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`____________
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`BEFORE THE PATENT TRIAL AND APPEAL BOARD
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`____________
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`AMERICAN NATIONAL MANUFACTURING INC.,
`Petitioner,
`
`v.
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`SLEEP NUMBER CORPORATION
`f/k/a SELECT COMFORT CORPORATION,
`Patent Owner.
`____________
`
`Case No. IPR2019-00500
`Patent No. 9,737,154 B2
`____________
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`DECLARATION OF LUKAS D. TOFT
`IN SUPPORT OF PATENT OWNER’S RESPONSE
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`Sleep Number Corp.
`EXHIBIT 2040
`IPR2019-00500
`Page 1
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`Case No. IPR2019-00500
`Patent No. 9,737,154 B2
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`I, Lukas D. Toft, declare as follows:
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`1.
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`I am an attorney at the law firm Fox Rothschild LLP, and I am one of
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`the attorneys representing Sleep Number Corporation f/k/a Select Comfort
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`Corporation (herein “Sleep Number”) in the above matter initiated by American
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`National Manufacturing, Inc. (“ANM”). I submit this Declaration in support of
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`Patent Owner’s Response. All statements made herein are of my own personal
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`knowledge to the best of my recollection and, if called to testify, could and would
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`do so.
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`2.
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`I am a member of the team representing Patent Owner in the following
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`IPR proceedings: IPR2019-00497 (U.S. Pat. No. 8,769,747), IPR2019-00500 (U.S.
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`Pat. No. 9,737,154), and IPR2019-00514 (U.S. Pat. No. 5,904,172). I am also a
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`member of the team representing Patent Owner in the following related district court
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`cases (“District Court Case”): Sleep Number Corporation v. American National
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`Manufacturing Inc., 5:18-cv-00357(AB)(SPx) (C.D. Cal. 2018) and Sleep Number
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`Corporation v. Sizewise Rentals, LLC, 5:18-cv-00356(AB)(SPx) (C.D. Cal. 2018).
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`3.
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`Exhibit 2041 is a true and correct copy of the transcript of the deposition
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`of Dr. Joshua Phinney, taken September 24, 2019 in IPR proceedings IPR2019-
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`00497 and IPR2019-00500.
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`1
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`Sleep Number Corp.
`EXHIBIT 2040
`IPR2019-00500
`Page 2
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`Case No. IPR2019-00500
`Patent No. 9,737,154 B2
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`4.
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`Exhibit 2042 is a true and correct copy of the transcript of the deposition
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`of Dr. Joshua Phinney, taken September 25, 2019 in IPR proceedings IPR2019-
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`00497 and IPR2019-00500.
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`5.
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`Exhibit 2043 is a true and correct copy of the District Court Order (In
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`Chambers) Granting Plaintiff’s Ex Parte Application to Modify Protective Order But
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`Ordering Redactions to Private Source Code Information dated September 26, 2019
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`and filed in both District Court Case proceedings (“District Court Order”).
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`6.
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`Exhibit 2044 is a true and correct copy of a document served by Patent
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`Owner on ANM in the District Court Case titled “Plaintiff’s Amended Disclosure of
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`Asserted Claims and Infringement Contentions,” dated January 25, 2019.
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`7.
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`Exhibit 2045 is a true and correct copy of a document served by Patent
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`Owner on Sizewise in the District Court Case titled “Plaintiff’s Amended Disclosure
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`of Asserted Claims and Infringement Contentions,” dated January 25, 2019.
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`8.
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`Exhibit 2046 is a true and correct copy of a document served by Patent
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`Owner in the District Court Case entitled “U.S. Patent No. 5,904,172 versus
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`American National Manufacturing Accused Products.” It has been redacted
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`pursuant to the District Court Order filed as Exhibit 2043; a non-redacted copy is
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`not being provided at this time.
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`9.
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`Exhibit 2047 is a true and correct copy of a document served by Patent
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`Owner in the District Court Case entitled “U.S. Patent No. 5,904,172 versus
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`2
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`Sleep Number Corp.
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`Case No. IPR2019-00500
`Patent No. 9,737,154 B2
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`Sizewise Rentals, LLC Accused Products.” It has been redacted pursuant to the
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`District Court Order filed as Exhibit 2043; a non-redacted copy is not being provided
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`at this time.
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`10. Exhibit 2048 is a true and correct copy of a document served by Patent
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`Owner in the District Court Case entitled “U.S. Patent No. 9,737,154 versus
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`American National Manufacturing Accused Products.” It has been redacted
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`pursuant to the District Court Order filed as Exhibit 2043; a non-redacted copy is
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`not being provided at this time.
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`11. Exhibit 2049 is a true and correct copy of a document served by Patent
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`Owner in the District Court Case entitled “U.S. Patent No. 8,769,747 versus
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`American National Manufacturing Accused Products.” It has been redacted
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`pursuant to the District Court Order filed as Exhibit 2043; a non-redacted copy is
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`not being provided at this time.
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`12. Exhibit 2050 is a true and correct copy of a document produced by
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`ANM in the District Court Case, which is an email thread dated October 17, 2016
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`and bates labeled as ANMI00178030-ANMI001780435. It is designated by
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`Petitioner as Highly Confidential – Outside Counsel Only and, pursuant to a meet
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`and confer conference between the parties, is filed under seal. An Unopposed
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`Motion to Seal is being filed currently herewith.
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`3
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`Sleep Number Corp.
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`IPR2019-00500
`Page 4
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`Case No. IPR2019-00500
`Patent No. 9,737,154 B2
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`13. Exhibit 2051 is a true and correct copy of a document produced by
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`ANM in the District Court case, which is an email thread dated October 17, 2016
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`and bates labeled as ANMI00178036-ANMI00178041. It is designated by
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`Petitioner as Highly Confidential – Outside Counsel Only and, pursuant to a meet
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`and confer conference between the parties, is filed under seal. An Unopposed
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`Motion to Seal is being filed currently herewith.
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`14. Exhibit 2052 is a true and correct copy of a document produced by
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`ANM in the District Court case, which is a PDF named “ANM-Pump History.pdf”
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`and bates labeled as ANMI00133414-ANMI00133422. It is designated by
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`Petitioner as Confidential, but pursuant to a meet and confer conference between the
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`parties, it is filed publically for use in this IPR proceeding.
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`15. Exhibit 2053 is a true and correct copy of a print out of a document
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`produced natively by ANM in the District Court Case, which is a spreadsheet titled
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`Longman_Spec_01.xlsx and bates labeled as ANMI00268037. It is designated by
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`Petitioner as Highly Confidential – Outside Counsel Only and, pursuant to a meet
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`and confer conference between the parties, is filed under seal. An Unopposed
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`Motion to Seal is being filed currently herewith.
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`16. Exhibit 2054 is a true and correct copy of a document produced by
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`ANM in the District Court case, which is an email thread dated March 23, 2016 and
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`bates labeled as ANMI00178191. It is designated by Petitioner as Highly
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`4
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`Sleep Number Corp.
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`Case No. IPR2019-00500
`Patent No. 9,737,154 B2
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`Confidential – Outside Counsel Only and, pursuant to a meet and confer conference
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`between the parties, is filed under seal. An Unopposed Motion to Seal is being filed
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`currently herewith.
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`17. Exhibit 2055 is a true and correct copy of a document produced by
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`ANM in the District Court case, which is an email thread dated March 23, 2016 and
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`bates labeled as ANMI00260633. It is designated by Petitioner as Highly
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`Confidential – Outside Counsel Only and, pursuant to a meet and confer conference
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`between the parties, is filed under seal with a redacted version filed publically. An
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`Unopposed Motion to Seal is being filed currently herewith.
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`18. Exhibit 2056 is a true and correct copy of a document produced by
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`ANM in the District Court case, which is an email thread dated March 23, 2016 and
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`bates labeled as ANMI00260628-ANMI00260629. It is designated by Petitioner as
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`Highly Confidential – Outside Counsel Only and, pursuant to a meet and confer
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`conference between the parties, is filed under seal with a redacted version filed
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`publically. An Unopposed Motion to Seal is being filed currently herewith.
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`19. Exhibit 2057 is a true and correct copy of the “Raw Data” tab of a
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`document produced by ANM in this IPR proceeding titled “IPR 8,” which has been
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`sorted by Month (Column B) lowest-highest. It is designated by Petitioner as Highly
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`Confidential – Outside Counsel Only and, pursuant to a meet and confer conference
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`5
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`Page 6
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`Case No. IPR2019-00500
`Patent No. 9,737,154 B2
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`between the parties, is filed under seal. An Unopposed Motion to Seal is being filed
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`currently herewith.
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`20. Exhibit 2058 is a true and correct copy of a document produced by
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`Sleep Number in the District Court Case, which is a Sleep Number pump history
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`document bates labeled as SN_0021013–SN_0021033. Pursuant to a meet and
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`confer conference between the parties, it is being filed publicly for use in this IPR
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`proceeding.
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`21. Exhibit 2059 is a true and correct copy of a document, which is Sleep
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`Number technical drawings titled ASSY, SOLENOID HOUSING, PFCS03, DUAL
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`and last revised May 7, 2007, which I understand contains a drawing for Sleep
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`Number’s 5000 air controller sold in that timeframe.
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`22. Exhibit 2060 is a true and correct copy of a document, which is Sleep
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`Number technical drawings titled HOUSING, VALVE BOX, SINGLE, COROLLA
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`and dated September 8, 2008, which I understand contains a drawing for Sleep
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`Number’s Corolla air controller sold in that timeframe.
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`23. Exhibit 2061 is a true and correct copy of a document, which is Sleep
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`Number technical drawings titled COVER, VALVE BOX, COROLLA and dated
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`September 24, 2013, which I understand contains a drawing for Sleep Number’s
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`Corolla air controller sold in that timeframe.
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`6
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`Case No. IPR2019-00500
`Patent No. 9,737,154 B2
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`24. Exhibit 2062 is a true and correct copy of a document, which is Sleep
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`Number technical drawings titled ASSY, SOLENOID HOUSING, DUAL, SIQ and
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`dated December 9, 2013, which I understand is a drawing for Sleep Number’s
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`SleepIQ air controller, which has a drawing that is the same as one for Sleep
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`Number’s ADAT air controller that Dr. John Abraham informed me he relied on in
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`the ITC proceeding.
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`25. Exhibit 2063 is a true and correct copy of an article from the website
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`TruckingInfo.com, titled “The Magic Number,” by Jim Park. It is dated August 6,
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`2013 and was printed October 22, 2019.
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` It
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`is available online at
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`https://www.truckinginfo.com/153054/the-magic-number.
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`26. Exhibit 2064 is a true and correct copy of an article from the website
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`fleetequipmentmag.com, titled “Understanding truck tires and air pressure,” by Al
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`Cohn. It is dated September 8, 2011 and was printed October 22, 2019. It is
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`available online at https://www.fleetequipmentmag.com/understanding-truck-tires-
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`and-air-pressure/.
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`27. Exhibit 2069 is a true and correct copy of a page from the website
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`instantcomfort.com, titled “Why We’re Better.” It was printed October 23, 2019
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`and is available online at https://www.instantcomfort.com/why-we-are-better/.
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`28. Exhibit 2070 is a true and correct copy of a dictionary definition of “set
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`point” from the McGraw-Hill Dictionary of Scientific and Technical Terms, Sixth
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`7
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`Case No. IPR2019-00500
`Patent No. 9,737,154 B2
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`Edition, which was published in 2002, and a copy of which is maintained in my
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`firm’s library.
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`I declare under penalty of perjury that the foregoing is true and correct.
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`Dated: October 23, 2019
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`
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`s/Lukas D. Toft
`Lukas D. Toft
`Fox Rothschild LLP
`Suite 2000, Campbell Mithun Tower
`222 South Ninth Street
`Minneapolis, MN 55402-3338
`Phone: (612) 607-7000
`Fax: (612) 607-7100
`E-mail: ltoft@foxrothschild.com
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