(cid:40)(cid:91)(cid:75)(cid:76)(cid:69)(cid:76)(cid:87)(cid:3)(cid:21)(cid:19)(cid:26)(cid:21)(cid:3)
`(cid:11)(cid:53)(cid:40)(cid:39)(cid:36)(cid:38)(cid:55)(cid:40)(cid:39)(cid:3)(cid:57)(cid:40)(cid:53)(cid:54)(cid:44)(cid:50)(cid:49)(cid:3)(cid:50)(cid:41)(cid:3)(cid:40)(cid:91)(cid:75)(cid:76)(cid:69)(cid:76)(cid:87)(cid:3)(cid:21)(cid:19)(cid:19)(cid:23)(cid:12)
`
`Microsoft, Ex. 1030
`Microsoft v. Bradium, IPR2016-01897
`
`
`(cid:11)(cid:53)(cid:40)(cid:39)(cid:36)(cid:38)(cid:55)(cid:40)(cid:39)(cid:3)(cid:57)(cid:40)(cid:53)(cid:54)(cid:44)(cid:50)(cid:49)(cid:3)(cid:50)(cid:41)(cid:3)(cid:40)(cid:91)(cid:75)(cid:76)(cid:69)(cid:76)(cid:87)(cid:3)(cid:21)(cid:19)(cid:19)(cid:23)(cid:12)
`
`Microsoft, Ex. 1030
`Microsoft v. Bradium, IPR2016-01897
`
`
`
`Declaration of Mr. Isaac Levanon
`
`I, Isaac Levanon, declare as follows:
`
`1.
`
`I am a named inventor on U.S. Patent Nos. 7,908,343 (’343 Patent)
`
`and 3,924,506 (’506 Patent) both named “Optimized Image Delivery Over Limited
`
`Bandwidth Communication Channels.” Ex. 1001; Ex. 1002. Both of these patents
`
`claim priority to six provisional patent applications flied on December 27, 2000:
`
`U.S. Provisional Application Nos. 60f258,488, 60!258,489, 60,958,465,
`
`60/258,468, 602’258,466, and 60l258,467.
`
`2.
`
`I am also a named inventor on U.S. Patent Nos. 7,644,131 (’ 131
`
`Patent), which is the parent patent to the ’343 Patent, and 9,253,239 (’239 Patent),
`
`named “Optimized image Delivery Over Limited Bandwidth Communication
`
`Channels,” which share substantially the same specification.
`
`3.
`
`From approximately 2000 until 2010, I formed companies to
`
`commercialize the technology claimed in the abovementioued patents. These
`
`companies included FlyOver Technologies, Inc. (“FlyOver”) and later 3DVU Inc.,
`
`both of which I headed as Chairman and Chief Executive Officer.
`
`I will refer to
`
`the companies that I formed to commercialize the technology collectively as
`
`“3DVU”. I will refer to the technology that is claimed in the ’343 and ’5 06 patents
`
`as the “3DVU technology” or “the invention(s).” All of the 3DVU’s products
`
`described in this declaration embody the 3DVU technology.
`
`
`
`Declaration of Mr. Isaac Levanon
`
`4.
`
`At the time Flyover and later 3DVU, Inc., were founded, the 3DVU
`
`team included my co-inventor Yoni Lavi and roe. Yoni assisted in developing
`
`source code related to the 3DVU technology.
`
`5.
`
`I understand that the Patent Trial and Appeal Board (“PTAB”) has
`
`instituted review of the ’343 and ’506 patents based on Microsoft’s requests.
`
`6.
`
`I submit this declaration to describe my experience in
`
`commercializing the 3DVU technology.
`
`I.
`
`BACKGROUND
`
`7.
`
`I have attended the University of Houston from 1980 to 1984
`
`majoring in Science in Industrial Engineering.
`
`1 also later graduated from the
`
`Executive Development Program at Rice University — Jesse H. Jones Graduate
`
`School of Business.
`
`8.
`
`Since serving as a pilot in the Israel Air Force, 1 have spent the
`
`majority of my career creating and developing computer and software technology
`
`based companies, primarily as an inventor and entrepreneur. It was my focus on
`
`General Aviation that led me to develop the technology disclosed in the ‘343 and
`
`‘506 patents.
`
`
`
`Declaration of Mr. Isaac Levanon
`
`9.
`
`As a pilot I experienced the concept of an airfield traffic pattern,
`
`which is a standard path followed by aircraft when taking offor landing while
`
`maintaining visual contact with the airfield. At that time, the traffic pattern had to
`
`be navigated through paper graphic illustration and kept in books with directions,
`
`such as the Jeppesen approach plates. This problem was particularly important for
`
`General Aviation pilots who were frequently landing at an airfield that was not
`
`familiar to them.
`
`10.
`
`I decided to work on improving this process by creating central
`
`website for General Aviation (GA) Pilots that will be centered around an aerial
`
`photographioal display of the airfield that would enable a “flyover” experience, in
`
`which the pilot would see the exact pattern of landing and taking off in a 3D view
`
`over an aerial or satellite photograph of the airfield. This would allow General
`
`Aviation pilots to become cornfortable in landing and flying in areas that before
`
`were only visible on a paper graphic illustration in 2D top view only.
`
`1 1. Additionally, I thought 3D view could also provide General Aviation
`
`pilots with other relevant information and needs, such as where they could refuel,
`
`buy or lease an airplane, or find a hotel or rent a car close to the airport.
`
`
`
`Declaration oer. Isaac Levanon
`
`I2.
`
`I initially created a product called GAcental.com (General Aviation
`
`Central) and sought fimding of this project. However, I realized that the market
`
`was small, and that it would take time for education of and implementation by the
`
`aircraft industry. The dot—com era crash also made me think about applications for
`
`a “flyover” experience outside of aviation.
`
`13.
`
`I came to realize that the whole world could benefit from seeing maps
`
`in 3D on multiple devices and for multiple purposes.
`
`14. My co—inventor and I then worked on deveIOping these concepts. As
`
`a result, we filed the six provisional patent applications referred to above on
`
`December 27, 2000.
`
`15.
`
`Prior to our invention, I already had substantial experience in the
`
`computer industry.
`
`16.
`
`From 1980—1985 I was a Vice President of Sales for publicity traded
`
`computer chain stores — Camputer Craft. Frorn 1985-1987 I was a Vice President
`
`of Marketing and Advertising at Leading Edge, which produced and marketed the
`
`Model D Personal Computer, an IBM clone computer that was labeled "the King
`
`of the Clone".
`
`17. On Septetnber 8, 1988, I received my first patent — “Modular
`
`Computer System With Portable Travel Unit,” is U.S. Patent No. 4,769,?64.
`
`
`
`Declaration of Mr. Isaac Levanon
`
`18.
`
`In 1986 I launched Comet Corp, the first marketer of a Personal
`
`Facsimile System fax machine.
`
`19.
`
`In 1987 I became a Founder and Chief Executive Officer of Arche
`
`Technologies, a U-S. manufacturer of high performance and awards winning
`
`personal computers and the first to provide a two-year warranty, unlike other
`
`computers at that time.
`
`20.
`
`In 1990 I launched Relabel Products, the first manufacturer of Private
`
`Label Personal Computers and peripherals for computer retail stores nationwide.
`
`This allowed any computer retailer to have its own brand of personal computers at
`
`a fraction of the cost charged by the popular brands.
`
`21.
`
`In the mid-1990s I started designing multimedia live video PC-based
`
`board level solutions for video editing, information centers and kiosks at III-Motion
`
`Technologies. Picture Perfect was the first true color frame grabber video card
`
`offering true colors in both the video and the PC graphics for consumers.
`
`22.
`
`In 1995 I was Executive Vice President of TeIeVideo Inc. and was
`
`elected a member of the Board. TeleVideo Inc. was a publicly-traded company
`
`that produced computer terminals and built portable and personal computers.
`
`
`
`Declaration of Mr. Isaac Levanon
`
`23.
`
`In 1996 I founded Eureka, where my team and I worked on
`
`developing the first in-home multimedia solution (similar to today's Apple TV and
`
`Google Chromecast) with an adaptive indoor antenna to overcome in—home wave
`
`propagation. This invention was patented as US. Pat. No. 6,5733%. titled
`
`“Printed Circuit Board Antenna" and received approximately $4.5 million joint
`
`investment from Creative Labs and Binational Industrial Research and
`
`Development Foundation (“BIRD”) for timber improvements.
`
`24.
`
`Thus, I already had substantial experience in the computer industry
`
`before working on the development of the 3DVU technology.
`
`lI.
`
`3DVU TECHNOLOGY
`
`25.
`
`Several declarations that were submitted during prosecution of
`
`the ’ 131 Patent and another related patent, U.S. Patent No. 7,139,794 ("1794
`
`Patent”), illustrate a working model and working product that embodied the 3DVU
`
`technology.
`
`
`
`Declaration of Mr. Isaac Levanon
`
`26. During the prosecution of the ' 131 Patent, I, along with co-inventor
`
`Yoni, submitted two declatations. Exhibits 2064 and 2065 are true and correct
`
`copies of those declarations. Exhibit 2064 is a declaration that I signed on
`
`September 24, 2005 that includes a Zip drive directory which shows the files with
`
`the program constituting the invention. See Ex. 2064 pp. 2, 4—5. These files were
`
`dated prior to October 1999. The declaration also included a 4-page description of
`
`FlyOver Technology High Level Design, dated June 2000. Exhibit 2065 is a
`
`declaration that I signed on December 2?, 2006 that includes Exhibits A—H.
`
`27.
`
`Exhibit E to this declaration illustrates that the preprocessor
`
`subdivides the image into a quad-tree of compressed images; these images are
`
`screenshots captured by running the application as of late 1999. In this declaration
`
`we fm'ther explained that the process can be described as fragmentation of each
`
`level in a mold-resolution format to a grid of compressed images, where each of
`
`these images are of size 64 by 64 pixels, with 16 bits-per-pixel (3K3) packed to
`
`2K3 using fixed ratio compression as is explained in the patent application (see
`
`Exhibit F).
`
`
`
`Declaration of Mr. Isaac Levanon
`
`28.
`
`The viewer (client) used the method described in the ’ l 31 patent
`
`application to stream data flow this compressed image database over narrowband
`
`communication, and the client included a 3D renderer that provided views of the
`
`image fi'om an arbitrary lccation with 11111 maneuverability control by the user.
`
`Exhibits H portrays the progressive building of the picture parcels from pixel tiles
`
`until the image reaches its filll resolution. (See also Exhibit 19 at 13-14.) Exhibits
`
`E, F, and G also illustrate compression, described in the patent application, as well
`
`as the packet data streaming over a communication network. Additionally, the
`
`evaluation and computation of priority is described in, for example, Exhibit 2020
`
`at2!110—3f110.
`
`29. During the prosecution of the ’794 Patent, 1, along with co-inventor
`
`Yoni, also submitted declarations. Exhibits 2019 and 2020 are true and correct
`
`copies of those declarations. Exhibit 2019 is a declaration that I signed on
`
`December 27, 2005 that includes Exhibits A—H. Exhibit 2020 is a declaration that
`
`I signed on June 13, 2006 that includes Exhibits Am]. Exhibit I is a source code
`
`listing.
`
`
`
`Declaration of Mr. Isaac Levanon
`
`30.
`
`These declarations, too, discuss our working model and working
`
`product. As explained in the declarations, we had a working model (computer
`
`program) in December 1999, and created a working product at least as early as
`
`January 2000. See Exs. 2064 at 2 (paragraph 3), Ex. 2065 at 2 (paragraph 3). Ex.
`
`2019 at 2 (paragraph 3), Ex. 2020 at 111 00. The SDVU technology was embodied
`
`in the 1999 working model and the product that we developed as explained in
`
`Exhibits 2019, 2020, 2064 and 2065.
`
`31. While we, through 3DVU, continued to develop the 3DVU
`
`technology by adapting and refining it for Specific products and applications, the
`
`technology that we invented as set forth in the declarations attached as Exhibits
`
`2019 and 2020 constituted the core technology of all of the commarcial 3DVU
`
`products mentioned later in this declaration.
`
`32. As examples, the Kenwood (DENSO) car navigation systems and
`
`MapQuest navigation solution described herein included, among other aSpects of
`
`the 3DVU technology, the use of the KD-X-Y format, use of image tiles,
`
`prioritization of tiles, display of complex information quickly through progressive
`
`resolution, and the ability to perform well with only limited client—side
`
`computational resources and memory.
`
`10
`
`
`
`Declaration of Mr. Isaac Levanon
`
`33.
`
`To illustrate, the Kenwood (DENSO) car navigation systems used a
`
`was no other solution that could present 3DVU fimctionality on a system like the
`
`Kenwood (DENSO) car navigation systems.
`
`34.
`
`The NaviZGo product discussed below also embodied the 3DVU
`
`technology, as reflected by the ability of the product to work at a speed acceptable
`
`to the user at driving speed, on devices such as smartphones using online
`
`navigation, and (at the time) limited streaming and computing capabilities.
`
`35.
`
`To illustrate, NaviZGo functioned on various phones without a
`
`graphic chipset and or software graphic Support and on multiple operating systems
`
`including Symbian, WinCE, Windows Mobile, Blackberry, Linux and 503, by
`
`implementing 3DVU technology.
`
`10
`
`11
`
`
`
`Declaration of Mr. Isaac Levanon
`
`III.
`
`INDUSTRY AWARDS
`
`36.
`
`The 3DVU technology received international recognition. Since our
`
`only products was based on, used and featured the patented technology,
`
`recognition for the company also reflected recognition for our patented technology.
`
`Thus, in 2005, BDVU was selected among Red Herring’s list of most promising
`
`European Companies. See Ex. 2063 at 2.
`
`37.
`
`In 2007, 3DVU became a winner of Frost & Sullivan’s Europe
`
`Telematics and Infotainment Technology of the Year Award. See Ex. 2021 at 2
`
`Frost & Sullivan investigated the state of the navigation solutions available at that
`
`time. Based on my conversations with Frost & Sullivan and my understanding of
`
`their practices and the award, I understand that after researching numerous
`
`navigation solutions offered by other companies, Frost 8a. Sullivan concluded that
`
`our solution was the one worthy of their award.
`
`11
`
`12
`
`
`
`Declaration of Mr. Isaac Levanon
`
`IV.
`
`FUNDING FOR THE DEVELOPMENT OF THE 3DVU
`TECHNOLOGY
`
`38.
`
`Before we could introduce the 3DVU technology commercially,
`
`BDVU had to raise money for further product development. Development
`
`essentially consisted of adapting the 3DVU technology to different applications
`
`and products. The only contracts 3DVU could enter at that time had to be prepaid,
`
`or based on milestones where a company would fund the development, porting,
`
`and integration of 3DVU technology with the company’s solutions, before we had
`
`a finished product. At least at the time, such prepaid contracts were rarely used.
`
`39. As a result of pitching our technology to various potential customers,
`
`our company received funding totaling well over $1 million (USD) from three
`
`bilateral foundations,_SHRD, and KORIL—RDF, in support of projects
`
`for potential customers. See Ex. 2034 at p.8. These bilateral foundations, which
`
`are discussed in more detail below, were organized between the government of
`
`Israel and another participating country to support collaborative partnerships
`
`between high-technology companies and, among other things, the development of
`
`commercial products. The foundation first had to approve a proposedjoint project
`
`and business plan. Then the foundation would provide a grant to reimburse up to
`
`50% of the expenses for the development of the joint project.
`
`12
`
`13
`
`
`
`Declaration of Mr. Isaac chanon
`
`40.
`
`In particular, BDVU demonstrated our invention, submitted proposals
`
`with business plans‘ and received the following finding for the development of the
`
`invention:
`
`l—lc (I)
`
`attached as Exhibit 2022.
`
`Singapore-Israel Industrial Research and Development
`
`Foundation (“SHRD”) approved a project under the name
`
`“Visual Touch Map” for $1.5 miltion. True and correct copies
`
`of the following documents are attached: (i) Proposal to SIIRD,
`
`(Exhibit 2023); (ii) SILRD Mutual Nondisclosure Agreement,
`
`(Exhibit 2024); (iii) SI 1RD Memorandum of Understanding,
`
`(Exhibit 2025); and (iv) one ofthe SIIRD Commercialization
`
`Reports,(Exhibit 2026).
`
`13
`
`14
`
`
`
`Declaration of Mr. Isaac Levanon
`
`c.
`
`Korea-Israel Industrial Research and Development Foundation
`
`(“KORIL—RDF") approved a project under name “31) Visual
`
`Map Based Car Navigation System” for the grant of $363,000.
`
`See the KORIL—RDF Pr0posal and the KORIL-RDF
`
`Cooperation and Project Funding Agreement, true and correct
`
`copies of which are attached as Exhibits 2027 and 2028.
`
`V.
`
`COMMERCIALIZATION OF THE TECHNOLOGY
`
`41.
`
`In order to get exposure for our invention, I participated in trade
`
`shows and conferences around the world. An image showing the sofiwarc and
`
`utilities that 3DVU had developed and that I used in relation to demonstrations and
`
`trade shows appears on pages 88~89 of Exhibit 2056, which is a 3DVU trademark
`
`application file.
`
`42.
`
`Several companies expressed interest in the 3DVU technology, and I
`
`was able to negotiate several licenses of the technology, for example, with Denso
`
`Corporation for deveioping car navigation systems. I describe our experience in
`
`developing and commercializing the 3DVU technology in fisrther detail below.
`
`B.
`
`Denso: Kenwood Car Navigation Systems
`
`43.
`
`In 2001 in Japan, I made a web-based demonstration of the 3DVU
`
`technology to a few potential customers.
`
`I used several selected cities, including
`
`Phaenix AZ, Landon UK and Tokyo Japan, for which I had aerial photography.
`
`14
`
`15
`
`
`
`Declaration of Mr. Isaac Lemon
`
`44. One of the Japanese companies I was in communication with about
`
`the invention was Increment P Corporation (LPC). IPC created and provided high
`
`quality digital map data in Japan. In late 2001, IPC introduced me to a
`
`representative of Dense Corporation (“Denso”), Michima Ogawa. Mr. Ogawa was
`
`a Chief Engineer &. General Manager of Denso's ITS Engineering Department.
`
`Denso was a global Japanese corporation that manufactured, among other things,
`
`automotive parts and car navigation systems under OEM (original equipment
`
`manufacturer) agreements for several companies to market under those companies’
`
`brand names such as GM, Toyota and Kenwood.
`
`4S. Dense immediately expressed interest in the 3DVU technology. Mr.
`
`Ogawa contacted me right after our first meeting and indicated his excitement
`
`about 3DVU technology and his desire to demonstrate 3DVU technology to Dense
`
`management and get the approval for ajoint development, integration and
`
`licensing engagement with 3DVU.
`
`15
`
`16
`
`
`
`Declaration of Mr. Isaac Levanon
`
`46.
`
`Denso foliowed up with me within a few weeks, stating that they were
`
`attracted to 3DVU technology and would like to integrate it into Denso‘s solutions,
`
`specifically because the technology enabled the smooth display of3D perspective
`
`in a moving map environment. and could operate with limited computing capacity
`
`and limited memory. Donso agreed to fund the porting of3DVU technology to the
`
`I TRON operating system. ITRON was a Japanese Open standard for a real-time
`
`operating system (RTOS) particularly for small-scale embedded systems, targeted
`
`for consumer electronic devices. Dense also agreed to fund and support the
`
`integration of the ported technology into its car navigation system, by assigning
`
`— Such commitment from
`
`Dense to fimd our collaboration upfront was a major achievement for 3DVU, since
`
`it is extremely hard to secure the upfront fitnding and licensing for new technology.
`
`4?. Denso and 3DVU started working together to define a product
`
`solution simultaneously with the preparation of a formal agreement. On a trip to
`
`Denso headquarters in Japan in about August 2002, we drove a vehicie with a
`
`—integrating the 3DVU technology while navigating.
`
`43-—
`
`— —
`
`is attached as Exhibit 2029.
`
`16
`
`a)
`
`17
`
`
`
`Declaration of Mr. isaac Levanon
`
`49._
`
`———_— 5
`
`0. Denso’s commitment and interest in the technology was demonstrated
`
`by its intensive focus on launching a product as soon as possible. Ourjoint work
`
`“around the clock” made it possible for Denso in October of that year to release the
`
`car navigation system, incorporating 3DVU technology with Dense as the original
`
`equipment manufacturer under the Kenwood brand. See Ex. 2051. This version
`
`had all of the 3DVU patented features described above, and supported 13 major
`
`Japanese cities. A true and correct copy of a news release regarding the product is
`
`attached as Exhibit 2030- Videos demonstrating such Kenwood systems in
`
`Japanese language are available on YouTube at, for example,
`
`hgps:h’www.youtube.comfwatch?v=3btUNuCYM6M. A screen shot of this
`
`YouTube page is attached as Exhibit 203 i.
`
`1?
`
`(EL)
`
`18
`
`
`
`Declaration of Mr. Isaac Levanon
`
`51.
`
`Subsequently, Dense launched several other commercialized products
`
`in Japan under the Kenwood name that incorporated the 3DVU technology. For
`
`example, in 2004 Denso launched a second generation of the Kenwood car
`
`navigation system, Theater Navi, that also included 3DVU technology. This
`
`version of the navigation system covered 9? cities, compared to only 13 cities
`
`covered by the first version. A true and correct copy of a 3DVU press release
`
`noting the second generation ofthe Kenwood products is attached as Exhibit 2032
`
`atl.
`
`52.
`
`The development work with Dense in total resulted in at least five
`
`Kenwood car navigation systems that incorporated 3DVU technology. See Ex.
`
`2032 at 2.
`
`I still have three Kenwood car navigation system brochures reflecting
`
`such systems, true and correct copies of which are attached as Exhibits 2051, 2052,
`
`and 2053.
`
`18
`
`19
`
`
`
`Declaration of Mr. Isaac Levanon
`
`53.
`
`The brochures were given to me by Denso in about 2002-2004 and are
`
`written in Japanese and Engiish. While my Japanese reading ability is limited, I
`
`have reviewed the brochures and can confirm that the English language and
`
`graphical portions are consistent with my recollection of my work on behalf of
`
`3DVU with Denso. The brochures show the “Sky Cruise View” (Kenwood name
`
`for FlyOver technology) feature that 3DVU developed for the products. The
`
`brochures list the FlyOver Technologies company name and logo. The brochures
`
`indicate dates in the 2002 and 2004 time frame I discuss specific portions of the
`
`bmchures in the following several paragraphs.
`
`54.
`
`Exhibit 2051 is a Kenwood Car Navigation System brochure. The
`
`first page of Exhibit 2051 lists models HDX-700, I-IDZ-2570iTS, and I-IDZ-2500is.
`
`Pages 4 and 30 of the brochure display the FlyOver logo and company name. Page
`
`11 includes the FlyOver logo. Page 38 of the brochure lists a date of November 18,
`
`2002, which is consistent with my recollection of when the first Dense products
`
`incorporating 3DVU technology were launched in Japan.
`
`19
`
`20
`
`
`
`Declaration of Mr. Isaac Levanon
`
`55.
`
`Exhibit 2052 is a true and correct copy of an HDD Car Navigation
`
`System brOchurc for Kenwood HOV-910, HDV-S 10, PBX-710, and HDZ-ZS 10is.
`
`The FlyOver company name appears on page 9 at the bottom of the section with
`
`the English title “Sky Cruise View” (the Kenwood name for FlyOver technology).
`
`which shows 30 graphical navigation display screen shots to the right ofthe same
`
`section. Based on the graphics, images, and English text and my knowledge and
`
`experience with the Kenwood project and products, page 37, for example, is
`
`exclusively devoted to 3DVU technology and its benefits as presented in this
`
`Kenwood system. The brochure lists a date ofJuly 20, 2004 on the last page (page
`
`62).
`
`56.
`
`Exhibit 2053 is a true and correct copy of a Car Navigation Sysmm
`
`brochure for HDV-910 and HDV—S 10. FlyOver's company name appears on page
`
`9 at the bottom of the section with the English title “Sky CruiSe View" (which is
`
`the Kenwood name for FlyOver technology), which shows 3D graphical navigation
`
`display screen shots to the right of the same section. Based on the graphics,
`
`images, and English text and my knowledge and experience with the Kenwood
`
`project and products, Page 19 is exclusively devoted to 3DVU technology and its
`
`benefits as presented in this Kenwood system- The Flyover logo and company
`
`name also appear on page 19. The brochure is dated February 3, 2004 on the last
`
`page (page 42).
`
`20
`
`21
`
`
`
`Declaration oer. Isaac Levanon
`
`57.
`
`3DVU submitted portions of Kenwood product literature and
`
`packaging for the Kenwood systems to the USPTO as part of a trademark
`
`application on January 14, 2003. Ex. 2056 at pp. 64—67.
`
`58.
`
`All Kenwood car navigation systems were aftermarket products,
`
`meaning they are sold in stores to be installed in the car front dashboard. The time
`
`to market for such solutions is relative short. It is different from the embedded
`
`market where the navigation system is preinstalled on the assembly line and the
`
`user purchases the car with a car navigation built—in which has to sync with the car
`
`design and manufach processes, which may take years.
`
`59.
`
`The Kenwood car navigation systems that included 3DVU teChnology
`
`were a success. Denso stated that they wanted to include the 3DVU technology in
`
`additional produets and further develop the technology.
`
`60.
`
`This was apparent from Denso’s commitment to provide added
`
`resources of fimding and engineering to develop multiple new systems for
`
`Kenwood, for whom Denso was the GEM.
`
`61.
`
`The best form of appreciation was appreciation on a personal level: A
`
`Demo‘s Manager - Mr. Abo, who was Mr. Ogawa’s deputy, invited me for dinner
`
`with his wife and kids to his home. This gesture is very rare in the Japanese
`
`culture and show the deepest form of gratitude towards a business partner.
`
`22
`
`
`
`Declaration of Mr. Isaac Laval-ion
`
`C. MapQuest
`
`62.
`
`In fiirther attempts to commercialize 3DVU technology, I contacted
`
`MapQuest, a company that was at that time the leading provider of online web
`
`mapping solutions. MapQuest expressed great interest in 3DVU technology as a
`
`way to improve its own mapping solution.
`
`63.
`
`In 2005 3DVU and MapQuest signed a non-disclosure agreement, a
`
`true and correct copy of which is attached as Exhibit 2033.
`
`64. We held numerous meeting in Denver, Colorado, and couple of trips
`
`to MapQuest’s Technology Center in Mountvilie, PA.
`
`65.
`
`Per MapQuest request, 3DVU completed a proof of concept (POC)
`
`for MapQuest, where we embedded our 3DVU technology, including tiling, into
`
`MapQuest’s solution. MapQuest therefore received the ability to switch between
`
`their standard map solution and our technology, such that MapQuest could present
`
`(i) their map with our technology and (ii) aerial photography in 3D with our
`
`teehnoiogy. We educated MapQuest on how to Operate the technology so
`
`MapQuest could stream the aerial photography using the tile system that we
`
`disclosed in our provisional patent applications-
`
`66. MapQuest paid 3DVU approximately $100,000 for the development
`
`of such working POC.
`
`22
`
`23
`
`
`
`Declaration of Mr. Isaac Levanon
`
`D. Microsoft
`
`67.
`
`In July 2005, 1 represented 3DVU technology at a tradeshow at
`
`Pacifico Yokohama Convention Center in Japan, where I had a booth to
`
`demonstrate BDVU technology.
`
`68.
`
`Todd Warren, corporate vice president of Microsoft, visited our booth.
`
`From my recollection Todd was a head of the Devices, Services and eXperiences
`
`Group and was responsible for the development and technical product strategy for
`
`Microsoft’s Windows Mobile Operating system and related products. I understand
`
`from my experience and knowledge and publicly-available information that Todd
`
`also directed Microsoft’s device efforts in the Automotive and media device space
`
`and managed its mapping business unit responsible for the release of
`
`maps] ive.com. l
`
`69.
`
`Todd vieWed our demonstration and expressed strong interest in the
`
`3DVU technology, so we arranged a follow up discussion.
`
`I See http:Ifwww.farleynorthwestern.edufwe-teachlfacultylmdd-WEerenhtnfl.
`23
`
`24
`
`
`
`25
`
`Declaration of Mr. Isaac Levanon
`
`70- After that date I had numerous communications with different
`
`Microsofi empioyees, including——
`
`_—_
`
`See Ex.
`
`2014. We exchanged emails and held telephone conferences.
`
`I also traveled from
`
`Israel to Microsoft‘s offices in Redmond, Washington. During one of the trips,
`
`_indicated to me that Microsoft would like to acquire 3DVU and the
`
`3DVU technology.
`
`71. _atrue
`
`and correct copy of which is attached as Exhibit 2014. I signed it on June 23,
`
`2005. Ex. 2014 at 1.
`
`A true and correct copy of this email is attached as Exhibit 2015.
`
`
`
`Declaration of Mr. Isaac Levanon
`
`?3. M icrosofi suggested that I find bankers for the deal.
`
`[ then contacted
`
`(1.15. Unterberg, Towbin, who performed a valuation summary regarding 3DVU
`
`and a Keyhole Deal Value Analysis. True and correct copies of these materials are
`
`attached as Exhibits 2035 and 2036- These materials were presented to Microsoft
`
`during meetings we had in Redmond, Washington in abOut September 2005, after
`
`the date ofthe email.
`
`74. —save me a list0—
`
`_is attached as Exhibit 2034. -
`
`76.
`
`1 also had further meetings with Microsoft where we discussed oniy
`
`business and logistical aspects of the 3DVU acquisition.
`
`25
`
`26
`
`
`
`Declaration of Mr. Isaac Levanon
`
`77.
`
`The deal ultimater was not consummated for reasons that I do not
`
`know. During the time we were holding discussions, Microsoft spoke highly
`
`positively about the 3DVU technology and what it could add to Microsoft mapping
`
`products.
`
`In the pending litigation between Bradiurn and Microsoft, I understand
`
`that various Microsofi products are accused of using the 3DVU technology without
`
`authorization from the patent owner.
`
`E.
`
`Daewoo Precision
`
`'18. Daewoo Precision Industries Co., Ltd. (“Daewoo”), a Korean
`
`corporation that among other products developed, manufach and sold
`
`navigation systems for automotive vehicles, was another company that entered into
`
`an agreement with us to use the 3DVU technoiogy in its products.
`
`79. Our agreement with Daewoo was entered into around the time of the
`
`negotiations with Microsoft in 2005. Exhibit 203? is a true and correct copy of
`
`this license agreement.
`
`26
`
`27
`
`
`
`Declaration of Mr. Isaac Levanon
`
`80. Under the terms of this agreement 3DVU ported and integrated its
`
`technology into Daewoo systems 3DVU received total compensation of $180,000
`
`for the development and integration of the BDVU technology. See Ex. 2037 at 13.2.
`
`Based on the success 3DVU had with Denso in Japan, Daewoo was eager to have a
`
`similar solution first for the Korean market and then for international market
`
`through the distribution channels of its sister company GM Daewoo. Daewoo was
`
`willing to find the porting of 3DVU technology to the QNX operating system and
`
`to its integration with its car navigation system by assigning several engineers to
`
`work closely with 3DVU.
`
`81. A demonstration version ofthe Daewoo car navigation system was
`
`developed and then shown at the Busan International Motor Show in May 2006. In
`
`support of this, a true and correct copy of GIS DeveloPmenr: Asia Pacific: The
`
`monthly Magazine on Geographical Information Science is attached as Exhibit
`
`2038. Additionally, a true and correct copy of an online article by The Auto
`
`Channel discussing cooperation between 3DVU and Daewoo is attached as an
`
`Exhibit 2039. During my personal interactions with Daewoo company
`
`representatives told me that the smooth operation and 3D perspective offered by
`
`the 3DVU technology was interesting and attractive to Daewoo. I understood also
`
`that the ability to operate with limited computing power and memory was also
`
`attractive to Daewoo.
`
`2?
`
`28
`
`
`
`Declaration of Mr. Isaac [evasion
`
`F.
`
`NaviZGo
`
`82.
`
`Through our experienca with Denso, Daewoo and other manufacturers
`
`of cars and car navigation systems, we concluded that it would take us a very long
`
`time to get into the market of embedded car navigation systems (where navigation
`
`solution is built-in the car) especially with our limited resources. Therefore, we
`
`decided to embark on a new field using our core technology— mobile navigation.
`
`83. As phones were becoming more mobile and mobile technical
`
`capabilities were improving, and given that the 3DVU technology is well-suited
`
`for providing map and navigation data in limited bandwidth situations and to
`
`mobile devices, I decided to concentrate on incorporation of the 3DVU technology
`
`into mobile navigation.
`
`84.
`
`In 2008, 3DVU successfully launched a mobile application called
`
`NaviZGo. See Ex. 2021. Exhibit 2021 is a true and correct copy of a press release
`
`that was posted on the Directions Magazine website dated Jtil)! 1 1, 2003.
`
`85. NaviZGo was a client-server based system. 3DVU maintained a
`
`server located in the UK containing image, terrain, and map data. The end-user’s
`
`mobile device acted as the client. Navi2Go enabled the user to stream image,
`
`terrain, and map data in real time to assist the user in navigation.
`
`28
`
`29
`
`
`
`Declaration of Mr. Isaac Manon
`
`86.
`
`The 3DVU technology enabled the system to operate with sufficient
`
`speed to satisfy users. The 3DVU technology also enabled NaviZGo to display
`
`good detail, including three-dimensional perspectives. Based on my personal
`
`experience and interactions with distributors and end-Users, users were pleased by
`
`the Speed and high level of realism and detail provided by NaviZGo.
`
`87.
`
`To launch NanGo we partnered with major distribution channels for
`
`mobile media, including Mobil-land and Handmark. Attached as Exhibit 2047 is
`
`true and correct copy of a Directions Magazine online press release that describes
`
`NaviZGo.
`
`88.
`
`Exhibit 2046 is a true and correct copy of an intemet posting under
`
`the topic “3DVU Releases Enhanced Version ofNaviZGo Application” dated
`
`October 09
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