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`SHEPPARD, MULLIN, RICHTER & HAMPTON LLP
`A Limited Liability Partnership
`Including Professional Corporations
`STEPHEN S. KORNICZKY, Cal. Bar No. 135532
`MARTIN R. BADER, Cal. Bar No. 222865
`MATTHEW W. HOLDER, Cal. Bar No. 217619
`12275 El Camino Real, Suite 200
`San Diego, California 92130
`Telephone: 858.720.8900
`Facsimile: 858.509.3691
`E mail
`skorniczky@sheppardmullin.com
`mbader@sheppardmullin.com
`mholder@sheppardmullin.com
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`MICHAEL W. SCARBOROUGH, Cal. Bar No. 203524
`MONA SOLOUKI, Cal. Bar No. 215145
`Four Embarcadero Center, 17th Floor
`San Francisco, California 94111
`Telephone: 415.434.9100
`Facsimile: 415.434.3947
`E mail
`mscarborough@sheppardmullin.com
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`msolouki@sheppardmullin.com
`
`Attorneys for Plaintiff
`Continental Automotive Systems, Inc.
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`
`
`UNITED STATES DISTRICT COURT
`
`NORTHERN DISTRICT OF CALIFORNIA
`
`CONTINENTAL AUTOMOTIVE
`SYSTEMS, INC., a Delaware
`corporation,
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`
`Plaintiff,
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`v.
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`
`AVANCI, LLC, a Delaware
`corporation, AVANCI PLATFORM
`
`
`
` Case No. 19-cv-2520
`
`COMPLAINT FOR BREACH OF
`FRAND COMMITMENTS AND
`VIOLATIONS OF ANTITRUST
`AND UNFAIR COMPETITION
`LAWS:
`
`(1) Breach of Contract;
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`Case No. 19-cv-2520
`
`COMPLAINT
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`

`

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` Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 2 of 63 PageID 2 Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 2 of 63 PageID 2
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`INTERNATIONAL LIMITED, an Irish
`company, NOKIA CORPORATION, a
`Finnish corporation, NOKIA OF
`AMERICA CORPORATION, a
`Delaware corporation, NOKIA
`SOLUTIONS AND NETWORKS US
`LLC, a Delaware corporation, NOKIA
`SOLUTIONS AND NETWORKS OY,
`a Finnish corporation, NOKIA
`TECHNOLOGIES OY, a Finnish
`corporation, CONVERSANT
`WIRELESS LICENSING SARL, a
`Luxembourg corporation, OPTIS UP
`HOLDINGS LLC, a Delaware
`corporation, OPTIS CELLULAR
`TECHNOLOGY, LLC, a Delaware
`corporation, OPTIS WIRELESS
`TECHNOLOGY, LLC, a Delaware
`corporation,
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`Defendants.
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`(2) Promissory Estoppel;
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`(3) Declaratory Judgment;
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`(4) Violation of Section 1 of the
`Sherman Act—Concerted Action
`Unreasonably Restraining Trade
`
`(5) Violation of Section 2 of the
`Sherman Act—Unlawful
`Monopolization;
`
`(6) Violation of Section 2 of the
`Sherman Act—Conspiracy to
`Monopolize;
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`(7) Violations of the California Unfair
`Competition Law, Business and
`Professions Code Section 17200 et
`seq.
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`Case No. 19-cv-2520
`
`COMPLAINT
`
`

`

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` Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 3 of 63 PageID 3 Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 3 of 63 PageID 3
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`Plaintiff Continental Automotive Systems, Inc. (“Continental” or “Plaintiff”)
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`alleges the following facts and claims against Defendants Avanci, LLC, Avanci
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`Platform International Limited (collectively, “Avanci”), Nokia Corporation (“Nokia
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`Corp.”), Nokia of America Corporation (“Nokia America”), Nokia Solutions and
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`Networks US LLC (“Nokia Solutions”), Nokia Solutions and Networks Oy (“Nokia
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`Solutions Oy”), Nokia Technologies Oy (“Nokia Technologies Oy”) (Nokia Corp.,
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`Nokia America, Nokia Solutions, Nokia Solutions Oy, and Nokia Technologies Oy
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`collectively referred to herein as “Nokia”), Conversant Wireless Licensing SARL
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`(“Conversant SARL”), Optis UP Holdings, LLC (“Optis UP”), Optis Cellular
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`Technology, LLC (“Optis Cellular”), Optis Wireless Technology, LLC (“Optis
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`Wireless”) (Optis UP, Optis Cellular, and Optis Wireless collectively referred to
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`herein as “PanOptis”) (collectively, “Defendants”) (Nokia, Conversant, and
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`PanOptis collectively referred to herein as “Defendant Licensors”).
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`1.
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`Continental, a leading provider of cutting-edge automotive
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`INTRODUCTION
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`components, including gateway products and telematics control units (“TCUs”),
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`brings this lawsuit because of Defendants’ concerted refusal to license their alleged
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`standard essential patents (“SEPs”) relevant to the 2G, 3G, and 4G cellular standards
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`to Continental and its suppliers on fair, reasonable, and non-discriminatory
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`(“FRAND”) terms and conditions.1 Continental is a willing licensee, and seeks to
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`pay a FRAND royalty rate for a license to the SEPs owned or controlled by
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`Defendants. Accordingly, Continental seeks a declaration of its rights and
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`Defendants’ breaches of contract and other violations of law, as well as the
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`determination and imposition of the FRAND terms and conditions for a license to
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`the SEPs owned or controlled by Defendants.
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`2.
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`In today’s society, many products in addition to mobile phones,
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`1 For purposes of this Complaint, FRAND will also mean and refer to reasonable
`and non-discriminatory (“RAND”) terms and conditions.
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`- 1 -
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`Case No. 19-cv-2520
`COMPLAINT
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`

`

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` Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 4 of 63 PageID 4 Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 4 of 63 PageID 4
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`including cars, also include cellular connectivity. For example, cars use cellular
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`connectivity for emergency communications, among others. A car can provide such
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`connectivity primarily through a telecommunications chipset, known as a baseband
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`processor, which is the core electronic component that allows it to transmit and
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`receive information to and from a cellular communications network. The baseband
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`processor is typically incorporated within a network access device (“NAD”), which
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`is itself often a sub-system of the TCU. The TCU includes additional functionality
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`and components beyond cellular communication, including, by way of example,
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`GPS, interface software, and control functions. The car into which the TCU (and
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`thus the NAD and baseband processor) is incorporated obviously includes many
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`functionalities having nothing to do with cellular connectivity, which is at best
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`tangential to the main functionality of a car.
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`3.
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`Enabling cellular connectivity requires the use of widely adopted
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`cellular standards, such as the second generation (“2G”), third generation (“3G”),
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`and/or fourth generation (“4G”) cellular standards adopted by various standard-
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`setting organizations (“SSOs”), such as ETSI, ATIS, TIA, ARIB, CCSA and others
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`(addressed in more detail beginning at paragraph 64). Continental is a Tier 1
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`supplier of TCUs to various automotive original equipment manufacturers
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`(“OEMs”), i.e., vehicle manufacturers. Continental sources its NADs primarily
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`from Tier 2 suppliers, who in turn source the necessary baseband processor chipsets
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`that enable cellular connectivity from companies that manufacture such chipsets
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`(e.g., Qualcomm, Intel, or MediaTek, sometimes referred to as Tier 3 suppliers).
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`4.
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`Defendant Licensors claim to own patents that have been declared
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`essential to the cellular standards that are implemented in the components and/or
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`subsystems supplied by Tier 1, Tier 2, and Tier 3 suppliers, including
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`Continental. Avanci is a self-proclaimed “licensing platform” purporting to offer
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`“one-stop” access to essential patents necessary for cellular connectivity. On
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`information and belief, Avanci claims to license the majority of the total SEPs
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`- 2 -
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`Case No. 19-cv-2520
`COMPLAINT
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`

`

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` Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 5 of 63 PageID 5 Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 5 of 63 PageID 5
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`necessary for implementing the 2G, 3G, and 4G cellular standards, although Avanci
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`does not disclose the actual percentage. Avanci purportedly does not own any
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`patents directly, but rather acts on behalf of Defendant Licensors and other owners
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`of SEPs (collectively “Avanci Members”) as their licensing agent for the alleged
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`SEPs, and controls the licensing of those SEPs.
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`5.
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`On information and belief, all of the SEPs at issue are the subject of
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`express and voluntary promises made either directly by Defendant Licensors, or
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`their predecessors-in-interest, to the relevant SSOs pursuant to those SSOs’
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`Intellectual Property Rights (“IPR”) Policies. Such IPR Policies all require
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`Defendants to license the alleged SEPs to any user of the standard that requests a
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`license, and do so on FRAND terms and conditions. The SSOs relied on such
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`FRAND commitments when they purportedly incorporated Defendant Licensors’
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`proprietary technology into their standards.
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`6.
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`The relevant SSOs require FRAND commitments in recognition of the
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`dangers inherent in collective standard-setting activities which eliminate competitive
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`technological alternatives that otherwise would have existed in the market. Once
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`standardized, a technology is “locked in” and must be practiced by all who wish to
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`produce standard-compliant products. Such lock-in gives SEP owners the market
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`power to exclude companies from practicing the standard, and to raise the cost of
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`practicing the standards by charging supra-competitive royalties in excess of the ex
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`ante value of such technology when it still competed with alternatives. This
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`phenomenon is often referred to as “hold-up.” Such market power does not derive
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`from the original patenting of the SEPs at issue, but results directly from collective
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`action. In order to ameliorate the risks posed by the existence of this market power,
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`and as a trade-off for having its proprietary technology included in the standards,
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`which in turn enables the SEP owner to license a much greater volume of products
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`than would be the case if the technology was not used in the standards, the SEP
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`owner is required to make the FRAND licensing commitment.
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`- 3 -
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`Case No. 19-cv-2520
`COMPLAINT
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`

`

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` Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 6 of 63 PageID 6 Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 6 of 63 PageID 6
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`7.
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`Continental, as a supplier of TCUs implementing various cellular
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`standards, relies on such FRAND licensing promises and is a third-party beneficiary
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`of the SEP holders’ FRAND promises to the relevant SSOs. However, with respect
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`to the alleged SEPs owned or controlled by Defendants, Continental’s repeated
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`attempts to obtain a license have been unsuccessful.
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`8.
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`Upon information and belief, Defendants have collusively agreed to
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`only offer licenses to the automotive industry at the OEM level in an attempt to
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`obtain elevated royalties that far exceed any measure of FRAND. Indeed,
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`Continental has sought a license from each of the Defendants, including Avanci, the
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`Defendants’ purported collective licensing “agent,” but has been met with either
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`refusals to offer a direct license, or no response whatsoever. For example, when
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`Continental sought a license from Avanci, Avanci informed Continental that, as part
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`of Avanci’s collective agreement with its members, Avanci is only authorized to
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`license at the OEM level. Moreover, Avanci would only seek the additional
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`authorization required to license Continental if Continental first agreed to be bound
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`by Avanci’s inflated and non-FRAND royalty rates offered to the OEMs—a
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`proposal Avanci knew Continental could not agree to.
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`9.
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`On information and belief, Avanci demands as much as $15/vehicle for
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`a license to the Avanci Members’ patents covering 4G/3G/2G and E-Call
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`capabilities. This amount exceeds any measure of FRAND for that combination of
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`patents. There is no economic, technical, or other valid justification for royalty rates
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`this high, and such rates are not consistent with the incremental value of
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`Defendants’ SEPs, if any, to the relevant products in the supply chain. Indeed, such
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`royalties would not be sustainable if charged to the Tier 1, Tier 2, or Tier 3 levels of
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`the supply chain. For example, a typical baseband processor with 4G/3G/2G
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`capabilities costs around $20 or less, a typical NAD costs under $40, and a typical
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`TCU with such functionalities can cost under $100, with prices continually dropping
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`and subject to downward pressure within the supply chain. If one assumes a TCU
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`- 4 -
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`Case No. 19-cv-2520
`COMPLAINT
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`

`

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` Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 7 of 63 PageID 7 Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 7 of 63 PageID 7
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`priced at $75, then a $15 royalty even at the TCU level—two tiers above the
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`baseband processor chipset, which is the component that directly implements the
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`cellular standards at issue—would amount to a 20% effective royalty rate. Such a
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`royalty rate would exceed the profit margin on the TCU, let alone that of the NAD
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`or the baseband processor which most directly implements the standards here.
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`Moreover, such a royalty would not account for the cost of licensing the remaining
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`SEPs that are not part of the Avanci “platform” and must be separately licensed, and
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`would imply effective aggregate royalties of as much as 40% at the TCU level,
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`assuming Avanci actually licenses at least half of the relevant SEPs.
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`10. Because Defendants could not justify such exorbitant royalties to the
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`suppliers of components and subsystems in the supply chain, they colluded to
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`maintain their exorbitant royalty rates—and thus their monopoly—by refusing to
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`license Tier 1, Tier 2, or Tier 3 suppliers. Instead, they agreed to require their
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`licensing agent, Avanci, to offer to collectively license their SEPs only at the OEM
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`level—where the optics of their non-FRAND licensing model would appear
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`superficially less severe given the substantially higher price and margin of a car as
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`compared to that of a baseband processor, NAD, or TCU.
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`11. However, regardless of how Defendants attempt to spin their collusive
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`licensing model, Continental and other Tier 1 suppliers in the supply chain directly
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`bear the artificially elevated cost of Defendants’ non-FRAND royalties because the
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`OEMs typically demand indemnity of such licensing costs as a condition of
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`purchasing any TCUs from Tier 1 suppliers. Accordingly, royalties charged to
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`OEMs risk being passed through to Tier 1 suppliers like Continental. As alleged
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`herein, such indemnity costs are disproportionate to Tier 1 suppliers’ margins and
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`expose them, including Continental, to potentially ruinous liability. Defendants
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`should not be permitted to achieve indirectly what they could not do directly—i.e.,
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`demand supra-FRAND royalties from suppliers within the supply chain that would
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`effectively wipe out those suppliers’ margins and ability to continue in business.
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`- 5 -
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`Case No. 19-cv-2520
`COMPLAINT
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`12. Continental, for its part, may not be able to pass on the indemnity costs
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`that would be associated with Defendants’ collusive and elevated royalties. To the
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`extent Continental must absorb such costs, it must forego investment and innovation
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`in TCUs and related products to the detriment of consumers. Such indemnity costs
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`will substantially burden not only Continental, but also the entire Tier 1 supplier
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`industry in the form of lower investment and innovation, as other Tier 1 suppliers
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`face the same market realities as Continental. Even if Continental theoretically
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`could pass on some of those royalty costs, it can be expected that at least a portion
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`of such costs will be passed on to American consumers in the form of higher prices
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`or lower functionality. Either way, consumers will bear the ultimate costs as a result
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`of Defendants’ refusal to license suppliers in the automotive supply chain, and also
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`their refusal to offer FRAND terms and conditions.
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`13. None of the IPR policies established by the relevant SSOs in any way
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`restrict who is eligible and entitled to receive a FRAND license from the owners of
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`FRAND-encumbered SEPs. Indeed, in such a consensus-oriented context involving
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`many competitors at different levels, it is doubtful that an express policy to
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`effectively exclude entire categories of implementers from access to the standards
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`would have survived the barest of antitrust scrutiny, or even gained the necessary
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`consensus among all relevant stakeholders.
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`14. To the contrary, the IPR policies of all relevant SSOs expressly prohibit
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`owners of FRAND-encumbered SEPs from discriminating among users of the
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`standards. For example, the ETSI IPR Policy requires SEP owners to commit to
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`provide “irrevocable licenses on fair, reasonable and nondiscriminatory (‘FRAND’)
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`terms and conditions.” The TIA policy requires any SEP holder that wishes to
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`monetize its essential patents to commit to license SEPs “to all applicants under
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`terms and conditions that are reasonable and non-discriminatory . . . to the extent
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`necessary for the practice of . . . the Standard.” The ATIS policy requires SEP
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`holders to commit that a license “will be made available to applicants desiring to
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`- 6 -
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`Case No. 19-cv-2520
`COMPLAINT
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` Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 9 of 63 PageID 9 Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 9 of 63 PageID 9
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`utilize the license for the purpose of implementing the standard . . . under reasonable
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`terms and conditions that are demonstrably free of any unfair discrimination.”
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`Other relevant SSOs’ IPR policies are similar and consistent.
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`15. Thus, Defendants’ collusive agreement to discriminate against
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`suppliers, like Continental, by refusing to license the relevant 2G, 3G, and 4G SEPs
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`to Continental and other suppliers on FRAND terms and conditions not only
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`breaches Defendants’ FRAND commitments, but constitutes anticompetitive
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`conduct in violation of the antitrust laws resulting in reduced competition and
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`innovation in both the upstream technology licensing markets and the downstream
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`TCU market, and higher prices to ultimate consumers as further alleged herein. As
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`a result, Continental has brought this lawsuit in order to address the above breaches
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`of contract and other violations of law, and obtain a license to the SEPs owned or
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`controlled by Defendants on FRAND terms and conditions.
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`A. Continental
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`THE PARTIES
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`16. Plaintiff Continental Automotive Systems, Inc. (“Continental”) is a
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`corporation organized under the laws of the State of Delaware, with its principal
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`place of business at One Continental Drive, Auburn Hills, Michigan 48326.
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`17. Continental is an indirect subsidiary of Continental AG, a corporation
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`organized and existing under the laws of Germany. Continental AG was originally
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`founded in 1871 as a rubber manufacturer, focusing its business on automotive tires.
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`Since then, Continental AG has expanded into new automotive business areas,
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`becoming one of the leading suppliers to automotive OEMs worldwide. Today,
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`Continental AG’s business is organized into five divisions: the Interior Division,
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`the Chassis & Safety Division, the Powertrain Division (collectively forming the
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`Automotive Group), the Tire Division, and the ContiTech Division (collectively
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`forming the Rubber Group).
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`18. The Interior Division develops, inter alia, highly innovative telematics
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`Case No. 19-cv-2520
`COMPLAINT
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`

`

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` Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 10 of 63 PageID 10 Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 10 of 63 PageID 10
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`devices, including TCUs that merge telecommunications, infotainment, and safety
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`features. The TCUs produced by Continental rely on telecommunications standards,
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`such as 2G, 3G, and/or 4G cellular standards, to transmit and receive data used by
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`these features. Indeed, Continental was an early innovator in the design and
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`production of TCUs. Continental and/or Continental AG also spend millions of
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`dollars in research and development in an effort to engineer solutions that are
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`separate from or in addition to the cellular connections made by connected vehicles.
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`19.
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`In April 2017, a nearly 65,000 square foot research and development
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`center was opened in Silicon Valley, with activity that includes a focus on
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`connectivity and mobility services. Through this research and development center
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`in Silicon Valley, all areas of Continental cooperate in an interdisciplinary and
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`collaborative manner to engineer Continental’s next innovative contributions to the
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`automotive market.
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`B. Avanci
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`20.
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` Upon information and belief, defendant Avanci, LLC is a limited
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`liability corporation organized under the laws of the State of Delaware, with its
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`principal place of business at 1717 McKinney Avenue, Suite 1050, Dallas, Texas
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`75202.
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`21. Upon information and belief, defendant Avanci Platform International
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`Limited (collectively with Avanci, LLC, “Avanci”) is a company organized and
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`existing under the laws of Ireland, having its principal place of business at Unit 40,
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`The Hyde Building, The Park, Carrickmines, Dublin 18, Ireland D18 PX40.
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`22. Upon information and belief, Avanci regularly conducts business in
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`California which supports its patent licensing business.
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`23. Upon information and belief, Avanci derives revenues primarily from
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`patent licensing and aggressively seeks to monetize the alleged SEPs for which it
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`acts as licensing agent by targeting automotive OEMs that sell automobiles
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`incorporating components that operate in compliance with these standards, both in
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`Case No. 19-cv-2520
`COMPLAINT
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` Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 11 of 63 PageID 11 Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 11 of 63 PageID 11
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`California and all around the world.
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`24. Upon information and belief, Avanci claims to have the right to license
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`a majority of the world’s cellular SEPs spanning multiple jurisdictions and
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`telecommunications technologies.
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`25. Upon information and belief, Avanci has engaged in licensing and
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`related business negotiations within this judicial district, including with at least
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`defendant Conversant SARL (Conversant SARL’s Chief Executive Officer, who
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`announced Conversant SARL’s relationship with Avanci, is based in Conversant’s
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`office within this judicial district), InterDigital, Inc. (“InterDigital”) (InterDigital has
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`offices and high level officers in this judicial district), and defendant Nokia (Nokia
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`has multiple offices in this judicial district and high level licensing negotiation
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`personnel in this judicial district).
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`26. Upon information and belief, Avanci has entered into license
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`agreements with entities located within this judicial district that require continuing
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`obligations with this judicial district, and/or choice of law and forum selection
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`clauses in this judicial district. For example, at least Avanci Members BlackBerry,
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`Conversant SARL, and Nokia all have a substantial presence in this judicial district
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`and current or former principal places of business in this judicial district.
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`C. Nokia
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`27. Upon information and belief, defendant Nokia Corporation (“Nokia
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`Corp.”) is a corporation organized and existing under the laws of Finland, having its
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`principal place of business at Karaportti 3, 02610 Espoo, Finland.
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`28. Upon information and belief, defendant Nokia of America Corporation
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`(“Nokia America”) is a corporation organized under the laws of Delaware, having
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`its principal place of business at 600 Mountain Avenue, Murray Hill, New Jersey
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`07974. Upon information and belief, Nokia of America Corporation is a wholly
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`owned subsidiary of Nokia Corporation.
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`29. Upon information and belief, defendant Nokia Solutions and Networks
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`Case No. 19-cv-2520
`COMPLAINT
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` Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 12 of 63 PageID 12 Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 12 of 63 PageID 12
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`US LLC (“Nokia Solutions”) is a corporation organized under the laws of Delaware,
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`having its principal place of business at 6000 Connection Drive, Irving, Texas
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`75039. Upon information and belief, Nokia Solutions and Networks US LLC is a
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`wholly owned subsidiary of Nokia Corp.
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`30. Upon information and belief, defendant Nokia Solutions and Networks
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`Oy (“Nokia Solutions Oy”) is a corporation organized and existing under the laws of
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`Finland, having its principal place of business at Karaportti 3, 02610 Espoo,
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`Finland. Upon information and belief, Nokia Solutions Oy is a wholly owned
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`subsidiary of Nokia Corp.
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`31. Upon information and belief, defendant Nokia Technologies Oy is a
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`corporation organized and existing under the laws of Finland, having its principal
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`place of business at Karaportti 3, 02610 Espoo, Finland. Upon information and
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`belief, Nokia Technologies Oy is a wholly owned subsidiary of Nokia Corp.
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`32. Upon information and belief, Nokia America, Nokia Solutions, Nokia
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`Solutions Oy, and Nokia Technologies Oy are all wholly-owned direct or indirect
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`subsidiaries of Nokia Corp. Nokia Corp., Nokia America, Nokia Solutions, Nokia
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`Solutions Oy, and Nokia Technologies Oy (collectively “Nokia”) act as a common,
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`unified economic enterprise.
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`33. Upon information and belief, Nokia conducts business within the
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`United States as a whole, including having employees located at multiple offices
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`and campuses within this judicial district with locations including Mountain View,
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`San Jose, Sunnyvale, and Petaluma. Upon information and belief, Nokia supports
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`its patent licensing business through its operations within this judicial district, and
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`has sent licensing correspondence to Continental’s affiliate from its offices in this
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`judicial district.
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`34. Upon information and belief, Nokia joined the Avanci platform on or
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`about October 25, 2018.
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`Case No. 19-cv-2520
`COMPLAINT
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` Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 13 of 63 PageID 13 Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 13 of 63 PageID 13
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`D. Conversant
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`35. Upon information and belief, defendant Conversant Wireless Licensing
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`SARL (“Conversant SARL”) is a corporation organized and existing under the laws
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`of Luxembourg, having its principal place of business at 12, rue Jean Engling, L-
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`1466 Luxembourg, Luxembourg.
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`36. Upon information and believe, Conversant SARL conducts business
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`within the United States as a whole, which supports its patent licensing business.
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`37. Upon information and belief, Conversant SARL derives revenues
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`primarily from patent licensing and aggressively seeks to monetize its patents,
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`which includes patents declared essential to the 2G, 3G, and 4G standards—at least
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`through its agent Avanci.
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`38. Upon information and belief, Conversant SARL is a wholly-owned
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`direct or indirect subsidiary of Conversant Intellectual Property Management Inc.
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`(“Conversant IP Inc.”), a corporation organized under the laws of Canada, having its
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`principal place of business at 515 Legget Drive, Suite 704, Ottawa, Ontario, Canada
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`K2K 3G4.
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`39. Upon information and belief, Conversant Intellectual Property
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`Management Corporation (“Conversant IP Corp.”), is a corporation organized under
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`the laws of Texas, having its principal place of business at 5601 Granite Parkway
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`Suite 1300, Plano, TX 75024, and its principal business office in California at 2441
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`Park Blvd. Suite 104, Palo Alto, CA 94036. Conversant Wireless Licensing Ltd.
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`(“Conversant Wireless”), is a corporation organized under the laws of Texas, having
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`its principal place of business at 5601 Granite Parkway Suite 1300, Plano, TX
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`75024.
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`40. Upon information and belief, Conversant SARL, Conversant IP Corp.,
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`and Conversant Wireless are all wholly-owned direct or indirect subsidiaries of
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`Conversant IP Inc. Conversant IP Inc., Conversant SARL, Conversant IP Corp., and
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`Conversant Wireless (collectively “Conversant”) act as a common, unified
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`Case No. 19-cv-2520
`COMPLAINT
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` Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 14 of 63 PageID 14 Case 3:19-cv-02933-S Document 1 Filed 05/10/19 Page 14 of 63 PageID 14
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`economic enterprise.
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`41. Upon information and belief, Conversant has offices and em