Case 2:17-cv-00516-JRG Document 57-1 Filed 12/11/17 Page 1 of 7 PageID #: 643
`Case 2:17-cv—00516—JRG Document 57-1 Filed 12/11/17 Page 1 of 7 PageID #: 643
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`IN THE UNITED STATES DISTRICT COURT
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`FOR THE EASTERN DISTRICT OF TEXAS
`MARSHALL DIVISION
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`Case No. 2:17-CV-0516-JRG
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`JURY TRIAL DEMANDED
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`§
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`§ §
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`§ §
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`§ §
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`§ §
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`§ §
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`AGIS SOFTWARE DEVELOPMENT LLC,
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`v.
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`APPLE. INC.,
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`Plaintiff
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`Defendant.
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`DECLARATION OF MALCOLM K. BEYER, JR. IN OPPOSITION
`TO DEFENDANT APPLE INC.’S MOTION TO TRANSFER VENUE
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`TO THE NORTHERN DISTRICT OF CALIFORNIA
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`1. Malcolm K. Beyer. Jr.. being duly sworn, hereby state as follows:
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`1.
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`I am the Chief Executive Officer (“CEO”) of Plaintiff AGIS Software
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`Development LLC (“AGIS").
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`I am also the first-named inventor on US. Patent Nos. 8.213.970;
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`9.408.055; 9.445.251; 9.467.838; and 9.749.829 (the “Patents-in—suit") issued by the US. Patent
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`and Trademark Office.
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`I submit this declaration based on my personal knowledge and in support
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`of AGIS‘s opposition to Apple Inc.’s (“Apple”) motion to transfer venue to the Northern District
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`of California.
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`Background
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`2.
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`I graduated from the US. Naval Academy in 1962 and was commissioned as a
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`Second Lieutenant in the US. Marine Corps.
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`I later attended the US. Navy’s programming
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`school and was the lead programmer for the first automated Marine Corps Tactical Operations
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`Center Link-11 Navy Interface. After leaving active service. I worked at a number of well-
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`known technology companies. including System Development Corporation (considered the
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`

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`Case 2:17-cv-00516-JRG Document 57-1 Filed 12/11/17 Page 2 of 7 PageID #: 644
`Case 2:17-cv—00516—JRG Document 57-1 Filed 12/11/17 Page 2 of 7 PageID #: 644
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`world‘s first computer software company) and Litton Industries.
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`I then started several businesses
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`which provided technology and engineering solutions supporting defense and military customers.
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`3.
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`In 1987, I co-founded Advanced Programming Concepts, Inc. (“APC”), a Texas
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`corporation based in Austin. Texas. APC operated primarily out of its main office in Austin.
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`Texas. APC specialized in designing. building, and supporting systems for enabling integration
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`and sharing time-critical information across dissimilar military and defense applications. At
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`APC. I was the majority shareholder and Chairman until we sold the business to Ultra
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`Electronics in July 1999.
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`4.
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`On June 30. 2004. I founded Advanced Ground Information Systems. Inc.
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`(“AGIS Inc.”), a Florida corporation. AGIS Inc.’s main office is located at 92 Lighthouse Drive,
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`Jupiter. Florida. AGIS Inc. also maintains offices in Lenexa, Kansas and Austin, Texas. AGIS
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`Inc. employs approximately 15 people.
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`5.
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`I live and work in Jupiter, Florida. All but one of AGIS Inc. employees live and
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`work from Florida, Kansas. and Texas. As described below, that employee works from
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`Redmond, Washington, and I have confirmed that he is willing and able to travel to this District
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`if called to testify.
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`6.
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`None of AGIS Inc’s employees live or work in the Northern District of
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`California.
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`7.
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`In 2013. AGIS Inc. began a corporate restructuring plan for business growth
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`purposes. By 2017, AGIS Inc.‘s board of directors approved the restructuring plan which
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`resulted in the formation of a parent corporation, AGIS Holdings, Inc. (“AGIS Holdings”). a
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`Florida corporation. AGIS Holdings consists of two subsidiaries, AGIS Inc. and AGIS. a limited
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`liability company organized under Texas law. AGIS was established in Texas because of my
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`I\)
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`

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`Case 2:17-cv-00516-JRG Document 57-1 Filed 12/11/17 Page 3 of 7 PageID #: 645
`Case 2:17-cv—00516—JRG Document 57-1 Filed 12/11/17 Page 3 of 7 PageID #: 645
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`previous successful business operations in Texas and because of my longstanding personal
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`connections to Texas, which I describe in more detail below.
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`8.
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`AGIS holds assignment to each of the Patents-in-suit and licenses its patent
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`portfolio, including the Patents-in-suit to AGIS Inc. The two entities, AGIS and AGIS Inc. work
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`closely with one another.
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`AGIS’s Witnesses and Other Sources of Proof are in or Closer to
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`This District Than to the Northern District of California
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`9.
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`AGIS maintains an office and its principal place of business at 100 W. Houston
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`Street. Marshall. Texas 75670. The current term of lease for the AGIS’s Marshall office runs
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`from June 1, 2017. AGIS’s books and records are maintained at this location. AGIS Inc. also
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`conducts business and maintains documents and records at AGIS’s Marshall office.
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`10.
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`In addition to AGIS's office in this District, AGIS Inc. maintains offices in
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`Austin, Texas and Lenexa, Kansas. At the Kansas office, AGIS Inc. has several employees who
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`are routinely involved in developing, testing, and supporting the LifeRing and ASSIST solutions.
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`AGIS Inc. also maintains an office in Jupiter, Florida, which employs several software
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`developers.
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`11.
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`AGIS and AGIS Inc. have no offices, employees. or other presence in or
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`connection to the Northern District of California.
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`12.
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`For over 13 years. AGIS Inc.’s primary business has revolved around offering the
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`“LifeRing” solution which includes client-based applications and a server-based solutions for,
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`generally, enabling smartphone, tablet, and PC users to easily and rapidly establish secure ad hoc
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`digital networks. LifeRing 5.0 and its predecessor versions have been offered and sold to
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`military, defense, and first-responder customers, as well as private industry customers. In
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`addition to LifeRing, AGIS Inc. offers the “ASSIST” solution which is an emergency broadcast
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`La)
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`Case 2:17-cv—00516—JRG Document 57-1 Filed 12/11/17 Page 4 of 7 PageID #: 646
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`and response system connecting employees to a company command center and a network of
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`responders through personal smartphones.
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`13.
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`The research, development, design, testing, manufacture, marketing, contract
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`procurement, and sales activities for the LifeRing and ASSIST solutions has occurred in Florida.
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`Kansas, and Texas. AGIS Inc.’s documents and other business related records are at these
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`locations which are each substantially closer to the Eastern District of Texas than to the Northern
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`District of California.
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`14.
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`The Eastern District of Texas is a far more convenient forum for this action than
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`the Northern District of California for individuals working for or affiliated with AGIS.
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`15.
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`For example, since 2010, Eric Armstrong has worked as a programmer and
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`software developer for AGIS Inc. Mr. Armstrong lives and works in Allen, Texas, a city within
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`Collin County and within the Eastern District of Texas. Prior to moving to Allen, Mr.
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`Armstrong worked from AGIS Inc. offices in Kansas and Missouri. Until approximately 2014.
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`Mr. Armstrong was an employee of AGIS Inc. at which point he chose to convert his working
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`relationship to that of consultant.
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`16.
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`Mr. Armstrong is expected to be a key witness for AGIS in this action. He
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`played, and continues to play, a crucial role in developing software for AGIS Inc. Mr.
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`Armstrong possesses knowledge about AGIS’s technology and the inventions covered by the
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`Patents—in-suit that will be relevant to this action. Mr. Armstrong is responsible for developing a
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`substantial portion of the software included in the LifeRing and ASSIST solutions. Mr.
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`Armstrong is also responsible for designing and developing client-side and server-side software
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`for the LifeRing and ASSIST solutions. Mr. Armstrong works under the direct control and
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`Case 2:17-cv-00516-JRG Document 57-1 Filed 12/11/17 Page 5 of 7 PageID #: 647
`Case 2:17-cv—00516—JRG Document 57-1 Filed 12/11/17 Page 5 of 7 PageID #: 647
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`supervision of AGIS Inc. employee Sandel Blackwell, and works with other AGIS Inc.
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`employees such as Rebecca Clark on software development and quality assurance.
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`17.
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`Another key witness for AGIS is expected to be David Sietsema. Mr. Sietsema
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`has been employed by AGIS Inc. since October. 2005. He works at AGIS Inc.’s Austin. Texas
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`office. Mr. Sietsema’s responsibilities include ensuring compliance with policies and procedures
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`related to government contracts, as well as monitoring and overseeing licensing activities
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`including those of AGIS Inc. and its related entities including AGIS. Mr. Sietsema is also
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`responsible for ensuring compliance with special rules and contractual clauses with respect to
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`intellectual property and patent rights. ensuring maintenance of intellectual property and patent
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`rights. e.g., during the federal procurement process, and evaluating any potential licensing issues
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`such as government use rights or march-in rights.
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`18.
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`Sandel Blackwell. President and Director at AGIS Inc. and AGIS, works from
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`AGIS Inc.’s Lenexa. Kansas office. as well as from its office in Jupiter, Florida. Mr. Blackwell
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`is responsible for managing the development of the software included in the LifeRing and
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`ASSIST solutions. Mr. Blackwell maintains regular communication with AGIS Inc.’s
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`programmers and software developers in Florida, Kansas, and Texas. Mr. Blackwell manages
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`Mr. Armstrong and regularly communicates with Mr. Armstrong in this District. Mr. Blackwell
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`has strong personal ties to Texas and routinely travels to Texas.
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`I have confirmed with Mr.
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`Blackwell that for at least these reasons. as well as his proximity to Texas from Kansas or
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`Florida, this District is more convenient for him than the Northern District of California when he
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`will be called as a witness.
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`19.
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`The Eastern District of Texas is a more convenient forum than the Northern
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`District of California for other AGIS witnesses. Rebecca Clark is employed by AGIS Inc. and
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`

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`Case 2:17-cv-00516-JRG Document 57-1 Filed 12/11/17 Page 6 of 7 PageID #: 648
`Case 2:17-cv—00516—JRG Document 57-1 Filed 12/11/17 Page 6 of 7 PageID #: 648
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`works in AGIS Inc.’s Lenexa, Kansas office. Ms. Clark is a graduate of Texas A&M Univesity
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`at College Station, Texas. Ms. Clark reports directly to Mr. Blackwell and communicates on a
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`regular basis with Mr. Armstrong in this District.
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`20.
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`Christopher Rice is a named inventor and an employee of AGIS Inc. and works
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`from Redmond, Washington. Mr. Rice is a software developer and programmer who works on
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`the LifeRing solution and has agreed to travel to Texas if called on to testify. Margaret Beyer is
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`the Corporate Secretary of AGIS Inc. and AGIS. Mrs. Beyer works from AGIS Inc.‘s Jupiter,
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`Florida office. Malcolm K. Beyer, III is a programmer and system administrator for AGIS Inc.
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`and works from AGIS Inc.‘s Jupiter. Florida office and Boca Raton. Florida. Ronald Wisneski is
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`the Chief Financial Officer and Treasurer of AGIS Inc. and AGIS and works in Jupiter, Florida.
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`21.
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`I have confirmed with each of our employees, including each of the above-named
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`individuals, that they are willing and able to travel to Marshall, Texas if called on to testify and
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`that this District is a convenient location to travel to if called on to testify.
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`22.
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`Over the course of my career I have actively engaged in business in and around
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`this District and in the State of Texas and have longstanding personal and family business
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`connections to this District. My family has owned over 2500 acres of land in Bowie County,
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`Texas since 1867.
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`I have owned parcels of land in Bowie County since 1962.
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`I own a total of
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`412 acres situated approximately 6 miles south of the town of Boston, i.e., “Old Boston." on
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`Texas Highway 8. My property in Bowie County is currently leased to International Paper
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`through June 30, 2051. These longstanding business and personal connections to the Eastern
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`District of Texas were one of the reasons I decided to incorporate AGIS in Texas and establish
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`its office in Marshall, Texas.
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`Case 2:17-cv-00516-JRG Document 57-1 Filed 12/11/17 Page 7 of 7 PageID #: 649
`Case 2:17-cv-00516—JRG Document 57-1 Filed 12/11/17 Page 7 of 7 PageID #: 649
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`I declare under penalty of perjury that the foregoing is true and correct to the best of my
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`knowledge.
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`Executed on December 1 1. 2017.
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`£1 (5/ ., {:9
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`Malcolm K. Beyer. Jr.
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