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Case No. 17-CV-0220-LHK-NMC 

Declaration of Albert St. George 

CRAVATH, SWAINE & MOORE LLP 

Gary A. Bornstein (pro hac vice) 

gbornstein@cravath.com 

Yonatan Even (pro hac vice) 

yeven@cravath.com 

825 Eighth Avenue 

New York, New York 10019-7475 

Telephone: (212) 474-1000 

Facsimile: (212) 474-3700 

KEKER, VAN NEST & PETERS LLP 

Robert A. Van Nest (SBN 84065) 

rvannest@keker.com 

Eugene M. Paige (SBN 202849) 

epaige@keker.com 

Justina K. Sessions (SBN 270914) 

jsessions@keker.com

633 Battery Street 

San Francisco, CA 94111-1809 

Telephone: (415) 391-5400 

Facsimile: (415) 397-7188 

Attorneys for Defendant 

QUALCOMM INCORPORATED 

MORGAN LEWIS & BOCKIUS LLP 

Richard S. Taffet (pro hac vice) 

richard.taffet@morganlewis.com 

101 Park Avenue 

New York, New York 10178-0060 

Telephone: (212) 309-6000 

Facsimile: (212) 309-6001 

MORGAN LEWIS & BOCKIUS LLP 

Willard K. Tom (pro hac vice) 

willard.tom@morganlewis.com 

1111 Pennsylvania Ave. NW 

Washington, DC 20004-2541 

Telephone: (202) 739-3000 

Facsimile: (202) 739-3001 

MORGAN LEWIS & BOCKIUS LLP 

Geoffrey T. Holtz (SBN 191370) 

geoffrey.holtz@morganlewis.com 

One Market, Spear Street Tower 

San Francisco, CA 94105-1596 

Telephone: (415) 442-1000 

Facsimile: (415) 442-1001 

UNITED STATES DISTRICT COURT 

NORTHERN DISTRICT OF CALIFORNIA 

SAN JOSE DIVISION 

FEDERAL TRADE COMMISSION, 

Plaintiff, 

vs. 

QUALCOMM INCORPORATED, a 

Delaware corporation, 

Defendant. 

NO. 5:17-CV-00220-LHK-NMC 

DECLARATION OF ALBERT ST. 

GEORGE IN SUPPORT OF SEALING 

PORTIONS OF TRIAL EXHIBITS 

CX8260, CX0102, CX0103, CX0105, AND 

JX0116 AND DOCUMENTS 

DISCLOSED BY THE FTC WITH THE 

BATES NUMBERS 

Q2017MDL1_01598957-61 AND 

Q2017MDL1_01173718-19 

CTRM: 8, 4th Floor 

JUDGE: Hon. Lucy H. Koh

 

Case 5:17-cv-00220-LHK Document 1237-2 Filed 01/10/19 Page 1 of 9
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2 Case No. 17-CV-0220-LHK-NMC 

Declaration of Albert St. George 

I, Albert St. George, declare as follows: 

1. I am currently Vice President, IPR Enforcement, Qualcomm Technology 

Licensing (“QTL”), the division of Qualcomm responsible for Qualcomm’s licensing program. I 

received my Bachelor of Science from St. Cloud State University in 1994 and my MBA from 

Northwestern University, Kellogg School of Management in 1998. I have been employed by 

Qualcomm since 2008, and I have worked in QTL since 2011. My current responsibilities 

include direct negotiations of patent license agreements, as well as licensing operations for the 

division. I have held my current position since August 2016. Prior to my current position, I was 

in QTL’s business development group from October 2011 to August 2016. I was Vice President, 

Business Development in Qualcomm MEMs Technology from October 2009 to October 2011, 

and Vice President, Carrier Relations in Qualcomm Enterprise Services prior to August 2009. 

Over the course of my employment in QTL, I have acquired personal knowledge of QTL’s 

practices and procedures concerning the maintenance of the confidentiality of its strategic, 

business, and licensing information. 

2. I submit this declaration in support of sealing portions of trial exhibits CX8260 

CX0102, CX0103, CX0105, and JX0116, and documents disclosed by the FTC with the bates 

numbers Q2017MDL1_01598957-61 and Q2017MDL1_01173718-191 (the “Documents Sought 

To Be Sealed”). 

3. The contents of this declaration are true and correct to the best of my knowledge, 

information and belief, and are based on my personal knowledge of QTL’s policies and practices 

as they relate to the treatment of confidential information, the materials that were provided to me 

and reviewed by me, or conversations with other knowledgeable employees of Qualcomm 

Incorporated (“Qualcomm”) and its affiliates. If called upon as a witness in this action, I could 

and would testify competently thereto. 

4. QTL follows a strict practice that requires confidential treatment of all contract 

negotiations. All such negotiations are undertaken pursuant to non-disclosure agreements, which 

 1

 I am informed by counsel that the documents disclosed by the FTC with the bates 

numbers Q2017MDL1_01598957-61 and Q2017MDL1_01173718-19 do not appear on the 

FTC’s final exhibit list. 

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3 Case No. 17-CV-0220-LHK-NMC 

Declaration of Albert St. George 

provide that all information exchanged and terms discussed during negotiations are to be 

maintained in confidence by both parties to the negotiations. 

5. It is likewise QTL’s practice to include in its licensing and other patent 

agreements, confidentiality obligations that prohibit the disclosure of the agreements themselves 

or any of their terms, except in limited authorized circumstances. These confidentiality 

obligations survive termination of QTL’s agreements. 

6. It is likewise QTL’s practice to require confidential treatment of QTL’s internal 

business analyses, pricing and valuation analyses, strategy and decision-making. QTL’s business 

analyses, pricing and valuation analyses, strategy and decision-making incorporate highly 

sensitive and proprietary information and processes that QTL relies upon to pursue its 

commercial interests. 

7. These confidentiality practices are important to QTL and (with respect to 

agreements and communications with third parties) to counterparties with which QTL contracts 

for several reasons. Both QTL and prospective contractual counterparties seek to maintain their 

negotiations in confidence to afford each the ability to engage in arm’s-length commercial 

bargaining, each bringing to bear their own unique circumstances and business goals without such 

circumstances and goals being disclosed to their competitors, customers and other actual and 

potential licensees. 

8. The disclosure of QTL’s confidential information, such as information contained 

in licensing negotiations, the terms of its licensing and strategic fund agreements, and QTL’s 

internal business analyses, pricing and valuation analyses, strategies and decision-making could 

significantly harm QTL’s relationships and ability to conduct business with counterparties and 

prospective counterparties. 

9. QTL’s confidentiality practices concerning the negotiations and terms of patent, 

licensing, and other agreements are also consistent with QTL’s longstanding confidentiality 

policy concerning the treatment of information that third parties report to QTL under their patent 

agreements. This policy, among other things, obligates QTL employees to maintain in strict 

confidence all information received from counterparties with which we have contracted, and to 

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4 Case No. 17-CV-0220-LHK-NMC 

Declaration of Albert St. George 

refrain from any disclosure of such information, either internally at Qualcomm or externally, 

except as required to meet Qualcomm’s legal reporting and similar obligations. 

10. In my experience and to the best of my knowledge, the confidentiality obligations 

specified above have always been strictly followed at QTL. I was informed of QTL’s practices 

and policies described herein when I first joined QTL, and I have informed others at QTL of our 

confidentiality obligations and practices. 

11. QTL also goes to great lengths to ensure that confidential information relating to 

its licensing negotiations, the terms of its licensing and other agreements, and QTL’s internal 

business analyses, pricing and valuation analyses, strategies and decision-making is well 

protected. Personnel with access to data storage locations where confidential information is 

stored and maintained are advised of QTL’s practices and policies and are required to 

acknowledge in writing their awareness of and compliance with QTL’s confidentiality policy. 

The same is true for any QTL personnel who request access to such information and all new QTL 

employees. 

12. In addition, every QTL database and system that contains confidential information 

is access-restricted and requires login by QTL employees. 

13. I have reviewed the information described herein, which is contained in the 

Documents Sought To Be Sealed to determine whether it includes information that QTL would 

consider confidential under the practices and policies described above. Based on this review, I 

have determined that the Documents Sought To Be Sealed include confidential QTL information. 

14. The information in the Documents Sought To Be Sealed reflects the type of 

information concerning the terms of its licensing agreements that QTL maintains as confidential. 

The Documents Sought To Be Sealed reveals details about QTL and its contractual and 

negotiating counterparties that include highly sensitive and proprietary information, including 

QTL’s confidential contractual terms. 

15. I have reviewed the following document and have identified the following 

information in yellow highlighting or red boxes as containing confidential Qualcomm information 

that Qualcomm has compelling reasons to seal: 

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5 Case No. 17-CV-0220-LHK-NMC 

Declaration of Albert St. George 

CX8260 

16. Specifically, the following portions of CX8260, which is a string of internal 

Qualcomm e-mails from December 2006 regarding price negotiations with Apple, reflect 

confidential pricing terms and pricing negotiations information: 

 CX8260-001 to 002: highlighted portions 

Qualcomm requests to seal only the portions of this exhibit that reveal information about 

confidential pricing information and pricing negotiations. This information constitutes Qualcomm 

trade secrets. Public disclosure of this information would harm Qualcomm and its affiliates by 

disclosing internal licensing considerations and may unfairly benefit actual and potential third 

parties with respect to contracting activities of Qualcomm and its affiliates. 

CX0102 

17. Specifically, the following portions of CX0102, which is a summary exhibit titled 

“Summary of Contract and Contract Licensing Agreements,” contain confidential cross-licensing 

information from actual license agreements: 

 CX0102-01 to 035: fifth and sixth columns 

 Qualcomm requests to seal only the portions of this exhibit that reveal information about 

confidential cross-licensing information. This information constitutes Qualcomm trade secrets. 

Public disclosure of this information would harm Qualcomm and its affiliates by disclosing 

internal licensing considerations and may unfairly benefit actual and potential third parties with 

respect to contracting activities of Qualcomm and its affiliates. 

CX0103 

18. Specifically, the following portions of CX0103, which is a summary exhibit titled 

“Revenues and WCDMA units sold under WCDMA and CDMA license agreements signed 

between OEMs and Qualcomm,” contain confidential Qualcomm financial data: 

 CX0103-001 to 009: eighth through eleventh columns 

Qualcomm requests to seal only the portions of this exhibit that reveal information about 

confidential Qualcomm financial data. This information constitutes Qualcomm trade secrets. 

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6 Case No. 17-CV-0220-LHK-NMC 

Declaration of Albert St. George 

Public disclosure of this information would harm Qualcomm and its affiliates by disclosing this 

information to competitors and may unfairly benefit actual and potential competitors with respect 

to Qualcomm’s financial performance. 

CX0105 

19. Specifically, the following portions of CX0105, which is a summary exhibit titled 

“Qualcomm and VIA CDMA units sold under CDMA license agreements between OEMs and 

Qualcomm,” contain a confidential competitive analysis of CDMA units sold by Qualcomm 

versus its competitor: 

 CX0105-001 to 002: fourth through tenth columns 

Qualcomm requests to seal only the portions of this exhibit that reveal the confidential 

competitive analysis and confidential financial information. This information constitutes 

Qualcomm trade secrets. Public disclosure of this information would harm Qualcomm and its 

affiliates by disclosing this information to competitors and may unfairly benefit actual and 

potential competitors with respect to Qualcomm’s financial performance. 

JX0116 

20. Specifically, the following portions of JX0116, which is an e-mail dated July 27, 

2016 attaching the Internet of Things Master License Management Agreement between Avanci 

and Qualcomm dated as of July 12, 2016, contain confidential pricing and royalty terms and 

nonstandard contractual provisions: 

 JX0116-002: highlighted portions 

 JX0116-012: highlighted portions 

 JX0116-014: highlighted portions 

 JX0116-035: highlighted portions 

 JX0116-046: highlighted portions 

 JX0116-048 to 050: in full 

 JX0116-059 to 060: highlighted portions 

 JX0116-071: highlighted portions 

 JX0116-073 to 075: in full 

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7 Case No. 17-CV-0220-LHK-NMC 

Declaration of Albert St. George 

 JX0116-084: highlighted portions 

 JX0116-095: highlighted portions 

 JX0116-097 to 099: in full 

 JX0116-108: highlighted portions 

 JX0116-119: highlighted portions 

 JX0116-121 to 123: in full 

 JX0116-133 to 135: highlighted portions 

Qualcomm requests to seal only the portions of this exhibit that reveal confidential pricing and 

royalty terms and nonstandard contractual provisions. This information constitutes Qualcomm 

trade secrets. Public disclosure of this information would harm Qualcomm and its affiliates by 

disclosing internal licensing considerations and may unfairly benefit actual and potential third 

parties with respect to contracting activities of Qualcomm and its affiliates. 

Q2017MDL1_01598957 

21. Specifically, the following portions of Q2017MDL1_01598957, which is a string 

of internal Qualcomm e-mails from September 2007 regarding a royalty cap for smartphone 

devices, contains confidential pricing and financial information: 

 Q2017MLD1_01598957 - Q2017MLD1_01598959: highlighted portions 

Qualcomm requests to seal only the portion of this exhibit that reveal information about 

confidential pricing and financial information. This information constitutes Qualcomm trade 

secrets. Public disclosure of this information would harm Qualcomm and its affiliates by 

disclosing internal licensing considerations and may unfairly benefit actual and potential third 

parties with respect to contracting activities of Qualcomm and its affiliates. 

Q2017MDL1_01173718 

22. Specifically, the following portions of Q2017MDL1_01173718, which is a string 

of internal Qualcomm emails from December 2006 regarding pricing negotiations with Apple, 

reflect confidential pricing terms and pricing negotiations information: 

 Q2017MDL1_01173718 - Q2017MDL1_01173719: highlighted portions 

Qualcomm requests to seal only the portions of this exhibit that reveal information about 

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8 Case No. 17-CV-0220-LHK-NMC 

Declaration of Albert St. George 

confidential pricing information and pricing negotiations. This information constitutes Qualcomm 

trade secrets. Public disclosure of this information would harm Qualcomm and its affiliates by 

disclosing internal licensing considerations and may unfairly benefit actual and potential third 

parties with respect to contracting activities of Qualcomm and its affiliates. 

23. As mentioned above, the information in the Documents Sought To Be Sealed 

reflects multiple categories of information. First, it contains terms contained within the specified 

agreements. These terms are subject to confidentiality provisions prohibiting disclosure, and the 

confidentiality provisions survive expiration of the agreements. Second, the Documents Sought 

To Be Sealed contain nonpublic financial information. Public disclosure of the information 

described above would harm QTL and unfairly benefit actual and potential third parties and 

competitors with respect to QTL’s contracting activities by disclosing confidential information 

that may disadvantage QTL in ongoing and future contract negotiations. This is because 

counterparties in such negotiations could use this confidential information to gain an advantage 

that would not otherwise be possible absent disclosure of this information about other agreements 

or negotiations, or information about licensing or business strategy, and thereby compromise 

QTL’s commercial interests. Disclosure of that information described above could also assist 

Qualcomm's competitors in seeking to win business opportunities away from Qualcomm. 

24. This confidential information is not publicly known, and QTL recognizes and 

protects the enormous value of this information through its various policies and procedures 

designed to protect confidential information from disclosure. 

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9 Case No. 17-CV-0220-LHK-NMC 

Declaration of Albert St. George 

I declare under penalty of perjury that the foregoing is true and correct and that I executed 

this declaration on January 10, 2019, in San Diego, California. 

 

/s/ Albert St. George 

Albert St. George

Case 5:17-cv-00220-LHK Document 1237-2 Filed 01/10/19 Page 9 of 9