Case5:15-cv-03184 Document1 Filed07/09/15 Page1 of 23
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`SIDLEY AUSTIN LLP
`Steven S. Baik (CA Bar No. 184622)
`Jill J. Schmidt (CA Bar No. 236349)
`1001 Page Mill Rd., Bldg. 1
`Palo Alto, CA 94304
`Telephone: 650-565-7000
`Facsimile: 650-565-7100
`sbaik@sidley.com
`jschmidt@sidley.com
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`Alexander D. Baxter (CA Bar No. 281569)
`555 California Street, Suite 2000
`San Francisco, CA 94104-1503
`Telephone: (415) 772-1200
`Facsimile: (415) 772-7400
`abaxter@sidley.com
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`Attorneys for Plaintiff Realtek
`Semiconductor Corp.
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`UNITED STATES DISTRICT COURT
`NORTHERN DISTRICT OF CALIFORNIA
`SAN JOSE DIVISION
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`vs.
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`REALTEK SEMICONDUCTOR CORP.,
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`Plaintiff,
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`ANDREA ELECTRONICS CORP.,
`Defendant.
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`Case No. ________________
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`COMPLAINT FOR BREACH OF
`CONTRACT AND DECLARATORY
`JUDGMENT
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`JURY TRIAL DEMANDED
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`REALTEK’S COMPLAINT
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`Realtek 345-2 Ex. 1029
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` RTL345-2_1029-0001
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`Case5:15-cv-03184 Document1 Filed07/09/15 Page2 of 23
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`Plaintiff Realtek Semiconductor Corporation (“Realtek”), for its Complaint against
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`Defendant Andrea Electronics Corporation (“Andrea”), states as follows:
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`NATURE OF ACTION
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`1.
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`This is a breach of contract and declaratory judgment action brought by Realtek
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`against Andrea, concerning a License Agreement entered into between Realtek and Andrea
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`(“License Agreement”).
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`2.
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`Despite
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` Andrea filed a complaint before the International Trade Commission, alleging
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`that Realtek’s products infringe five United States patents directed to systems utilizing the licensed
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`software algorithms. Andrea has requested that the International Trade Commission issue a Limited
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`Exclusion Order excluding both Realtek’s audio products and any third-party products (such as
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`laptops) that incorporate the licensed Realtek audio products from entry into the United States.
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`Andrea also filed suit in the United States District Court for the Eastern District of New York,
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`alleging infringement of the same five patents, but has not properly effected service of its complaint.
`3.
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`Andrea’s initiation of litigation and allegations of unlicensed infringement of its
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`patents against Realtek is a material breach of the License Agreement. Accordingly, Realtek brings
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`this action to recover damages resulting from Andrea’s breach. In addition, Realtek seeks injunctive
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`relief and an order requiring specific performance, requiring Andrea move to terminate the ITC
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`investigation as to Realtek and its customers and/or preventing Andrea from requesting a Limited
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`Exclusion Order or other injunctive relief in violation of the License Agreement. Realtek also seeks
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`a declaratory judgment that: (1) its accused products are licensed by Andrea under the License
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`Agreement; (2) the “intent and purpose” of the License Agreement cannot be effected without a
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`REALTEK’S COMPLAINT
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` RTL345-2_1029-0002
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`Case5:15-cv-03184 Document1 Filed07/09/15 Page3 of 23
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`license to any and all of Andrea’s audio processing patents, including without limitation any patent
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`Andrea has asserted against Realtek; (3) Andrea is barred from asserting the five asserted patents
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`under various equitable doctrines; and (4) Andrea’s ability to audit Realtek is limited by the License
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`Agreement.
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`THE PARTIES
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`4.
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`Realtek is a Taiwanese corporation with a principal place of business at No. 2,
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`Innovation Road II, Hsinchu Science Park, Hsinchu 300, Taiwan, R.O.C.
`5.
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`On information and belief, Andrea is a New York corporation with a principal place
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`of business at 65 Orville Drive, Suite One, Bohemia, NY 11716.
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`JURISDICTION AND VENUE
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`6.
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`This action arises under the Federal Declaratory Judgment Act, 28 U.S.C. §§ 2201
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`and 2202.
`7.
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`This Court has subject matter jurisdiction pursuant to, without limitation, 28 U.S.C.
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`§§ 2201 and 2202. This Court further has subject matter jurisdiction over this action pursuant to 28
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`U.S.C. § 1332(a) because this matter is between a citizen of a State and a citizen of a foreign state
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`and the amount in controversy exceeds $75,000. This Court further has supplemental subject matter
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`jurisdiction pursuant to 28 U.S.C. § 1367(a).
`8.
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`This Court has personal jurisdiction over Andrea because Andrea has consented to
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`adjudicating disputes in this Court.
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`9.
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`Venue is appropriate because Andrea has consented to venue in this District.
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`10.
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`For purposes of intradistrict assignment pursuant to Civil Local Rules 3-2(c) and 3-
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`5(b), this Breach of Contract action should be assigned to the San Jose Division
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`REALTEK’S COMPLAINT
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` RTL345-2_1029-0003
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`

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`Case5:15-cv-03184 Document1 Filed07/09/15 Page4 of 23
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`THE LICENSE AGREEMENT BETWEEN REALTEK AND ANDREA
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`11.
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`Realtek is a maker of audio codec chips that are typically incorporated into personal
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`computers, such as laptops. In addition to hardware, Realtek provides the option of using its
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`software drivers to work in conjunction with the audio codec chips. Realtek has invested significant
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`time, money and resources in creating a distribution channel that supplies the chips to distributors
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`and original design manufacturers, primarily located in Asia. Realtek further makes software drivers
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`for its audio codec chips available
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`12.
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` On information and belief,
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`market and wished to increase the availability of its audio software to manufacturers and end users.
`13.
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`On information and belief,
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` Andrea sold PC
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`audio equipment such as microphones and speakers, primarily in the after market. Andrea’s audio
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`equipment worked in conjunction with software algorithms that performed audio signal processing.
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`Because Andrea’s algorithms were not incorporated into most audio encoder/decoder (“codec”)
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`chips at the time, Andrea sold microphone arrays and other audio equipment that connected to
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`computers through Universal Serial Bus (USB) connections and provided software drivers that
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`performed its algorithms on the main processor (rather than on the audio codec chip), which required
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`installation of the software. Andrea could not sell microphones and other audio equipment that used
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`analog connections, such as the microphone and speaker jacks, since they were directly connected to
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`the computer’s audio codec chip. In order to increase sales by opening up this segment of the
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`market, Andrea desired to partner with audio codec chip manufacturers, such as Realtek, to
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`incorporate Andrea’s software algorithms directly into drivers for audio codec chips.
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`REALTEK’S COMPLAINT
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` RTL345-2_1029-0004
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`

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`Case5:15-cv-03184 Document1 Filed07/09/15 Page5 of 23
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`14.
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`Additionally, on information and belief,
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` a
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`purchaser of Andrea USB-based audio equipment was required to install Andrea’s audio software
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`onto the PC either from a disk or from the Internet. This extra step prevented the consumer from
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`having a “plug and play” experience. Thus, Andrea further desired to partner with audio codec chip
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`manufacturers to incorporate its software algorithms directly into drivers to provide a “plug and
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`play” experience to end users, again, to increase sales.
`15.
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`REALTEK’S COMPLAINT
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` RTL345-2_1029-0005
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`Case5:15-cv-03184 Document1 Filed07/09/15 Page6 of 23
`Case5:15—cv—O3184 Documentl Fi|edO7/O9/15 Page6 of 23
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`18.
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`REALTEK’S COMPLAINT
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`RTL345-2_1029-0006
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` RTL345-2_1029-0006
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`Case5:15-cv-03184 Document1 Filed07/09/15 Page7 of 23
`Case5:15—cv—O3184 Documentl Fi|edO7/O9/15 Page? of 23
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`REALTEK’S COMPLAINT
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`RTL345-2_1029-0007
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` RTL345-2_1029-0007
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`Case5:15-cv-03184 Document1 Filed07/09/15 Page8 of 23
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`21.
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`REALTEK’S PRODUCTS AND ANDREA’S SOFTWARE
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`24.
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`As described above, Realtek manufactures audio codec chips for use in personal
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`computer products. Realtek also distributes a software driver for the audio codec chips
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`. Although Realtek sells different audio codec
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`REALTEK’S COMPLAINT
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` RTL345-2_1029-0008
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`Case5:15-cv-03184 Document1 Filed07/09/15 Page9 of 23
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`chips,
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`Andrea that it provided
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`. Realtek informed
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`, such that Andrea’s software
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`would be present in every personal computer incorporating a Realtek audio codec chip and running
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`Realtek’s software driver, whether or not the Andrea software is activated.
`25.
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`As described above, Andrea desired to have Realtek incorporate its software into
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`Realtek’s audio driver, so as to gain access to Realtek’s distribution channels and expand its market
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`for selling audio equipment and accessories.
`26.
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`Andrea provided Realtek with its software to be incorporated into Realtek’s audio
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`driver, with the understanding that they would be distributed with all of Realtek’s audio codec chips.
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`27.
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`Realtek’s
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` benefits Andrea by allowing manufacturers
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`to quickly incorporate Andrea audio equipment into their computers. Andrea does not need to spend
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`time, money and resources qualifying any software with audio codec chip companies, original
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`equipment manufacturers, or original design manufacturers. Andrea takes advantage of all the
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`significant work Realtek has already performed (and continues to perform) to create and maintain its
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`distribution network as well as the systems and processes in place for the qualification of Realtek
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`audio codec chips and drivers.
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`Realtek expended effort and resources in incorporating Andrea’s software into Realtek’s
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`software driver.
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`REALTEK’S COMPLAINT
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` RTL345-2_1029-0009
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`Case5:15-cv-03184 Document1 Filed07/09/15 Page10 of 23
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`30.
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`31.
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`Since at least 2008, Andrea has been aware of the audio processing algorithms
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`performed by Realtek’s audio driver. Since that time, and until Andrea filed suit against Realtek on
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`January 14, 2015, Andrea has never indicated to Realtek that Andrea believed Realtek was
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`infringing any of its patents through the unlicensed manufacture or sale of its audio codec chips and
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`drivers.
`32.
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`33.
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`ANDREA’S INAPPROPRIATE AUDIT OF REALTEK
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`34.
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`Andrea requested an audit for the first time on May 20, 2014, and designated the firm
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`KPMG to perform the audit.
`35.
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`KPMG and Realtek have been unable to agree upon a non-disclosure
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`. However, on information and belief,
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`Andrea intends to use the audit for an improper litigation purpose.
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` RTL345-2_1029-0010
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`Case5:15-cv-03184 Document1 Filed07/09/15 Page11 of 23
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`36.
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`KPMG has refused to agree to certain provisions requested by Realtek to protect its
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`confidential information. In particular, KPMG has refused to agree to comply with Realtek’s
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`security provisions on-site during an audit, has refused to keep all confidential information within
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`Realtek’s facilities, has refused to restrict access to Realtek’s confidential information to KPMG
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`personnel (and instead insisted that Realtek’s confidential information may need to be disclosed to
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`Andrea if it has any bearing on its findings), and has refused to agree to destroy Realtek’s
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`confidential information following the audit. On information and belief, KPMG intends to obtain
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`Realtek confidential information during the audit and openly share the information with Andrea, for
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`litigation purposes,
`37.
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`On July 7, 2014, following an audit “Kickoff Call,” KPMG sent to Realtek a
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`“Preliminary Document Request” setting out the documents and information it claimed would be
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`required to perform the audit. Despite only being authorized to audit
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`analysts, including an engineering manager, production manager, information systems analyst, and
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`procurement manager; (2) detailed and voluminous product information regarding “all products
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`shipped or transferred by Realtek or its Subsidiaries whether or not the product contains Andrea
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`technologies,” (3) detailed manufacturing information for all Realtek products; and (4) product
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`architectures, bills of materials, and technical specifications for Realtek’s products, among numerous
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`other classes of information. On information and belief, Andrea, through its agent KPMG, has
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`intentionally sought confidential documents and information outside the scope of the audit provision
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`of the License Agreement.
`38.
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`On April 28, 2015, Realtek employee Jennifer Chen held a conference call to discuss
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`the scope of the audit Andrea intended KPMG to conduct. Representatives for KPMG stated that
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`they were authorized to request and review any data they believed relevant to the audit, including
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`product design information, client accounts, part numbers and product information, manufacturing
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`information, procurement information, technical specifications, and many other types of information.
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`Despite the fact that the License Agreement limits any audit to
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`REALTEK’S COMPLAINT
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`KPMG contended that the authorization
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`to review
`39.
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`was broad enough to allow them to review all of this information.
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`During the conference call, KPMG also stated that it intended to disclose Realtek
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`confidential information learned during the audit to Andrea. In particular, KPMG stated that it
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`would disclose any and all information “relating to a finding” if it determined that there had been an
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`incorrect payment of royalties under the License Agreement.
`40.
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` Following the conference call, on May 3, 2015, Jennifer Chen emailed KPMG to
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`summarize the call and explain Realtek’s positions regarding the audit. Ms. Chen explained that the
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`scope of a permissible audit
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`. Realtek requested KPMG
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`prepare a draft NDA reflecting the proper scope of the audit under the License Agreement.
`41.
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`Over a month later, on June 4, 2015, Jeff Ng of KPMG responded to Ms. Chen’s
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`email. Rather than providing a draft NDA to move the audit forward, Mr. Ng disputed the scope of a
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`permissible audit. In particular, Mr. Ng stated “KPMG does not see language
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` that
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`prohibits or prevents KPMG from obtaining and reviewing [non-Andrea related data, part number
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`information, manufacturing data, etc.].” Mr. Ng further stated that “KPMG sees no language that
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`prohibits us from conducting interviews.” Mr. Ng admitted that KPMG intends to disclose more
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`information
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` stating “KPMG’s reporting to Andrea will
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`reflect information that Realtek would have reported in its royalty reports.” Finally, Mr. Ng accused
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`Realtek of being unwilling to engage in “a creative negotiation.”
`42.
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`On June 30, 2015, counsel for Andrea, Steve Pedersen, emailed counsel for Realtek
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`regarding the KPMG audit. Mr. Pedersen denied that KPMG acted as Andrea’s agent with regard to
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`the audit; however, Mr. Pedersen admitted that he consulted with KPMG in order to form his
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`understanding of events. Mr. Pedersen further asserted that each item requested by KPMG was
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` but made no attempt to justify how the expansive document
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`request was limited to
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` Mr. Pedersen also
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`admitted that KPMG intended to disclose more information to Andrea
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`Case5:15-cv-03184 Document1 Filed07/09/15 Page13 of 23
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`43.
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`On information and belief, KPMG requested the detailed and expansive amount of
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`information in its Preliminary Document Request not for the purpose of conducting a legitimate
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`audit, but in an attempt to gather information for Andrea to use in litigation against Realtek. KPMG
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`also admitted that it intended to disclose confidential information to Andrea, in violation of the
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`License Agreement.
`44.
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`On information and belief, KPMG is acting under the direction of Andrea in its
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`conduct with respect to the Realtek audit. KPMG’s refusal to agree to appropriate non-disclosure
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`provisions, and its attempt to request documents far in excess of
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`
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` represent a breach of the License Agreement by Andrea and a breach of the covenant of
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`good faith and fair dealing, and have damaged Realtek.
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`ANDREA’S LITIGATION AGAINST REALTEK
`
`45.
`
`On January 14, 2015, Andrea filed a complaint against Realtek in the United States
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`District Court for the Eastern District of New York, alleging that Realtek infringed one or more
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`claims of five patents owned by Andrea: U.S. Patent No. 5,825,898 (“the ’898 Patent”), U.S. Patent
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`No. 6,049,607 (“the ’607 Patent”), U.S. Patent No. 6,363,345 (“the ’345 Patent”), U.S. Patent No.
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`6,377,637 (“the ’637 Patent”), and U.S. Patent No. 6,483,923 (“the ’923 Patent”) (“the Asserted
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`Patents”). Andrea alleges that Realtek induces infringement of these patents by “provid[ing] audio
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`codec chips and/or audio processing software” to its customers for incorporation into computer
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`products, which then directly infringe the patents by providing “beam forming functionality,” “echo
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`cancellation functionality,” or “noise cancellation/suppression functionality.” These are the same
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`categories of audio software algorithms covered in the License Agreement. Andrea requests
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`damages and injunctive relief against Realtek. To date, Andrea has not properly effected service of
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`its complaint. Andrea’s complaint in the Eastern District of New York is attached as Exhibit C.
`46.
`
`On January 23, 2015, Andrea submitted a complaint to the International Trade
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`Commission (“ITC”), requesting that the ITC institute an Investigation under 19 U.S.C. § 1337 with
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`respect to Realtek’s importation of products that allegedly infringe the Asserted Patents. Andrea
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`requested that the ITC issue a Limited Exclusion Order and a cease-and-desist order excluding
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`Realtek’s products from importation into the United States. As examples, Andrea accuses several
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`computer products incorporating Realtek’s products that “reduce or eliminate noise in a received
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`signal in a manner that infringes” each of the Asserted Patents. The basis for Andrea’s request to the
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`ITC appears to be substantially the same as asserted in its complaint before the Eastern District of
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`New York. On March 12, 2015, the ITC instituted an investigation into Realtek’s products and
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`named Realtek as a respondent in Inv. No. 337-TA-949. Andrea’s ITC complaint is attached as
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`Exhibit D.
`47.
`
`Andrea’s allegations of infringement of the Asserted Patents is based on the
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`combination of Realtek products with software drivers and hardware audio equipment that perform
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`the software algorithms Andrea has licensed to Realtek.
`48.
`
`Andrea’s allegations of infringement of the Asserted Patents are a breach of the
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`License Agreement, and have damaged Realtek.
`49.
`
`Andrea’s ITC complaint further alleges that Realtek induces infringement of the
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`Asserted Patents. For example, Andrea alleges that “Realtek has provided and continues to provide
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`promotional materials advertising the audio functionalities described and claimed in the ’898 Patent.
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`For example, Realtek has advertised and continues to advertise its beam forming. . . . At least by
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`advertising such functionality, Realtek has induced and is actively inducing incorporation of its
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`audio processing hardware and/or software and use of that functionality and infringement of at least
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`claim of Andrea’s ’898 Patent.” Ex. D, ¶ 143; see also id. ¶¶ 213 (similar language regarding ’923
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`Patent), 283 (’607 Patent), 353 (’345 Patent), 423 (’637 Patent). Andrea’s New York complaint
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`makes similar allegations. Ex. C ¶¶ 25-26, 37-38, 49-50, 61-62, 73-74.
`50.
`
`Andrea’s ITC complaint further alleges that Realtek contributes to infringement of
`
`the Asserted Patents. For example, Andrea alleges that “Realtek’s audio codec chips and/or audio
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`processing software are made solely for the purpose of reducing or eliminating interference from
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`voice and/or other audio signals in a manner that infringes at least one claim of the ’898 Patent. . . .
`
`By selling or licensing these audio codec chips and/or audio processing software, Realtek has
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`contributed to the infringement of the ’898 Patent by users of said audio codec chips and/or audio
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`processing software.” Ex. D ¶ 145; see also id. ¶¶ 245 (’923 Patent), 285 (’607 Patent), 355 (’345
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`Patent), 425 (’637 Patent). Andrea’s New York complaint makes similar allegations. Ex. C ¶¶ 28,
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`40, 52, 64, 76.
`51.
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`The License Agreement expressly contemplates and allows Realtek to undertake the
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`actions Andrea alleges induce infringement and contribute to infringement of the Asserted Patents.
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`
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`
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`For example and without limitation, the License Agreement authorizes Realtek
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`. Andrea’s allegation that Realtek induces and contributes to infringement by undertaking
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`these authorized acts is a separate breach of the License Agreement, and has damaged Realtek.
`52.
`
`By letter of June 9, 2015, counsel for Realtek informed Andrea that its allegations of
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`infringement were a breach of the License Agreement, and requested that Andrea immediately
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`withdraw those allegations. Realtek reiterated its request that Andrea withdraw its infringement
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`allegations by letter of June 19, 2015. Despite responding to each of Realtek’s letters, Andrea has
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`refused to address Realtek’s request and thereby refused to withdraw its infringement allegations.
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`Andrea’s infringement allegations, and complaints before a United States District Court and the ITC,
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`frustrate the purpose of the License Agreement. Andrea’s refusal to withdraw its infringement
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`allegations is a further breach of the License Agreement, which requires Andrea “take actions and
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`execute documents or instruments that are necessary and desirable to [] carry out the intent and
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`purpose of [the] Agreement.”
`
`COUNT 1 – BREACH OF CONTRACT
`
`53.
`
`Realtek restates and re-alleges the allegations set forth in paragraphs 1-52 above, as if
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`set out in full herein.
`54.
`
`The License Agreement at issue in this action constitutes a valid and legally
`
`enforceable contract, which was duly agreed to and executed, and which was entered into for
`
`valuable consideration.
`55.
`
`All obligations required of Realtek under the License Agreement have been
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`performed or waived.
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`REALTEK’S COMPLAINT
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`Case5:15-cv-03184 Document1 Filed07/09/15 Page16 of 23
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`56. Without limitation, Andrea has breached the License Agreement by,
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` accusing Realtek of
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`inducing and contributing to infringement of the Asserted Patents, in both the Eastern District of
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`New York and the International Trade Commission, by asserting that computer products containing
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`Realtek’s audio codec chipsets directly infringe the Asserted Patents, and by seeking injunctive relief
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`and/or an exclusion order against Realtek’s audio code chipsets.
`57.
`
`Separately, and without limitation, Andrea has breached the License Agreement by
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`attempting to audit Realtek in excess of
`58.
`
`Separately, and without limitation, Andrea has breached the License Agreement by
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`
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`entering into a patent monetization deal secured against its patent portfolio, in violation of
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`
`
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`
`.
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`59.
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`Separately, and without limitation, Andrea has breached its obligations under the
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`License Agreement to
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` by refusing to withdraw its
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`improper allegations of direct, induced, and contributory infringement, and by seeking injunctive
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`relief and/or an exclusion order against Realtek’s products.
`60.
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`On information and belief, the aforementioned acts are exemplary of a continuing
`
`pattern of actions by Andrea in breach of the License Agreement.
`61.
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`Realtek has been damaged by the aforementioned breaches in an amount to be proved
`
`at trial.
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`62.
`
`
`COUNT II –BREACH OF IMPLIED COVENANT
`OF GOOD FAITH AND FAIR DEALING
`Realtek restates and re-alleges the allegations set forth in paragraphs 1-61 above, as if
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`set out in full herein.
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`REALTEK’S COMPLAINT
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` RTL345-2_1029-0016
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`63.
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`The License Agreement at issue in this action constitutes a valid and legally
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`enforceable contract, which was duly agreed to and executed, and which was entered into for
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`valuable consideration.
`64.
`
`All obligations required of Realtek under the License Agreement have been
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`performed or waived.
`65. Without limitation, Andrea has interfered with Realtek’s right to receive the benefit
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`of the License Agreement by,
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`
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` accusing Realtek of inducing and contributing to infringement of the
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`Asserted Patents, in both the Eastern District of New York and the International Trade Commission,
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`and by asserting that computer products containing Realtek’s audio codec chipsets directly infringe
`
`the Asserted Patents.
`66.
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`Separately, and without limitation, Andrea has interfered with Realtek’s right to
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`receive the benefit of the License Agreement by attempting to audit Realtek in a manner exceeding
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`the audit scope permitted by the License Agreement.
`67.
`
`Separately, and without limitation, Andrea has interfered with Realtek’s right to
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`receive the benefit of the License Agreement by entering into a patent monetization deal secured
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`against its patent portfolio, in violation of
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`
`
`
`
`68.
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`Separately, and without limitation, Andrea has interfered with Realtek’s right to
`
`
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`receive the benefit of the License Agreement, requiring Andrea
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`
`
`
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` by refusing to withdraw its improper allegations of direct, induced, and
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`contributory infringement.
`69.
`
`On information and belief, the aforementioned acts are exemplary of a continuing
`
`pattern of actions by Andrea in breach of the implied covenant of good faith and fair dealing.
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`REALTEK’S COMPLAINT
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`70.
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`Realtek has been damaged by Andrea’s breach of the implied covenant of good faith
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`and fair dealing in an amount to be proved at trial.
`
`COUNT III – DECLARATORY JUDGMENT - LICENSE
`
`71.
`
`Realtek restates and re-alleges the allegations set forth in paragraphs 1-
`
` above, as if
`
`set out in full herein.
`72.
`
`Andrea contends that Realtek induces or contributes to infringement of the Asserted
`
`Patents by selling audio codec chipsets and providing audio processing software to its customers,
`
`
`
`.
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`Andrea further contends that Realtek’s customers’ computer products containing Realtek’s audio
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`codec chipsets directly infringe the Asserted Patents.
`73.
`
`Realtek disputes Andrea’s contentions, because the License Agreement
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`unambiguously provides Realtek with a license to Andrea’s software algorithms and related
`
`intellectual property.
`74.
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`Pursuant to 28 U.S.C. § 2201, an actual controversy exists between Realtek and
`
`Andrea regarding the scope of the License Agreement and
`
`
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`
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`75.
`
`Realtek requests a declaratory judgment that Realtek is licensed to any and all Andrea
`
`audio processing patents, including without limitation the patents Andrea has asserted against
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`Realtek in the ITC and the Eastern District of New York.
`76.
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`Additionally, Realtek requests a declaratory judgment that
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`
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`
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`which is consistent with interpreting the License
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`Agreement to include
`
`.
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`COUNT IV – DECLARATORY JUDGMENT – IMPLIED LICENSE
`
`77.
`
`Realtek restates and re-alleges the allegations set forth in paragraphs 1-
`
` above, as if
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`set out in full herein.
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`REALTEK’S COMPLAINT
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` RTL345-2_1029-0018
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`78.
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`Realtek and Andrea entered into a contractual relationship through the License
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`Agreement.
`79. Within this contractual relationship, Andrea granted to Realtek the right to use its
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`software algorithms by providing software modules to Realtek to incorporate into Realtek’s audio
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`driver.
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`80.
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`And