Case 2:21-cv-00072-JRG Document 34-8 Filed 04/27/21 Page 1 of 5 PageID #: 562
`
`
`
`
`
`UNITED STATES DISTRICT COURT
`EASTERN DISTRICT OF TEXAS
`MARSHALL DIVISION
`
`
`AGIS SOFTWARE DEVELOPMENT LLC,
`
`
`v.
`
`
`T-MOBILE USA, INC., and T-MOBILE US,
`INC.,
`
`
`AGIS SOFTWARE DEVELOPMENT LLC,
`
`
`v.
`
`
`LYFT, INC.
`
`
`AGIS SOFTWARE DEVELOPMENT LLC,
`
`Plaintiff,
`
`
`v.
`
`
`UBER TECHNOLOGIES, INC. d/b/a UBER.
`
`
`AGIS SOFTWARE DEVELOPMENT LLC,
`
`
`
`v.
`
`
`WHATSAPP, INC.,
`
`
`Case No. 2:21-CV-00072-JRG-RSP
`(Lead Case)
`
`Case No. 2:21-CV-00024-JRG-RSP
`(Member Case)
`
`Case No. 2:21-CV-00026-JRG-RSP
`(Member Case)
`
`Case No. 2:21-CV-00029-JRG-RSP
`(Member Case)
`
`
`
`
`
`
`DECLARATION OF BRADLEY DAVIS IN SUPPORT OF DEFENDANT WHATSAPP’S
`MOTION TO DISMISS FOR IMPROPER VENUE
`
`
`
`
`
`
`
`
`

`

`Case 2:21-cv-00072-JRG Document 34-8 Filed 04/27/21 Page 2 of 5 PageID #: 563
`
`
`
`
`
`
`I, Bradley Davis, hereby declare:
`
`
`
`1.
`
`I am Head of Data Center Economic Development at Facebook, Inc. (“Facebook”),
`
`the parent company to WhatsApp LLC1 (“WhatsApp”). I have been employed by Facebook since
`
`February 2012. As part of my job responsibilities, I have become familiar with the locations of
`
`Facebook’s and WhatsApp’s facilities in the United States, including the facility located at 4500
`
`Like Way, Fort Worth, TX (“the Like Way Data Center”) identified in plaintiff AGIS Software
`
`Development LLC’s complaint, and I have confirmed the facts below through a reasonable
`
`investigation.
`
`2.
`
`The statements made herein are based on my personal knowledge and a reasonable
`
`investigation conducted to date. If called as a witness regarding these statements, I could testify
`
`competently to them based on such personal knowledge and the investigation conducted to date.
`
`3.
`
`Facebook and WhatsApp are each Delaware corporations with their principal place
`
`of business in Menlo Park, California, which is located in San Mateo County within the Northern
`
`District of California.
`
`4.
`
`WhatsApp does not have a place of business in the Eastern District of Texas.
`
`Plaintiff’s complaint, paragraph 5, contends that the Facebook Like Way Data Center is located in
`
`the Eastern District of Texas. Plaintiff is incorrect.
`
`5.
`
`On April 18, 2017, Todd A. Bridges, a Registered Professional Land Surveyor in
`
`the State of Texas (Texas Registration Number 4940), certified that the land plat he surveyed in
`
`2015 accurately described the land on which Facebook’s Like Way Data Center is located. That
`
`document, which Mr. Bridges signed and stamped, shows the county line between Tarrant County
`
`(in the Northern District of Texas) and Denton County (in the Eastern District of Texas). The land
`
`
`1 I understand that WhatsApp, Inc. is incorrectly named in the complaint.
`
`
`
`

`

`Case 2:21-cv-00072-JRG Document 34-8 Filed 04/27/21 Page 3 of 5 PageID #: 564
`
`
`
`
`
`plat survey document, attached as Exhibit 1, shows the entire plat of land is located in Tarrant
`
`County, in the Northern District of Texas. There is no part of the Like Way Data Center located
`
`in the Eastern District of Texas.
`
`6.
`
`There are no Facebook or WhatsApp employees who work at any facility located
`
`in the Eastern District of Texas, and no Facebook or WhatsApp servers within the Eastern District
`
`of Texas. Even the warehouse that contains parts and equipment for the Like Way Data Center is
`
`located at 13550 Park Vista Boulevard, Fort Worth, Texas 76177 in Tarrant County, in the
`
`Northern District of Texas. Neither Facebook nor WhatsApp maintains, operates, or leases any
`
`offices, facilities, equipment or other physical locations or property in the Eastern District of
`
`Texas.
`
`7.
`
`In paragraph 5 of plaintiff’s complaint, plaintiff asserts that WhatsApp pays taxes
`
`in the Eastern District of Texas to Denton County for its Like Way Data Center. But any local
`
`taxes that Facebook and its affiliates pay for the Like Way Data Center are for Tarrant County, not
`
`Denton County. Because the Like Way data center is located in the Northwest Independent School
`
`District (“NISD”), Facebook, like all other property owners located in the NISD, pays property
`
`taxes that NISD collects. For example, the article written by Texas State Representative Charlie
`
`Geren, attached as Exhibit 2, discusses the 2015 negotiations that resulted in the Like Way Data
`
`Center project, and describes how NISD would collect “more than $150 million in property taxes
`
`over the next 20 years” due to the Facebook project.
`
`8.
`
`It is my understanding that NISD spans three counties: Tarrant and Wise Counties
`
`in the Northern District of Texas, and Denton County in the Eastern District of Texas. It is my
`
`further understanding that NISD has outsourced its collection of property taxes for all properties
`
`located in NISD to the Denton County taxing authority to collect on its behalf. The Denton County
`
`
`
`

`

`Case 2:21-cv-00072-JRG Document 34-8 Filed 04/27/21 Page 4 of 5 PageID #: 565
`
`
`
`
`
`tax records (https://www.dentoncounty.gov/841/Search-Property-Tax-Records) referenced by
`
`plaintiff in paragraph 5 of the complaint reflect taxes collected from a Facebook subsidiary by
`
`Denton County as the outsource agent for NISD. These were not taxes paid for property located
`
`in Denton County.
`
`9.
`
`Plaintiff also alleges on information and belief in paragraph 6 of the complaint that
`
`WhatsApp has a “hub for employees physically located and working in the District, such as in
`
`Plano, Texas and Allen, Texas.” Plaintiff provides no further details. I am not familiar with any
`
`“hub for employees” anywhere in the Eastern District of Texas. Neither Facebook nor WhatsApp
`
`have any physical places of business in Plano, Texas or Allen, Texas.
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`

`

`Case 2:21-cv-00072-JRG Document 34-8 Filed 04/27/21 Page 5 of 5 PageID #: 566
`Executed 1n"’ Aidkvij
`, California, on fi
`3“! i 24??
`, 2021.
`_
`r“ ‘
`A:
`f
`
`