email from Atty. Stein to Costin, attached hereto and incorporated herein as Exhibit 21. 47. Accordingly, in order to protect and pursue the interests of RevoLaze in (among other things) the ITC Litigation, Global IP Law Group, LLC, contacted Dentons US to request that all the documents in the ITC Litigation be immediately forwarded to them as per the professional obligation of Dentons US. See true and accurate copy of May 11, 2015, email from C, Graham Gerst (‘Atty. Gerst’) to Atty. Hogge, attached hereto and incorporated herein as Exhibit 22. 48. On May 12, 2016, Dentons US (by and through Atty. Hogge) finally acceded to the requests of RevoLaze and its new counsel referenced in paragraphs 45 and 47 above. See true and accurate copy of May 12, 2015, email from Atty. Hogge to Atty, Gerst, attached hereto and incorporated herein as Exhibit 23, G. Phase 1 Budget 49. As noted in paragraph 15 above, Dentons US agreed that the scope of representation for Phase 1 of the Litigation included all pre-trial, trial, appeal, and collections of any settlements, judgments, and awards 17in connection with the Phase 1 District Court Litigation and the ITC Litigation. See Ex. 6, p. 2. 50. _ As further noted in paragraph 16 above, Dentons US agreed to (among other things) unconditionally cap its fees and expenses at $3,715,000 for Phase 1 of the Litigation. See Ex. 6, p. 2. 51. As of the date of its disqualification (ie., May 7, 2015), Dentons US had been paid $2,486,664.38 for Phase 1 of the Litigation. 52. Since the date of its disqualification (ie, May 7, 2015), Dentons US has invoiced RevoLaze for an additional $392,387.40 for fees and $136,008.75 in expenses. H, Failures Regarding the Respondents’ Infringing Products 53. The February 7, 2014, budget for the ITC Litigation provided by Dentons US accounted for “pre-suit investigation” (including, but not limited to, “identifying importation evidence”), See Estimated ITC Budget, attached hereto and incorporated herein as Exhibit 24, Dentons US, however, unilaterally and improperly elected to limit the pre-suit investigation in the ITC Litigation, in particular as it pertained to engaging experts, investigating the unauthorized use of RevoLaze’s patents, and the respondents’ importation of infringing products. 54. On September 4, 2014, Dentons US (by and through Atty. Hogge) estimated that Dentons US would take approximately 18 depositions on behalf of RevoLaze in the ITC Litigation. See true and accurate copy of September 4, 2014, email from Atty. Hogge to Farrell 18and Costin, attached hereto and incorporated herein as Exhibit 25. The number inchaded only the Rule 30(b)(6) depositions for the originally named respondents and did not account for the six subsequently named respondent-manufacturers or any of the other prospective deponents, Costin subsequently identified in writing for Dentons US specific individuals to subpoena for depositions. See true and accurate copy of November 6, 2014, email from Costin to Attys, Hogge, Jackson, and Maheshwari, attached hereto and incorporated herein as Exhibit 26. 55, Contrary to Atty. Hogge's March 30, 2015, sworn statement, which was filed in the ITC Litigation and addressed the allegedly active progress of both written and oral discovery, only one deposition had been taken by Dentons US by that time, and no inspections of premises had been conducted by either the respondents or the complainants. 56. Despite being provided with the names of prospective deponents and despite the fact that there were 17 respondents and six additional manufacturers added in the ITC Litigation, by the time Dentons US had been disqualified (i¢., May 7, 2018), which occurred more than eight months after Atty. Hogge’s September 4, 2014, email regarding projected depositions and almost nine months after the complaint had been filed, Dentons US (by and through Atty. Hogge), to the best knowledge and belief of RevoLaze, had only taken one deposition—that of H&M Hennes & Mauritz L.P. and H&M Hennes & Mauritz AB (collectively, “H&M")—and it was taken in Sweden. 1957. The respondents, in contrast, facing only RevoLaze and ‘Technolines as complainants, took at least 14 depositions. 58, Further, Dentons US negligently failed to address both the respondents’ inadequate responses to RevoLaze’s complaint and the respondents’ subsequent refusal to respond to discovery requests relative to each of the respondent’s respective infringing products. 59. Fora response to a complaint, the ITC requires (without limitation) that, in addition to providing facts constituting each ground of any defenses that is pleaded, each respondent also inchude statistical data on the quantity and value of imports of the involved units, the Harmonized Tarif Schedule item number for importations of each of the accused imports, a statement concerning the company’s capacity to produce the subject unit, the relative significance of the U.S. market to the company’s operations, and the name and address of the supplier of imports if the company does not manufacture the accused imports. 60. At least three of the respondents in the ITC Litigation stated (1) that they would not provide data until the week of trial when responding either to the complaint or to discovery requests, (2) that they were unwilling to incur the expense of determining the number of units imported, or (8) that they would only address specific items in the complaint. Atty. Hogge identified these failures with specificity as to Gap in his March 30, 2015, sworn statement, which was filed in the ITC 20Litigation, Nonetheless, Dentons US failed to address these inadequate responses within the ITC Litigation. 61, Rather than addressing the respondents’ inadequate responses, and despite Costin’s repeated (and ultimately unsuccessful) requests to Dentons US (through Atty. Hogge) to file motions to compel against the respondents, Dentons US sought and obtained the ITC’s Office of Unfair Import Investigation ("OUIP”) recommendation that Dentons US bring into the ITC Litigation the respondents’ denim jean manufacturers. However, Dentons US incorrectly advised RevoLaze that they could only bring in the denim jean manufacturers identified by the respondents during discovery. Consequently, only a limited number of denim jean manufacturers were brought into the ITC Litigation despite the numerous other denim jean manufacturers in (among other countries) Mexico, Columbia, China, Bangladesh, and Vietnam, all of which RevoLaze had verified were producing and exporting infringing product into the U.S. 62. On April 13, 2016, after the Gap had filed its Motion to Disqualify in the ITC Litigation, Dentons US (by and through Atty. Hogge), with knowledge of its conflicted posture and contrary to the best interests of RevoLaze, encouraged “accelerating” settlement discussions with the Gap. The stated purpose was to “try and stop the expensive high stakes desperate motion practice of Gap *** [Jt is a drag on OUI and the other respondents.” See true and accurate copy of April 13, 2015, 21email from Atty. Hogge to Costin, attached hereto and incorporated herein as Exhibit 27. 63. On May 8, 2015, after having been disqualified and leaving RevoLaze irreparably damaged as a result of the failures in (without limitation) addressing both the respondents’ inadequate responses to RevoLaze’s complaint and the respondents’ subsequent refusal to respond to discovery requests relative to each of the respondent's respective infringing products, Dentons US (by and through Atty. Hogge) claimed that “[t]he situation is simple from Judge Bullock's point of view + ** Gap has to be out of the case for [Dentons US] to continue with the ITC matter * * * [the message is to Gap as well * * * * [this is the one time that Gap has to capitalize on its strategy ** * Gap does not have big, numbers with Crystal out of the picture.” See true and accurate copy of May 8, 2015, email from Atty. Hogge to Farrell and Costin, attached hereto and incorporated herein as Exhibit 28. 1, Failure Regarding Domestic Industry 64. On February 3, 2016, Dentons US (by and through Atty. Jackson), without consulting with or obtaining the approval of RevoLaze, stipulated that Revolaze would “not rely on the Levi settlement license to establish domestic industry in” the ITC Litigation. 65. The relevant date on which a domestic industry must be shown to exist before the ITC is the date on which a complaint is filed. Therefore, the existence of a domestic industry in the ITC Litigation 22should have been established as of August 18, 2014, Dentons US negligently failed to develop evidence of the facts needed to support the existence of a domestic industry prior to filing the complaint in the ITC litigation, Further, as a result of Dentons US’ unauthorized stipulation regarding the Levi settlement license, RevoLaze had to pay considerably more in legal fees in order to establish its domestic industry argument. 66, Had Dentons US not agreed to the above-referenced stipulation, the Levi settlement would have clearly established that RevoLaze was not simply a patent troll by demonstrating that Levi had also wanted to explore ways of working with RevoLaze in order to license the laser technology, which would have saved RevoLaze substantial costs and fees. J. Failure to Secure Reasonable Settlements 67, Although its February 7, 2014, Budget for the ITC Litigation accounted for a “pre-suit investigation” (including, but not limited to, “identifying importation evidence”), Dentons US limited the investigation conducted relative to the respondents’ importation of infringing products by refusing to engage experts or to investigate the unauthorized use of RevoLaze’s patents. See Ex. 24. These decisions, along with Dentons US’ failures set forth in paragraphs 53 through 63 above, substantially limited the scope of all settlement discussions by creating a glass ceiling for any alleged damages. 2368. The litigation strategy, as proposed by Dentons US, had initially been to seek (among other things) a permanent general exclusion order pursuant to 19 U.S.C. § 1337(d)(2)(B) through the ITC Litigation, then to seek monetary damages through the Phase 1 District Court Litigation, including, but not limited to, punitive and treble damages for willful infringement by (among others) the Gap. 69. Pursuant to the Engagement Letter, Dentons US established a budget and agreed to cap its fees and expenses at $3,715,000 for both the ITC Litigation and the Phase 1 District Court Litigation. By the time the complaints in the ITC Litigation and the Phase 1 District Court Litigation had been filed in August of 2014, Dentons US had billed RevoLaze $1,816,874.76 (i¢., approximately 35% of Dentons US’ total budget for both the ITC Litigation and the Phase 1 District Court Litigation and approximately $980,000 over-budget at the pre-suit investigation and post filing stage of its budget). 70. In November of 2014, a Past Damages/Future Royalty Analysis (‘the Analysis”) was prepared by Costin, approved by Dentons US, and presented to the respondents during settlement negotiation meetings conducted in the ITC Litigation. See the Analysis, attached hereto and incorporated herein as Exhibit 29. The Analysis assumed the following: ()) 6 years of past damages; (ii) 7 years of future royalties; and (ii) a royalty rate of 3% of the average price of $37.41 for jeans sold in the U.S. (Dentons US’ royalty expert, Donald E. Stout from the 24intellectual property law firm Fitch, Even, Tabin & Flannery LLP, had agreed that the 3% royalty rate was reasonable during a phone discussion with Atty. Hogge and Costin). 71. The Analysis also provided a settlement range based upon a respondent’s market share (e.g., $8,676,000 for a respondent with a 1% share of the laser-abraded market; $43,381,000 for a respondent with a 5% share of the laser-abraded market; and $104,115,000 for a respondent with a 12% share of the laser-abraded market}, The one material issue that the respondents expressed regarding the Analysis was the 3% royalty rate. Settlement discussions would have proceeded naturelly from these meetings but for the negligence of Dentons US. 72, In addition, and as stated above in paragraphs 58 through 61, Dentons US had negligently failed to address both the respondents’ inadequate responses to RevoLaze’s complaint and the respondents’ subsequent refusal to respond to discovery requests relative to each of the respondent’s respective infringing products. Despite Costin’s repeated (and ultimately unsuccessful) requests to Dentons US (through Atty. Hogge) to file motions to compel against the respondents, Dentons US merely sought and obtained the ITC’s OUI recommendation that Dentons US bring into the ITC Litigation the respondents’ denim jean manufacturers. However, Dentons ‘us incorrectly advised RevoLaze that they could only bring in the denim jean manufacturers identified by the respondents during discovery. Consequently, only a limited number of 25denim jean manufacturers were brought into the ITC Litigation despite the substantial number of other denim jean manufacturers in (among other countries) Mexico, Columbia, China, Bangladesh, and Vietnam, all of which RevoLaze had verified were producing and exporting infringing product into the U.S. This failure necessarily limited the extent of recovery available through settlement. 73. As set forth above in paragraph 62, on April 13, 2015, after the Gap had filed its Motion to Disqualify Dentons US in the ITC Litigation, Dentons US (by and through Atty. Hogge}, with knowledge of its conflicted posture and contrary to the best interests of RevoLaze, encouraged “accelerating” settlement discussions with the Gap. The stated purpose was to “try and stop the expensive high stakes desperate motion practice of Gap * * * fiJt is a drag on OUII and the other respondents.” See Ex, 27. 74, Because Dentons US was entitled to a portion of the proceeds on a contingent-fee basis (See Ex, 6, p. 2), Dentons US had a clear conflict of interest with regard to accelerating settlement discussion following the Gap’s filing of its Motion to Disquallify, Additionally, had Dentons US not been compromised as a result of the conflicted representation, the settlement process would not have been artificially accelerated. This artificial and conflicted acceleration negatively impacted RevoLaze’s leverage in the settlement negotiations and, consequently, its business viability. 2678. By the time Dentons US had been disqualified in the ITC Litigation on May 7, 2015 (ie., 9 months after filing the complaints in the ITC Litigation and the Phase 1 District Court Litigation), it had billed RevoLaze $3,010,148.46 (i.e., approximately 81% of Dentons US’ total budget for both the ITC Litigation and the District Court Litigation and approximately $643,000 over-budget at that stage), Nonetheless, Dentons US still needed to, without limitation, (1) complete no fewer than 17 additional depositions (and, more realistically, at least 23), including those in China, Turkey, and Mexico, (2) prepare for domestic industry arguments, (3) prepare for claim construction arguments, (4) prepare for expert reports, (5) prepare for and present at the Markman hearing, (6) prepare for and participate in the ITC Litigation triel, (7) prepare for and participate in the District Court Litigation trial, and (8) handle all appeals and collections, All of these tasks needed to be completed with the 19% of the budget that remained (ie., $704,851.54). Further, in addition to the clear budgetary impediments, the deadlines to complete these tasks were either quickly approaching or had already passed, turning the successful prosecution of RevoLaze’s claims into a seemingly impossible task, 76, Just before the disqualification in the ITC Litigation, Dentons US (by and through Atty, Hogge) surprisingly confessed to Farrell at a meeting in Dentons US’ offices in Washington, D.C., that it had no intention of going to trial in either the ITC Litigation or the Phase 1 27District Court Litigation. This confession aligns with the complete failure of Dentons US to prosecute RevoLaze’s claims or to conduct discovery to any reasonable degree. 77. As a direct and proximate result of Dentons US’ collective negligent conduct, settlement royalties were far less than the amount RevoLaze was entitled to. Because of Dentons US’ failure to fully prepare to try either case, RevoLaze was unable to obtain (without limitation) any exclusion order in the ITC Litigation or punitive or treble damages in the Phase 1 District Court Litigation. K, General Misconduct 78. On September 3, 2014 (ie., approximately two weeks after complaints were filed in the Phase 1 District Court Litigation and the ITC Litigation), Dentons US (by and through Atty. Hogge) represented to Longford that “[t}he major reasons for exceeding the budget have to do with the original infringer list changing as things developed, the number of claims determined to be infringed, and the actual ena of infringement.” See true and accurate copy of September 3, 2014, email from Atty. Hogge to Farrell, Costin, and Nicolas, attached hereto and incorporated herein as Exhibit 30. The vast majority of the tasks listed by Dentons US (by and through Atty. Hogge) to justify exceeding its budget were performed by RevoLaze itself and should have had no more than @ nominal impact on fees and expenses incurred. 2879, Having RevoLaze perform the majority of these tasks has proven to be demonstrative of Dentons US’ lack of familiarity practicing before the ITC, Claim construction in the ITC Litigation, for example, needed to be performed by an expert because RevoLaze would not have been granted access to the respondents’ confidential business information, Dentons US was improperly delegating tasks to RevoLaze and then pointing to the completion of those tasks to justify exceeding its budget. 80. On October 20, 2014, in breach and violation of the Engagement Letter and the Funding Agreement, Dentons US (by and through Atty, Jackson) disclosed the existence of and produced a copy of the Funding Agreement to the respondents in the ITC Litigation without notifying or obtaining the prior express written consent of Longford and RevoLaze. Having knowledge of the Funding Agreement and the arrangement capping fees was highly advantageous to the respondents. ‘This knowledge also substantially and irreparably harmed RevoLaze and would not have come into the respondents’ possession but for the negligence of Dentons US. 81, On October 22, 2014, without notifying either Longford or RevoLaze of its October 20, 2014, disclosure and production of the Funding Agreement to the respondents in the ITC Litigation, Dentons US (by and through Atty. Jackson) served the respondents with a “clawback” request relating to (among other documents) the Funding Agreement, 2982, On October 23, 2014, unaware of Dentons US’ disclosure and production of the Funding Agreement to the respondents in the ITC Litigation, Longford raised the issue of Dentons US’ budget overage by more than $1 million (Le., 300% over budget). See true and accurate copy of October 23, 2014, email from Farrell to Atty. Stein, attached hereto and incorporated herein as Exhibit 31, Dentons US remained silent on the disclosure and production of the Funding Agreement. 83. On November 6, 2014, still without having notified either Longford or RevoLaze of its October 20, 2014, disclosure and production of the Funding Agreement to the respondents in the ITC Litigation, Dentons US (by and through Atty. Jackson) served the respondents with a second “clawback? request relating to (among other documents) the Funding Agreement. 84. On November 10, 2014, again without having notified either Longford or RevoLaze of its October 20, 2014, disclosure and production of the Funding Agreement to the respondents in the ITC Litigation, Dentons US (by and through Atty, Jackson) served the respondents with a third “clawback” request relating to (among other documents) the Funding Agreement. 85. That same day (ie,, November 10, 2014), while still remaining silent on its disclosure and production of the Funding Agreement to the respondents in violation of the Funding Agreement and Engagement Letter, Dentons US (by and through Atty. Stein) began pressuring 30Longford for payment of its over-budget bills. See true and accurate copy of November 10, 2014, email from Atty. Stein to Farrell and Nicolas, attached hereto and incorporated herein as Exhibit 32. Specifically, Atty. Stein told Costin that Dentons US was considering a lawsuit against Longford for breach of contract. 86, Accordingly, on November 21, 2014, Schnorf, acting as a mediator at Costin’s request, notified Atty. Stein that under no circumstances should Dentons US take action toward stopping its work in the Litigation or filing a complaint against Longford. See true and accurate copy of November 21, 2014, email from Schnorf to Atty. Stein, attached hereto and incorporated herein as Exhibit 33. 87. On December 11, 2014, unable to resolve (among other things) the “clawback” requests made by Dentons US, the respondents filed a Motion to Compel in the ITC Litigation relative to (among other things) the Funding Agreement and Engagement Letter. Dentons US did not notify RevoLaze of the filing of Respondents’ Motion to Compel. 88, Five days later, early in the afternoon on December 16, 2014, Costin spoke to Atty. Hogge relative to Atty. Stein’s expressed concern regarding “something bad in the case.” Atty. Hogge represented to Costin that he had no knowledge of what Atty. Stein was concerned about and emphasized that, if he knew that “something was bad in the case,” RevoLaze would know as well. 3189, Eventually, and as previously set forth in paragraph 29, Longford came to discover that the respondents had filed a Motion to Compel, and, late in the evening on December 16, 2014, after Costin had previously spoken with Atty. Hogge, Longford requested a copy of Respondents’ Motion to Compel from Dentons US (via Attys. Hogge and Maheshwari), See Ex. 10, It is unclear when, if ever, the negligent disclosure and production of the Funding Agreement would have been disclosed to RevoLaze had Longford not enquired about Respondents’ Motion to Compel. 90, Similarly, on March 11, 2015, the Gap’s Motion to Disqualify Dentons US was filed in the ITC Litigation. Dentons US never provided RevoLaze with a copy thereof. 91. As set forth in paragraph 32, on March 23, 2015, by Order No. 36: Granting In Part Motion to Compel Re-Production of Documents, Respondents’ Motion to Compel was granted regarding (among other things) the Funding Agreement. See Ex. 13. Dentons US never provided RevoLaze with a copy thereof, 92, On April 9, 2015, without the knowledge or approval of RevoLaze, Dentons US (via an email from Atty, Hogge) submitted a $150,000 settlement demand to H&M through its counsel in the ITC Litigation. 32,93. Asset forth in paragraph 40, on May 7, 2015, by Order No, 43: Granting Motion to Disqualify Counsel, the Gap’s Motion to Disquelify Dentons US was granted in the ITC Litigation, See Ex. 18, 94. On May 8, 2015, Dentons US (by and through Atty. Hogge) informed RevoLaze that it had been disqualified from the ITC Litigation. See paragraph 42 above. This information was both surprising and devastating to RevoLaze. See Ex. 19. 95. On May 11, 2015, as a result of Dentons US’ disqualification in the ITC Litigation, and as previously set forth in paragraph 45, RevoLaze requested that Dentons US meet with RevoLaze’s alternate counsel as soon as possible and provide the alternate counsel with all documents in the ITC Litigation, See Ex. 20. 96. Later that same day {ie., May 11, 2015), in response to RevoLaze’s request that Dentons US meet with RevoLaze’s alternate counsel as soon as possible and to provide them with all documents in the ITC Litigation, Dentons US (by and through Atty. Stein) demanded payment of nearly $1,000,000,00 for fees and expenses allegedly owed before it would release the requested documents to RevoLaze’s alternate counsel. See Ex, 21, Count One - Legal Malpractice as to all Defendants 97. RevoLaze incorporates by reference the allegations of paragraphs 1 through 96, as though fully set forth herein, 3398. No later than February 7, 2014, RevoLaze and Defendants had entered into an attorney-client relationship through which Defendants would provide legal services to RevoLaze in the form of, among other things, prosecution of patent infringement claims on patents owned by RevoLaze. 99, Through this attorney-client relationship, Defendants owed to RevoLaze the duty to act with the degree of skill, knowledge, care, and diligence normally applied by members of their profession under like or similar circumstances. 100, Defendants deviated from this standard of care in a variety of ways, including, but not limited to, the following: a. Engaging in conflicted representation of RevoLaze, in direct violation of Rule 1.7 of the Ohio Rules of Professional Conduct; b. Failing to properly prepare to prosecute RevoLaze’s claims in the ITC Litigation prior to filing a complaint; ©. Failing to engage experts where necessary in the ITC Litigation; 4d, Negligently and improperly delegating litigation tasks to RevoLaze in the ITC litigation that would require access to respondents’ confidential business information in violation of ITC rules of practice; 34w . Failing to develop and employ a viable strategy for negotiating settlement of the underlying patent claims; | Unilaterally limiting pre-suit investigations in the ITC Litigation as they pertained to potential respondents’ importation of infringing products, thereby limiting the scope of any Limited Exclusion Order issued by the ITC; . Disclosing the existence and producing a copy of the Funding Agreement and the Engagement Letter to the respondents in the ITC Litigation; . Failing to communicate with RevoLaze regarding, among other things, conflicts of interest, the disclosure and production of the Funding Agreement and the Engagement Letter, the subsequent motion to compel, and the motions for disqualification, all in direct violation of Rule 1.4 of the Ohio Rules of Professional Conduct; Failing to conduct discovery to any reasonable degree; . Failing to abide by the schedule of the joint discovery plan set forth in the ITC Litigation; Failing to address the respondents’ inadequate responses to the complaint in the ITC Litigation; |. Failing to address the respondents’ inadequate responses to or refusal to respond to the discovery requests in the ITC Litigation; 35m, Failing to identify in the ITC Litigation all denim jean manufacturers that were producing and exporting infringing products into the U.S,; n, Stipulating without consultation with RevoLaze, that RevoLaze would not rely on the prior Levi settlement license, which would have established the domestic industry argument in the ITC Litigation; ©. Failing to prosecute RevoLaze’s claims with the intention of ultimately trying the claims either in the ITC Litigation, where a much higher percentage of cases are tried, or in the Phase 1 District Court Litigation; p. Submitting a settlement demand for $150,000 to H&M through its counsel without the knowledge or approval of RevoLaze; and q. Withholding RevoLaze’s legal file from RevoLaze and its alternate counsel following the disqualification of Defendants. As billings began to approach the Phase | funding cap, Defendants acted with actual malice, intentionally neglecting the right of RevoLaze to conduct discovery in the Litigation with the knowledge that this inaction would necessarily restrict RevoLaze’s ability to prosecute its claims or reach fair and reasonable settlements, Defendants strategically employed this inaction because the Funding Agreement Defendants had 36agreed to be bound by would not allow Defendants to continue to bill for fees once the funding cap had been met. Accordingly, Defendants imowingly acted to maximize their own profits to the detriment of RevoLaze. 102, Ultimately, as a result of Defendants’ negligence, RevoLaze forfeited its enforcement rights on numerous high-value patents and was forced to settle its remaining claims for a fraction of their actual value in order to (without limitation) attempt to preserve its business viability. 103, Asa direct and proximate result of Defendants’ negligence and deviations from the applicable standard of care, RevoLaze has suffered a series of injuries, including, but not limited to: a, The loss of enforcement rights on RevoLaze’s patents resulting in damages no less than $51,900,000 and potentially as high as $160,620,000; b, Funds and resources expended developing the claim charts and the Analysis in an amount no less than $701,222; c. The loss of leverage in the Litigation resulting from the improper production of the Funding Agreement; and , The less favorable terms contained within renegotiated Funding Agreement resulting from RevoLaze’s compromised posture as a result of Defendants’ series of failures listed above. 37104, But for Defendants’ negligence, RevoLaze would have successfully prosecuted its underlying claims for their full value and obtained an exclusion order in the ITC Litigation, with reach impacting a substantial umber of brands and denim jean manufacturers who either already are or are likely to infringe on Revolaze’s patents. WHEREFORE, Plaintiff, RevoLaze, LLC, respectfully requests that this Honorable Court enter judgment in favor of RevoLaze and against Defendants, Dentons US, Atty. Hogge, and Atty. Stein, for compensatory damages in an amount to be proven at trial but no less than $52,601,222, for punitive damages, for the disgorgement of all fees claimed due and previously paid, and for all other relief this Court deems just and appropriate. Count Two ~ Breach of Fiduciary Duty as to all Defendants 105, RevoLaze incorporates by reference the allegations of paragraphs 1 through 96, as though fully set forth herein. 106, On February 7, 2014, RevoLaze and Defendants entered into an Engagement Letter through which Defendants would provide professional services to RevoLaze in connection with the Litigation, as well as any incidental matters. 107, Through this relationship, Defendants owed the fiduciary duties of care, loyalty, and good faith to RevoLaze. These duties included obligations to exercise good business judgment, to act prudently in the protection of RevoLaze’s interests, to discharge Defendants’ actions in 38good faith, and, specifically, to put the interests of RevoLaze above those of any of RevoLaze’s litigation opponents without compromise. 108, Defendants breached their fiduciary duties by, among other things, simultaneously engaging in a conflicted relationship with at least one litigation opponent, directly resulting in the disqualification of Dentons US from representing Revolaze in the Litigation. 109. Defendants acted with actual malice, intentionally disregarding the conflicted representation that would eventually lead to the disqualification of Dentons US to the detriment of RevoLaze. This decision to disregard the conflicted representation is a deliberate and acknowledged business strategy of Defendants, as outlined above in paragraphs 38 and 39. By advancing this approach, Defendants were able to collect an excess of $2.4 million in fees from RevoLaze in only a matter of months prior to being disqualified, This number is not inclusive of the fees Defendants were able to collect from other conilicted clients. 110, Asa result of Defendants’ failures, RevoLaze was required to retain alternate counsel to replace Defendants. Despite the fact that Defendants had billed RevoLaze for over 81% of the agreed budget for all of the ITC Litigation and the Phase 1 District Court Litigation, RevoLaze was required to duplicate many of these expenses with its alternate counsel. ill. Further, in order to proceed with alternate counsel, RevoLaze was required to renegotiate its Funding Agreement with Longford, 39sacrificing an ownership interest in the proceeds of the claims, which Girectly resulted in a compromised value of the claims for RevoLaze. 112. As a direct and proximate result of Defendants’ failure to observe their fiduciary duties, RevoLaze has suffered a series of injuries, including, but not limited to: a. Fees paid to Defendants, rendered valueless, in an amount no less than $2,471,973; . Fees still owed to Defendants, rendered valueless, in an amount no less than $538,175; . Fees paid to alternate counsel—for work which had been previously negotiated end paid for through the Dentons US Engagement Letter—in an amount no less than. $1,055,471; . Fees still owed to alternate counsel—for work which had been previously negotiated and paid for through the Dentons US Engagement Letter—in an amount no less than $983,243; and . The lost value of the proceeds of the claims belonging to RevoLaze in an amount no less than $1,474,667 resulting from the necessary renegotiation of the Funding Agreement with Longford immediately following the disqualification of Dentons US. 40WHEREFORE, Plaintiff, RevoLaze, LLC, respectfully requests that this Honorable Court enter judgment in favor of RevoLaze and against Defendants, Dentons US, Atty. Hogge, and Atty. Stein, for compensatory damages in an amount to be proven at trial but no less than $6,523,529, for punitive damages, and for all other relief this Court deems just and appropriate. Respectfully submitted, / eee Eee eee ‘Troy L. Moore (003Q043) BALLENGER & MooRECO., L.P.A. 405 Madison Avenue, 20" Floor Toledo, Ohid 43604 Telephone: (419) 243-1040 Email: timoore@[Link] Jefferey Ogden Katz Thomas E. Patterson Eric J. Chisholm Michael D. Haeberle PATTERSON LAW Firm, LLC 1 North LaSalle Street, Suite 2100 Chicago, Ilinois 60602 Telephone: (312) 223-1699 jkatz@[Link] (All pending pro hae vice admission) Counsel for Plaintiff, RevoLaze, LLC 41Jury Demand Plaintiff, RevoLaze, LLC, hereby demands trial by jury of its peers as to all issues so triable herein. 42AALDENTONS Intellectual Property and Technology Overview Businesses around the globe value intellectual property and technology services. These services allow maximum efficiency for companies, providing their customers with thoi own unique services. In perpetual motion, players must creete innovative products and services to feed ‘constant and escalating market demand. Everyone from the developer to the user hes an enormous amount invested in proces. In this high-stakes environment, you need protection for your original work, This requires @ partner with extensive knowedge of different solutions. ho ean choose the best legal remedy. DDentone" lawyers understand these requitements and work relentlessly o protect your Investment, whether it's a new medical device, ‘company logo or cemauter software program, Together, we address complex legal questions with advice laliored to your business needs, From protecting intellectual propery igh, through advising on data securiy Issues, technology Fcensing and sourcing strategies, you receive practical and informed guidance. (Our integrated approach to iligaion, counseling and transactions Is 2 powerful stratagy that delivers optimal results to you. To provide you vith seamless service, members of our Intellecual Property and Technology (IPS) practice frequently team with lawyers from other practive areas. Our enviable track record includes representing individual inventors, artists and entrepreneurs, public institutions, emerging companies, venture capital groups and global corporations. Protecting your work to the highest caliber crives our sfforts to learn about and promote the latest developments inthe intellectual property arena, Our P&T professionals lecture, teach and publish on intelleclual property subjects. Adultonally, we patiipate in committees of related organizations. ‘Areas of focus include: Advertising © Patent Litigation © Commercial Agreements © Patents © Communications ‘© PostGrant Proceedings * Copytight ‘+ Privacy and Security + Defamation and Reputation Management ‘© StatogicP Planning © Designs Strategic Sourcing and Outsourcing * E-Commerce, Intemet and E-Payments ‘+ Technology Procurement, Development and Licensing © Intetactual Property Ligation © Trademarks © IP end he Internet ‘© Uniair Competition © IP Contracts, Assignment and Licensing Representative Experience + Canadian purchaser: Advising on 405 linocuts by Pablo Picasso worth $20 milion and the charitable donation of this highly significant at to an art galery in Saskatchewan, Our advice covers issues relating to the purchase, export of the at from England and imporation ‘ofthe art into Canada, donation, transportation, insurance and taxation ofthis notewertny donation, the largest inthe province's history. = Global entertainment company: Advising in regards fo intelactual property enforcement and tigation in Canada with respect to trade-mark and copyright inffingement, counterfeit goods, domain neme dispules andl brand dilution, + Leading multinational high-tech company: Representing company in a major ongoing patent ligation in France (on the merits and preliminary injunction) cegarding the continuly ofthe sale of some ofits products in France. ‘* Major multinational online music sorvice provider: Advising on the copyright clearances requlred to launch in Canada, Our ‘aselstance helped lay the groundwork forthe continued worldwide expansion of this popular, culting-edge music service. Exhibit 1 4+ Monsanto Company: Serving as oulsde patent counsel tothe global agricultural biotechnology company, processing a substantial Portion oftheir patents and managing patent portiolos worcwide, © Several luxury brand ewners: Advising n obtaining the seizure, delivery up and destruction of counterfeit uty goods together with Interim and permanent injunctions to prevent the continued distribution ofthe branded goods. + Steam distribution and sand control company: Advising or enhanced recovery solutions in the of and ges industry leading tothe successful defense of an action involving claims of patent infiagement and inva in respect of slotted liner technology. ‘© Vkontakte: Advising one ofthe largest Eastem European social network on almost all legel aspects ofthe company’s actniies in Russia, For years our team has handled a lerge numberof high-profile Itigaion cases for the cient regarding the network’ lability for iNegal audio and video content uploaded by users, Some court decisions for these cases set precedents in Russia and have been actively discussed in mass media sources. Our work demonstrated our abit to handle highly complex ttgations to the benefit of cur Cents. In addition to a series of ltigation mandates, our team has recenly advised the client on data protection issues, corporate, employment, and general commercial Icues. We have also achieved a recognition ofthe VKontakte logo as a wel-knowm trademark in the Russian Federation. Yahoo: Representing the online service giant in a variety of transactions involving content, data feeds and technology licensing. We elo work with the company on various Internet issues including online privacy, publishing iesues, contracting and pening legislation. Your Key Contacts Canada ohne, Goaz Partner, Calgary Divi 403 268 7167 john gostz@[Link] i John Lee Partner Ottawa. D1 613 783 9872 [Link]@[Link] Cratg 7 teDougalt Partner, Edmeanton Dt 760-423 7398 [Link]@[Link] Be [> Pa United States Samuol Fifer Barna, Chicago bei 3128763114 samuel ffer@[Link] Song K. Jung Pariner, Washington, DC D+? 202 486 7413, song jung@[Link] Peter Homberg artnor, Frankurt D149 69 45 00 12311 peterhomberg@[Link] FO | BO Bo ‘Thomas (Tom) A. Houston Partner, Ottawa +1613 783 9611 M1 619.291 6757 {tom houston@[Link] Robert 0, MeDonald, .0. Pariner, Ecmonton, D+ 760 423 7305, [Link]@[Link] ‘Tom A, Sides Partner, Edmonton, Det 760-423 7138 lomsides@[Link] Robert E. Hanson, PC. Partner, Balas D214 259 0934 robert hanson@[Link] Isabelle Leroux Pariner, Dubal D971 4.402 0661 Isabelle leroux@[Link]David Masson Parner, Pats Da3 1 4268.48.00 7 ig) 32 masson@[Link] Denis Voevodin Partner, Moscow +7 495 644 0500 [Link]@[Link] United Kingdom Cathorine Bingham Parines, London Daa 20 7320 8967 [Link]@[Link] Central and Eastern Europe Szaiie Akman Partner, istanbul Balcogiu Selguk Akman Keki ‘Attomey Partnership 490.212 329 3099 ‘oakman@baseak com Russia, CIS and the Caucasus og v. Baye Monoging Parner, Kyiv Deeg eae errs” legbatyuk@[Link] Algoul Konjobayeva Parner, Alat +7 727 258 2360 aigoul kenjevayeva@[Link] Donle Voevodin Periner, Moscow D'¥7 488 644 0500 [Link]@[Link] catherine bingham@[Link] Middle East Joby Beretta Partner, Dubai D+g71'4 4020 860 [Link]@[Link] De, Constantin Reohaag, M.A. Partner, Frankfurt D¥49 69 45 00 12.248 ‘[Link]@[Link] gor Ostrowski Partner, Warsaw Disa 22-242 56 73 igorastrowski@[Link] Scott Singor Partner, London Disad 20.7320 6500 scott singer@[Link] James E. Hogan Partner, Baku. D904 124.90 75 65 james hogan@[Link] Victor Naumov eneping Perot, [Link] +7812 926 Bada victor naumav@[Link] Isabelle Leroux Partner, Dubai D971 4 402.0864 Isabelle Jeroux@[Link] Catherine Bingham Parner, London, Dis4a 207520 6367 [Link]@[Link]Ibrahim Elsadig Partner, Dubai Desa7t 4.4020 659 [Link]@[Link] Central Asia AAlgoul Kenjobayova j Partner, Almaty #7 737 258 2380 algoul kenjebayeva@[Link] Julfanne Doe Partner, Hong Kong +852'2593 3688 Julianne dos@[Link] Tedd Lise Panes, Shanghai Det86 31 2318 6028 todkJiao@[Link] © 2016 Dentons. Dentons is a global legal practi ‘Simon Topping Head of Telecommurications, idle East, Muscat D868 2467 a012 simon lopping@[Link] Marla Valdez Pariner, Muscat +968 2457 3047 [Link]@[Link] Mitch Dudek Partner, Shenghal D186 21 2318 8088 mitch. dudek@[Link] providing client services worldwide through its member firms and affiliates, Please see [Link] for Legal Notices.AALDENTONS Mark L. Hogge Partn Overview Mark Hogge is a chair of Dentons' legacy Patent Litigation practice. He is one of the most experienced patent litigators in the country, having Iitigated many patents in all areas of technology for al sizes of companies. Mark is experienced in all the triounels where IP is likely to be Iitigated such as inter partes and appellate proceedings at the U.S, Patent and Trademark Office, the Intemational Trade Commission, the District Courts, the U.S. Court of ‘Appeals for the Federal Circuit, the Supreme Court, mediation and arbitration. He is routinely involved in counseling lients on patent prosecution, portfolio building, strategic alliances, designarounds, and litigation strategy. He has run a number of successful licensing campaigns, has tried a number of jury trials to successful verdict and is a master of the bench with the American Inns of Court. Mark also has wide-ranging experience with all aspects of trademarks, trade secrets, copyrights and business torts including fraud, Sherman | and Il, and RICO, Experience © Halo Electronics, Ine. v. Pulse Electronics, Inc., No. 14-1573, Supreme Court. Appeliate counsel for respondent Pulse on issue of Willful patent infringement. This case is in merits briefing. + In the Matter of Certain Activity Tracking Devices, Systems and Components Thereof (2016), Investigation No. 337-TA-963: Lead Counsel representing respondent Flextronics, Inc. against allegations of patent infringement and trade secret misappropriation related to wearable monitoring/fitness devices. © In the Matter of Certain Resealable Packages with Slider Devices (2018), Investigation No. 337-TA-962: Lead Counsel representing respondents Inteplast Group Ltd. And Minigrip LLC in patent infringement suit on ‘manufacturing process and use of closure apparatus for plastic bags. Case is in discovery phase. ‘* Halo Electronics, Inc. v. Pulse Electronics, Inc., No. 2:07-CV-00331-PMP-PAL. (D. Nevada 2013 and Nos. 2013-1472, 2013-1657 (Fed, Cir, 2014-2016): Lead counsel for defendants in patent infringement case concerning transformers for printed circuit boards. * In the Matter of Certain Cases for Portable Electronic Devices (2012 and 2013) USITC Investigation No. 337-861 and 867: Counsel for a US product design company. Technology at issue is the patented technology sed in the manufacture of cases by numerous infringers and direct copiers. Exhibit 2 1© In the Matter of Certain Coenzyme Q10 Products and Methods of Making Same (2011) Investigation No, 337-TA-790: Represent Kaneka Corporation es co-counsel on investigation related to coenzyme Q10 products and methods of making same. CoQ10 is the primary ingredient in nutritional supplements shown to have benefits in numerous areas including cardiovascular related conditions, © In the Matter of Certain Polyimide Films, Products Containing Same, And Related Methods (2011) Investigation No. 337-TA-772: Represent Kaneka Corporation in a 337 action concerning polyimide films used to coat items such as printed circuit boards. © Certain Starter Motors and Alternators (2012) Investigation No. 337-TA-755. Lead counsel for complainant Remy Intemational Inc. concerning infringing imports of DELCO starters and alternators. Favorable settlements, consent orders and an exclusion order. All infringing imports have stopped. ‘¢ Remy International, inc. v, Wetherill Associates, Inc, d/b/a WAIGIobal (2010) Souther District of Indiana. Lead counsel for plaintiff, the leader in remanufactured starters and alternators (formerly AC Delco) in a seven patent infringement suit IPVentures v, AT&T et al. (2012) Northern District of California. Lead counsel for AT&T, Sprint and vendor Location Labs in patent infringement action on location based services, Settlement favorable to defendants. ‘© Child Protect, LLC v. Sprint Spectrum LP, et al, (2009) Eastern District of Texas. Lead counsel for Alltel, Sprint, and AT&T under indemnification agreement for WaveMarket Technology, Inc. filed by Acacia shell corporation, Settlement favorable to defendants. « Arrival Star S.A. v. WaveMarket, et al. (2010) Southern District of indiana. Lead counsel for WaveMarket, Sprint, Best Buy, and AT&T in case filed by non-practicing entity related to cell phone positioning and location technology. Settlement favorable to defendants. ‘Arlington Industries, Inc. v. Bridgeport Fittings, Inc. (2009-2010) Middle District of Pennsylvania. Lead trial ‘counsel for patentee concerning 30 types of electrical connectors, Tivo week jury tral with verdicts for patentee of wilful infringement, breach of contract, and lost profits. The case is on appeal. © Certain Machine Vision Software, Machine Vision Systems and Products Containing Same (2010) Investigation No, 337-TA-680, Represent Omron Corporation concerning patents on machine vision and image analysis. The case is on appeal to the Commission. '* Certain Foldable Stools (2010) Investigation No, 337-TA-693, Represent K-Mart in third party discovery practice concerning prior art issues. © Certain Video Game Machines and Related Three-Dimensional Pointing Devices (2008). Represent Canon U.S.A, Inc, in third party discovery practice conceming prior art issues. © Pod-Ners, LLC v, Tutuli Produce Corporation and Rebecca Giliiand (2009) Central District of California, Lead ‘counsel for defendants, importers of yellow beens from Mexico, conceming a utility patent on a yellow bean. ‘The patent was declared invalid upon re-examination/reissue by the USPTO. Case dismissed, © Contilion Data Systems, LLC v. Convergys Comp. et al. (2008) Southem District of Indiana, Represent insurer of Defendant in patent action concerning invoicing software, supervising the litigation, and settling the case during court ordered settlement conference. © Enzo Life Sciences v. Affymetrix et al. (2010) Southern District of NY. Co-lead counsel for Enzo concerning infringement of its patents on nucleotides by certain manufacturers of DNA sequencing assays. The case is stayed pending appeal of issues from a companion case in Connecticut. * Certain Hair Irons and Packaging Thereof (2009) USITC Investigation No. 337-TA-637. On behalf of Farouk ‘Systems, U.S, maker and distributor of CHI@ hair irons and other products, we fled a Section 337 complaint {o Washington to stop the importation of counterfeit hair irons from China and other countries sold through numerous internet websites. We have successfully secured consent orders from certain named respondents and have requested the issuance of a general exclusion order against counterfelt Imports that the ITC Investigative Attomney supports. We expect this case to be successfully completed by the end of the firstquarter of 2009, ‘* Certain Power Supplies (2008) USITC Investigation No. 337-TA-645, On behalf of Ultra Products, maker and distributor of computers and other computer supplies, we filed a Section 337 complaint targeting certain power supplies for personal computers that infringe Ultra’s patent, We have successfully secured consent orders and license agreements from most of the defendants. © Certain Endodontic Instruments (2008) USITC Investigation No, 337-TA-610. Represented a French company, IMicro-Mega international, in a patent infringement investigation before the U.S. Intemational Trade ‘Commission under Section 337 of the Tariff Act of 1930, as amended. The U.S. complainant alleged that the French company infringed two of its patents in the manufacture of certain endodontic instruments. As a result of aggressive discovery on behalf of the French company suggesting invalidity of one patent and non-infringement ofthe other, the U.S. complainant withdrew its complaint and dropped all claims against our client. © Certain Digital Televisions (2008) USITC Investigation No, 337-TA. Represented Syntax-Brillian Corporation and Talwan Kolin Co., which make and sell Olevia brand televisions, in a Section 337 case involving patents related to digital television technology. © Certain Nitrile Gloves (2008) USITC Investigation No. 337-TA-608/612. Represented three importers in a Section 337 case involving @ patent related to nitrile rubber gloves. The patent at issue has been invalidated by the Commission. © Certain Laminated Floor Panels (2008) USITC Investigation No. 337-TA-645. Represented Uniboard Canada Inc. in a Section 337 Enforcement and Advisory Opinion Proceeding involving three patents related to aminate floor panels, The parties have reached a settlement, ‘* Certain Laminated Floor Panels (2006) USITC Investigation No. 337-TA-645, Represent 6 respondents ‘amongst 32 responcients in a 337 action brought by Unilin Beheer B.V., Flooring Industries Ltd., and Unilin Flooring N.C. LLG conceming alleged infringement of 3 patents on laminated floor covering. 16 of the respondents went to trial. Lead trial counsel at two week trial from which the key patent in the case was invalidated, another patent rendered wholly non-infringed, and on the remaining patent, mixed infringement and non-infringement. The case is on review by the full Commission, ‘Certain Personal Watercraft and Components Thereof (2002) USITC Investigation No. 337-TA- 452, Represent respondent Bombardier Inc. et al. in a 337 action brought by Yamaha Motor Compeny, Ltd, et al. concerning alleged infringement of 11 patents on personal watercraft. Settlement without exclusion, * Certain Oscillating Sprinklers, Sprinkler Components, and Nozzles (2002) USITC Investigation No, 337-TA-448, Represent respondent Melnor, Inc. in @ 337 action brought by LR. Nelson Corporation conceming alleged inftingement of a patent on water sprinklers. * Certain Garage Door Operators Including Components Thereof (2002) USITC Investigation No. 337-TA-459, Represent the respondent Wayne-Dalton Corp. in a 337 action concerning two reissue patents on the electrical components of garage door openers. Settlement without exclusion, Certain Gun Barrels Used in Firearms Systems (2002) Investigation No. 337-TA- 505 Represented two respondents conceming alleged infringements of two patents on gun barrels used in firearms training systems, ‘* Certain Bearings and Packaging Thereof (2002) 337-TA. 469, Represented respondent concerning alleged trademark infringement and gray market goods. ‘* MedQuist Litigation - Putative Class Action (2008) Civil Action No. 05-CV-2208 - (JBS-JBR), District Court of New Jersey and Federal False Claims Case No. 0104-11821PB5 (2009 - District of Massachusetts), No. 07-2076 (Third Circult). Lead Counsel on behalf of over 200 governmental and non-governmental hospitals concerning RICO and Corporate Fraud, The case involved a successful appeal to the Third Circuit, Settlement in excess of $14 milion dollars, Provide Commerce, Inc. v. Preferred Commerce, Inc. (2008) Southern District of Florida at West Palm Beach,Lead Counsel for defendant in Federal and State trademark infringement, cyber squatting, and dilution action. ‘Summary Judgment for defendant on the Federal and State dilution action, directed verdict on cyber ‘squatting, withdrawal of state unfair competition claim during trial, and jury verdict for defendant on Federal trademark infringement claim, * Kaiser Permanente et al. v. MadQuist, Inc et el. (2009) District of New Jersey. Lead Counsel in a fraud action against medical transcription vendor. Settlement favorable to Plaintiffs. © Authentee, Inc. v, Atrua Technologies, Inc. (2009) Northern District of California. Lead Counsel for defendant/counterclaimant in a patent and unfair competition action concerning the parties patents on finger print sensors. The case is in the discovery phase. ‘Welding Services, Inc. v. Welding Technologies, Inc. (2008) Norther District of Georgia at Gainesville. Lead Counsel for plaintf'n a patent action concerning welding overlay method for 312 stainless steel, The case ‘was dismissed on suitable design-around. * Contacts Synchronization Corporation v, Alltel Corp. et al. (2008) Wester District of Wisconsin. Lead Counsel for vendor FusionOne, and co-counsel for defense of Alltel and Verizon Wireless in a patent action brought by shell corporation formed by Acacia. The patent concerned synchronizing address books in cell phones with desk top computers. Settlement favorable to defendants, Hesco Bastion Limited v. ACS Holdings USA, LLC (2009) District of Delaware. Lead Counsel for defendant in «a patent action concerning building and shoring block. The case is in the discovery stage. © General Signal Power Systems, Inc. v. American Power Conversion Corp. (2000) Wester District of ‘Wisconsin. Represented plaintiff in this patent case concerning five patents covering uninterruptible power supplies. Lead counsel. The case went to trial on one patent. Defendant settled prior to closing arguments for $48 million dollars. © lon Beam Applications s.2. et al. v, The Titan Corporation et al. (2002) Southern District of California, Represent plaintif in a declaratory judgment action for patent invalidity, unenforceability, noninfingement, false advertisement, Sherman §§ 7,2. Lead trial counsel in a case that concemed foad radiation technology. Favorable settlement for plain. © Global Mail, Limited v. United States Postal Service (1998) Eastern District of Virginia. Represented plaintiff in trademerk action. The case involved an appeal to the Fourth Circult Court of Appeais regarding a claim of Sovereign Immunity, which was denied. Lead attorney against the Justice Department. Conducted discovery and directed the negotiations resulting in a $2 milion dolar settlement for plaintiff. ‘¢ John Labatt Limited v, Miller and Molson (1997) Eastemn Disirict of Michigan. Lead patent counsel for patentee in action over ICE BEER. $20 million dollar settlement for Plaintf. « Arlington Industries, Inc. v. Bridgeport Fittings, inc, (2002) Middle District of Pennsylvania. Cotead counsel for patentee conceming electrical junction box extenders. Jury trial with verdict for patentee, permanent injunction, and damages in the form of @ reasonable royalty at 27% of gross sales. The case Was affirmed on appeal. Arlington Industries, Inc. v. Bridgeport Fittings, Inc., 345 F.3d 1918 (Fed. Cir. 2003). « Arlington Industries, Inc. v, Bridgeport Fittings, inc, (2002) Middle District of Pennsylvania. Represent plaintiff ina patent infringement action concerning electrical junction box connectors, Lead trial counsel. Eleven month markman proceedings involving two bench trials. Markman and wilful infringement rulings in favor of plaintif. Arlington Industries, In. v, Bridgeport Fittings, Inc., 200 F. Supp. 2d 608 (M,[Link] 2003). Settlement on eve of trial favorable to plaintiff with removal of all 23 accused products from the market. A permanent injunction was entered against Bridgeport on the 28 products in 2008. ‘+ Erico International Corp. v. Arlington Industries, Inc.(2002) Northern District of Ohio. Represent defendant in a patent infringement case concerning cable straps. Lead trial counsel, Summary judgment of non-infringement for the defendant. ‘© Ross Systems, Inc. v, Prime Software Consulting, Inc. (2002) District of New Jersey. Represent defendant in‘a copyright and unfair competition case conceming remote access to source code. Lead trial counsel. Nine month preliminary injunction proceeding including @ bench trial. No injunction. Settlement favorable to defendant with a license to continue. Musculoskeletal Transplant Foundation and Synthes Spine Company, L.P., v. Osteotech, Inc. and Osteotech Investment Gorporation (2001) District of New Jersey. Represent the defendant patentee in a declaratory judgment action that concems demineralized bone powder products. Co-counsel. Settlement favorable to defendant, ‘Trueform Manufacturing Company, Inc v, Schering-Plough Healthcare Products, Inc. (2001) Circult Court Tennessee. Represent plaintiff in a trade secret misappropriation and breach of contract case concerning shoe insert products. Lead counsel. Settlement in favor of plainttf. Strategic Diagnostics, Inc. et al. v. Beacon Analytical Systems, Inc. et al. (1999) District of Maine. Represented plaintiff in patent, trademark, trade secret, trade dress, breach of contract, and tortious interference case. Preliminary injunctive relief was sought. Co-lead counsel. The case was settled with an injunction and asset transfer to plaintiff. TANO Corp. v. IDAX, Ine. et al, (2000) Eastern District of Louisiana, Represent defendant in this patent case. Lead counsel. The case was transferred to Maryland's federal cour. Settlement favorable to defendant. IDAX Inc, et al v. TANO Corp. (2000) District of Maryland. Represent plaintiff in this declaratory judgment action, Settlement favorable to plain, DIA-COMPE, USA, Inc, d/b/a Cane Creek Cycling Components v. Team Vision International Corp. (2000) ‘Wester District of North Carolina. Represent plaintif in this patent case, Lead counsel. This case settled after a favorable Markman determination to plaintift, Dia -Compe, USA, Inc. v. Team Vision International Corp., 2000 WL. 1409867 (W.D.N.C. 2000). Defendant ceased and desisted and transferred all assets to plaintiff. ‘Spancrete Machinery Corporation v. RH&M Machine Co. (1992-1894) Eastern District of Virginia and U.S. Court of Appeals for the Federal Circuit. Lead trial counsel and co-appellate counsel in the jury trial and appeal. This case concerned a patent on backhoes and resulted in @ permanent injunction HCC, Inc. v. RH&M Machine Co. and Herbert David Edgell, Jr. (1996-1999) Southern District of New York, Lead counsel for patentee in litigation against infringing modifications of enjoined backhoes. This case settled with @ second permanent injunction on the defendants. RH&M Machine Co. v. Spancrete Machinery Corporation and HCC, Inc. (1997) Eastern District of Virginia, Lead counsel for defendants in an attack by plainiff on a permanent injunction preventing plaintiff from competing in the backhoe market. The case was dismissed with prejudice on summary judgment MPR & Associates v. The General Electric Company (1995) Eastern District of Virginia. Local and co-counsel for defendant in this patent and trade secret case. Conducted discovery and motion practice including approximately 70 depositions and a motion for preliminary injunction. The case settled after Judge Bryan advised the patentee that the patent-in-suil was invalid. BASF v, DuPont (1994) Eastern District of Virginia Local and co-counsel for defendant in this patent action concerning STAINMASTER@ carpets, The work involved transferring the action to Delaware to obtain a slower docket. IK, Ltd, v. Tommy Hifiger (1993) Eastern District of Virginia, Co-counse! for defendant in patent action ‘concerning Indigo dyed cotton yarn, The case settled for @ nominal amount, Anheuser-Busch . John Labatt Limited (1995) Eastern District of Missouri. Co-counsel for defendant in declaratory judgment trademark action conceming ICE BEER. There were approximately 50 depositions, jury trial and appeal to the 8th Circuit. Wright Manufacturing, Ine. v. Great Dane Power Equipment, Inc, (1997-1999) District of Maryland. Co-counsel for defendant in this patent action concerning commercial lawnmowers. Developed the defense damage model. The cass settled.© James A. Bethel, Jr. v, Charcoal Companion, Inc. (1998-1999) District of Maryland. Lead and local counsel for defendants in this design patent inftingement action. Conducted discovery and motion practice to dismiss comporate plaintit Joseph E. Berrios v, Wright Manufacturing, Inc. (1997-1989) District of Maryland. Co-counse! for plaintiff in this patent action that was transferred from the District of Wisconsin, The case involved commercial iawn mowers and settled favorable to plaintiff ¢ Beckman Instruments, Inc. v. LKB Producter AB (1989) District of Maryland. Co-counsel for defendants in electrical patent action. Conducted discovery. Signet v. Signet (1987) Norther Distriet of California. Co-counsel for piaintif in trademark action. Responsible for prepering pleadings and preliminary injunction papers. A consent decree injunction was entered. ‘* Maniidra Milling Corp. v, Ogilvie tills, Inc. (1986-1896), District of Kansas. Lead patent counsel and co-trial counsel for defendant in declaratory judgment paten¥antitst action, Conducted discovery including approximately 70 depositions. There were two jury trials and three appeals to the Federal Circuit Court of Appeals. ‘ Hard Rock Café v, John Doe (1988) District of Columbia. Lead counsel for defendant store owner in @ TRO and preliminary injunction case concerning counterfeit t-shirts. Case settled during defendant's motion for ‘summary judgment ‘© Green Point Marina v, Green Point Wharf Marina (1990) District Court of Maryland, Lead counsel for plaintiff in trademark action, Action included a bench trial for a preliminary injunction. ‘ Petro Tube \. Tube Alloy (1985) Eastern District Court of Louisiana. Co-counsel for defendant in a patent and trade secret action. The case resulted in a mixed settlement for both parties. ‘ Telechek v. Telechek (1986) Wester District of New York. Co-counsel for plaintiff in a dealership termination action, Obtained a preliminary injunction that was affirmed by the 2d Circult Court of Appeals, * CBAY Systems, Ltd. and Arrendale Associates, Inc. v. G&G Technologies, Inc., (2003) AAA Arbitration in D.C. Represent complainants in an action against vendor programmers concerning ownership of source code and breach of contract concerning deliverables. Settlement on eve of tral in favor ofthe plaintiffs after full discovery Reported Cases © Manildra Milling Corporation v, Ogilvie Mills, Inc., 783 [Link]. 1288 (D. Kan. 1990) © Bruce v, U.S., 617 A.2d 986 (D.C. 1992) © Manildra Milling Corp. v. Ogilvie Mills, Inc., 76 F, 3d 1178 (Fed. Cir, 1996) ‘* Arlington Industries, Inc, v. Bridgeport Fittings, Inc. 290 [Link]. 2d 608 (M.D. Pa, 2003) ‘¢ Arlington Industries, Inc. v. Bridgeport Fittings, Inc. 345 F.3d 1318 (Fed. Cir. 2003) © Halo Electronics, Inc. v. Pulse Electronics, Inc. et al., 769 F.3d 1371 (Fed Cir. 2014), cert. granted 136 S. CL 356 (2015) '* Halo Electronics, v, Pulse Electronics, Inc, 780 F.3¢ 1357 (Fed. Cir. 2015) Insights © Co-author, “Willful Infringement Post-Seagate," Law360, March 2010Activities and Affiliations Presentations © Presenter, Economy, “Seminar On Intellectual Property Litigation And Management Strategies In A Cost-Cutting Taiwan Technology Industries Legal Officers Association, TILO, April 28, 2009, Taipei, Taiwan * Lecturer, "Technology Transfer at the Second Annual Workshop on Intellectual Property and Technology Commercialization,” in conjunction with the Intellectual Property Office of the Philippines and U.S. Department of Commerce CLDP (Continuing Law Development Program), April 21-23, 2009, Manila, Philippines ‘* Lecturer, Graduate School of the Department of Agriculture on Technology Transfer ‘© Speaker, "Damages and Remedies for Patent Infringement." National Forum on Preventing and Defending Pharmaceutical and Biotech Patent Litigation, 2005, Washington, DC. © Speaker, "Patent Claim Construction," Corporate Counsel Symposium of 2003, Minneapolis, Memberships ‘* Member, American Intellectual Property Law Association © Member, Federal Circuit Bar Association ‘© Master of the Bench, Federal American Inn of Court, President 2006-2006 Areas of focus Practices ® Intellectual Property and Technology « Intellectual Property Litigation ‘ Patent Litigation * Patents * Post-Grant Proceedings Industry sectors * Communications * Digital Media © Information Technology (IT) ¢ Life Sciences and Health Care © Media and Entertainment * Media, Entertainment and Sports. * TechnologyEducation ‘© George Mason University School of Law, 1984, JD ‘* George Mason University, 1976, BA, Biology, with distinction Admissions and qualifications * District of Columbia Bar * Viginia ‘* US Court of Appeals for the District of Columbia Cirouit ‘* US Court of Appeals for the Eighth Circuit ‘* US Court of Appeals for the Federal Circuit ‘* US Court of Appeals for the Fourth Circuit ‘© US Court of Appeals for the Tenth Circuit * US Court of Federal Claims ‘© US District Court for the District of Columbia * US District Court for the District of Maryland + US District Court for the Eastern District of Michigan * US District Court for the Eastern District of Texas * US District Court for the Eastern District of Virginia *# US District Court for the Western District of Wisconsin * US Patent and Trademark Office * US Supreme Court © 2016 Dentons. Dentons isa global legal practice providing client services worldwide through its member firms and affiliates, Please see [Link] for Legal Notices."LADotoodants! November 4, 2019 at 4:48 PM “To: dasry@revoiazecom Go: Meheshvar, Shalendra K. hallendramaheshwasi@[Link], Hogge, Mark L. matkshogge@[Link], IBchnort@usscaptalcom From: Stein, Steven J. steven stein@[Link] ro) Darr, greet meeting and great meeting you. lm more confident than ever we wl be able to [on the Revolaze team. | want fo mp on the conic clearance right away. Pls send the names of th importa as wo as tho LA group. We eae his is & continuing process and wil add other pete later. ‘Steven J. Stein D4 212308 4870 steven slein@[Link] ‘[Link] Dentons US LLP ‘SNF Denton is proud pin Salans and FMC asa founding member of Dentons. Denlons isan Intemational lagal practice providing cont services worktwide through is meer firms and alllates. This ema may be ‘confidential and protected by aga rivege. i you ao not the inlonéed recipient, cseosura, copying, dstbuton and use are prohibited please roily us immediately and delete this emal rom your systems, lease seo [Link] for Logal Noices, including IRS Circular 290, Exhibit 3From: Stein, Steven J, steven. stein@[Link] Subject: Contits Date: January 8, 2014 at 100 PIA “or [setnor@[Link] ce: wavall@longiordcaptaLeom, Wichasl A. Nicolas (meicolas@longfordcaptaLcom) micolasG@[Link], Hogge, Mark L. ‘mark nogge@[Link], darnyl@[Link], Korn, Chip peteckorn@[Link], Damas, Tamir tamirdaman@[Link] Exhibit 4Jim, ‘As we move toward a successful conclusion of the funding and engagement agreements, | am writing. to update the conflicts process. In addition to obtaining information concerning relationships between Dentons and certain of the parties identified as potential respondents (" PR or PRs") we intend to further investigate the necessity ‘such PRs based on whether such PR is an actual importer of the infringing products into the US. This is @ process that will require the assistance of Revolaze appointing its expert/investigator and/or otherwise gain information publicly available as to the chain of distribution of the PRs. This leaves open the possibility that Revolaze, based on the investigation results and as advised professionally may not bring action against any such PR. The foregoing aside, at this moment Dentons is clear as to the PRs identified by Darryl with the exception of the following which have been determined to preclude Dentons from acting in this matter: 1. Target is a present client of our US and Canadian regions and a waiver Is not likely to be available. 2. Ralah Lauren is a present client of the Canadian region. Our investigation of other PRs include Gap, Diesel, True Religion, Gucci, Tommy Hilfiger, Lucky Brands and Juicy, Based on ongoing discussions, itis unlikely that conflicts will be found to exist as to all of ‘these PRs or even a majority. Moreover, their respective chains of potential importation and distribution will be considered by the investigation of the expert. Let me know what is needed in the way of more detail or otherwise. Steve LEP Steven J. Stein D +4 212 3984879 | US Internal 14878 Bio | Website Dentons US LLP ‘SNR Denton is proud to join Salans snd FMC as a founding member of Dentons. Dentons is an international legal practice providing client services worlwide through its member firms and afliates. This email may be confidential and protected by legal privilege. you are not the intended recipient, cisclosure, copying, distribution and use are prohibited, please notify us immediately and delete this copy from your system. Please see [Link] for Legal Notices, including IRS Circular 230.From: Darryl Costin daryl@[Link] Subject: Fe: Revoaze Date: August 16, 2014 at 9:56 AM To: Hogge, Merk L. markhogge@ [Link] a Lats plans cn na Lauren Calne an Zara eros es ine kane ae ay co Ca! cae nen wc anedtoe ‘etm rn nsec hoor, we coud glen sc Ons} en ston see comes eon Rao. amt (on fug 15, 201418424 Hope. amc. angen com we Note that Calvin Klein cid not get filed, ur General Counsel Is checklng withthe Hong Kong office, that had done some work therein the past. So we are wating on the all clear from him. We don't want to draw 2 motion ta disquality. image pne> Mark L. Hogge +1 202408 0443 | US nema 254493 eae Daions USLLP SAR Denon rout fala San and EC a deg mabe of eros Denon an seo! pel pie png et sais woe heights meer sos. ‘cma bch pean gh Sass you rte nant ao Snare cpr ‘dss an use ae ceibte, pase oul Us ineredaloy ara delle ts copy fom your sys. Pose see, ‘enone for Lega Notes Exhibit 5are. Hoge rc hogpecenion cm Salons Ft BHR Denton Parise Det zoaaosata [Link] Deniers Us LLP ‘201 KSteet NW ute 600, East Tower Washington, O¢ 200089304 USA T 42024000400 F v1 z024006508 February 7, 2014 PRIVILEGED AND CONFIDENTIAL Revolaze LLC 29300 Clemens Rd Suite D Westlake, OH 44145, ‘Attention: Danry! Costin, CEO Re: Engagement Agreement Dear Darryl: ‘Thank you for choosing Dentons US LLP ("Dentons") to represent you in the matter described below, Our Clfent. The purpose of this Engagement Letter, es well as the associated Terms of Business, is to set forth the Engagement Agreement by which Dentons will represent Revolaze LLC, a Delaware limited lability company (you" or "Revolaze"), ‘Scope of Reprosentation. We have agreed to provide legal services in connection with the enforcement of Revolaze's patent portfolio covering laser abrazion of denim products and laser patterns etched on denim products (the "Litigation’), as weil as incidental matters, such as responding to audit letter requests, More spectfically and as further described in that certain Funding Agreement, dated February 7, 2014 (the “Funding Agreement’) by and between Revolaze, Technolines, LLC and Longford Capital Fund !, LP ("Longford"), the Litigation will comprise all pre-trial, trial, appeal and collections of any settlements, Judgments and awards In connection with (i) proceedings at the United States International Trade ‘Commission pursuant to Section 337 of the Tariff Act of 1980 and related U.S. district court actions (as per the Funding Agreement, "Phase f'), (i) conventional patent ittgation under United Stated patent lav hheld in the federal district courts of the United States (’Phase II") and (i) international enforcement ‘actions (with an initial focus on China, Mexico and Turkey) ("Phase ill). In addition, we will also ‘represent you In connection with any counterclaims raised against Revolaze in connection with the Litigation ("Counterciaims"), At any polnt should Dentons withdraw or otherwise not continue ‘representation of you in a particular geography or case or against a particular defendant, Dentons shall waive all future payment rights (other than with respect to those already accrued as of the date of such withdrawal) in connection with those geographies, cases, and defendants. ‘Terms of Business, Attached is a copy of our Terms. ‘Our Team and Charges. Subject to the terms hereof, our fees will be based on the time devoted to the representation, and the biling rates charged by each timekeeper. Currently, cur standard hourly charges range from $195 to over $1,000 per hour depending on the lawyer's or professional's experience. As you srutnavs8 Exhibit 6Peni Revolaze LLC foeetabanalatae February 7, 2014 Page 2 have requested, we anticipate that the primary attorneys responsible for the engagement willbe Steve ‘Stein, Mark Hoge and Shallendra Maheshwari whose applicable rates (following application of the discount described in the next sentence) are $772.50, $637.50, and $468.76, respectively. As discussed, ‘we have agreed (I) fo discount our rates for all tmekeepers by twenty-five percent (25%) with respect to the Litigation; I) to cap our fees and expenses (which expenses shall be billed at 100% of cost) as follows: Phase 1 ~ $3,718,000; Phase 2 - $2,134,000; and Phase 3 - $1,746,000; and (i) to accept, in consideration of the foregoing, a portion of the Proceeds, as described in the Funding Agreement. Our budgets aitached to the Funding Agreement as Exhibit G (Phase 1), Exhibit H (Phase 2), and Exhibit (Phase 3), respectively, are based on an estimate of our fees and expenses prior to application of the discount referenced in clause () above. You have agreed to pay to Dentons a portion of the Procesds, 1s further detailed in the Funding Agreement. So long as Longford shall have complied with its obligations pursuant to the Funding Agreement, Dentons shall continue its representation with respect to the Ligation, notwithstanding the Budget may have been exceeded, subject to Dentone' ethical obligations. In the event you terminate our representation of you without cause, in adsition to all other ‘compensation provided herein and the Funding Agreement, we shall be entilled to recelve the Dentons share of the Proceeds with respect to any settlements entered into with six months ofthe date of such termination, Inthe event of () any monetary Counterclalms which ate not separately the obligation of Longford to fund oF (il) Longtord's fallure to fund due to a "Material Adverse Event" (as defined in the Funding Agreement, the existence of which remains the subject of a Dispute as provided in Section 10.3 of the Funding ‘Agreement, we will represent you with respect to such matters and our standard hourly charges shall apply to our continued representation and, wile we will send you regular Informational biling updates, we will defer collection of such amounts and any expenses incurred in connection therewith until such time as you have recelved distributions of Proceeds at least equal to such amount due. You hereby agree to pay any and all such involoed amounts at such time. The proceeds to which Denions is entitled is. specified in the Funding Agreement, subject to the "Buyout Terms" as described in Exhibit A attached ur representation of you also will involve costs which include as many investigators, travel, technical analysis, and product purchases as necessary to confirm which companies and denim brands are using lasers to abrade, or to import patterns on denim, which are reviewed in the Terms. Dentons has estimated $375,000 in its aggregate Budget for such costs, the majority of which to be incurred in Phase | «as described In the Funding Agreement, All costs inourred in connection with the Litigation shall be paid pursuant fo the Funding Agreement and all costs incurred in connection with any monetary Counterclaims shall be paid as set forth In the preceding paragraph, Conflicts, Our Terms include provisions regarding conflicts. In addition, as we have discussed, in the event a conflict arises and Dentons deciines to pursue a component ofthe Litigation, altemate counsel ‘may be engaged in accordance with the terms of the Funding Agreement, The costs of any such alternate counsel shall serve to reduce the amounts aveilable to Dentons pursuant to Dentons unconditional fee cap. Exhibit 8 identifies all current conflicts Dentons hes with potential respondents, ‘contained in the Lonaford Funding Agreement ‘Third-Party Payor. Pursuant to the Funding Agreement, Longford has agreed to reimburse us for all ‘amounts due in connection with the Litigation, subject to the limitations otherwise set forth herein and in the Funding Agreement. Because of this payment arrangement, we wish to make you aware that the potential for conflicts of interest to arise exists when a third party assumes responsholty for paying the legal expenses of another, including the perception of favoritism should the interests of our clioni(s) diverge from that ofthe third party at some point in the future, We have no reason to expect this will occur, but we want you to be fully Informed about this possiblity, and secure your acknowledgement andPeni es) Revolaze LLC Sato Fe a Don February 7, 2014 Pages ‘waiver of any such conflict of interest. Dentons acknowledges that ()) in the event of any conflict in language and terms between this agreement and the Funding Agreement, then the terms of the Funding ‘Agreement shall prevall, and (i) thal other than the defense of “monetary counterclaims" as described herein and the obligation to share Proceeds as provided herein and the Funding Agreement, that the financial obligation of Revolaze to Dentons shail be limited to the lesser of amounts that Revoleze shall ‘eceive from Longford for payment of legal fees to Dentons or the amount of legal fees which Dentons is ‘entiled pursuant to this agreement and the Funding Agreement, Please indicate your agreement othe Leiter and Terms by executing a copy ofthis Letter inthe space provided below end returning i. A facsimile or scanned copy delivered via email are as acceptable as an criginal, We appreciate prompt receipt of an executed copy, but will commence work basad on the tnderstandings contained inthis letter prior to our receipt of your signature, Of course, please contact ‘me if you have any questions about anything inthis Letter or the Terms, or with respect to any aspect of cour representation of you. ‘Again, we are very pleased to have this opportunity to be of service and to work with you. Sincerely, Dentons US LLP Mark L. Hogge Pariner Enclosure: Terms of Business Agreoment and Acceptance ‘The undersigned hereby acknowledges and agrees that he or she has reviewed and understands the terms and conditions of this Letter and the Terms. ‘The undersigned further agrees and accepts these provisions, including, but not limited to, all disclosures regarding conflicts of interest, and hereby waives ‘any conflict or potential conflict of interest as set forth therein, bed REVOLAZE LLC.CE) Revolaze LLC sane #4 948 Daten February 7, 2014 ee Page 4 EXHIBIT A In connection with the sele of all or substantially all the assets of Revolaze, any merger, consolidation or acquisition of Revolaze with where the shareholders of Revolaze immediately prior tothe transaction do ‘not hold at least a majority ofthe equily of the surviving ently, by or into another corporation, entity or person, the initial public offering of Revolaze's equily or a reverse merger into an ently whose shares are publicly traded or any change in the ownership of more than fity percent (50%) of the voting Interests of Revolaze in one or more related transactions, you may, by delivery of writen notice to Dentons and ‘payment of the amount set forth herein, terminate this engagement and Dentons' right fo receive any portion of the Proceeds with respect to unresolved Cleims as of the date of such notice and payment. ‘The amount of such payment shall be equal to the unpaid portion of the budgeted mount for eny Phase: ‘of the Litigation that hes been commenced as of such date. Notwithstanding the foregoing, Dentons shall retain the right to receive its portion of the Proceeds with respect to any Claims which have been resolved cn or prior to such date, with such payments to be made in accordance with the terms of the Funding Agreement,Revolaze LLC Selene FMC SHR Denton February 7, 2014 ommcon Page 5 EXHIBIT B Existing Conflicts Gap Ralph Lauren Target Diese! Gucet Guess senimv8IN THE UNITED STATES DISTRICT COURT FOR THE. NORTHERN DISTRICT OF OHIO: ) REVOLAZE, LLC, ] Plainttt ; v ) ) Civil Action No. THE GAP, INC. ) Defendant. ) ) COMPLAINT AND JURY DEMAND 1. Plaintiff RevoLaze LLC (“Plaintiff or “RevoLaze”), for its Complaint against Defendant The Gap, Inc. “Defendant” or “Gap”, herein alleges as follows: ‘THE PARTIES 2, RevoLaze is a Delaware limited liability company with its principal place of business at 29300 Clemens Road, Westlake, Ohio 44145. RevoLaze is an operating company and a developer of laser scribing technology to impart graphics and patterns on a myriad of substrates to solve current environmental, quality and cost problems associated with manufacturing and decorating garments and textiles. 3. Upon information and belief, Gap is a company incorporated under the laws of Delaware, baving a business address at 2 Folsom Street, San Francisco, California 94105. 4, Upon information and belief, Gap may be served through its registered agent, The Corporation Trust Company, Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware 19801. Exhibit 7JURISDICTION AND VENUE 5. This is an action for patent infringement arising under the patent laws of the United States, Title 35 of the United States Code. Accordingly, this Court has subject matter jurisdiction over this action pursuant fo 28 U.S.C. §§ 1331 and 1338(a), 6. Venue is proper in this diswict pursuant to 28 U.S.C. § 1391(6)(2) in that a substantial part of the events giving rise to the patent inftingement claims herein have taleen place and ere still taking place in this judicial distri. 7. The Comt has personal jurisdiction over Gap because Gap is engaged in substantial and not isolated activities within this state and district, including providing, using, offering for sale, and selling its infringing product within this state and district at least through the ‘website [Link], On information and belief, Gep also operates multiple retail stores within this state and district selling infringing products including one at 206 Market Street, Westlake, Ohio. Due to these infringing activities, Plaintiff has suffered injury in this judicial district. PLAINTIFE’S PATENTS 8. On November 23, 1999, the United States Patent and Trademark Office duly issued United States Patent No. 5,990,444 (“the ‘444 Patent”), entitled “Laser Method and System of Scribing Graphics.” A true and correct copy of the “44 Patent is attached hereto as Exhibit A. RevoLaze is the owner of the “444 Patent by assignment, 9. On October 31, 2000, the United States Patent and Trademark Office duly issued United States Patent No. 6,140,602 (“the ‘602 Patent”), entitled “Marking of Fabries and Other Materials Using a Laser.” A true and conreet copy of the ‘602 Patent is attached hereto as Exhibit B, RevoLaze is the owner of the “602 Patent by assignment.10. On June 26, 2001, the United States Patent and Trademark Office duly issued United States Patent No. 6,252,196 (“the ‘196 Patent”), entitled “Laser Method of Scribing Graphics.” A true and correct copy of the *196 Patent is attached hereto as Exhibit C. RevoLaze is ‘the owner of the *196 Patent by assignment, LL. On December 16, 2003, the United States Patent and Trademark Office duly issued United States Patent No. 6,664,505 (“the ‘505 Patent”), entitled “Laser Processing of Materials Using Mathematical Tools.” A true and correct copy of the ‘S05 Patent is attached hereto as Exhibit D. RevoLaze is the owner of the ‘505 Patent by assignment. 12, On November 16, 2004, the United States Patent and Trademark Office duly issued United States Patent No. 6,819,972 (“the ‘972 Patent”), entitled “Material Surface Processing With a Laser That Has a Scan Modulated Effective Power to Achieve Multiple Worn Looks.” A true and correct copy of the ‘972 Patent is attached hereto as Exhibit B. RevoLaze is the owner of the ‘972 Patent by assignment. 13. On February 22, 2005, the United Siates Patent and Trademark Office duly issued United States Patent No. 6,858,815 (“the ‘815 Patent”), entitled “Denim Designs From Laser Soribing.” A true and correct copy of the “B15 Patent is attached hereto as Exhibit F. [Link] is the owner of the ‘815 Patent by assignment, COUNT | — INFRINGEMENT OF THE ‘444 PATENT 14. RevoLaze restates and incorporates by reference paragraphs 1 through 13 as if filly stated herein, 15, Defendant has infiinged and is still inffinging the ‘444 Patent by making, selling, offering for sale, importing and/or using denim garments that embody the patentedinvention including the Gap Floral Print Always Skinny Jeans (Item No, 600542) (“Gap Product”), and Defendant will continue to do so unless enjoined by this Cour, 16, As a direct and proximate result of Defendant’s direct infiingement of the ‘444 Patent, RevoLaze is suffering damages and irreparable injury for which it has no adequate remedy at law. COUNT St — INFRINGEMENT OF THE ‘602 PATENT 17. RevoLaze restates and incorporates by reference paragraphs 1 through 16 as if fully stated herein, 18, Defendant has inftinged and is still infringing the ‘602 Patent by making, selling, offering for sele, importing and/or using denim garments thet embody the patented invention including the Gap Product, and Defendant will continue to do so unless enjoined by this Court. 19. As a direot end proximate result of Defendant's direct infringement of the “602 Patent, RevoLaze is suffering damages and irreparable injury for which it has no adequate remedy at law. COUNT Ii — INFRINGEMENT OF THE ‘196 PATENT 20, RevoLaze restates and incorporates by reference paragraphs I through 19 as if fully stated herein. 21, Defendant has infringed and is still infringing the ‘196 Patent by making, selling, offering for sale, importing and/or using denim garments that embody the patented invention including the Gap Product, and Defendant will continue to do so unless enjoined by this Court.22, Asa direct and proximate result of Defendant's direct inftingement of the "196 patent, RevoLaze is suffering damages and irreparable injury for which it has no adequate remedy at law. COUNT JV — INFRINGEMENT OF THE ‘505 PATENT 23, _RevoLaze restates and incorporates by reference paragraphs 1 through 22 as if fully stated herein. 24, Defendant has infringed and is still infringing the ‘505 Patent by making, selling, offering for sale, importing and/or using denim garments that embody the patented invention including the Gap Product, and Defendant will continue to do so unless enjoined by this Court, 25. Asa direct and proximate result of Defendnt’s direct infringement of the ‘505 Patent, RevoLaze is suffering damages and imeparable injury for which it has no adequate remedy at law. COUNT V — INFRINGEMENT OF THE ‘972 PATENT. 26. RevoLaze restates and incorporates by reference paragraphs 1 through 25 as if filly stated herein. 27. Defendant has inétinged and is siill infringing the ‘972 Patent by making, selling, offering for sale, importing and/or using denim garments that embody the patented invention including the Gap Product, and Defendant will continue to do so unless enjoined by this Court. 28. Asa direct and proximate result of Defendant's direct infringement of the ‘972 Patent, RevoLaze is suffering damages and irreparable injury for which it has no adequate remedy at law.COUNT VI— INFRINGEMENT OF THE ‘815 PATENT 29, RevoLaze restates and incorporates by reference paragraphs 1 through 28 as if fully stated herein, 30. Defendant has infringed and is still infringing the ‘815 Patent by making, selling, offering for sale, importing and/or using denim garments that embody the patented invention including the Gap Product, and Defendant will continue to do so unless enjoined by this Court 31. As a direct and proximate result of Defendant's direct infiingement of the °815 Patent, RevoLaze is suffering damages and irreparable injury for which it has no adequate remedy atlaw. JURY DEMAND 32, Plaintiff hereby demands a jury trial on all issues triable to the jury. WHEREFORE, Plaintiff demands; {a) judgment that Defendant has infringed each of the asserted patents; (b) permanent injnetive relief prohibiting further infiingement of the asserted patents; (c) damages for Defendant's infringements; (d) prejudgment interest on the damages; (©) costs for this lawsuit; and (Qany other relief that the Court may deem just and proper,Dated: August 15,2014 s/ Stephen H. Rovak. Stephen H, Rovak (Pro Hac Vice) stephen rovak@[Link] Dentons US LLP 211 North Broadway Suite 3000 St. Louis, Missouri 63102 Telephone: (314) 241-1800 Mark L. Hogge ‘mark hogge@[Link] Shailendra K. Maheshwari shailendta maheshwari@[Link] Nicholas H. Jackson nicholes jackson@[Link] Dentons US LLP 1301 K Street NW Suite 600 ‘Washington, D.G. 20005 ‘Telephone: (202) 408-6400 Steven J. Stein [Link]@[Link] Dentons US LLP 1221 Avenue of the Americas New York, New York 10020 ‘Telephone: (212) 768-6700 Attorneys for Plaintiff RevoLaze LLCUNITED STATES INTERNATIONAL TRADE COMMISSION WASHINGTON, DC In the Matter of CERTAIN LASER ABRADED DENIM Investigation No. 337-TA__ GARMENTS * VERIFIED COMPLAINT UNDER SECTION 337 OF THE TARIFF ACTION OF 1930 COMPLAINANTS PROPOSED RESPONDENTS RevoLaze, LLC Abercrombie & Fitch Co. 29300 Clemens Re. 6301 Fitch Path ‘Westlake, OH 44145 Telephone: 440-617-0502 TechnoLines, LLC 29300 Clemens Rd. Westlake, OH 44145 Telephone: 440-617-0502 COUNSEL FOR COMPLAINANTS ‘Mark L. Hogge Shailendra K, Maheshwari Steven J. Stein ‘Nicholas H. Jackson DENTONS US LLP 1301 K Street, N.W. 6th Floor, Bast Tower Washington, D.C. 20005 Telephone: 202. 408.6400 Facsimile: 202.408.6399 ‘New Albany, Ohio 43054 ‘Telephone: 614-283-6500 American Eagle Outfitters, Inc. 77 Hot Metal Street Pittsburgh, Pennsylvania 15203 Telephone: 412-432-3300 BBC Apparel Group, LLC 1407 Broadway Suite 503 ‘New York, New York 10018 Telephone: 212-997-0230 Gotham Licensing Group, LLC 1407 Broadway Suite 506 New York, New York 10018 ‘The Buckle, Inc. 2407 West 24" Street Keamey, Nebraska 68845 Telephone: 800-626-1255 Buffalo International ULC 400 Sauve West Montreal, Quebec H3L 128 Canada Telephone: 1-888-883-8710 Exhibit 81724982 Alberta ULC 400 Sauve West Montreal, Quebec H3L128 Canada ‘Telephone: 1-888-883-8710 Diesel S.p.A. via dell’Industria, 4/6 36042 Breganze (V1) Italy Telephone: 00642650246 From U.S.: +01139.0642,265.0246 DL1961 Premium Denim Ine. 530 7 Avenue Suite 1505 New York, New York 10018 ‘Telephone: 646-514-9736, ext. 130 Eddie Bauer LLC 10401 NE 8" Street Suite 500 Bellevue, Washington 98004 ‘Telephone: 425-755-8100 The Gap, Tn. 2 Folsom Street San Francisco, California 94105 Telephone: 415-427-0100 Guess?, Ine. 1444 South Alameda Street Los Angeles, California 90021 Telephone: 213-765-5578 H&M Hennes & Mauritz AB Mister Samuelsgatan 464 SE-106 38 Stockholm Sweden Telephone: +46 8 796 55.00 H&M Hennes & Mauritz LP 110 Fifth Avenue, 1 [th Floor ‘New York, New York 10011 ‘Telephone: 212-564-9922Roberto Cavalli S.p.A. Piazza San Babila 3 20122 Milan Italy Telephone: +39 02 763 0771 ‘Koos Manufacturing, Ine. 2741 Seminole Ave. South Gate, CA 90280 Telephone: 323-564-2100 Levi Strauss & Co. 1155 Battery Street San Francisco, California 94111 ‘Telephone: 415-501-6000 Lucky Brand Dungarees, Ine. 540 S, Santa Fe Ave. Los Angeles, CA 90013 Telephone: 213-443-5700 Fashion Box Sp.A. Via Marcoui, 1 31011 Localita Casella Asolo (Treviso) Italy Telephone: +39 0423 9251 VE Comporation 105 Corporate Center Blvd. Greensboro, North Carolina 27408 ‘Telephone: 336-424-6000LIST OF EXHIBITS.. LIST OF APPENDICES INTRODUCTION 1 I. B. Proposed Respondents. ‘THE PATENTS AT ISSUE. A. The °444 Patent — Laser Method and System of Scribing Graphics. B, The *602 Patent — Marking of Fabrics and Other Materials Using a Laser. C. The °196 Patent — Laser Method of Seribing Graphics D, The *S05 Patent — Laser Processing of Materials Using Mathematical Tools..... 13 E, The "972 Patent ~ Material Surface Processing with a Laser that has a Scan Modulated Effective Power to Achieve Multiple Wom Looks F. The °815 Patent ~Denim Designs from Laser Soribing G. Foreign Counterparts... H. Licensees... 1. Non-Technical Description of the Patented Technologies ‘THE PRODUCTS AT ISSUE .. A. Complainants Products B. Respondent's Infringing Products. UNLAWFUL AND UNFAIR ACTS OF THE RESPONDENTS A. pa A&F American Eagle Outfitters... BlankNYC. Buckle...Vi. vol. x E. Baffel F, [Reserved]... G. Diesel H. DLI961. 1 Badie Bauer... i‘ K i M. N oO. P, Q R SPECIFIC INSTANCES OF IMPORTATION AND SALE CLASSIFICATION OF THE INFRINGING PRODUCTS UNDER THE HARMONIZED TARIFF SCHEDULE OF THE UNITED STATES,. RELATED LITIGATION DOMESTIC INDUSTRY A. Technical Prong, B. Economic Prong GENERAL EXCLUSION ORDER. RELIEF REQUESTED. ii‘Exhibit List Exhibit Number | Description esignation [cerified Copitseel Me Aenea Parents ETS ae A | USS. Patent No. 5,990,444 Public B | USS. Patent No. 6,140,602 Public C| U.S, Patent No. 6,252,196 Public D | US. Patent No. 6,664,505 Public E | U.S. Patent No. 6,819,972 Public F | US. Patent No. 6,858,815 Public Hin te Asigatn RE me are ‘A | Certified Assignment Record for U.S. Patent No. 5,990,444 Public B | Certified Assignment Record for U.S. Patent No. 6,140,602 Public C | Certified Assignment Record for U.S, Patent No, 6,252,196 Public D | Certified Assignment Record for U.S. Patent No. 6,664,505, Public E | Certified Assignment Record for U.S. Patent No, 6,819,972 Public F | Certified Assignment Record for U.S. Patent No. 6,858,815 Public AB Assorted Patent is ce ees a ae See A Confidential B | GST AutoLeather ‘Confidential C | Lear Com. Confidential D | Green Bay Decking, LLC Confidential A | A&E - Hollister Product Public B | American Eagle Product Public C | BlankNYC Product Public D | Buckle Product Public E | Buffalo Product Public F | [Reserved] G | Diesel Product Public H | DL1961 Product Public T | Bddie Bauer Product Public I] Gap Product Public K | Guess Product Public TL. | H&M Product Public M | Just Cavalli Product Public N | Koos - AG Jeans Product Public ‘0 | Koos - Big Star Product Public iiiLevi's Product Public “Macsa Laser Systems (https:/[Link]/watch?y=IDAt9deSMv8) P Q | Lucky Product Public R | Replay Produet Public S| VE (Seven for All Mankind) Product Public A | Ryan Ripley Declaration Public B | A& - Hollister Receipt Public C | American Bagle Receipt Public D | BlankNYC Receipt Public E | Buckle Receipt Public F | Buffalo Receipt Public G | [Reserved] B | Diesel Receipt Public I | DL1961 Receipt Public ‘I | Badie Bauer Receipt Public K | Gap Receipt Public L. | Guess Receipt Public M | H&M Receipt Public N | Just Cavalli Receipt Public ‘0 | Koos - AG Jeans Receipt Public P | Koos - Big Star Receipt Public Q | Levi's Receipt Public R | Lucky Receipt Public S | Replay Receipt Public T | VF (Seven For All Mankind) Receipt Public i Cisne Aina lysinAGaingt Aecuisen Roa MOTEL ‘A | Marcatex Flexi Manual Rev 1.3.1 _English FDA Public B | YouTube Video — Jeanologia, Flexis ONE MACHINE, Public MULTIPLE OPTIONS {(htips:/[Link]/wateh? v=apPFfin78_1E8feature-o4- overview 8élist-UUXQ2v1 80qULLWKYzvGKNMQe) | YouTube Video — Jeanologia, Laser System_Twin HS at Itma | Publie Barcelona 2011 ([Link] D | YouTube Video — Tonello, Laser Blaze by Tonello Public ([Link] E | YouTube Video - Macsa ID, S.A, DENIM - LASERTEX Pro- | Public ivF | YouTube Video — Jeanologia, Laser Technology in Siote Leguas | Public (bttpsi//vwv [Link]/watch?v=8u4WPumH6Kg) G_| YouTube Video = Jeanologia, Finishing Jeans Present And | Publie Future Trends And Technologies In Denim 02 (ntp:/[Link],com/watch?y=HgxvoYgl-tM) Hi | YouTube Video — Replay Lasorblast Public | YouTube Video Replay Laserblast - Official Teaser Public 7 | CBS This Moming, Levi's New Stadium —Brand launches $1.2 | Public billion sports arena ee bie Ui elie as Sent ‘A | Abercrombie Claim Chart U.S, Patent 5,990,444 Public B | Abercrombie Claim Chart U.S. Patent 6,140,602 Public € | Abercrombie Claim Chart U.S. Patent 6,252,196 Public D | Abercrombie Claim Chart US, Patent 6,664,505 Public E | Abererombie Claim Chart U.S, Patent 6,819,972 Publie F | Abercrombie Claim Chart U.S. Patent 6,858,815 Publie 3 iene ‘| Ameroan Eagle Claim Chart US. Patou 5,990,444 Public B | American Bagle Claim Chart U.S, Patent 6,140,602 Pubife C | American Bagle Claim Chart U.S, Patent 6,252,196 Public D | American Eagle Claim Chart U.S, Patent 6,664,505 Public T | Ammerioan Eagle Claim Chart U.S. Patent 6 819,972 Public | American Eagle Claim Char U.S. Patent 6,655,815 Public ROC fii ‘A BlanNYVC Cham Chan US. Patent 3,990,444 Public B | BlenkNYC Claim Chart U.S, Patent 6,140,602 Publie C| BlankNYC Claim Chart U.S, Patent 6,252,196 Public D | BlankNYC Claim Chart US, Patent 6,664,505 Public E | BlankNYC Claim Chart U.S, Patent 6,819,972 Public ¥ | BlankNYC Claim Chart U.S, Patent 6,858,815 Public athe PRChina ‘A | Buckle Claim Chart U.S, Patent 5,990,444 Public B | Buckle Claim Chart U.S. Patent 6,140,602 Public € | Buckie Claim Chart US. Patent 6,252,196 Public D | Buckle Claim Chart 0.8, Patent 6,664,505 Public E [ Buckle Claim Chart U.S, Patent 6,819,072 Public F | Buckle Claim Chart US, Patent 6,858,815 Pubile ol pChimen a Ane ae a ‘A | Buffalo Claim Chart U.S, Patent 5,990,444 Public B | Buffalo Claim Chart U.S. Patent 6,140,602 PubileC | Buffalo Claim Chart U.S. Patent 6,252,196 Public D | Buffalo Claim Chart U.S. Patent 6,664,505 Public E | Buffalo Claim Chart U.S. Patent 6,819,972 Public F | Buffalo Claim Chart U.S. Patent 6,858,815 Public iin a ae 7 diea Cain Oars ee ‘A | Diesel Claim Chart U.S. Patent 5,990,444 Public B | Diesel Claim Chart U.S. Patent 6,140,602 Public C | Diesel Claim Chart U.S, Patent 6,252,196 Public D | Diesel Claim Chart U.S. Patent 6,664,505 Public ¥. | Diesel Claim Chart U.S. Patent 6,819,972. Public F | Diesei Claim Chart U.S. Patent 6,858,815 Public [Es Deana ‘A | DL1961 Claim Chart U.S. Patent 5,990,444 ‘Public B | DL1961 Claim Chart U.S, Patent 6,140,602 Public C | DL196i Claim Chart U.S. Patent 6,252,196 Public ‘D | DL1961 Claim Chart U.S. Patent 6,664,505 Public E | DL1961 Claim Chart U.S. Patent 6,819,972 Public F | DL1961 Claim Chart U.S. Patent 6,858,815 Public ‘A | Eddie Bauer Claim Chart U.S. Patent 5,990,444 Public B | Eddie Bauer Claim Chart U.S. Patent 6,140,602 Public C | Eddie Bauer Claim Chart U.S. Patent 6,252,196 Public D | Eddie Bauer Claim Chart U.S. Patent 6,664,505 Public E | Eddie Bauer Claim Chart U.S. Patent 6,819,972 Public F | Eddie Bauer Claim Chart U.S. Patent 6,858,315 Public ea a ae ‘A | Gap Claim Chart U.S. Patent 5,990,444 Public B | Gap Claim Chart U.S, Patent 6,140,602 Public C | Gap Claim Chart U.S. Patent 6,252,196 Public ‘D | Gap Claim Chart U.S. Patent 6,664,505 Public E | Gap Claim Chart U.S. Patent 6,819,972 Public F | Gap Claim Chart U.S. Patent 6,858,815 Public Ey cen nm ome I ‘A | Guess Claim Chart U.S. Patent 5,990,444 Public 'B | Guess Claim Chart U.S. Patent 6,140,602 Public C | Guess Claim Chart U.S. Patent 6,252,196 Public D | Guess Claim Chart U.S. Patent 6,664,505, Public E | Guess Claim Chart U.S. Patent 6,819,972. Public viF | Guess Claim Chart US. Patent 6,858,815 Public Din iMichenT ee eee ‘A | H&M Claim Chart U.S. Pateat 5,990,444 Public B | H&M Claim Chart U.S, Patent 6,140,602 Public C | H&M Claim Chart US. Patent 6,252,196 Public D | H&M Claim Chart US. Patent 6,664,505" Public E | H&M Claim Chart U.S. Patent 6,819,972 Public ¥ | HEM Claim Chart U.S. Patent 6,858,815 Public Cerne ae ees i ‘A | Just Cavalli Claim Chart U.S. Patent 5,990,444 Public B | Just Cavalli Claim Chart U.S, Patent 6,140,602 Public C | Just Cavalli Claim Chart U.S. Patent 6,252,196 Public D | Just Cavalli Claim Chart U.S. Patent 6,664,505 Public E | Just Cavalli Claim Chart U.S. Patent 6,819,972 Public F | Just Cavalli Claim Chart US. Patent 6,858,815 Public i eel oi i i] ay ne ‘A | Koos - The Matchbox (AG Jeans) Claim Chart U.S. Patent Public 5,990,444 B | Koos - The Matchbox (AG Jeans) Claim Chart US. Patent Public 6,140,602 € | Koos - The Matchbox (AG Jeans) Claim Chart U.S. Patent Public 6,252,196 D | Koos - The Matchbox (AG Jeans) Claim Chart US. Patent Public 6,664,505, E | Koos - The Matchbox (AG Jeans) Claim Chart US. Patent Public 6,819,972 F | Koos - The Matchbox (AG Jeans) Claim Chart U.S. Patent Public 6,858,815 a oe arsa Canc CT ‘A | Koos - Big Star Claim Chart U.S. Patent 5,990,444 Public B | Koos - Big Star Claim Chart U.S, Patent 6,140,602 Public € | Koos - Big Star Claim Chart U.S. Patent 6,252,196 Public D | Koos Big Star Claim Chart US. Patent 6,664,505 Public E | Koos - Big Star Claim Chart U.S. Patent 6,819,972 Public F | Koos - Big Star Claim Chart U'S. Patent 6,858,815 Public ie ‘ GEE ea eae ‘A [Levis Claim Chart US. Patent 5,990,444 Public B | Levi's Claim Chart U.S, Patent 6,140,602 Public € | Levi's Claim Chart U.S. Patent 6,252,196 Public viiD [Levi's Claim Chart U-S, Patent 6,664,505 Public E | Levi's Claim Chart U.S, Patent 6,819,972 Public F | Levi's Claim Chart U.S. Patent 6,858,815 Public (sien eke Brand Cin eh Ea eae A | Lucky Brand Claim Chart U.S. Patent 5,990,444 Public B | Lucky Brand Claim Chart U.S. Patent 6,140,602 Public C | Lucky Brand Claim Chart U.S. Patent 6,252,196 Public D | Lucky Brand Claim Chart U.S. Patent 6,664,505 Public E | Lucky Brand Claim Chart U.S. Patent 6,819,972 Public ¥ | Lucky Brand Claim Chart US, Patent 6,851 Public ‘| Replay Claim Chart U.S. Patent 5,990,444 Public B | Replay Claim Chart U.S, Patent 6,140,602 Public | Replay Claim Chart U.S. Patent 6,252,196 Public D | Replay Claim Chart U.S, Patent 6,664,505 Public E | Replay Claim Chart U.S, Patent 6,819,972 Public F | Replay Claim Chart U.S. Patent 6,858,815 Public eid] NE Gorn Claim Fone E ] "A. VE Claim Chart U.S. Potent 5,990,444 Public B | VF Claim Chart U.S. Patent 6,140,602 Public C | VF Claim Chart U.S, Patent 6,252,196 Public D | VF Claim Chart US, Patent 6,664,505 Public E | VF Claim Chart U.S, Patent 6,819,972 Public F ee eas Se 815 Public eee De : a a ais Te ee pees Linear Processing Claim Chart for U.S. Patent No. 5,990,444 | Confidential Linear Processing Claim Chart for U.S. Patent No. 6,140,602 | Confidential Linear Processing Claim Chart for U.S. Patent No, 6,252,196 | Confidential Linear Processing Claim Chart for U.S. Patent No. 6,664,505__| Confidential Linear Processing Claim Chart for U.S. Patent No. 6,819,972 __| Confidential “Linear Processing Claim Chart for U.S. Patent No. 6,858,815 | Confidential al ‘Video - Revolaze Linear Processing Public po -aag Cue cua es aa Sport Logos Claim Chart for U.S. Patent No. 5,990,444 Confidential Sport Logos Claim Chart for U.S. Patent No. 6,140,602 Confidential Sport Logos Claim Chart for U.S. Patent No. 6,252,196 Confidential Sport Logos Claim Chart for U.S. Patent No. 6,664,505 Confidential elle pe 2st eto Sport Logos Claim Chart for U.S. Patent No. 6,819,972. Confidential viiiF | Sport Logos Claim Chart for U.S. Patent No. 6,858,815 Confidential G | Video - Chicago Bears Logo Confidential il cranny NAT claim Chart au A | Terrain Claim Chart for U.S. Patent No. 5,990,444 Confidential B | Terrain Claim Chart for U.S. Patent No. 6,140,602 Confidential C | Terrain Claim Chart for U.S. Patent No. 6,252,196 Confidential D | Terrain Claim Chart for U.S. Patent No. 6,664,505 Confidential E | Terrain Claim Chart for U.S. Patent No. 6,819,972 Confidential F | Terrain Claim Chart for U.S, Patent No. 6,858,815 Confidential GT Video Plastic Lumber Public a ieieag [eae A | Cloth Upholstery Claim Chart for ‘US Patent No 5,990,444 —_[ Confidential B | Cloth Upholstery Claim Chart for U.S. Patent No. 6,140,602 | Confidential € | Cloth Upholstery Claim Chart for U.S. Patent No. 6,252,196 __| Confidential D | Cloth Upholstery Claim Chart for U.S. Patent No. 6,664,505 | Confidential E | Cloth Upholstery Claim Chart for U.S. Patent No. 6,819,972 Confidential ¥ | Cloth Upholstery Claim Chart for U.S. Patent No. 6,858,815 | Confidential G | Cloth Upholstery Video ‘Confidential A | Leather Upholstery Claim Chart for U.S. Patent No. 5,990,444 _| Confidential B | Leather Upholstery Claim Chart for U.S. Patent No. 6,140,602 _ | Confidential | Leather Upholstery Claim Chart for U.8. Patent No, 6,252,196 _ | Confidential D | Leather Upholstery Claim Chart for U.S. Patent No. 6,664,505 | Confidential E | Ram Adds New Laramie Longhom, Outdoorsman Models to | Public 2600/3500 Heavy Duty Lineup (Sep. 14, 2010) F | 2013 Dodge Ram 1500 Brochure Public Dickinson Saw eae ‘A | DVUV Claim Chart for U.S, Patent No, 5,990,444 ‘Confidential B | DVUV Claim Chart for U.S. Patent No. 6,140,602 Confidential C | DVUV Claim Chart for U.S. Patent No. 6,252,196 Confidential D | DVUV Claim Chart for U.S. Patent No. 6,664,505 Confidential E | DVUV Claim Chart for U.S. Patent No. 6,858,815 Confidential F | DVUV Video ‘Confidential G | DVUV Cutting Shop Manual Public [Sauce aighSpeedish a nee i A | High Speed Abrasion Claim Chart for US, Patent No, 5,890,444 | Confidential B | High Spocd Abrasion Claim Chart for U.S. Patent No. 6,140,602 | Confidential C [High Speed Abrasion Claim Chart for U.S. Patent No. 6,252,196 | Confidential D | High Speed Abrasion Claim Chart for U.S. Patent No. 6,664,505 | Confidential E | High Speed Abrasion Claim Chart for U.S, Patent No. 6,819,972 | Confidential ixF | High Speed Abrasion Claim Chart for U.S. Patent No. 6,858,815 | Confidential G | High Speed Abrasion Taylor Togs Video Public 4H | High Speed Abrasion VF Jeanswear Video Public i Gos PAD Domestic tndusiry Deelakat u ‘A | Declaration of Darryl J. Costin, Ph.D. Confidential B | Laser Demonstration and Launch Party Video Public C | Video - Coach Sports Jeans Public D | Textile Roll Goods Brochure Public E | Video - Textile Roll Goods Public F | Confidentiality and Non-Disclosure Agreement by and between | Confidential Struktol Company of America and RevoLaze, LLC G | RevoLaze/Cone Denim Non-Disclosure Agreement ‘Confidential He ATtiel aa eae ae a A | Jeanologia Seeking a Friendlier Denim Finish Public B | Jeanologia: Ultimate Technology for Jean Finishing Public C | Basy Laser - Our Customers Public D | fibre 2 fashion - Jeanologia dominates Mexican gannent ‘Public finishing market E | Jeanologia’s lead in sustainable technology for garment Public finishing ¥ | WWD - Panel: Industry Drives Sustainability Effort Public G | Koos - Ocean Bill of Lading Public HT | Levi Strauss & Co., Environment, Health and Safety Handbook | Public T | Bobbin, Technol ines Debuts Laser Applications for Fabric Public Scribing, Sandblasting J | Laser Soribes Out Fabric Designs - Automotive Engineering | Public Petal Se fine eee eel Dat Com END Tes eae vention aa A | Declaration of Darryl J, Costin, Ph.D. Public B | Costin Resume Confidential € | Chow etal, Effect of CO2 laser treatment on cotion surface, 18 | Public Cellulose 1635 ‘D | Table - energy density per unit area per unit time (EDPUT) Public Senet necia TeeUinne Deelaeatioa a Ea A | Declaration of William Murcia Confidential B | Marcia Resume Public‘Appendices List “Appendix Deseription Designation A | Certified File Wrapper for U.S, Patent No. 5,990,444 __| Public B | Cited References for U.S. Patent No. 5,990,444 Public C | Certified File Wrapper for U.S. Patent No. 6,140,602 __| Public D | Cited References for U.S. Patent No.6,140,602 Public E | Certified File Wrapper for U.S. Patent No. 6,252,196 Public F | Cited References for U.S, Patent No.6,252,196 Public G | Certified File Wrapper for U.S. Patent No. 6,654,505, Public HH | Cited References for U.S, Patent No. 6,664,505 Public T | Certified File Wrapper for U.S. Patent No. 6,819,972 __| Public T | Cited References for U.S. Patent No. 6,819,972 Public K | Certified File Wrapper for U.S. Patent No. 6,858,815 __| Public L | Cited References for U.S. Patent No. 6,858,815 Public1. INTRODUCTION 1. This Complaint is filed, pursuant to Section 337 of the Tariff Act of 1930 as amended (19 U.S.C. § 1337), by RevoLaze, LLC (“[Link]”) and TechnoLines, LLC ("TechnoLines”) (collectively “Complainants”) based on unfair methods of competition and unfair acts in the unlawful importation into the United States, sale for importation into the United States, or sale within the United States after importation by Abercrombie & Fitch Co.; American Eagle Outfitters, Inc.; BBC Apparel Group, LLC; Gotham Licensing Group, LLC; The Buckle, Tne, Buffalo International ULC; 1724982 Alberta ULC; Diesel S.p.A.; DL1961 Premium Denim Ine, Eddie Bauer LLC; The Gap, Inc.; Guess?, Inc,; H&M Hennes & Mauritz AB; H&M ‘Hennes & Mauritz LP; Roberto Cavalli S.p.A. d/b/a Just Cavalli; Koos Manufacturing, Inc. d/b/a AG Jeans and Big Star; Levi Strauss & Co,; Lucky Brand Dungarees, Inc.; Fashion Box $.p.A. ‘bla Replay Jeans; and VF Corporation d/b/a 7 for All Mankind (collectively “Respondents” of certain laser abraded denim garments (collectively the “Accused Products”). The Accused Products manufactured, imported, offered for sale, and/or sold by Respondents are manufactured by methods direcily infringing, under 19 U.S.C. § 1337(a)(1)(B)(i), one or mofe claims (the “Asserted Claims") of the following U.S. patents (the “Asserted Patents” or “Patents-in-Suit") owned by RevoLaze, © Claims 1-3, 8, 21, 33-34, 46, 69, 70, and 72 of U.S. Patent No. 5,990,444 (“the °444 Patent”) (“Exhibit 1A"); + Claims 1, 14, 15, 53, 73, 83, 85, 94, 97, 99, 112, 120, 122-125, and 141-143 of US. Patent No. 6,140,602 (“the °602 Patent”) (“Exhibit 1B"); ‘© Claims 5, 11, 13, 14, and 16 of U.S. Patent No. 6,252,196 (“the "196 Patent") (Exhibit 10);© Claims 1 and 49-51 of U.S, Patent No. 6,664,505 (“the '505 Patent”) (“Exhibit 1D"); © Claims 1, 2, 4-6, 11, 12, 16-19, 56-59, 61, 63, 64, 72, 77, 78, 83-87, and 92-95 of U.S. Patent No, 6,819,972 (“the 972 Patent”) (“Exhibit IE"); and # Claims 13 and 14 of U.S. Patent No. 6,858,815 (“the °815 Patent”) (“Exhibit 1F”). 2. Complainants seek a permanent general exclusion order barring infringing denim garments from entry into the United States. In the alternative, Complainants seek a limited exclusion order barring the infringing denim garments manufactured by or on the behalf of Respondents and are imported, offered for sale, sold, sold for importation, or sold after importation by Respondents, Complainants also seek permanent cease-and-desist orders against each Respondent prohibiting the importation, sale, offer for sale, advertisement, or solicitation of any sale by Respondents of the Accused Products or other products encompassed by the claims of the Patents-in-Suit, Tl, THE PARTIES A. Complainants 3. RevoLaze, LLC is a Delaware limited liability company with its principal place of business at 29300 Clemens Road, Westlake, Ohio 44145. TechnoLines, LLC, a Delaware limited liability company with the same address, is the majority member of RevoLaze and invested some 20 years in the research, development, obtainment of numerous patents and ‘commercialization of its novel laser scribing technology. Through the use of sophisticated mathematical modeling techniques, TechnoL ines overcame the technical barriers to successfully laser scribe high quality graphics and patterns on a host of textile fabrics including denim, cotton, polyester, nylon, and silk, as well as vinyl, suede, and leather.4, Complainants have made a significant long-term investment to build the textile laser scribing technology business in the United States. ‘They have dedicated considerable technical manpower, research and development facilities (three in Ohio and one in Minnesota) and financial resources for the invention and commercialization of their unique laser scribing technology to impart graphics and patters on myriad of substrates. Importantly, Complainants’ technology answers the textile industry's ery for sustainability, eco-ftiendliness and is in perfect alignment with the green movernent for the environment. 5. Over the course of the last 15 years, Complainants have developed the technology and associated equipment through licensing with garment manufacturers inoluding Sights Denim Systems, Taylor Togs, Inc., VF Corporation, Gear For Sports, Ine, and Final Finish Laundry. None of these licenses is still in force. Complainants? subsidiaries also previously operated two denim jean companies offering denim apparc! manufactured by the patented technology: Fractal Jean Co, and Fins Denim Co. 6. Complainants’ laser abrasion technology replaces the extremely dangerous and harmful sandblasting process, which has been found to be associated with a disabling lung disease called silicosis, to create a worn look on denim jeans, Because silicosis may result in death to workers, numerous denim jean companies, including industry leaders, have banned the ‘use of sandblasting, Complainants, through the use of their 2,500-Watt laser systems, offer a patented laser abrading technology to solve this catestrophic health problem and substantially increase throughput versus the sandblast process. 7. Complainants also have introduced linear processing technology to the ‘market that may revolutionize the textile industry by reducing the environmental impact associated with processes like enzyme washing jeans. A worldwide concem exists regarding theenvironmental hazards associated with enzyme washing jeans and other processes such as the environmentally burdensome chemical printing processes that is used to laser scribe graphics and patterns to denim jeans, Complainants’ linear laser etching technology may reduce or eliminate these environmental problems. 8, Through a combination of software developed by Complainants and specifically designed material delivery systems, Complainants have created the highest speed, highest power galvanometric driven laser machines in the industry that can economically apply ‘graphics and pattems on fabrics and other substrates. Complainants continue to invest in developing new concepts for laser scribing materials in unique ways to solve current environmental, quality and cost problems associated with manufacturing and decorating garments and textiles, 9. RevoLaze is the owner of each of the Patents-in-Suit. Exhibits 2A-2F., B. Proposed Respondents 10, Abererombie & Fitch Co. (“A&P”) d/b/a Hollister Jeans is a Delaware corporation with its principal place of business at 6301 Fitch Path, New Albany, Ohio 43054. ‘On information and belief, A&F makes in Guatemala, has others make in Guatemala, exports from Guatemala into the United States, and imports from Guatemala certain denim garments that aremade by methods that are claimed in the Patents-in-Suit, A&F also operates multiple retail stores across the United States under both the Hollister brand and the Abercrombie & Fitch brand, See Abercrombie & Fitch Store Locator, http:/[Link] webapp/wes/stores/serviet/StoreL ocotor?catalogld=10901 Selangld =-]&storeld=10051 (last visited July 14, 2014); Hollister Co, Store Locator, hntp://www [Link]/webapp/wes/stores/servlet/StoreLocator?catalogld=10201 &langld=-1&storeld=10251 (last visited July 14, 2014). Specifically, A&F sells to retail customers and/or wholesalers within the United States imported, infringing garments including the Hollister High ‘Rise Super Skinny —_Medium Jeans (Item No. 355-550-0184-024) (“A&P Product”). A sample of the A@F Product is shown in Exhibit 5A. 11. American Eagle Outfitters, Inc. ("ABO") is a Delaware corporation with its principal place of business at 77 Hot Metal Street, Pittsburgh, Pennsylvania 15203. On information and belief, AEO makes in Mexico, has others make in Mexico, exports from Mexico into the United States, and imports from Mexico certain denim garments that are made by methods that are claimed in the Patents-in-Suit, AEO also operates multiple retail stores across the United States, American Eagle Outfitters Store Locator, [Link]/web/storelocator/default jsp (last visited July 15, 2014). Specifically, AEO sells to retail customers and/or wholesalers within the United States imported, infringing ‘garments including the American Eagle Men's Original Straight ~ Dark Tinted Crackle Jeans ({tem No, 2870) (“ABO Product"). A sample of the AEO Product is shown in Exhibit SB. 12, BBC Apparel Group, LLC and Gotham Licensing Group, LLC d/b/a BlankNYC (collectively “BlankNYC”) are companies with their principal place of business at 1407 Broadway, New York, New York 10018. BlankNYC has a business address at 275 West 39th Street, New York, New York 10018, On information and belief, BlankNYC makes in China, has others make in China, exports from China into the United States, and imports from China certain denim garments that are made by methods that are claimed in the Patents-in-Suit. Specifically, BlankNYC sells to retail customers and/or wholesalers within the United States imported, inftinging garments including the BlankNYC Polka Dot Jeans (“BlankNYC Product”). A sample of the BlankNYC Product is shown in Exhibit SC.13, The Buckle, Inc. (“Buckle”) is a Nebraska corporation with its principal place of business at 2407 West 24th Street, Keamey, Nebraska 68845. On information and belief, Buckle makes in Mexico, has others make in Mexico, exports from Mexico into the ‘United States, and imports from Mexico certain denim garments thet are made by methods that are claimed in the Patents-in-Suit. Buckle also operates multiple retail stores across the United States. Buckle Store Locator, [Link] [Link]/stores/[Link];jsessionid=hDJGTFHTsY lg6gkNBn9nhBbjGHGgnn3 KGNvkrovpGnn8v2YKk2Wyl-21131748391-695411156 (last visited July 15, 2014), Specifically, Buckle sells to retail customers and/or wholesalers within the United States imported, infringing products including the Buckle BKE Payton Bootcut — Porter Jeans (Item No. BPL1403L) (“Buckle Product”). A sample of the Buckle Product is shown in Exhibit SD. 14, Buffalo International ULC and 1724982 Alberta ULC d/b/a Buffalo David Bitton (collectively “Butfelo”) are Quebec companies with business addresses at 400 Sauve “West, Montreal, Quebec H3L 1Z8, On information and belief, Buffalo makes in Thailand, bas others make in Thailand, exports from Thailand into the United States, and imports from ‘Thailand certain denim garments that are made by methods that are claimed in the Patents-in- Suit, Specifically, Buffalo sells to retail customers and/or wholesalers within the United States imported, infringing garments including the Buffalo Driven-X (Item No. BM16324) (“Buffalo Product”), A sample of the Buffalo Product is shown in Exhibit SE, 15, (Reserved), 16, Diesel $.p.A. (“Diesel”) is an Italian company with its principal place of business at via dell’Industria, 4/6, 36042 Breganze (VD, Italy. On information and belief, Diesel makes in Italy, has others make in Italy, exports from Italy into the United States, and importsfrom Italy certain denim garments that are made by methods that are claimed in the Patents-in- Suit, Diesel also operates multiple stores across the United States. See Diesel Store Locator, -[Link]/store-locator (last visited July 14, 2014). Specifically, Diesel sells to retail customers and/or wholesalers within the United States imported, infringing garments including Diesel Shioner Skinny Fit Jeans (Item No. 117009) (“Diesel Product”). A sample of the Diese! Product is shown in Exhibit 5G. 17. L961 Premium Denim Inc. (“DL1961”) is a Delaware corporation with its principal place of business at 530 7th Avenue, Suite 1505, New York, New York 10018. On information and belief, DL1961 mokes in Pakistan, has others make in Pakistan, exports from Pakistan into the United States, and imports from Pakistan certain denim garments that are made ‘by methods that are claimed in the Patents-in-Suit, Specifically, DL1961 sells to retail customers and/or wholesalers within the United States imported, infringing garments including the DL1961 Emma Legging - McCarren (No, 2264) (“DLI961 Product”). A sample of the DL1961 Product is shown in Exhibit 5H. 18, Eddie Bauer LLC (“Eddie Bauer”) is a Delaware limited liability company with its principal place of business at 10401 NE 8th Street, Suite 500, Bellevue, Washington 98004, On information and belief, Eddie Bauer makes in Sri Lanka, has others make in Sri Lanka, exports from Sti Lanka into the United States, and imports from Sri Lanke certain denim garments that are made by methods that are claimed in the Patents-in-Suit. Eddie Bauer also operates multiple retail stores across the United States, Eddie Bauer Store Locator, bitp://[Link]/storelocator/store_locator,jsp? (last visited July 15, 2014). Specifically, Eddie Bauer sells to retail customers and/or wholesalers within the United Statesimported, infringing garments including the Eddie Bauer Skinny Print Jeans (Style No, 2974) (“Eddie Bauer Product”), A sample of the Eddie Bauer Product is shown in Exhibit SI. 19, The Gap, Inc. (“Gap”) is a Delaware corporation with its principal place of business at 2 Folsom Street, San Francisco, California 94105. On information and belief, Gap makes in China, has others make in China, exports from China into the United States, and imports from China certain denim garments that are made by methods that are claimed in the Patents-in-Suit. Gap also operates multiple retail stores across the United States, See Gap Store Locator, [Link] [Link]/customerService/[Link]?mlink=39813,6836749, StoreLocator&eli k=6836749 (last visited July 14, 2014). Specifically, Gap sells to retail customers and/or wholesalers within the United States imported, infringing garments including the Gap Floral Print Always Skinny Jeans (Item No. 600542) (“Gap Product”). A sample of the Gap Product is shown in Exhibit 53, 20, Guess?, Ine. (“Guess?”) is a Delaware corporation with its prinoipal placo of business at 1444 South Alameda Street, Los Angeles, California 90021. On information and belief, Guess? makes in Mexico, has others make in Mexico, exports from Mexico into the ‘United States, and imports from Mexico certain denim germents that are made by methods that are claimed in the Patents-in-Suit, Guess? also operates multiple retail stores across the United States, Guess? Store Locator, [Link]/en/StoreL ocator (lest visited July 14, 2014). Specifically, Guess? sells to retail customers and/or wholesalers within the United States imported, inftinging products including Guess? Alameda Slim Fit Shorts — Hickory Wash (Style No. M41AQIDIA91) (“Guess? Product”), A sample of the Guess? Product is shown in Exhibit SK.21, H&M Hennes & Mauritz AB is a Swedish company with its principal place of business at Master Samuelsgatan 46A, SE-106 38 Stockholm, Sweden. H&M Hennes & Mauritz LP is a New York company with a business address at 110 Fifth Avenue, 11" Floor, ‘New York, New York 10011, H&M Hennes & Mauritz AB and H&M Hennes & Mauitz LP are collectively referred to as “H&M.” On information and belief, H&M makes in Turkey, has others make in Turkey, exports from Turkey into the United States, and imports from Turkey certain denim garments that are made by methods that are claimed in the Patents-in-Suit, H&M also operates multiple stores across the United States. See H&M Store Locator, bttp:/[Link]/us/store-locator (last visited July 15, 2014). Specifically, H&M sells to retail customers and/or wholesalers within the United States imported, infringing garments including the H&M Boyfriend Low Waist Tapered Leg (“H&M Product”), A sample of the ‘H&M Product is shown in Exhibit SL. 22, Roberto Cavalli S.p.A. d/b/a Just Cavalli (“Just Cavalli") is an Ttalian company with its principal place of business at Piazza San Babila 3 - 0122 Milan, Italy. On information and belief, Just Cavalli makes in Romania, has others make in Romania, exports from Romaaia into the United States, and imports from Romania certain denim garments that are sade by methods that are claimed in the Patents-in-Suit. Just Cavalli operates two retail stores, one at One Borgata Way, Atlantic City, New Jersey, and a second at 434 West Broadway, New York, New York. Roberto Cavalli Store Locator, httpy/[Link]/store locator! (last visited July 15, 2014), Specifically, Just Cavalli sells to retail customers and/or wholesalers within the United States imported, inftinging garments including the Just Cavalli Laser Croc Denim Shirt (“Just Cavalli Product”). A sample of the Just Cavalli Product is shown in Exhibit 5M.23. Koos Manufacturing, Inc. d/b/a AG Jeans and Big Star Jeans (“Koos”) is a California corporation with its principal place of business at 2741 Seminole Avenue, South Gate, California 90280. On information and belief, Koos makes in Mexico, has others make in Mexico, ‘exports from Mexico into the United States, and imports from Mexico certain denim garments that are made by methods that are claimed in the Patents-in-Suit. Koos also operates multiple retail stores across the United States under the AG Adriano Goldschmied name. AG Jeans Store Locator, http:/[Link]/store/[Link] (last visited July 15, 2014), Specifically, Koos sells to retail customers and/or wholesalers within the United States imported, infringing garments including the AG Jeans, The Matchbox — Skinny Straight LON (Style No. 1131JMALON) and the Big Star— Alex Skinny Pattern Jeans (Style No, SWALXFS) (collectively “Koos Products”), Samples of the Koos Products are shown in Exhibit SN and 50. 24, — Levi Strauss & Co. (“Levi's”) is a Delaware corporation with its principal place of business at 1155 Battery Street, San Francisco, California. On information and belief, Levi’s makes in Mexico, has others make in Mexico, exports from Mexico into the United States, and imports from Mexico certain denim garments that are made by methods that are claimed in the Patents-in-Suit. Levi's also operates multiple stores across the United States. See Levi’s Store Locator, [Link]/storeLocator/ (last visited July 14, 2014). Specifically, Levi's sells to ‘retail customers and/or wholesalers within the United States imported, infringing garments including Levi’s 501 Original Fit Broken Black (Item No. 005011480) (“Levi's Product”). A sample of the Levi’s Product is shown in Exhibit 5P. 25. — Lucky Brand Dungarees, Inc. (“Lucky”) is a Delaware corporation with its principal place of business at 540 South Santa Fe Avenue, Los Angeles, California 90013. On information and belief, Lucky makes in Mexico, has others make in Mexico, exports from 10Mexico into the United States, and imports from Mexico certain denim garments that are made by methods that are claimed in the Patents-in-Suit, Lucky also operates multiple retail stores aoross the United States. Lucky Brand Store Locator, [Link] (last visited July 15,2014). Specifically, Lucky sells to retail customers and/or wholesalers within the United States imported, infringing garments including the Lucky Brand 363 New Vintage Straight Jeans (Style No. 7M11649) (“Lucky Product”). A sample of the Lucky Product is shown in Exhibit 5Q. 26, Fashion Box S.p.A. d/b/a Replay Jeans (“Replay”) is an Italian company with its principal place of business at Via Marcoui 1 - 31011 Localita Casella, Asolo (Treviso) Italy. On information and belief, Replay makes in Tunisia, has others make in Tunisia, exports fiom Tunisia into the United States, and imports from Tunisia certain denim garments that are ‘made by methods that are claimed in the Patents-in-Suit, On information and belief, Replay previously operated retail stores at 860 Collins Avenue, Miami Beach, Florida 33139 and 109 Prince Street, New York, New York 10012, Specifically, Replay solls to retail customers and/or wholesalers within the United States imported, inftinging garments including the Replay Re- Army 335 906 — Slim Bootcut Fit Jeans (Item Number WV676.000.335 906) (“Replay Product”), A sample of the Replay Product is shown in Exhibit SR. 27. VF Corporation d/b/a 7 for All Mankind (“VE") is a Pennsylvania corporation with its principal place of business at 105 Corporate Center Boulevard, Greensboro, North Carolina 27408, On information and belief, VF makes in Mexico, has others make in Mexico, exports from Mexico into the United States, and imports from Mexico certain denim garments that are made by methods that are claimed in the Patents-in-Suit. VF also operates multiple stores in the United States under the 7 for All Mankind name. 7 for All Mankind Store uLocator, [Link] (last visited July 15, 2014), Specifically, VF sells to retail customers and/or wholesalers within the United States imported, infringing garments including the Seven for All Mankind Austyn Jeans (Item No. JTA0467028) (“VE Product”), A sample of the VF Product is shown in Exhibit $S, IIL THE PATENTS AT ISSUE A. The '444 Patent — Laser Method tem of Scribing Graphics 28. The '444 Patent, entitled “Laser Method and System of Scribing Graphics,” was issued to Costin on November 23, 1999. A certified copy of the "444 Patent is attached to the Complaint as Exhibit 1A, U.S. Application No, 08/729,493, which issued as the ’444 Patent, was filed on October 11, 1996 and claims priority es a continuation-in-part to U.S. Patent Application No. 08/550,339. The "444 Patent has 72 claims including 19 independent claims. RevoLaze became the owner of the 444 Patent by assignment. Exhibit 2A. 29, Complainants have filed a certified copy and three additional copies of the prosecution history for the 444 Patent as Appendix A. Complainants have filed four copies of ‘each patent and technical reference identified in the prosecution history of the application from which the "444 Patent issued as Appendix B. B. The 602 Patent — Marking of Fabrics and Other Materials Using a Laser 30. The “602 Patent, entitled “Marking of Fabrics and Other Materials Using a Laser,” was issued to Costin on October 31, 2000. A certified copy of the *602 Patent is attached to the Complaint as Exhibit 1B. U.S. Application No. 08/844,114, which issued as the "602 Patent, was filed on April 29, 1997, The ’602 Patent hes 154 claims including 22 independent claims, RevoLaze became the owner of the °602 Patent by assignment, Exhibit 2B. 1231, Complainants have filed a certified copy and three additional copies of the prosecution history for the 602 Patent as Appendix C, Complainants have filed four copies of each patent and technical reference identified in the prosecution history of the application from which the °602 Patent issued as Appendix D. c : t— Laser Method of Soribing Graphics 32, The "196 Patent, entitled “Laser Method of Scribing Graphics,” was issued to Costin, etal. on une 26, 2001. A certified copy of the 196 Patent is attached to the Complaint as Exhibit IC. U.S. Application No. 09/390,956, which issued as the "196 Patent, ‘was filed on September 7, 1999 and claims priority as a divisional application to U.S. Patent Application No. 08/729,493, which issued as the *444 Patent. The '196 Patent has 16 claims including six independent claims, RevoLaze became the owner of the *196 Patent by assignment. Exhibit 2c. 33. Complainants have filed a certified copy and three additional copies of the prosecution history for the *196 Patent as Appendix E. Complainants have filed four copies of each patent and technical reference identified in the prosecution history of the application from which the *196 Patent issued as Appendix F. D, The ’505 Patent — Laser Processi aterials Using Mathematical To: 34, The *505 Patent, entitled “Laser Processing of Materials Using Mathematical Tools,” was issued to Martin on December 16, 2003. A cettified copy of the "505 Patent is attached to the Complaint as Exhibit ID. U.S. Application No. 09/730,497, which issued as the °505 Patent, was filed on December 5, 2000 and claims priority to Provisional U.S. Patent Application No. 60/169,096, The *505 Patent has 115 olaims including nine independent claims, RevoLaze became the owner of the °505 Patent by assignment. Exhibit 2D. 1335. Complainants have filed a certified copy and three additional copies of the prosecution history for the *S05 Patent as Appendix G. Complainants have filed four copies of each patent and technical reference identified in the prosecution history of the application from which the *505 Patent issued as Appendix H. E, The ’972 Patent Material Surface Processing wit {thas a Scan ‘Modulated Effective Power fo Achieve Multiple Worn Looks 36. ‘The 972 Patent, entitled “Material Surface Processing with a Laser that hhas a Scan Modulated Effective Power to Achieve Multiple Worn Looks,” was issued to Martin, etal. on November 16, 2004. A certified copy of the °972 Patent is attached to the Complaint as Exhibit LE. U.S. Application No. 09/653,997, which issued as the °972 Patent, was filed on September 1, 2000 and claims priority to Provisional U.S. Patent Application No, 60/157,904. The '972 Patent has 95 claims including 12 independent claims, [Link] became the owner of the "972 Patent by assignment, Exhibit 26. 37, Complainants have filed a certified copy and three additional copies of the prosecution history for the "972 Patent as Appendix I. Complainants have filed four copies of ‘each patent and technical reference identified in the prosceution history of the application from which the °972 Patent issued as Appendix J. F. The '815 Patent —Denim Designs from Laser Soribing 38, The '815 Patent, entitled “Denim Designs from Laser Scribing,” was issued to Costin on February 22,2005. A certified copy of the ’815 Patent is attached to the Complaint as Exhibit IF. U.S. Application No, 10/319,163, which issued as the '815 Patent, was filed on December 14, 2002 and claims priority as a continuation of U.S. Application No. 09/408,131 and to Provisional U.S. Patent Application No. 60/102,363. The '815 Patent has 17 14claims including three independent claims. RevoLaze became the owner of the '815 Patent by assignment. Exhibit 2F. 39, Complainants have filed a certified copy and three additional copies of the prosecution history for the °815 Patent as Appendix K, Complainants have filed four copies of ‘each patent and technical reference identified in the prosecution history of the application from which the *815 Patent issued as Appendix L. G. Foreign Counterparts 40. The Patents-in-Suit have the following foreign counterpart patents or patent applications: «The "444 Patent - PCT Publication No, 1997/016279, Canadian Patent App. No. 2236480 (abandoned), European Patent No. 0954404 (Nationalized in Italy, Spain, France, Germany, Great Britain, and Ireland; currently undergoing opposition proceedings before the European Patent Office), Mexican Patent No, 204894 (expired), Australian Patent App. No, 19960074655 (abandoned); ‘+ The ’602 Patent—None; «The °196 Patent - The *196 Patent is a divisional application filed from the *444 Patent, The foreign counterparts to the °196 Patent are the same as those filed from the "444 Patent; ‘© The °505 Patent — PCT Publication No. 2001/042554, Australian Patent App. No, 200100471 19 (abandoned); + The ’972 Patent - PCT Publication No, 2001/025824, Turkish Patent No. 200201254 (issued), Chinese Patent No. 08816659.5 (issued), Mexican Patent No. 237135 (issued), Mexican Patent No. 202403 (abandoned), Australian Patent App. 1s‘No, 20000077306 (abandoned), Canadian Patent No. 2386786 (abandoned), European Patent Publication No. 1242962 (withdrawn from examination), Japanese Patent App. No, 2003511242 (abandoned), South Korean Patent No. 564715 (abandoned); © The 815 Patent—None. H. Licensees 41, The Asserted Patents are currently licensed to Lear Corporation; Green Bay Decking LLC; GST AutoLeather, Inc.; Nike, Inc.; DVUV, LLC; and Fins Denim Co. The Asserted Patents were previously licensed to GFSI, Inc. (Gear for Sports); Sights Denim Systems; ‘Taylor Togs, Ine; Final Finish Loundry, and VF Corporation, but these licenses are no longer in force, I. Non-Technical Description of the Patented Technologies 42, For the last two deoades, the denim market has demanded jeans with a ‘worn appearance. This is achieved by abrading the denim jeans along the thighs and buttocks to give the appearance of jeans that have been worn for a long period of time. ‘The process of choice to create this abraded or worn look had been the sandblast process, in which workers blast sand in the thigh and buttock areas to abrade the denim, In recent years, however, it has been confirmed that sandblasting denim can cause a disebling, and sometimes fatal, lung disease called silicosis for the workers. 43, Because of this deadly process, Turkey, once a predominant ‘manufacturing country for sandblasting denim jeans, has completely banned sandblasting denim country-wide. Furthermore, all major denim apparel companies, such as Levi's, Gap, VP, and H&M, have banned the use of sandblasting in the creation of denim jeans with a worn look. The 16‘two most acceptable alternative methods to create the worn look are hand sanding and laser abrading, This sandblasting ban has thus increased the demand for lasers to abrade denim to help satisfy the market demand for denim featuring the worn look. 44, Accordingly, denim apparel companies and their jean manufacturers are rapidly scaling up laser abrading processes to produce the denim with a worn look. ‘Complainants have developed laser technology to abrade denim and sought patent protection for their technology. 45. The ‘444 Patent is drawn to a method of scribing with a laser on material such as denim, Avoidance of undesired carbonization, melting or bum-through is achieved by controlling continuous power output, spot size of the laser beam on the material and speed of the laser relative to the material. 46. ‘The "602 Patent is drawn to a method and apparatus for forming a design con material such as denim with « laser, Speed of the faser relative to the material is controlled between a maximum speed that will provide a perceivable change to the material and a minimum speed below which carbonization, undesired burn-through or undesired melting will occur, 47, The’196 Patent is drawn to a method to prevent over etching of material such as denim with a laser. Before the laser beam is output, the laser is set in motion relative to the material so that it is moving when the beam is output to the material. 48. ‘The 972 Patent is drawn to a method and apparatus for changing the power of the laser beam “on the fly.” A worn look on jeans has areas, for example, in the middle that appear more worn or lighter than areas on the sides or margins thet appear less worn or darker, As the laser scribes the wom look it does so one line at a time (scan line), with each line above or below the next as the pattern is developed. The effective power output of the laser 7changes during the course of a single scan line to provide the variation in intensity to achieve the feathering or variation in color called for by the pattern design, 49. The °50S Patent is drawn to a method of forming images on a material such as denim with alaser. The images to be formed are subdivided into picture elements called pixels. Each specific pixel has an x,y coordinate and is associated with a color or grayscale, ach grayscale is associated with a specified amount of energy from the laser to achieve the grayscale. The amount of energy that is assigned to a grayscale is determined by a mathematical operation, 50, The ’815 Patent is drawn to laser scribing material such as denim. The ‘amount of energy applied by the leser is controlled to alter the surface chemistry of a denim article without undesirably damaging the denim article, ‘The laser thus modifies an entire width of the denim article. IV. THE PRODUCTS AT ISSUE ‘A. Complainants Products 51, Complainants are innovators in laser scribing of high quality graphies and patterns on a variety of materials including denim, cotton, polyester, nylon, and silk for use in apparel and upholstery, as well as in polymer composites and natural building materials, Complainants have spent years developing and licensing the technology to partners such as Lear Corporation, a global leader in automobile seating and upholstery, Nike, Inc., Green Bay Decking, a manufacturer of composite decking, DVUV, LLC, a manufacturer of powder coated. medium density fiberboard. See infra, Paragraphs 92 — 104 and associated Exhibits. B. Respondent's Infringing Products 52, Respondents are each manufacturers, retailers, and/or wholesalers who make or have made and sell denim garments abraded using the Complainants’ patented 18technology. After investigation, Complainants have reason to believe that the Respondents” garments are abraded using a CO: laser, Technical Declaration of Darryl Costin (“Costin Technical Declaration”), f¥ 8-31 (attached as Exhibit 36), in order to create designs on the ‘garments or to simulate worn sections that are desirable to consumers. On information and belief, Respondents process their garments using a laser system such as that created by Jeanologia~ GPK and Easy Laser. Declaration of William Murcia (“Murcia Declaration”), ff 7-11 (attached as Exhibit 37), V. UNLAWFUL AND UNFAIR ACTS OF THE RESPONDENTS A. AGF 53, A&P manufactures for import, has others manufacture for import, imports into the United States, offers for sale, and/or sells in the United States after importation inftinging denim garments including, but not limited to the A&F Product. The A&F Product is ‘manufactured by a method that infringes one or more of the Asserted Claims. On information and belief, the A&F Product includes laser abrasion pores formed from a CO laser using the patented method such as that used by Basy Laser and Jeanologia- GFK. Exhibit 364, Costin ‘Technical Declaration, | 12; Exhibit 37A, Murcia Declaration, fj 7-11. On information and belief, A&F uses Easy Laser and Jeanologia ~ GFK technology to manufacture its products. See Exhibit 35, Cynthia Martens, Jeanologia: Seeking a Friendlier Denim Finish, Women's Wear Daily (Nov. 9, 2011); Exhibit 35B, Jeanologia: Ultimate technology for jean finishing, The Indian Textile Journal (June 2012). 54, The A&F Product is made by a method inftinging the Asserted Claims. Claim charts applying the Asserted Claims to the A&F Product are attached es Exhibits 8A-8F. 19‘The claims charts demonstrate how the A&F Product meets every limitation of the Asserted Claims. B. American Eagle Outfitters 55, ABO manufactures for import, has others manufacture for import, imports into the United States, offers for sale, and/or sells inthe United States after importation inffinging denim garments including, but not limited to the AEO Product. The AEO Product is manufectured by a method that infringes one or more of the Asserted Claims. On information and belief, the ABO Product includes laser abrasion pores formed from a CO; laser using the patented method such as that used by Easy Laser and Jeanologia— GFK. Exhibit 36A, Costin ‘Technical Declaration, 13; Exhibit 37A, Murcia Declaration, $9 7-11. On information and belief, AHO uses Basy Laser and Jeanologia ~ GFK lasers and methods to create the AEO Product, See Exhibit 35C, Easy Laser, Our Customers. 56, The ABO Product is made by a method inftinging the Asserted Claims. Claim charts applying the Asserted Claims to the ABO Product are attached as Exhibits 9A-9F- ‘The claims charts demonstrate how the AEO Product meets every limitation of the Assorted. Claims. c BlankNYC 57. BlankNYC manufactures for import, has others manufactuse for import, imports into the United States, offers for sale, and/or sells in the United States after importation infringing denim garments including, but not limited to the BlankNYC Product. The BlankNYC Product is manufactured by a method that infringes one or more of the Asserted Claims, On information and belief, the BlankNYC Product includes laser abrasion pores formed from a COz 20laser using the patented method such as that used by Easy Laser and Jeanologia~ GFK, Exhibit 36A, Costin Technical Declaration, 14; Exhibit 37A, Murcia Declaration, 7-11. 58, The BlankNYC Product is made by a method inftinging the Asserted Claims. Claim charts applying the Asserted Claims to the BlankNYC Product are attached as Exhibits 10A-10F, The claims charts demonstrate how the BlankNYC Product meets every limitation of the Asserted Claims. D. Buckle 59, Buckle manufactures for import, has others manufacture for import, imports into the United States, offers for sale, and/or sells in the United States after importation infringing denim germents including, but not limited to the Buckle Product. ‘The Buckle Product is mamufactured by a method that inftinges one or more of the Asserted Claims. On information and belief, the Buckle Product includes leser abrasion pores formed from a CO» laser using the ‘patented method such as that used by Easy Laser and Jeanologia— GFK. Exhibit 36A, Costin Technical Declaration, 4 15; Exhibit 37A, Murcia Declaration, 7-11. On information and belief, Buckle uses Easy Laser and Jeanologia GFK lasers and methods to create the Buckle Product, See Exhibit 35D, Jeanologia dominates Mexican garment finishing market, fibre 2 fashion (Mar, 11, 2014). 60. The Buckle Product is made by a method infringing the Asserted Claims. Claim charts applying the Asserted Claims to the Buokle Product are attached as Exhibits 11A~ LIP. ‘The claims charts demonstrate how the Buckle Product meets every limitation of the Asserted Claims. anE, Buffalo 61. Buffalo manufactures for import, has others manufacture for import, imports into the United States, offers for sale, and/or sells in the United States after importation infringing denim garments including, but not limited to the Buffalo Product, The Buffalo Product is manufactured by a method that infringes one or more of the Asserted Claims. On information and belief, the Buffalo Product includes laser abrasion pores formed from a CO2 laser using the patented method such as that used by Easy Laser and Jeanologia - GFK. Exhibit 36A, Costin Technical Declaration, {] 16; Exhibit 37A, Murcia Declaration, ff 7-11. 62, — The Buffalo Product is made by a method infringing the Asserted Claims. Claim charts applying the Asserted Claims to the Buffalo Product are attached as Exhibits 12A- 12F, The claims charts demonstrate how the Buffalo Product meets every limitation of the Asserted Claims, F. [Reserved] 63, [Reserved]. 64, [Reserved]. G. Diesel 65, Diesel manufactures for import, has others manufacture for import, imports into the United States, offers for sale, and/or sells in the United States after importation infringing denim garments including, but not limited to the Diesel Product. The Diesel Product is manufactured by a method that infringes one or more of the Asserted Claims, On information and belief, the Diesel Product includes laser abrasion pores formed from a CO, laser using the patented method such as that used by Easy Laser and Jeanologia~GFK. Exhibit 36A, Costin ‘Technical Declaration, | 18; Exhibit 37A, Murcia Declaration, 7-11. On information and 22belief, Diesel uses Easy Laser and Jeanologia — GFK lasers and methods to create the Diesel Product, See Exhibit 35C, Easy Laser, Our Customers, 66. The Diesel Product is made by a method infringing the Asserted Claims. Claim charts applying the Asserted Claims to the Diesel Product are attached as Exhibits 14A~ 148, The claims charts demonstrate how the Diesel Product meets every limitation of the Asserted Claims. H, DLI961 67, DL1961 manufactures for import, has others manufacture for import, imports into the United States, offers for sale, and/or sells in the United States after importation inffinging denim garments including, but not limited to the DL1961 Product. The DL1961 Product is manufactured by a method that infringes one or more of the Asserted Claims. On information and belief, the DL1961 Product includes laser abrasion pores formed from a COp laser using the patented method such as that used by Easy Laser and Jeanologia- GFK. Exhibit 36A, Costin Technical Declaration, 19; Exhibit 37A, Murcia Declaration, 7-11. DL1961 admits that it uses Jeanologia ~ GFK equipment in the production of its jeans. Exhibit 35F, Panel: Industry Drives Sustainability Effort, Women’s Wear Daily at 8 (July 24, 2013) (‘DL1961 has employed both Lenzing fibers and, in its parent company’s plant in Pakistan, Jeanologia’s equipment.”), 68, The DL1961 Product is made by a method infringing the Asserted Claims, Claim charts applying the Asserted Claims to the DL1961 Product are attached as Exhibits 15A- 1SE. The claims charts demonstrate how the DL1961 Product meets every limitation of the Asserted Claims. 231 Eddie Bauer 69, Eddie Bauer manufactures for import, has others manufacture for import, imports into the United States, offers for sale, and/or sells in the United States after importation inftinging denim garments including, but not limited to the Eddie Bauer Product. The Eddie Bauer Product is manufactured by a method that infringes one or more of the Asserted Claims. On information and belief, the Eddie Bauer Product includes laser abrasion pores formed from a COplaser using the patented method such as that used by Easy Laser and Jeanologia — GFK. Exhibit 36A, Costin Technical Declaration, 420; Bxhibit 37A, Murcia Declaration, {ff 7-11. 70. ‘The Eddie Bauer Product is made by a method infringing the Asserted Claims, Claim charts applying the Asserted Claims to the Eddie Bauer Product are attached as, Exhibits 16A-16F, The claims charts demonstrate how the Eddie Bauer Product meets every limitation of the Asserted Claims. i Gap 71. Gap manufactures for import, has others manufacture for import, imports into the United States, offers for sale, and/or sells in the United States after importation inftinging denim garments including, but not limited to the Gap Product. The Gap Product is manufactured by a method that infringes one or more of the Asserted Claims. On information and belief, the Gap Product includes laser abrasion pores formed from a CO> laser using the patented method such as that used by Easy Laser and Jeanologia— GFK, Exhibit 364, Costin Technical Declaration, 21; Exhibit 37A, Murcia Declaration, §{] 7-11. On information and belief, Gap uses Easy Leser and Jeanologia - GFK lasers and methods to create the Gap Product. See Exhibit 35B, Jeanologia: Ultimate technology for jean finishing, The Indian Textile Journal (une 2012); Exhibit 35C, Easy Laser, Our Customers. 2472. The Gap Product is made by a method infringing the Asserted Claims. Claim charts applying the Asserted Claims to the Gap Product are attached as Exhibits 17A-17B. The claims charts demonstrate how the Gap Product meets every limitation of the Asserted Claims K. Guess? 73, Guess? manufactures for import, has others manufacture for import, imports into the United States, offers for sale, and/or sells in the United States after importation infringing denim garments including, but not limited to the Guess? Product, The Guess? Product is manufactured by a method that infringes one or more of the Asserted Claims. On information and belief, the Guess? Product includes laser abrasion pores formed from a COs laser using the patented method such as that used by Easy Laser and Jeanologia - GFK, Exhibit 364, Costin ‘Technical Declaration, 122; Exhibit37A, Murcia Declaration, $f] 7-11, On information end belief, Guess? uses Easy Laser and Jeanologia ~ GFK lasers and methods to create the Guess? Product. See Exhibit 35D, Jeanologia dominates Mexican garment finishing market, fibre 2 fashion (Mar, 11, 2014), 74, The Guess? Product is made by a method infringing the Asserted Claims, Claim charts applying the Asserted Claims to the Guess? Product are attached as Exhibits 18A~ 18F. The claims charts demonstrate how the Guess? Product meets every limitation of the Asserted Claims, lL. H&M 75, H&M manufactures for import, has others manufacture for import, imports into the United States, offers for sale, and/or sells in the United States after importation infringing denim garments including, but not limited to the H&M Product. The H&M Product is 25‘manufactured by a method that infringes one or more of the Asserted Claims. On information and belief, the H&M Product includes laser abrasion pores formed from a CO; laser using the patented method such as that used by Basy Laser and Jeanologia~ GFK, Exhibit 36A, Costin ‘Technical Declaration, 23; Exhibit 37A, Murcia Declaration, {] 7-11. On information and belief, H&M uses Easy Laser and Jeanologia ~ GFK technology to manufacture the H&M Product. See Exhibit 35A, Cynthia Martens, Jeanologie: Seeking a Friendlier Denim Finish, ‘Women’s Wear Daily (Nov. 9, 2011). 76. ‘The H&M Product is made by a method infringing the Asserted Claims. Claim charts applying the Asserted Claims to the H&M Product are attached as Exhibits 19A- 19F. The claims charts demonstrate how the H&M Product meets every limitation of the Asserted Claims. ‘M. Just Cavalli 71. Just Cavalli manufactures for import, has others manufacture for import, imports into the United States, offers for sale, and/or sells in the United States after importation inftinging denim garments including, but not limited to the Just Cavalli Product, The Just Cavalli Product is manufactured by a method thet infringes one or more of the Asserted Claims, On information and belief, the Just Cavalli Product includes laser abrasion pores formed from a CO; laser using the patented method such as that used by Easy Laser and Jeanologia — GFK. Exhibit 36A, Costin Technical Declaration, § 24; Exhibit 37A, Murcia Declaration, ff 7-11. 78, The Just Cavalli Product is made by a method infringing the Asserted Claims, Claim charts applying the Asserted Claims to the Just Cavalli Product are attached as Exhibits 20A-20F. The claims charts demonstrate how the Just Cavalli Product meets every limitation of the Asserted Claims. 26N. Koos 79. Koos manufactures for import, has others manufacture for import, imports into the United States, offers for sale, and/or sells in the United States after importation infringing denim garments including, but not limited to the Koos Products. The Koos Products are manufactured by a method that infringes one or more of the Asserted Claims, On information and belief, the Koos Products inolude laser abrasion pores formed from 2 COz laser using the patented method such as that used by Easy Laser and Jeanologia - GFK. Exhibit 36, Costin Technical Declaration, {ff 25-26; Exhibit 37A, Murcia Declaration, 7-11. On. information and belief, Koos uses Easy Laser and Jeanologia ~ GFK lasers and methods to create the Koos Products, See Exhibit 35D, Jeanologia dominates Mexican garment finishing market, fibre 2 fashion (Mar, 11, 2014). In addition, Koos has purchased Jeanologia equipment. Exhibit 35G, Ocean Bill of Lading for Koos (showing importation of Jeanologia equipment by Koos Manufacturing). On information and belief, Koos uses the Jeanologia equipment to manufacture the Koos Products, 80, The Koos Products are made by a method inftinging the Asserted Claims, Claim charts applying the Asserted Claims to the Koos Products are attached as Exhibits 21A- 21F and 22A-22P, The claims char's demonstrate how the Koos Products meet every limitation of the Asserted Claims, oO. Levi's 81. —_Levi’s manufactures for import, has others manufacture for import, imports into the United States, offers for sale, and/or sells in the United States after importation infringing denim garments including, but not limited to the Levi's Product, The Levi's Product is manufactured by a method that infringes one or more of the Asserted Claims. On information 27and belief, the Levi’s Product includes laser abresion pores formed from a CO2 laser using the patented method such as that used by Easy Laser and Jeanologia—GEK. Exhibit 36A, Costin Technical Declaration, 27; Exhibit 37A, Murcia Declaration, f¥/7-11. On information and belief, Levi's uses Easy Laser and Jeanologia — GFK lasers and methods to create the Levi's Product. See Exhibit 35C, Easy Laser, Our Customers. Levi's also provides instructions to its employees on a laser etching process “involv[ing] the use of lasers to fade dyes, giving garments a wom and abraded appearance. This technique may also be used to create faded images or letters.” Exhibit 35H, Environment, Health and Safety Handbook, Levi Strauss & Co. at 87 (v2.0 April 2007). 82, The Levi's Product is made by a method infringing the Asserted Claims. Claim charts applying the Asserted Claims to the Levi’s Product are attached as Exhibits 23A- 23F. ‘The claims charts demonstrate how the Levi's Product meets every limitation of the Asserted Claims. P. Lucky 83. Lucky manufactures for import, has others manufacture for import, imports into the United States, offers for sale, and/or sells in the United States after importation inftinging denim garments including, but not limited to the Lucky Product. The Lucky Product is mauufactured by a method that infringes one or more of the Asserted Claims. On information and belief, the Lucky Product includes laser abrasion pores formed from a CO> laser using the patented method such as that used by Easy Laser and Jeanologia—GFK. Exhibit 36A, Costin Technical Declaration, 128; Exhibit 37A, Murcia Declaration, ff 7-11. On information and belief, Lucky uses Easy Laser and Jeanologia ~ GFK lasers and methods to create the Lucky 28Product, See Exhibit 35D, Jeanologia dominates Mexican garment finishing market, fibre 2 fashion (Mar. 11, 2014), 84, The Lucky Product is made by a method infringing the Asserted Claims. Claim charts applying the Asserted Claims to the Lucky Product are attached as Exhibits 24A~ 24F. ‘The claims charts demonstrate how the Lucky Product meets every limitation of the Asserted Claims, Q Replay 85, Replay manufactures for import, has others manufacture for import, imports into the United States, offers for sale, and/or sells in the United States after importation inftinging denim garments including, but not limited to the Replay Product. The Replay Product is manufactured by a method that inftinges one or more of the Asserted Claims. Replay admits that it manufactures, has manufactured, and/or distributes these products using laser-abrading technology. Exhibit 7H, Replay Laserblast ~ Official Teaser Video available at hitps://www. youtube. com/watch?v=csHda3aE qikéuindex7 &list=PLFFES0865E37B4517. On information and belief, Replay uses Easy Laser and Jeanologia — GFK lasers and methods to create the Replay Product. Jd, On information and belief, the Replay Product includes laser abrasion pores formed from a CO; laser using the patented method such as that used by Easy Laser and Jeanologia~ GFK. Exhibit 36A, Costin Technical Declaration, § 29; Exhibit 37A, Murcia Declaration, $9]7-11. 86, The Replay Product is made by a method infringing the Asserted Claims. Claim charts applying the Asseried Claims to the Replay Product are attached as Exhibits 25A- 25P. The claims charts demonstrate how the Replay Product meets every limitation of the Asserted Claims, 29R. VFCorp. 87. VF manufactures for import, has others manufacture for impor, imports into the United States, offers for sale, and/or sells in the United States after importation infringing denim garments including, but not limited to the VF Product. The VF Product is manufactured by a method that infringes one or more of the Asserted Claims. On information and belief, the VF Product includes laser abrasion pores formed from a CO: laser using the patented method such as that used by Easy Laser and Jeanologia — GFK. Exhibit 36A, Costin ‘Technical Declaration, { 30; Exhibit 7A, Murcia Declaration, 7-11. On information and belief, VF uses Basy Laser and Jeanologia - GFK lasers and methods to create the VF Product. See Exhibit 35D, Jeanologia dominates Mexican garment finishing market, fibre 2 fashion (Mar. 11, 2014). 88. The VF Product is made by a method infringing the Asserted Claims, Claim charts applying the Asserted Claims to the VF Product are attached as Exhibits 26A-26P. The claims charts demonstrate how the VF Product meets every limitation of the Asserted Claims. VL SPECIFIC INSTANCES OF IMPORTATION AND SALE 89, Each Accused Product is marked as having been made outside of the ‘United States and was sold in the United States after importation or sold for importation into the United States. Exhibit 6A, Ripley Declaration ff 4-58. The A&F Product was manufactured in Guatemala. id. 6. The Koos Products, AEO Product, Buckle Product, Guess? Product, Levi's Product, Lucky Product, and VF Product were manufactured in Mexico. Id. ¥f] 9, 15, 36, 49, 52, and 58. The BlankNYC Product and Gap Product were manufactured in China. Jd. 4] 12 and 33. ‘The Buffalo Product was manufactured in Thailand. Jd. § 18. The Diesel Product was ‘manufactured in Italy. Jd, 424. The DL1961 Product was manufactured in Pakistan. Jd. 27. 30‘The Eddie Bauer Product was manufactured in Sri Lanka, Jd. 130. The H&M Product was manufactured in Turkey. Id. 4139. The Just Cavalli Product was manufactured in Romania. Id. 9142. The Replay Product was manufactured in Tunisia. Id. 55. ‘VI CLASSIFICATION OF THE INFRINGING PRODUCTS UND! HARMONIZED TARIFF SCHEDULE OF THE UNITED STATES, 90. The Accused Products are believed to fall within at least the following classifications of the harmonized tariff schedules of the United States: 6203.42.4011 and 6204,62.4011. These classifications are intended for illustrative purposes only and are not intended to restrict the scope or type of product accused of infringing the Asserted Patents, VI. RELATED LITIGATION 91. Complainant RevoLaze has filed complaints alleging patent infringement in the U.S. District Court for the Norther District of Obio on August 15, 2014, styled as RevoLaze, LLC, v. Abercrombie & Fitch Co. (Case No. 1:14-cv-01797-PAG), RevoLaze, LLC, vy, American Eagle Outtitters, Inc. (Case No, 1:14-ev-01799-PAG), RevoLaze, LLC, v. BBC Apparel Group, LLC, et al. (Case No, 1:14-cv-01800-DCN), RevoLaze, LLC, v. The Buckle, Ine. (Case No, 1:14-cv-01801-PAG), RevoLaze, LLC, v, Buffalo International ULC, et al. (Case No. 1;14-ev-01803-IG), [Link], LLC, v. Diesel S.p.A. (Case No, 1:14-ov-01806-DAP), RevoLaze, LLC, v. DL1961 Premium Denim Inc, (Case No, 1:14-cv-01807-DCN), RevoLaze, LLC, v, Eddie Bauer LLC (Case No, 1:14-cv-01809-DCN), RevoLaze, LLC, v. The Gap, Ino, (Case No, 1:14-cv-01821), RevoLaze, LLC, v. Guess?, Inc. (Case No. 1:14-cv-01818), RevoLaze, LLC, v. H&M Hennes & Mauritz AB, et al. (Case No. 1:14-ov-01812-PAG), RevoLaze, LLC, v. Roberto Cavalli S.p.A. (Case No. 1:14-cv-01819), RevoLaze, LLC, v. Koos Manufacturing, Ine. (Case No, 1:14-cv-01814), RevoLaze, LLC, v. Levi Strauss & Co. (Case No. 1:14-cv-01816), RevoLaze, LLC, v, Lucky Brand Dungarees, Inc. (Case No, 1:14-cv-01817), 3LRevoLaze, LLC, y, Fashion Box $.p.A. (Case No. 1:14-cv-01815), and RevoLaze, LLC, v. VF Corporation (Case No. 1:14-cv-01820), accusing each Respondent of infringing one or more of the Asserted Patents. IX. DOMESTIC INDUSTRY 92, A domestic industry exists and is in the process of being established within the United States as defined by 19 U.S.C. §§1337(a)(3)(A)-(C) relating to significant investments in plant and equipment, significant employment of labor and capital, and significant investment in the exploitation of the Asserted Patents, including engineering and development of domestic industry products. The identified domestic industry products covered by one or more Asserted Claim include the domestic industry of Complainants and their licensees. A. Technical Prong 93, RevoLaze is currently in the process of establishing a domestic industry by utilizing linear processing of rolls of denim or other materials using at least one embodiment of the invention as claimed in the "444 Patent, the 602 Patent, the °196 Patent, the ’505 Patent, the "972 Patent, and the °815 Patent. Complainants have attached claim charts detailing how the linear processing industry practices the Asserted Patents. Exhibits 27A-27F. 94, Complainants are currently in the process of developing a domestic. industry for sports apparel marking, By this industry, consumers will be able to purchase apparel having their favorite sports team’s logo, likeness, name, or other mark laser etched into an item of apparel. ‘The sports apparel marking process utilizes at least one embodiment of the invention as claimed in the "444 Patent, the 602 Patent, the "196 Patent, the *505 Patent, the "972 Patent, and the °815 Patent. Complainants have attached claim charts detailing how the sports apparel industry practices the Asserted Patents, Exhibits 28A-28F. 3295, — Complainants have licensed the claimed technology to Green Bay Decking LLC to scribe simulated wood grain patterns on composite decking to make it appear more realistic like natural wood decking. Exhibit 4D, Green Bay Deoking LLC License. The decking industry utilizes at least one embodiment of the invention as claimed in the 444 Patent, the °602 Patent, the ’196 Patent, the 505 Patent, the "972 Patent, and the "815 Patent. Complainants have attached claim charts detailing how the composite decking material industry practices the Asserted Patents. Exhibits 29A-29F. 96. Complainants have licensed the claimed technology to Lear Corporation to scribe graphics and patterns on automotive products. Exhibit 4C, Lear Corp. License. Lear's use of the patented technology for automotive cloth interiors utilizes at least one embodiment of the invention as olaimed in the 444 Patent, the °602 Patent, the °196 Patent, the ’505 Patent, the °972 Patent, and the °815 Patent. Complainants have attached claim charts detailing how Lear’s automotive upholstery industry practices the Asserted Patents. Exhibits 30A-30F, 97. Complainants have licensed the claimed technology to GST AutoLeather, Ine, to scribe graphics and pattems on leather upholstery products. Exhibit 4B, GST AutoLeather, Inc. License. GST"s use of the patented technology for leather upholstery utilizes at least one embodiment of the invention as claimed in the "444 Patent, the "602 Patent, the °196 Patent, and the °505 Patent, Complainants have attached claim charts detailing how GST*s leather upholstery industry practices the Asserted Patents. Exhibits 31A-31D. 98. Complainants have licensed the claimed technology to DVUV, LLC to soribe graphic and patterns on medium density fiberboard. Exhibit 4A, DVUV, LLC License. ‘The laser etched medium density fiberboard industry utilizes at least one embodiment of the invention as claimed in the 444 Patent, the "602 Patent, the "196 Patent, the ’505 Patent, and 33the °815 Patent. Complainants have attached claim charts detailing how DVUY's fiberboard industry practices the Asserted Patents. Exhibits 32A-32E. 99, RevoLaze is currently in the process of developing a domestic industry by utilizing high-speed laser abrasion of denim jeans using at least one embodiment of the invention as claimed in the '444 Patent, the °602 Patent, the °196 Patent, the "50S Patent, the °972 Patent, and the ’815 Patent, Complainants have attached claim charts detailing how the high-speed abrasion industry practices the Assorted Patents. Exhibits 33A-33F. B, Economie Prong 100, Both Complainants and their licensees have made in the past and are continuing to make substantial investments in plants and equipment, labor and capital, and exploitation of the Asserted Patents and products manufactured utilizing the methods and systems claimed in the Asserted Patents. See Exhibit 344, Domestic Industry Declaration of Darryl J. Costin, Ph.D, (“Costin Domestic Industry Declaration”) and associated Exhibits. 101. Specifically, RevoLaze has made significant investments to operate offices, research and development, and manufacturing facilities in Westlake, Ohio and St. Paul, Minnesota, In the Westleke, Ohio facility, Complainants operate approximately of office space and ofresearch and development space. Exhibit 34, Costin Domestic Industry Declaration, { 10. In the St, Paul facility, Complainants operate approximately of manufacturing and research and development space in conjunction with LasX Industries, Exhibit 34A, Costin Domestic Industry Declaration, 4 12-13. RevoLaze is in the process of opening a linear processing system at its Westlake facility for which approximately has been contracted for the development and initial operation of the linear processing system. Exhibit 34A, Costin Domestic Industry Declaration, 16. Overthe past five years, Complainants have also invested approximately for other laser equipment, manufacturing and office space, maintenance and repairs, and equipment rental, Exhibit 34A, Costin Domestic Industry Declaration, { 22. 102. RevoLaze, TechnoLines, their affiliates, and their licensees have invested significant resources in labor and capital as well. Between 2010 and 2014, they invested approximately for the research, development, and commeroialization of the petented technology including the various products identified in Exhibits 29A-29P, 30A-30F, 31A-3ID, 324-328, and 33A-33F. Exhibit 34A, Costin Domestic Industry Declaration, {| 30- 130, In addition, personnel costs between 2010 and May 31, 2014 have totaled epproximately for Complainants, Exhibit 344, Costin Domestic Industry Declaration, 29. 103. Complainants have worked to exploit the claimed technology continuously since the Asserted Patents were filed. Complainants have participated in numerous trade shows showcasing the patented technology at a cost of approximately over the past two years. Exhibit 344, Costin Domestic Industry Declaration, 136-63. Complainants have also licensed the Asserted Patents and Complainants’ technical know-how to multiple licensees over the course of the last several years, and are continuing to explore new market potential and partners, Exhibit 34A, Costin Domestic Industry Declaration $¥ 64-130. 104. Complainants have developed hundreds of graphic files for laser etching for numerous customers, including one or more of the Respondents, throughout Complainants history in response to sample requests, Exhibit 34A, Costin Domestic Industry Declaration 119-130. X. GENERAL EXCLUSION ORDER 105, There is a pattem of violation of the 19 U.S.C. § 1337, as evidenced by the large number of respondents, and it is difficult to identify all sources of infringing products. 35‘Many manufecturing fecilities in many different countries manufacture infringing garments for apparel companies, including the Respondents. It is dificult for Complainants to identify all apparel companies whose apparel is manufactured by the infringing processes. Likewise, itis difficult for Complainants to identify all manufacturing facilities that apparel companies use to manufacture infringing garments. Accordingly, Complainants request a general exclusion order be entered by the United States International Trade Commission. XL RELIEK REQUESTED 106. Complainants respectfully request that the United States International ‘Trade Commission: a) institute an immediate investigation pursuant to Section 337(b)(1) of the Tariff ‘Act of 1930 (19 U.S.C. § 1337(b)(1)) into the violations by Respondents of Section 337 arising from the unlawful importation into the United States, sale for importation, and/or sale within the United States after importation of Respondents denim garments that are ‘made and/or processed by methods that infringe the Asserted Claims of the Asserted Patents. b) schedule and conduct a hearing pursuant to Section 337(c) for purposes of receiving evidence and hearing argument whether there has been a violation of Section 337, end, following the hearing, determine that there has been a violation of Section 337; ¢) issue a permanent general exclusion order pursuant to 19 U.S.C. § 1337(€)(2)(B) forbidding entry into the United States of all denim garments ‘manufactured or processed by methods that infringe the Asserted Patents ; or, in the alternative; 364) issue a limited exclusion order pursuant to 19 U.S.C. §1337(¢)(1) forbidding entry of denim garments imported, sold for importation, or sold in the United State following importation by Respondents that infringe the Asserted Patents; ©) issue permanent cease-and-desist orders pursuant to 19 U.S.C. §1337(f) directing Respondents to cease and desist from the importation, sale, offer for sale, advertising, or solicitation for sale by Respondents of denim garments that are ‘manufactured or processed by methods that infringe one or more of the Asserted Patents; grant such other relief as the Commission deems just and proper based on the facts determined by the investigation. 37Dated: August 18, 2014 Respectfully submitted, Mark L. Hogge és Shailendra K. Maheshwari Steven J Stein Nicholes H, Jackson DENTONS US LLP 1301 K Street, N.W. 6th Floor, East Tower Washington, D.C. 20005 39VERIFICATION I, Darryl J. Costin, PhLD., declare under penalty of perjury and in accordance with 19 CER. §§ 210.4 and 210.12(9) that the following statements are true: 1, Lam CEO of RevoLaze LLC and am duly authorized to sign this complaint on behalf of Complainants; 2. Thave read the foregoing complaint; 3. Teertfy, to the best of my knowledge, information and belief, formed after reasonable inquiry that: a. the foregoing complaint is not being presented for an improper purposes >, the elaims and other legal contentions contained in the foregoing complaint are warranted by existing law; ©, the allegations and other factual contentions contained within the foregoing complaint have evidentiary support or, if specifically identified, are likely to have evidentiary support efter a reasonable opportunity to conduct, farther investigation or discovery. ‘Date: August 18, 2014 leet, Zz “ BB 39From: Darryl Costin darryi@[Link] Subject: "Something Bad in the Case” Dato: Docember 16,2014 a 1:48 Pra “To: Wiliam P. Fal, ut. warrel@longfordcapiacom, Michael A. Ncolas micoles@[Link] “Talked to Mark about Stove Stein's concern re "something bad inthe case", Mark has no knowledge of nhet tha coud posiby be andl ‘emphasized ithe know somotring ba, | wouls know a wel Darry Costin, Ph.0 (GEO, RevoLaze, Lic 20300 Clemens Wstake, OH 46145 440-517-0502 nn [Link] CCondentaly Notice: This transmission end any accompanying documents or atischments contin confidential iformation rom RlevoLaze, LLC which Is legally privleged, confidential and exemp rom disclosure under epolicebe law and executed confidentially agreement). you ae notte intended ripen, or tha employee ar agent responsibe for delivering te message fo the nionded recipen, you ae hereby Felli that any dsserination,cistbuton, forwarding, or copying of tis communication is sry prbibAed. Ut you have recaives this Communication fn err, please notty te sender immediatly by eal or by teleghone a (440}617-0502, and delete the orginal message Imnmedtey. Thank you Exhibit 9From: Michael A, Nicolae mnicolas@tongloréceptalcom ‘Subject: Mation to Compe! Date: December 16,2014 al 9:55 Pht “Tot mark hoggs@[Link], Shallendra K. Meheshvari shallendamaneshwar'@[Link], Ce: Wim P. Farol J wlarel@ionglordcepitalcom, Daryl Costin dary@[Link], Darryl J. Costin Jr. darrylk@[Link] Mark and Shalu: ‘We understand that one or more of the respondents in the ITC action have filed a motion to compel the production of our funding agreement with Revolaze and other related documents. We have not received a copy of that motion, nor were previously advised of its filing. We hope it g0¢s without saying that the requested documents, particularly the funding agreement, are highly confidential, Please provide us with a copy of the motion to compel as soon as possible, and advise us of the deadline for Revolaze to respond to the motion. Michael A. Nicolas Maneging Ditetor Longford Capital Management, LP 150 Nonh Michigan Avene Suite 2800 Chicago lilnos 60601 Phone (312) 212-8240 E-mail: mnicolasé@long(ordeapital com Exhibit 10Subject: RE: Motion to Compe! Date: December 17, 2014 at 10:41 AM “To: Michael A. Nicola (rnicolas@longtordcepltacom) mnicoles@[Link] Co: Darry Costin (daryi@[Link]) [Link], dary@[Link], wlarel@[Link], ‘Maneshivan, Shallngva K, shalendra mahoshwari@[Link], Hogge, Mark L. mark hogga@[Link] From: Norwood, Sharan It. [Link]@dentons com @ The attached is being sent at the request of Mark Hogge. 1: Michael A. Nicolas [[Link] “Tuesday, December 16, 2014 9:55 PM To: Hoage, Mark L.; Maheshwari, Shailendra K. Ce: William P, Farrell, Jr; Darryl Costin; Darryl J. Costin Jr Subject: Motion to Compel Mark and Shalu: ‘We understand that one or more of the respondents in the ITC action have filed a motion to compel the production of our funding agreement with Revolaze and other related documents. We have not received a copy of that motion, nor were previously advised of its filing. We hope it goes without saying that the requested documents, particularly the funding agreement, are highly confidential. Please provide us with a copy of the motion to compel as soon as possible, and advise us of the deadline for Revolaze to respond to the motion. Michael A. Nicolas Managing Director Longford Capital Management, LP 150 North Michigan Avenue Suite 2800 Chicago, Ilinois 60601 Phone: (312) 212-8240 E-mail: mnicolas@[Link] Website: www [Link] Exhibit 11CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER UNITED STATES INTERNATIONAL TRADE COMMISSION WASHINGTON, D.C. Before The Honorable Charles E. Bullock Chief Administrative Law Judge In the Matter of CERTAIN LASER ABRADED DENIM Investigation No, 337-TA-930 GARMENTS RESPONDENTS’ MOTION TO COMPEL COMPLAINANTS TO WITHDRAW CLAIMS OF PRIVILEGE AND WORK PRODUCT PROTECTION OVER DOCUMENTS PREVIOUSLY PRODUCED BY COMPLAINANTS AND TO PRODUCE CERTAIN DOCUMENTS REFERENCED THEREIN Pursuant to Commission Rule 210.15 and Ground Rules 3.1, 3.5, and 4.9.2, Respondents Abercrombie & Fitch Co., American Eagle Outfitters, Inc., The Buckle, Inc., Diesel S.p.A., The Gap, Inc., Guess?, Inc., H&M Hennes & Mauritz LP and H&M Hennes & Mauritz. AB, Koos Manufacturing, Inc., Levi Strauss & Co., Lucky Brand Dungarees, Inc., Roberto Cavalli $.p. and VF Corp. (collectively “Respondents”) respectfully move to compel RevoLaze, LLC and TechnoLines, LLC (collectively Complainants”) to withdraw their claims of privilege and work produet protection over certain documents that Complainants produced in this Investigation on October 20, 2014 and later “clawed back,” and to compel Complainants to produce certain documents referenced in one of the clawed back documents, Complainants originally produced all of the documents that are the subject of Respondents’ motion on October 20, 2014. Two days later Complainants sought to “clawback” 21 documents in that production, asserting that certain litigation funding documents and materials created by RevoLaze’s CEO, who is not an attomey, are privileged. Respondents believe that many of these materials are not privileged; Complainants’ privilege log omits the‘CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER key information required by G.R. 4.9.1 and Commission Rule 210.27(e) and fails to substantiate any claim of privilege. Respondents respectfully move for entry of an order compelling Complainants to re- produce three of the clawed back documents now referenced in Complainants’ privilege logs, including Complainants’ litigation funding agreement with Longford Capital. Respondents also move for entry of an order compelling Complainants to produce documents exchanged with Longford, as well as documents referenced in the litigation funding agreement, For the reasons described in the memorandum of points and authorities filed herewith, good cause exists for granting the relief sought by Respondents. Respondents’ Motion should be granted because Complainants have not met their burden of establishing that the challenged documents are privileged or subject to work product protection. Ground Rule 3.2 and 3.5 Certification Respondents certify that they have made reasonable, good faith efforts to resolve the issues that are the subject of this motion at least two business days prior to the filing of this motion. The parties have met and conferred about the relief sought by way of this motion, including during a meet-and-confer on October 29, 2014, a Discovery Committee Call held on October 31, 2014, and meet-and-confers on November 5, 2014, November 13, 2014, and November 19, 2014 respectively, in addition to in correspondence. The parties participated in a final meet-and-confer on December 2, 2014, and the parties agreed on the call to file briefs regarding the issues discussed. Complainants agreed that Respondents could file their opening brief on December 11, 2014, It is Respondents’ understanding that Complainants oppose this motion. The Staff reserves its position until the motion is filed.CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER Dated: December 11, 2014 Respectfully submitted, (1 Gene W. Lee Stephen J. Rosenman Peter M. Brody Ropes & Gray LLP ‘One Metro Center 700 12th Street NW, Suite 900 Weshington, DC 20005 Telephone: (202) 508-4600 Facsimile: (202) 508-4650 Gene W. Lee Ropes & Gray LLP 1211 Avenue of the Americas New York, NY 10036 Telephone: (212) 596-9000 Facsimile: (212) 596-9090 Counsel for Respondent American Eagle Outfitters, Inc. ALAndrew F Pratt ‘Andrew F. Pratt Adam R. Hess Matthew R. Farley VENABLE LLP 575 Tih Street, N.W. Washington, DC 20004-1604 ‘Telephone: (202) 344-4481 Counsel for Respondents Abercrombie & Fitch Co. and Roberto Cavalli S.p.A.CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER 4 Gianni Cuwri Gianni Cutri KIRKLAND & ELLIS LLP 300 North LaSalle Street Chicago, IL 60654 Telephone: (312) 862-2000 Facsimile; (312) 862-2200 Mike De Vries KIRKLAND & ELLIS LLP 333 South Hope Street Los Angeles, CA 90071 Telephone: (213) 680-8400 Faesimile: (213) 680-8500 D. Sean Trainor KIRKLAND & ELUS LLP 655 Fifteenth Street, N.W. Washington, DC 20005 Telephone: (202) 879-5000 Facsimile: (202) 879-5200 Jared Barcenas KIRKLAND & ELLIS LLP 601 Lexington Avenue New York, NY 10022 Telephone: (212) 446-4800 Facsimile: (212) 446-4900 Counsel for Respondent The Buckle, Inc. Ll Alper Ertas Anthony V. Lupo Anthony Shaw Alper Ertas ARENT Fox LLP 1717 K Street, NW Washington, DC 20036-5342 Telephone: (415) 757-5500 Counsel for Respondent Diesel, S.p.A.CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER be. inden Michelle Mancino Marsh Kenyon & KENYON LLP One Broadway New York, NY 10004-1007 Telephone: (212) 425-7200 Facsimile: (212) 425-5288 Marcia H. Sundeen Aimee N. Soucie Kenyon & Kenyon LLP 1500 K Street, N.W. ‘Washington, DC 20005-1257 Telephone: (202) 220-4200 Facsimile: (202) 220-4201 Megan Whyman Olesek KENYON & KENYON LLP 1801 Page Mill Road, Suite 210 Palo Alto, CA 94304 Telephone: (650) 384-4700 Facsimile: (650) 384-4701 Counsel for Respondent The Gap, Ine. (s/ Laura J, Cunningham Stephen R. Smith Leura J. Cunningham Rose S. Whelan CooLey LLP 1299 Pennsylvania Avenue, NW, Suite 700 ‘Washington, DC 20004 Telephone: (202) 842-7800 Facsimile: (202) 842-7899 Counsel for Respondent Guess?, Ine.CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER ol. iordan Staci Jennifer Riordan NIXON PeaBooy LLP 555 West Fifth St., 46th Floor Los Angeles, CA 90013-1010 Telephone: (213) 629-6041 Facsimile: (844) 722-9604 Counsel for Respondents H&M Hennes Mauritz L.P. and H&M Hennes & Mauritz AB 49 Brian K, Brookey Brian K. Brookey Steven E. Lauridsen Tucker BLU LLP 515 South Flower Street, Forty-Second Floor Los Angeles, CA 90071-2223 Telephone: (213) 430-3400 Facsimile: (213) 430-3409 Counsel for Respondent Koos Manufacturing, Inc.CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER ‘(1 Paul M. Bartkowskt Louis S. Mastriani Paul M, Bartowski Thomas R. Bums, Ir. ADDUCT, MasTRIANt & SCHAUMBERG, LLP 1133 Connecticut Avenue, NW, 12th Floor Washington, DC 20036 Telephone: (202) 467-6300 Facsimile: (202) 466-2006 Robert A. McFarlane Russell C. Petersen Ronald 8. Wynn Samantha D. Wolff Christopher S, Walters Janie L. Thompson HANSON BRIDGET LLP 425 Market Street, 26th Floor San Francisco, CA 94105 Telephone: (415) 777-3200 Facsimile: (415) 541-9366 James G. Gilliland Jr. Joshua B. Pond Matthew C, Holohan Laura K. Mullendore KILPATRICK TOWNSEND & STOCKTON LLP 607 14th Street, N.W. Washington, DC 20005 ‘Telephone: (202) 508-5800 Facsimile: (202) 508-5858 Counsel for Respondents Levi Strauss Co.CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER 4/Shane EB, Olafio Barbara A. Murphy James B. Altman Susan Koegel Kandis C. Gibson Foster, MurPHY, ALTMAN & NICKEL, PC 1899 L Street, N.W., Suite 1150 Washington, DC 20036 Telephone: 202-822-4100 Facsimile: 202-822-4199 Michael McCue Lewis Roca ROTHGERBER LLP 3993 Howard Hughes Pkwy., Suite 600 Las Vegas, NV 89169 Telephone: 702-949-8200 Facsimile: 702-949-8398 Sean D. Garrison Shane E. Olafson ‘W. Brent Rasmussen Lewis ROCA ROTHGERBER LLP 201 East Washington Street, Suite 1200 Phoenix, AZ 85004 Telephone: (602) 262-5311 Facsimile: (650) 384-4701 Counsel for Respondent Lucky Brand Dungarees, Inc. 4s/ Michael B. Schonberg Bruce 8. Sostek Michael E. Schonberg Vishal Patel THOMPSON & KNIGHT LLP One Arts Plaza 1722 Routh St., Suite 1500 Dallas, TX 75201 Telephone: (214) 969.1700 Facsimile: (214) 969.1751 Counsel for Respondent VF Corp.CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER UNITED STATES INTERNATIONAL TRADE COMMISSION WASHINGTON, D.C. Before The Honorable Charles E. Bullock Chief Administrative Law Judge In the Matter of CERTAIN LASER ABRADED DENIM Sn eae GARMENTS RESPONDENTS’ MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT OF THEIR MOTION TO COMPEL COMPLAINANTS TO WITHDRAW CLAIMS OF PRIVILEGE AND WORK PRODUCT PROTECTION OVER DOCUMENTS PREVIOUSLY PRODUCED BY COMPLAINANTS AND TO PRODUCE CERTAIN DOCUMENTS REFERENCED THEREINCONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER 1. INTRODUCTION Complainants seek to preclude relevant, responsive documents from being used in this proceeding. To do so, Complainants rely on an amalgam of unsupported privilege assertions, rolling “clawback” requests, and deficient privilege logs. But Complainants’ true goal is to insulate documents that may be harmful to their case from this investigation and to stymie Respondents’ efforts to explore certain defenses to Complainants’ allegations and to identify knowledgeable witnesses and relevant information. Complainants’ tactics should be rejected because: With respect to “Litigation Funding” materials that describe an arrangement whereby third parties are funding Complainants’ patent infringement campaign, Complainants have failed to meet their burden to substantiate that those materials are privileged and not business, diligence and financial information exchanged between parties negotiating at arms-length for a cut of ‘Complainants’ hoped-for recovery from Respondents, As for the “Financial Projections” prepared by RevoLaze’s CEO, although Complainants assert that this document was prepared at the direction of counsel, they cannot identify any attorney that supposedly gave such direction, Complainants have failed to meet their burden that the Financial Projections are attorney work product, as claimed, rather than the the musings of RevoLaze’s CEO over his potential recovery from Complainants’ third-party funded litigation campaign —as the log entry suggests. ‘As for the “Domestic Industry Document,” which like the “Financial Projections” document, Complainants allege was prepared by RevoLaze’s CEO at the direction of counsel, Complainants again cannot identify which attorney supposedly did so, insisting that it must have been one of Complainants’ current lawyers but failing to specify which one, Here agein,CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER Complainants have feiled to meet their burden that the Domestic Industry Document is attorney work product, as claimed, rather than the RevoLaze CEO's own personal writings. Hl, FACTUAL BACKGROUND On September 24, 2014, Respondents jointly served a first set of requests for production seeking documents from Complainants covering a broad range of topics. See Excerpt of Respondents? First Set of Joint Requests for Production of Documents and Things to Complainant RevoLaze, LLC (Ex. 1); Excerpt of Respondents’ First Set of Joint Requests for Production of Documents and Things to Complainant TechnoLines, LLC (Ex. 2). On October 20, 2014, RevoLaze and TechnoLines served identical written responses to Respondents’ requests and produced 8,050 documents (hereinafter “Initial Production”). See Excerpt of RevoLaze’s Responses to Respondents’ First Set of Joint Requests for Production of Documents and Things to Complainant RevoLaze, LLC (Ex. 3); Excerpt of TechnoLines’ Responses to Respondents’ First Set of Joint Requests for Production of Documents and Things to Complainant TechnoLines, LLC (Ex. 4) Complainants then served three different clawback requests related to this same Initial Production, first on October 22, 2014, and then again on November 6, 2014 and November 10, 2014- clawing back over 130 documents. See Ex. 5, N. Jackson Oct. 22, 2014 Letter (hereinafter “First Clawback Request”); Ex. 6, N. Jackson Nov. 6 Letter (hereinafter “Second Clawback Request”); Ex, 7, N. Jackson Nov. 10 Letter (hereinafter “Third Clawback Request”). As Complainants’ clawbacks have occurred in serial, piece-meal fashion, Complainants’ privilege logs have been served in the same way. To date, Complainants have served seven 1 Respondents reserve the right to argue in subsequent briefing that Complainants waived any privilege or other protection claimed with respect to documents in the Initial Production, including because reasonable steps were not taken to prevent disclosure of these documents. vCONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER different privilege logs, each having different subsets of information related to clawback documents, and additional documents Complainants are withholding. See, e.g., Ex. 8, G. Cutri Nov. 17, 2014 Letter, The parties have met and conferred about the serial clawback requests and privilege logs on six separate occasions, ‘spanning October 29, 2014 through December 2, 2014. These discussions were necessary because of Complainants’ repeated “amendments” to their privilege log. Throughout that process, Respondents repeatedly pressed Complainants to disclose all information that they intended to present concerning their assertions of attorney-client privilege and work product protection over these documents, Ex. 8, G. Cutri Nov. 17, 2014 Letter, As of the final meet-and-confer, Respondents ate unable to determine which of Complainants’ privilege logs, if any, reflect the full extent of the documents Complainants have clawed back and/or withheld from Respondents, but the present motion focuses on two of the seven logs that Complainants served subsequent to or in tandem with their three clawback requests: (1) the November 3, 2014 Log (“Nov. 3 Log”), attached as Exhibit 9; and (2) the November 6, 2014 Log (“Nov. 6 Log”), attached as Exhibit 10? Complainants agreed that Respondents could file their opening brief on December 11, 2014. Ex. 11 G. Cutri Dec. 4, 2014 Email. ? Complainants served their sixth and seventh privilege logs on November 26, 2014 and December 2, 2014 respectively. These were served several weeks after the due date required by 210.27(@), and more than a week after the November 18, 2014 deadline extension that Respondents granted Complainants, Ex. 8, G. Cutri Nov. 17, 2014 Letter. Moreover, these late-served logs make conclusory additions to several privilege log entries but do not alter the substance at issue here. Accordingly, Respondents do not agree that these late-served logs are operative, and object to any attempt by Complainants to rely on them. 3CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER Ii. ARGUMENT A. Complainants Have Failed to Establish That Certain “Clawed Back” Documents are Privileged Complainants bear the burden of establishing their “clawed back” documents are privileged. Certain Wiper Blades, inv. No. 337-TA-816, Order No. 32, 2012 WL 3058166, at *2 Guly 12, 2012). If Complainants do “not provide sufficient detail to demonstrate fulfillment of all the legal requirements for application of the privilege, (their] claim will be rejected.” Certain Hydraulic Excavators and Components Thereof, Inv. No. 337-TA-582, Order No, 23, 2007 WL. 806657, at *6 (Mar. 2, 2007). Here, Complainants have not met their burden of establishing that several of the documents clawed back and then logged on their November 3 and November 6 privilege logs are attomey-client privileged or subject to attorney work product protection. ‘Accordingly, Respondents’ Motion should be granted and Complainants should be compelled to produce these documents, 1. The Longford Capital Litigation Funding Agreement Complainants have not met their burden of establishing that Complainants’ litigation funding agreement with Longford Capital Funding (“LCF”) (“LCF Funding Agreement”) is entitled (0 attorney-client privilege, common interest privilege, or work product protection as Complainants claim? As an initial matter, the LCF Funding Agreement is responsive to numerous of Respondents’ Requests for Production, including without limitation, Request for Production No. 19 (“Al documents and things relating to the ownership, title, transfer, or assignment of any interest in any Asserted Patent and Related Patents to or from 3 The LCF Funding Agreement is Exhibit 12 hereto. On November 3, 2014 Complainants re~ produced the LCF Funding Agreement for the purpose of allowing the Respondents to assess Complainants? privilege and work product assertions, Ex. 8, G. Cutri Nov. 17, 2014 Letter. Complainants also indicated that Respondents are permitted to refer to the contents of the Funding Agreement in any correspondence or briefing related to their privilege and work product assertions, notwithstanding 20 of the parties’ procedural stipulation. Id. 4CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER {Complainants}, including all documents and things relating to Prior Owners, showing when and how rights were acquired, by and from whom, and on what terms.”), Request for Production No. 20 (“Ail documents related to the acquisition of any of the Asserted Patents or Related Patents or patent applications, or to the acquisition of any ownership or financial interest in any of the Asserted Patents or Related Patents, at any time by any person or entity, including without limitation such acquisition by TechnoLines and such acquisition by any Prior Owner.” 3 see also Request for Production Nos. 34 and 84. Ex. 3 (emphasis added); Ex. 4 (emphasis added). As discussed in detail below, the LCF Funding Agreement is not a privileged communication between Complainants and their counsel but instead a business agreement negotiated at arm's length between Complainants and LCF for a cut of the proceeds from this litigation, Nor is the LCF Funding Agreement protected by a common interest privilege, as Complainants and LCF shared no common legal interest at the time of the LCF Funding Agreement. Any interest they shared was solely commercial and not subject to common interest protection. The LCF Funding agreement also is not attorney work product, as it contains financial terms and the details govemning the parties’ relationship, not the strategies and “mental processes” of Complainants’ attorneys. In the mid-1990s, Darryl Costin incorporated TechnoLines to try to commercialize certain laser products. Mr. Costin ultimately failed in his efforts to do so and, by late 2010, TechnoLines was essentially non-operative with no true source of revenue. In light of this failure, Mr. Costin reformed TechnoLines into “RevoLaze,” a patent assertion entity that Mr. Costin hoped could monetize certain patents, including those asserted here. However, because neither RevoLaze nor TechnoLines have any substantial revenue, Mr. Costin needed capital to fund his monetization project.CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER Mr. Costin turned to LCF, which bills itself as a “a private investment company” that “fund[s] attomeys* fees and other costs necessary to pursue claims in retum for a share of a favorable settlement or award.” See Ex. 13, (LCF Frequently Asked Questions Webpage, http:/[Link]/ongford-capital/frequently-asked-questions). According to LCF, its approach is to “treat legal claims as discrete assets capable of being partially or completely financed.” Jd, Here, assuming LCF acted in accordance with the procedures set forth on its website, LCF undertook a “two-stage underwriting process” to evaluate Mr. Costin’s infringement claims and, in doing so, used a “due diligence process.” Id. This due diligence process seems to have involved the exchange of numerous documents that Mr. Costin provided to convince LCF to invest in his patent infringement campaign against Respondents. Specifically, Mr, Costin hoped that LCF would conclude that a campaign against Respondents involved “$25 million to more than $1 billion in controversy.” Id. Mr, Costin, on behalf of RevoLaze, agreed to give LCF “complete and unlimited access to inspect, investigate and audit all non-privileged information relating to the Clet 8, including (® corporate documents, (ii) documents related to the business, operations, assets, liabilities, and obligations of Claim Owner, (iii) non-privileged communications, and (iv) contracts of Claim Owner.” Ex. 12, (LCF Funding Agreement) at §3.7 (emphasis added). Mr. Costin acknowledged that doing so “could result in waiver of the attorney-client privilege, thus potentially adversely affecting” his claims in the instant litigation, Jd, ‘These limitations reflected the fact that the Complainants and LCF dealt with each other at arm’s length as parties on opposing sides of the transaction embodied by the agreement, Mr, Costin nonetheless participated in the due diligence process, and promised that “all information provided to [LCF]... was true and accurate in all material respects,”CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER “acknowledge[d] that [LCF] has relied on the accuracy and completeness of this information in agreeing to make” its funding decision and “confirm{ed] that [Complainants have] disclosed all non-privileged material facts in their possession that [Complainants] reasonably believe[] could affect [LCF]’s decision to make (or to withdraw)” its funding. Jd. at §7.1(m). Respondents have requested all information exchanged between Complainants, LCF and Fulbrook Capital Management, LLC (“Fulbrook”),* including where such information or material was sent by their respective counsel (hereinafter “Diligence Material”) but Complainants have refused to provide it. Ex. 14 G, Cutri Nov. 25, 2014 Email, Similarly, LCF also sought to protect its investment by requiring Complainants to supply non-privileged information concerning the prosecution of this litigation: Claim Owner shall... provide to LCF all non-privileged information and documentation related to the prosecution of the Claims, including providing (i) reports on settlement negotiations . . . and (ii) regular quarterly status reports and timely disclosure of important documents and material events or changes regarding the prosecution of the Claims pursuant to Exhibit B hereto. Ex. 12 at §3.8. Exhibit B to the Funding Agreement contains detailed instructions concerning the non-privileged “Matter Monitoring” that Complainants are required to provide to LCF, including “Quarterly Monitoring Reports” due every three months. Since the signing of the Funding Agreement in February, 2014, six such reports have been due, but Complainants have failed to produce these reports to Respondents. Respondents request that the Administrative Law Judge AL?) compel Complainants to produce the Quarterly Monitoring Reports, together with any other information provided to LCF by Complainants, including as required by Exhibit B + Fulbrook’s agreement with LCF states that it will “advise Revolaze as to any contacts that Fulbrook believes may be beneficial in assisting the litigation, and (ii) serve as a liaison to ‘any sources that Fulbrook shalll introduce to [Link] during the course of this Agreement.” Id, at Bx. F, Schedule I at 1. Because Fulbrook itself isa litigation funding entity, the parties appear to have arranged for Fulbrook to receive a payout of $370,000 in exchange Fulbrook providing LCF with access to funding sources, Id. at §§2.24-2.25, 1CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER (hereinafter “Matter Monitoring Information”). The Diligence Material and Matter Monitoring Information are referred 10 collectively herein as “Litigation Funding Material.” Such Litigation Funding Material is likewise responsive to Respondents’ Requests for Production, including Request for Production No. 34 (“Ail documents and things relating to any investigation, opinion, report, assessment, evaluation, analysis, communication or observation as to the patentability, validity, enforceability, inventorship, scope and/or construction of any claim of any Asserted Patent and/or Related Patents, including without limitation all documents, powerpoint presentations, charts, and/or other presentations disclosed to a Third Party by [Complainants] and/or disclosed by 4 Third Party to [Complainants]."), and Request for Production Nos. 19-20 and 84. Ex. 3 (emphasis added); Ex. 4 (emphasis added). After the due diligence process, Complainants’ law firm, Dentons, LCF and Mr. Costin proceeded to negotiate a deal, each seeking to maximize their return on their respective investments of time and money.’ The terms of the LCF Funding Agreement illustrate the financial and business nature of the deal they reached. In the LCF Funding Agreement, Mr. Costin confirms that he and Complainants did not rely on LCF for any advice in negotiating the agreement, and instead warrants thet [Complainants have] consulted independent legal counsel prior fo entering into” the Funding Agreement. /d. at §7.1(h). The Funding Agreement reflects that the parties ultimately struck the following arrangement; Dentons is paid by LCF upfront, receiving up to $3,715,000 to cover its fees and expenses (such as expert fees) incurred in 3 Complainants have not produced any drafis of the Funding Agreement. Ex. 8, G. Cutri Nov. 17, 2014 Letter. Respondents likewise request that the ALJ compel Complainants to produce these materials, together with any emails or other communications between LCF, Complainants and Fulbrook, including where those communications were sent by their respective counsel (hereinafter “Draft Funding Agreement Materials”) in connection with this motion, The Draft Funding Agreement Materials are responsive to at least Respondents’ Request for Production Nos. 19-20, 34 and 84, Ex. 3; Ex. 4,CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER pursuing this investigation against Respondents; Dentons’ fees are capped at that amount and Dentons agreed to bill its fees at only 75% of its ordinary hourly rates. Jd, at §7.1(p). LCF also committed to pay certain other amounts, including a “Due Diligence Fee” and payments to Fulbrook, resulting in an “Invested Capital” total of $4,000,000 for the ITC litigation. Jd. at §§2.31; 3.1, In exchange for providing such finding, LCF will receive 100% of money collected fiom settlements or damages awards, until LCF earns back all of its Invested Capital, plus 25%, for a total of approximately $5,000,000. After LCF is made completely whole and eams a 25% profit on its investment, Mr. Costin and Complainants will receive the next $5,000,000 in settlements or damage awards (if any), and thereafter the parties will share any additional proceeds, with Dentons receiving 5%, LCF receiving 30%, Complainants receiving 63.5%, and Falbrook receiving 1.5%. Id. at §4.2(c). LCF ensured that it will be paid by taking a security interest in the patents-in-suit, id. at §5.1, and further, by obtaining for itself a blocking right, preventing Complainants from transferring ownership of any of the patents-in-suit, id. §8.1(£) (Complainants agree to “not transfer, sell, assign, or otherwise dispose of any of the Patents”), LCF also precluded Complainants from allowing any other party to take a security interest in the patents-in-suit, unless those rights are subordinate to LCF’s. Id. at §8.1(d). LCF further precluded Complainants from using any litigation funding other than from LCF, id, at §8.1(¢), and required Complainants to continue to prosecute the infvingement actions until LCF receives @ return on its investment. id. at §8.1(b) (Complainants agree to “prosecute, and to the best of its ability take all necessary actions to ensure that it prosecutes, the Claims with all due skill and care, including maintaining the appointment of Claim Owner's Attorneys to act on the behalf of Claim Owner with respect to the prosecution of the Claims.”) Finally, LCF insisted that Complainants “maintain the appointment” of the Dentons firm, to ensure that the firm LCF is paying is in control of the litigation. Dentons’ engagement letter with RevoLaze 9CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER acknowledges that doing so could raise an ethical issue, stating that “the potential for conflicts of interest to arise exists when a third party assumes responsibility for paying the legal expenses of another, including the perception of favoritism should the interests of our client(s) diverge from that of the third party at some point in the future.” Ex. 12 at Ex. E, Schedule I at COM00000737. a. The LCF Funding Agreement and Funding Agreement Materials Are Not Privileged During the parties’ meet and confers, Complainants first stated that they do not know who authored the Funding Agreement, nor who received it, but nonetheless asserted that the attorney client privilege and work produet immunity apply and that the Funding Agreement is subject to a common interest. Complainants offer no explanation for any of these privileges, as can be seen in the following from Complainants’ November 3 privilege log: coupon. Num | arracu ance | auron | aecipent_ | yoPIc pocpare| Ac | common interest | WP Longiore ‘comconsness- Capit comooconess | comoo000762 | uaknown | unknown | agreement sro} ves_| ves ves Ex. 9, Noy. 3 Log at COM00000695-762, It is thus clear that Complainants have not demonstrated that either the attorney-client privilege or the work product immunity applies to the LCF Funding Agreement, Litigation Funding Material or the Draft Funding Agreement Materials (collectively “Funding Agreement Materials”). The attorney-client privilege covers communications made between privileged persons, in confidence, for the purpose of obtaining or providing legal assistance for the client, See Restatement (Third) of the Law Governing Lawyers §68 (2000). 6 In order to meet the Complainants’ Jater attempted to update their Nov. 3 Log, belatedly asserting that the Funding Agreement was authored by Mr. Costin, Mark Hogge (an attorney from Dentons), ‘two managing directors at LCF and the CEO of Fulbrook. Ex 15, Nov. 26 Privilege Log at Row 129. As explained above, this proposed update was provided on November 26, 2014, well after the due date for a log required by 210.27(e)(2) and a week after the extension offered by Respondents, but rejected by Complainants. Thus, this belated amendment should be rejected by the Court. 10CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER: requirements of attorney-client privilege, such confidential communication must be “made by a client to an attorney for the purpose of obtaining legal advice or services,” See Certain Muczle- Loading Firearms and Components Thereof, Inv. No. 337-TA-777, Order No. 23, 2011 WL 6002058, at *2 (Nov. 29, 2011) (emphasis added); see also Certain Video Game Systems and Controllers, Inv. No. 337-TA-743, Order No. 16, 2011 WL 7574009, at *1 (May 26, 2011) (‘Because the attorney-client privilege inhibits the truth-finding process, it has been narrowly construed.”). The LCF Funding Agreement is not a privileged communication between Complainants and their counsel. Instead, it is @ business agreement negotiated at arm’s length between Complainants and LCF, a “private investment company,” as parties on opposing sides of the transaction embodied by the agreement. Complainants negotiated and entered into this agreement after “consultfing] independent legal counsel.” Ex. 12 at §7.1(h). LCF likewise retained its own law firm to conduct diligence on Complainants? claims. Id. at §7.2(g) (“Global IP Law Group assisted LCF in the second stage of its due diligence”). Further, LCF’s Managing Directors advanced their own interests (not Complainants’) as they sought to maximize their retum con capital, ultimately securing the possibility of earning a million dollars for themselves. See Ex. 16 (LCF Website Biographies of William P. Farrell, Jr. and Michael A. Nicolas) Indeed, the LCF Funding Agreement itself contradicts Complainants’ assertion of privilege, expressly stating that “{njo attorney-client relationship is intended, sought, or created by or through the execution of this Agreement.” Ex. 12 at § 7.2(e) (emphasis added). Complainants ‘were not seeking legal advice from LCF - they were seeking money to pay their lawyers. These business arrangements, the agreements reflecting them, and the documents exchanged between the parties to reach their ultimate agreement thus do not fall under the purview of attorney-client privilege. See, e.g., Certain Optical Disk Controller Chips & Chipsets & Products Containing irCONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER Same, Including DVD Players & PC Optical Storage Devices Il, Inv. No. 337-TA-523, Order No. 26, 2005 WL 482887, at *6 (Feb. 22, 2005) (“a business decision... as such, is not privileged.”); Certain Hardware Logic Emulation Systems and Components Thereof, Inv. No. 337-TA-383, Order No. 70, 1997 WL 972944, at *3-4 (Jan. 28, 1997). The Funding Agreement Material is likewise not attorney-client privileged material, as the parties explicitly agreed that no such material would be exchanged between them,’ With respect to Complainants’ vague statements that the attorney-client privilege assertion “only applies to the comespondence attached as exhibits” to the LCF Funding Agreement, Respondents submit that the only document that could possibly be privileged is Schedule to the Funding Agreement, which is RevoLaze’s engagement letter with Dentons. But Complainants’ privilege log contains no such assertion nor the explanation of privilege required under 210.27(e)(1)(ii) (“Within 10 days of meking the claim produce to the requester a privilege log that describes the nature of the information not produced or disclosed, in a manner that will enable the requester to assess the claim without revealing the information at issue.”) Thus, Complainants feiled to meet their burden to establish this document is subject to attorney client privilege. Moreover, any attorney-client privilege over that engagement letter was waived when Complainants turned it over to LCF, a third party. Certain Muzzle-Loading Firearms and Components Thereof, Inv. No. 337-TA-177, Order No. 23, 2011 WL 6002058, at *3 (Nov. 29, 2011) (“A voluntary disclosure of a privileged communication to a third party... waives Complainants at one point agreed with this conclusion, stating that “Our claim of attorney- client privilege with respect to this (Litigation Funding] document only applies to the correspondence attached as exhibits.” Ex. 17, Nov. 20 N. Jackson Email. But, since that time, Complainants have produced additional logs which call into question whether Complainants have abandoned their position, requiring Respondents to address this issue here, 12‘CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER privilege as to that communication . ..”), Thus, the Agreement and all exhibits ate not privileged and should be produced to Respondents. b. LCF and Complainants Do Not Share a Common Legal Interest Complainants have put a “Yes” regarding the LCF Funding agreement on their privilege log in the column labeled “Common Interest,” apparently to suggest that the disclosure of the LCF Funding Agreement would not result in a waiver of privilege because LCF and Complainants share a common legal interest. Again, however, Complainants make no effort to substantiate this privilege and thus have failed to meet their burden to establish a common interest. A common interest requires more than a mere “joint business strategy that includes a concern about litigation.” Certain Video Game Controllers, Inv. No. 337-TA-743, Order No. 16, 2011 WL 7574009, at *2 (May 26, 2011). Here, Complainants cannot meet their burden of establishing a common interest privilege between Complainants and LCF because there was no common legal interest, much less an identical legal interest, at the time of the LCF Funding Agreement. See Certain Video Game Controllers, Inv. No. 337-TA-743, Order No. 16, 2011 WL 7574009, at *2 (“[T]he party asserting the privilege bears the burden of showing that the privileged documents were made in the course of the joint defense or common legal interest; that the statements were designed to further that effort ....”), During the meet and confer process with Respondents, Complainants claim that an interest in the “recovery in the infringement case” is sufficient to establish a common legal interest” Ex. 8, G, Cutti Nov. 17, 2014 Letter. A common interest cannot be “solely commercial.” Certain Voltage Regulators, Components Thereof and Products Containing Same, Inv. No. 337-TA-564, Order No. 10, 2006 WL 3308761, at *2 (stating that a “business or commercial interest cannot form the basis of any 13CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER privilege, including the joint defense privilege”); see also Net2Phone, Inc. v. eBay, Inc., 2008 WL 8183817 at *7-10 (D.N.J. June 26, 2008) (rejecting common interest privilege between the patentee and a potential financier of a patent litigation in part because the interest was commercial, not legal and there was no confidentiality agreement); see also Leader Techs,, Inc. v. Facebook, Inc,, 719 [Link]. 2d 373, 375-78 (D. Del. 2010) (rejecting a claim that a potential financier and patent plaintiff shared a common interest); Berger v. Seyfarth Shaw LLP, 2008 WL 4681834, at *1 (N.D, Cal, 2008) (requiring non-party to produce documents “pertinent to his financial assistance to the plaintiffs”); Abrams v, First Tennessee Bank Nat. Ass'n, 2007 WL 320966, at *1 (B.D, Tenn. 2007) (holding litigation financing agreement was discoverable), Complainants and LCF do not share any common legal interest in Complainants’ campaign, only an overlapping hope that some financial recovery will benefit each of them individually. Ex. 8, G. Cutt Nov. 17, 2014 Letter. Tellingly, Complainants have not supplied any evidence of any agreement between LCF and Complainants sufficient to establish a common interest, which is required to establish a common interest, See, ¢.g., Hunton é& Williams v, U.S. Dept. of Justice, 390 F.3d 272, 285 (4th Cir, 2010) (“While agreement need not assume a particular form, an agreement there must be.”). This is not surprising, as the LCF Funding Agreement states explicitly that there will be no coordinated legal strategy between them: LCF [and its affiliates) ate not a law firm and do not provide legal advice. LCF [and its affiliates) have not provided, nor will provide at any time in the future, legal advice to (Complainants) regarding or in conjunction with this Agreement or the Claims... . LCF will not seek to influence the professional judgment of [Complainants’] legal counsel or otherwise exert control over any threatened or actual litigation. Further, LCF will not constrain, coerce, or otherwise pressure [Complainants] to take any action that it believes is adverse to {Complainants’] interests, including negotiating or settling the Claims in a manner other than [Complainants] believe(] is in [their] best interests. LCF AGREES THAT IT SHALL HAVE NO RIGHT TO AND WILL NOT MAKE ANY 14CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER DECISIONS WITH RESPECT TO THE CONDUCT OF THE UNDERLYING CIVIL ACTION OR CLAIM OR ANY SETTLEMENT OR RESOLUTION THEREOF AND THAT THE RIGHT TO MAKE THOSE DECISIONS REMAINS SOLELY WITH [COMPLAINANTS] AND [THEIR] ATTORNEY IN THE CIVIL ACTION OR CLAIM. Ex. 12 at $§7.2(e)-(f) (emphasis in original). The Funding Agreement and Funding Agreement Materials are not subject to a common interest. Instead, the Funding Agreement simply documents the financing arrangements made between independently represented parties, while the Funding Agreement Materials are non-privileged materials the parties exchanged in furtherance of their financial goals. This arrangement cannot form the basis for a common interest privilege to shield these materials from disclosure in discovery. See Net2Phone, 2008 WL 8183817 at *7-10; Leader Techs., 719 [Link]. 2d at 375-78; Berger, 2008 WL 4681834, at 15 Abrams, 2007 WL 320966, at *1 «The LCF Funding Agreement and Funding Agreement Materials are Not Protected Attorney Work Product Complainants’ privilege log also includes a “Yes” regarding the LCF Funding Agreement under the column labeled “WP,” apparently to suggest that the work produet doctrine shields the Funding Agreement from discovery. Again, however, despite repeated requests from Respondents for evidence substantiating this claim, Complainants have provided none, This is not surprising, as the work product privilege does not apply to the Funding Agreement and the Funding Agreement Materials. “The purpose of the [work product] doctrine is to guard the ‘mental processes of the attomey.** Certain Muzzle-Loading Firearms and Components Thereof, Inv. No. 337-TA-771, Order No. 23, 2011 WL 6002058, at *3 (Nov. 29, 2011). Complainants fail to identify any “mental processes” related to the conduct of this litigation that are disclosed in the Funding Agreement or Funding Agreement Materials. The Funding Agreement contains financial terms 15CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER and the details governing the parties’ relationship, not the strategies of Complainants’ attorneys, Similarly, the Funding Agreement Materials were provided to LCF to assist its investment decisions, and the parties took great pains to ensure that thet no privileged materials would be tumed over. The parties agreed that: Claim Owner is not required to provide to LCF, documents and information protected by the attorney-client privilege. Claim Owner understands and acknowledges that in the event its Representatives provide privileged information to LCF, such disclosure may be deemed waiver of the applicable privilege. In the event that Claim Owner inadvertently provides privileged information to LCF, LCF will return such information to Claim Owner without reviewing the information, Ex. 12 at §12.1; see also id, at §3.8 (“{iJn no event shall Claim Owner be obligated to disclose any privileged information related to the prosecution of the Claims at any time or for any purpose”). Complainants instead only provided LCF with “complete and unlimited access to inspect, investigate and audit all non-privileged information relating to the Claims, including (i) corporate documents, (ii) documents related to the business, operations, assets, liabilities, and obligations of Claim Owner, (iii) non-priviteged communications, and (iv) contracts of Claim Owner,” not the “mental impressions” of Complainants’ counsel. Jd, at §3.7 (emphasis added), Indeed, although Dentons must provide LCF with its billing statements, the parties agreed that Dentons must first “review billing records prior to Claim Owner's sending them to LCF to ensure that they do not contain privileged information.” Id, at §3.2. The same is true of the Monitoring Material, Jd. at §12.1, Thus, all information exchanged between the parties to the LCF Funding Agreement is, by the terms of their own agreement, not privileged and does not reflect the “mental processes” of Complainants’ attomeys. ‘This material is therefore not protected by the work product doctrine. During the meet and confer process with Respondents, Complainants insisted that Miller UK Ltd. v. Caterpillar, Inc., 2014 WL 67340 (N.D. Il. 2014) establishes that the LCF Funding 16CONFIDENTIAL BUSINESS INFORMATION - SUBJECT TO PROTECTIVE ORDER Agreement and Funding Agreement Materials should not be produced. But that decision does not support Complainants’ position. ‘The Miller court's holdings concerning work product do not apply in the context of the Funding Agreement or the materials the parties exchanged pursuant to that agreement because, in Miller, the litigant and funder did not explicitly agree, as Complainants and LCF have done here, that the materials exchanged would be limited to “non- privileged information relating to the Claims.” Ex. 12 at §3.7; Miller, 2014 WL 67340, at *2-3. In fact, in Miller, the Court concluded that the parties did not share a common legal interest and that the interest was merely financial. Miller, 2014 WL 67340, at *13 (“In short, the funders end Miller did not share a common legal interest, and materials shared with any actual or prospective funders lost whatever attorney-client privilege they might otherwise have enjoyed.”). Additionally, unlike the plaintiff in Miller, Complainants, as the holders of the alleged work produet privilege did not make reasonable efforts to ensure that the Funding Agreement and its drafts were only disclosed to parties that had agreed to keep such information confidential. For example, Complainants distributed the final signed versions of the Litigation Funding Agreement and December 28, 2013 Funding letter, along with 16 drafts thereof, to Jim Schno:f a non-lawyer CPA who works for Wall Street Capital. Ex. 18, Dec. 2, 2014 Log at Rows 323-326, 332-335, 338, 341, 344-348, 368-369, 640 and 647. When Respondents asked Complainants to provide e signed confidentiality agreement between Mr. Schnorf and Complainants, Complainants responded by pointing to the document attached at Ex. 19 (COM00001277). However, that agreement is unsigned and is more than two years old. And even if it were signed, it would not be evidence of a confidentiality agreement between Mr. Schnorf and RevoLaze (which is listed as an author of the Litigation Funding Agreement) because the unsigned document only lists TechnoLines. And because it is dated April 25, 2012 it 7