Commitments and Contingencies | 6 Months Ended |
Jan. 31, 2014 |
Commitments and Contingencies [Abstract] | ' |
Commitments and Contingencies | ' |
Note 8—Commitments and Contingencies |
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Legal Proceedings |
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On December 11, 2012, Straight Path IP filed a demand for arbitration seeking a declaration that the former Chief Executive Officer of Straight Path IP (the “Former SPIP CEO”)’s employment was properly terminated for cause and that the Former SPIP CEO is not entitled to severance or certain equity rights under his employment agreement. On March 15, 2013, the Former SPIP CEO filed a response and counterclaims alleging breach of contract and seeking various forms of relief. Specifically, he is seeking certain declarations related to the termination of his employment, and he is seeking certain payments, including in respect of options to purchase common stock representing 5% of the outstanding common stock of Straight Path IP, damages for unpaid compensation and severance, a sum in excess of $35 million in compensatory damages, and punitive damages in an unspecified amount. In a recent filing with respect to the arbitration proceeding, the Form SPIP CEO announced his intent to present evidence of a valuation of $5 billion for Straight Path IP, along with his assertion that the market value of Straight Path IP is/was not a fair representation of his damages related to his alleged equity rights. The parties have selected an arbitrator, commenced discovery, and set a case management schedule. The Company does not believe that the Former SPIP CEO’s counterclaims have merit, and is vigorously seeking to enforce its rights, prevail on its claims, and defend against the defendant’s counterclaims. At the current time, the Company cannot reasonably estimate its likely exposure in this matter. Under the terms of the Separation Agreement related to the Spin-Off, IDT is responsible for the costs of the arbitration and will indemnify the Company for liability other than for issuance of equity to the Former SPIP CEO. |
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On April 11, 2013, Sipnet EU S.R.O., a Czech company, (“Petitioner”) filed a petition for an inter partes review at the United States Patent and Trademark Office (the “USPTO”) for certain claims of U.S. Patent 6,108,704 (“the ’704 Patent”). On October 11, 2013, the USPTO partially granted the request and instituted an inter partes review. On January 30, 2014, Straight Path IP filed a Patent Owner’s Response, and oral argument is set for July 11, 2014. Straight Path IP intends to vigorously defend the claims of the ’704 Patent. Although Straight Path IP believes that its patents are valid, they may be deemed invalid during the inter partes review. |
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On August 1, 2013, Straight Path IP filed complaints in the United States District Court for the Eastern District of Virginia against Bandwidth.com, Inc., Telesphere Networks Ltd., and Vocalocity, Inc. claiming infringement of two of its patents (U.S. Patent Nos. 6,701,365 and 6,513,066). Straight Path IP seeks both damages and injunctive relief from the defendants. In January 2014, Straight Path IP entered into a confidential settlement and patent license agreement with Bandwidth.com, Inc. Discovery has concluded and the defendants, Telesphere and Vocalocity, have filed motions for summary judgment. On February 26, 2014, the Court issued a Markman ruling, which Straight Path IP believes is favorable to its claims. Trial is currently set for June 23, 2014, although the defendants have filed a motion to sever the trials, which may potentially require an additional trial. |
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On August 1, 2013, Straight Path IP filed a complaint with the International Trade Commission (“ITC”) to institute an investigation against respondents AmTran Logistics, Inc., AmTran Technology Co., Ltd., LG Electronics, Inc., LG Electronics U.S.A., Inc., LG Electronics MobileComm U.S.A., Inc., Panasonic Corporation, Panasonic Corporation of North America, Sharp Corporation, Sharp Electronics Corporation, Sony Computer Entertainment, Inc., Sony Computer Entertainment America LLC, Sony Computer Entertainment America Inc., Sony Corporation, Sony Corporation of America, Sony Electronics, Inc., Sony Mobile Communications AB, Sony Mobile Communications (USA) Inc., Sony Ericsson Mobile Communications (USA) Inc., Toshiba Corporation, Toshiba America Inc., Toshiba America Information Systems, Inc., and Vizio, Inc. Straight Path IP alleges that the respondents infringe three of its patents (U.S. Patent Nos. 6,108,704, 6,009,469, and 6,131,121). Straight Path IP seeks to exclude the allegedly infringing products from importation into the United States. On September 4, 2013, the ITC instituted the investigation. Discovery is ongoing. The Hearing is set for May 13-20, 2014 with an Initial Determination Date of September 9, 2014 and a Target Date of January 9, 2015. In January 2014, Straight Path IP, Sharp Corporation, and Sharp Electronics Corporation jointly filed a motion in the ITC to terminate the investigation, and the parties entered into a confidential settlement and patent license agreement. |
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On August 1, 2013, Straight Path IP also filed complaints in the United States District Court for the Eastern District of Virginia against the same respondents in the ITC action, alleging infringement of the same three patents. Straight Path IP seeks damages in these actions. With a co-pending ITC investigation involving the same patents, the defendants are entitled by statute to a stay of the district court proceedings, and all of the matters have been stayed. These actions, except against the LG defendants, have been consolidated. Straight Path IP has served the complaints. |
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On August 23, 2013, Straight Path IP filed complaints in the United States District Court for the Eastern District of Texas against Blackberry Ltd., Blackberry Corp., Huawei Investment & Holding Co., Ltd., Huawei Technologies Co., Ltd., Huawei Technologies USA, Inc., Huawei Devices USA, Inc., Samsung Electronics Co. Ltd., Samsung Electronics America, Inc., Samsung Telecommunications America, L.L.C., ZTE Corporation, and ZTE USA, Inc. alleging infringement of three of its patents (U.S. Patent Nos. 6,108,704, 6,009,469, and 6,131,121). Straight Path IP seeks damages in these actions. Straight Path IP entered into a stipulation dismissing the foreign ZTE entity, ZTE Corporation, without prejudice in exchange for discovery against the remaining ZTE entity, ZTE USA. Discovery has begun, a Markman hearing is set for October 2014 and a pretrial conference has been set for October 2015. |
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On November 5, 2013, Straight Path IP filed a complaint in the United States District Court for the Eastern District of Virginia against Vonage Holdings Corp., Vonage America, Inc., and Vonage Marketing LLC claiming infringement of four of its patents (U.S. Patent Nos. 6,009,469, 6,131,121, 6,513,066, and 6,701,365). Straight Path IP seeks both damages and injunctive relief from the defendants. In January 2014, the action was transferred to the District Court for the District of New Jersey. A scheduling order has not issued. |
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On December 5, 2013, Sony Corporation filed three petitions at the USPTO for inter partes review of certain claims of U.S. Patent Nos. 6,108,704, 6,009,469, and 6,131,121. Straight Path IP will have an opportunity to respond by March 21, 2014 and is expected to argue that the petitions should be denied. A decision as to whether the USPTO will grant the petitions is not expected for approximately three months from the March 21, 2014 response date. Although Straight Path IP believes that its patents are valid, they may be deemed invalid during the inter partes review. |
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In addition to the foregoing, the Company may from time to time be subject to other legal proceedings that arise in the ordinary course of business. Although there can be no assurance in this regard, the Company does not expect any of those legal proceedings to have a material adverse effect on the Company’s results of operations, cash flows or financial condition. |
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Other Commitments and Contingencies |
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The Former SPSI CEO is entitled to receive payments from future revenues generated from the leasing, licensing or sale of rights in certain of Straight Path Spectrum’s wireless spectrum licenses. Those payments are to be made out of 50% of the covered revenue and are in a maximum aggregate amount of $4 million. The payments arise under the June 2013 settlement of certain claims and disputes with the Former SPSI CEO and parties related to the Former SPSI CEO. As of January 31, 2014, the Company has paid $0.1 million to the Former SPSI CEO for this obligation. |
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Straight Path IP generally pays law firms that represent it in litigation against alleged infringers of its intellectual property rights a percentage of the amounts recovered ranging from 0% to 40% depending on several factors. One of such law firms has the right to 30% of the proceeds from any monetization of the Droplet patent portfolio, as such assets were received in settlement of litigation. The Droplet patent portfolio includes United States Patents Nos. 6,825,780; 6,847,317; 7,844,122; 7,525,463; 8,279,098; 7,436,329; 7,679,649 and a number of U.S. and foreign patent applications. |