Free Answer to Counterclaim - District Court of Delaware - Delaware

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IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF DELAWARE

) ) ) MDL Docket No. 07-md-1848 (GMS) ) ) ) ) ) ) MOTOROLA, INC., CISCO SYSTEMS, ) INC., SCIENTIFIC-ATLANTA, INC., ARRIS ) C.A. No. 07-752 (GMS) GROUP, INC., THOMSON, INC., AMBIT ) MICROSYSTEMS, INC., and NETGEAR, ) INC., ) ) Plaintiffs, ) ) v. ) ) REMBRANDT TECHNOLOGIES, LP, ) ) Defendant. ) ) ) ) REMBRANDT TECHNOLOGIES, LP, and ) REMBRANDT TECHNOLOGIES, LLC d/b/a ) REMSTREAM, ) ) Counter-Plaintiffs, ) ) v. ) ) MOTOROLA, INC., CISCO SYSTEMS, ) INC., SCIENTIFIC-ATLANTA, INC., ARRIS ) GROUP, INC., THOMSON, INC., AMBIT ) MICROSYSTEMS, INC., NETGEAR, INC., ) TIME WARNER CABLE, INC., TIME ) JURY TRIAL DEMANDED WARNER CABLE, LLC, TIME WARNER ) NEW YORK CABLE, LLC, TIME WARNER ) ENTERTAINMENT COMPANY, LP, ) COMCAST CORPORATION, COMCAST ) CABLE COMMUNICATIONS, INC., ) CHARTER COMMUNICATIONS, INC., ) CHARTER COMMUNICATIONS ) OPERATING, LLC, COXCOM, INC., COX ) COMMUNICATIONS, INC., COX ) ENTERPRISES, INC., CSC HOLDINGS, ) IN RE: REMBRANDT TECHNOLOGIES, LP PATENT LITIGATION,

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) ) ) ) ) ) ) ) ) ) ) ) ) ) ) Counter-Defendants. ) ) ) ) ) COMCAST CORPORATION, COMCAST ) CABLE COMMUNICATIONS, LLC, ) CENTURY-TCI CALIFORNIA ) COMMUNICATIONS, LP, COMCAST OF ) FLORIDA/PENNSYLVANIA, LP, ) COMCAST OF PENNSYLVANIA II, LP, ) JURY TRIAL DEMANDED PARNASSOS COMMUNICATIONS, LP, and) COMCAST CABLE COMMUNICATIONS, ) INC., ) ) Counter-Counterclaimants, ) ) v. ) ) REMBRANDT TECHNOLOGIES, LP; and ) REMBRANDT TECHNOLOGIES, LLC, ) d/b/a REMSTREAM, ) ) Counter-Counter-Defendants. ) ) ) ) ) REPLY OF COMCAST COUNTER-DEFENDANTS TO COUNTERCLAIMS OF REMBRANDT TECHNOLOGIES, LP AND REMBRANDT TECHNOLOGIES, LLC, d/b/a REMSTREAM; AND COUNTER-COUNTERCLAIM OF CERTAIN COMCAST COUNTER-DEFENDANTS AND COMCAST CABLE COMMUNICATIONS HOLDINGS, INC. COUNTER-DEFENDANTS Comcast Corporation; Comcast Cable Communications, LLC; Century-TCI California Communications, LP; Century-TCI Holdings, LLC; Comcast of

INC., CABLEVISION SYSTEMS CORPORATION, ADELPHIA COMMUNICATIONS CORPORATION, CENTURY-TCI CALIFORNIA COMMUNICATIONS, LP, CENTURY-TCI HOLDINGS, LLC, COMCAST OF FLORIDA/PENNSYLVANIA, LP (f/k/a PARNASSOS, LP), COMCAST OF PENNSYLVANIA II, LP (f/k/a CENTURYTCI CALIFORNIA, LP), PARNASSOS COMMUNICATIONS, LP, ADELPHIA CONSOLIDATION, LLC, PARNASSOS HOLDINGS, LLC, and WESTERN NY CABLEVISION, LP,

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Florida/Pennsylvania, LP; Comcast of Pennsylvania II, LP; Parnassos Communications, LP; Parnassos Holdings, LLC; and Western NY Cablevision, LP (collectively the "Comcast CounterDefendants") REPLY to the COUNTERCLAIMS of Counter-Plaintiffs Rembrandt Technologies, LP and Rembrandt Technologies, LLC d/b/a Remstream (collectively "Rembrandt") as follows: Except as expressly admitted herein, the Comcast Counter-Defendants deny each and every allegation in the Counterclaims of Rembrandt. THE PARTIES 1. The Comcast Counter-Defendants admit the allegations in this paragraph on

information and belief. 2. On information and belief, the Comcast Counter-Defendants admit that

Rembrandt Technologies, LLC is organized under the laws of the state of Delaware with its headquarters at 410 City Avenue, Suite 900, Bala Cynwyd, Pennsylvania. The Comcast Counter-Defendants lack sufficient information to form a belief as to the truth of the remainder of allegations in this paragraph, and on that basis denies those allegations. 3. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 4. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 5. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 6. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 7. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 8. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations.

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9.

The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 10. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 11. The Comcast Counter-Defendants admit that one or more of them purchases

equipment, including cable modems, from one or more Plaintiff/Counter-Defendants for utilization in cable networks, and that one or more of the Comcast Counter-Defendants provide high-speed Internet and other services to customers utilizing equipment purhased from one or more Plaintiff/Counter-Defendants. Except as expressly so admitted, the Comcast CounterDefendants deny the remaining allegations in this paragraph as directed to the Comcast CounterDefendants. Further, the Comcast Counter-Defendants lack sufficient information to form a belief as to the truth of the allegations in this paragraph as directed to the non-Comcast MSO Counter-Defendants, and on that basis deny those allegations. 12. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 13. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 14. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 15. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 16. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 17. Admited that Comcast Corporation is a corporation organized under the laws of

the Commonwealth of Pennsylvania with its principal place of business in Philadelphia, Pennsylvania. Except as expressly so admitted, the Comcast Counter-Defendants deny the remaining allegations in this paragraph.

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18.

Admitted that Comcast Cable Communications, LLC is a limited liability

company organized under the laws of the state of Delaware with a principal place of business in Philadelphia, Pennsylvania, and that its registered agent for service of process in Delaware is Comcast Capital Corporation, Wilmington, Delaware. Except as expressly so admitted, the Comcast Counter-Defendants deny the remaining allegations in this paragraph. 19. Admitted that Comcast Cable Communications, LLC, through one or more

subsidiaries, provides cable television and high-speed Internet and other services to customers in one or more of the United States, and conducts and transacts business in Delaware. Except as expressly so admitted, the Comcast Counter-Defendants deny the remaining allegations in this paragraph. 20. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 21. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 22. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 23. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 24. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 25. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 26. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 27. On information and belief, admitted that in June 2002, Adelphia Communications

Corporation ("ACC") filed a petition in bankruptcy under Chapter 11 in the United States Bankruptcy Court for the Southern District of New York. The Comcast Counter-Defendants

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lack sufficient information to form a belief as to the truth of the remaining allegations in this paragraph, and on that basis deny those allegations. 28. Admited that Century-TCI California Communications, LP is a limited

partnership organized under the laws of the state of Delaware, and that its registered agent for service of process in Delaware is Comcast Capital Corporation, Wilmington, Delaware. On information and belief, admitted that in June 2002, Century-TCI California Communications, LP filed a petition in bankruptcy under Chapter 11 in the United States Bankruptcy Court for the Southern District of New York. Denied that Century-TCI California Communications, LP is an affiliate of ACC, that "Century-TCI California Communications, LP's bankruptcy proceedings are jointly administered with In re Adelphia Communications Corporation, Case No. 02-41729 (REG)" and that Century-TCI California Communications, LP is a party to or involved in bankruptcy proceedings. The Comcast Counter-Defendants lack sufficient information to form a belief as to the truth of the remaining allegations in this paragraph, and on that basis deny those allegations. 29. Admitted that Century-TCI Holdings, LLC is a limited liability company

organized under the laws of the state of Delaware, and that its registered agent for service of process in Delaware is Comcast Capital Corporation, Wilmington, Delaware. On information and belief, admitted that in June 2002, Century-TCI California Communications, LP filed a petition in bankruptcy under Chapter 11 in the United States Bankruptcy Court for the Southern District of New York. Denied that Century-TCI Holdings, LLC is an affiliate of ACC, that "Century-TCI Holdings, LLC's bankruptcy proceedings are jointly administered with In re Adelphia Communications Corporation, Case No. 02-41729 (REG)" and that Century-TCI California Communications, LP or Century-TCI Holdings, LLC is a party to or involved in bankruptcy proceedings. The Comcast Counter-Defendants lack sufficient information to form a belief as to the truth of remaining the allegations in this paragraph, and on that basis deny those allegations. 30. Admitted that Comcast of Florida/Pennsylvania, LP, f/k/a Parnassos, LP, is a

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limited partnership organized under the laws of the state of Delaware, that Parnossos, LP was an affiliate of ACC at a point in time, and that Comcast of Florida/Pennsylvania, LP's registered agent for service of process in Delaware is Comcast Capital Corporation, Wilmington, Delaware. On information and belief, admitted that in June 2002, Parnossos, LP filed a petition in bankruptcy under Chapter 11 in the United States Bankruptcy Court for the Southern District of New York. Denied that Parnossos, LP is an affiliate of ACC, that Comcast of Florida/Pennsylvania, LP is an affiliate of ACC, that "Parnossos, LP's bankruptcy proceedings are jointly administered with In re Adelphia Communications Corporation, Case No. 02-41729 (REG)" and that Parnossos, LP or Comcast of Florida/Pennsylvania, LP is a party to or involved in bankruptcy proceedings. The Comcast Counter-Defendants lack sufficient information to form a belief as to the truth of the remaining allegations in this paragraph, and on that basis deny those allegations. 31. Admitted that Comcast of Pennsylvania II, LP, f/k/a Century-TCI California, LP,

is a limited partnership organized under the laws of the state of Delaware, that Parnossos, LP was an affiliate of ACC at a point in time, and that Comcast of Pennsylvania II, LP's registered agent for service of process in Delaware is Comcast Capital Corporation, Wilmington, Delaware. On information and belief, admitted that in June 2002, Century-TCI California, LP filed a petition in bankruptcy under Chapter 11 in the United States Bankruptcy Court for the Southern District of New York. Denied that Century-TCI California, LP or Comcast of Pennsylvania II, LP is an affiliate of ACC, that "Century-TCI California, LP's bankruptcy proceedings are jointly administered with In re Adelphia Communications Corporation, Case No. 02-41729 (REG)" and that Century-TCI California, LP or Comcast of Pennsylvania II, LP is a party to or involved in bankruptcy proceedings. The Comcast Counter-Defendants lack sufficient information to form a belief as to the truth of the remaining allegations in this paragraph, and on that basis deny those allegations. 32. Admitted that Parnassos Communications, LP is a limited partnership organized

under the laws of the state of Delaware, and that its registered agent for service of process in

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Delaware is Comcast Capital Corporation, Wilmington, Delaware. On information and belief, admitted that in June 2002, Parnassos Communications, LP filed a petition in bankruptcy under Chapter 11 in the United States Bankruptcy Court for the Southern District of New York. Denied that Parnassos Communications, LP is an affiliate of ACC, that "Parnassos Communications, LP's bankruptcy proceedings are jointly administered with In re Adelphia Communications Corporation, Case No. 02-41729 (REG)" and that Parnassos Communications, LP is a party to or involved in bankruptcy proceedings. The Comcast Counter-Defendants lack sufficient information to form a belief as to the truth of the remaining allegations in this paragraph, and on that basis deny those allegations. 33. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 34. Admitted that Parnassos Holdings, LLC is a limited liability company organized

under the laws of the state of Delaware, and that its registered agent for service of process in Delaware is Comcast Capital Corporation, Wilmington, Delaware. On information and belief, admitted that in June 2002, Parnassos Holdings, LLC filed a petition in bankruptcy under Chapter 11 in the United States Bankruptcy Court for the Southern District of New York. Denied that Parnassos Holdings, LLC is an affiliate of ACC, that "Parnassos Holdings, LLC's bankruptcy proceedings are jointly administered with In re Adelphia Communications Corporation, Case No. 02-41729 (REG)" and that Parnassos Holdings, LLC is a party to or involved in bankruptcy proceedings. The Comcast Counter-Defendants lack sufficient information to form a belief as to the truth of the remaining allegations in this paragraph, and on that basis deny those allegations. 35. Admitted that Western NY Cablevision, LP is a limited partnership organized

under the laws of the state of Delaware, and that its registered agent for service of process in Delaware is Comcast Capital Corporation, Wilmington, Delaware. On information and belief, admitted that in June 2002, Western NY Cablevision, LP filed a petition in bankruptcy under Chapter 11 in the United States Bankruptcy Court for the Southern District of New York.

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Denied that Western NY Cablevision, LP is an affiliate of ACC, that "Western NY Cablevision, LP's bankruptcy proceedings are jointly administered with In re Adelphia Communications Corporation, Case No. 02-41729 (REG)" and that Western NY Cablevision, LP is a party to or involved in bankruptcy proceedings. The Comcast Counter-Defendants lack sufficient information to form a belief as to the truth of the remaining allegations in this paragraph, and on that basis deny those allegations. 36. Denied that Rembrandt commenced an adversary proceeding against the "ACC-

Affiliated Counter-Defendants" as defined, and that Rembrandt filed an administrative proof of claim against the "ACC-Affiliated Counter-Defendants" as defined. The Comcast CounterDefendants either lack sufficient information to form a belief as to the truth of the remaining allegations in this paragraph, and on that basis deny those allegations, or the remaining allegations are legal assertions that require no response. JURISDICTION AND VENUE 37. The Comcast Counter-Defendants admit that Rembrandt asserts that this is an

action for patent infringement, arising under the patent laws of the United States, 35 U.S.C. § 1. et seq. 38. 39. Admitted. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 40. The Comcast Counter-Defendants admit that one or more of them have availed

themselves of this Court's jurisdiction, and that one or more of them are Delaware entities. The Comcast Counter-Defendants deny the remaining allegations in this paragraph. 41. Admitted. COUNT I -- U.S. Patent No. 4,937,819 42. 43. This paragraph does not require a response. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations.

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44.

Admitted that the issue date listed on the `819 patent is June 26, 1990. Except as

expressly so admitted, the Comcast Counter-Defendants deny the remaining allegations in this paragraph. 45. Admitted that one or more of the Comcast Counter-Defendants have purchased

equipment from one or more Plaintiff/Counter-Defendants for utilization in cable networks in one or more of the United States. The Comcast Counter-Defendants lack sufficient information to form a belief as to the truth of the remaining allegations in this paragraph, and on that basis deny those allegations. 46. 47. 48. Denied. Denied. Denied. COUNT II -- U.S. Patent No. 5,008,903 49. 50. This paragraph does not require a response. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 51. Admitted that the issue date listed on the `903 patent is April 16, 1991. Except as

expressly so admitted, the Comcast Counter-Defendants deny the remaining allegations in this paragraph. 52. Admitted that one or more of the Comcast Counter-Defendants have purchased

equipment from one or more Plaintiff/Counter-Defendants for utilization in cable networks in one or more of the United States. The Comcast Counter-Defendants lack sufficient information to form a belief as to the truth of the remaining allegations in this paragraph, and on that basis deny those allegations. 53. 54. 55. Denied. Denied. Denied.

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COUNT III -- U.S. Patent No. 5,701,761 56. 57. This paragraph does not require a response. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 58. Admitted that the issue date listed on the `761 patent is January 20, 1998. Except

as expressly so admitted, the Comcast Counter-Defendants deny the remaining allegations in this paragraph. 59. Admitted that one or more of the Comcast Counter-Defendants have purchased

equipment from one or more Plaintiff/Counter-Defendants for utilization in cable networks in one or more of the United States. The Comcast Counter-Defendants lack sufficient information to form a belief as to the truth of the remaining allegations in this paragraph, and on that basis deny those allegations. 60. The Comcast Counter-Defendants lack sufficient knowledge to form a belief as to

the truth of the allegations contained in this paragraph, and on that basis deny those allegations. 61. 62. 63. Denied. Denied. Denied. COUNT IV -- U.S. Patent No. 5,719,858 64. 65. This paragraph does not require a response. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 66. Admitted that the issue date listed on the `858 patent is February 17, 1998.

Except as expressly so admitted, the Comcast Counter-Defendants deny the remaining allegations in this paragraph. 67. Admitted that one or more of the Comcast Counter-Defendants have purchased

equipment from one or more Plaintiff/Counter-Defendants for utilization in cable networks in one or more of the United States. The Comcast Counter-Defendants lack sufficient information

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to form a belief as to the truth of the remaining allegations in this paragraph, and on that basis deny those allegations. 68. 69. 70. Denied. Denied. Denied. COUNT V -- U.S. Patent No. 5,778,234 71. 72. This paragraph does not require a response. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 73. Admitted that the issue date listed on the `234 patent is July 7, 1998. Except as

expressly so admitted, the Comcast Counter-Defendants deny the remaining allegations in this paragraph. 74. Admitted that one or more of the Comcast Counter-Defendants have purchased

equipment from one or more Plaintiff/Counter-Defendants for utilization in cable networks in one or more of the United States. The Comcast Counter-Defendants lack sufficient information to form a belief as to the truth of the remaining allegations in this paragraph, and on that basis deny those allegations. 75. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations contained in this paragraph, and on that basis deny those allegations. 76. 77. 78. Denied. Denied. Denied. COUNT VI -- U.S. Patent No. 5,852,631 79. 80. This paragraph does not require a response. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations.

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81.

Admitted that the issue date listed on the `631 patent is December 22, 1998.

Except as expressly so admitted, the Comcast Counter-Defendants deny the remaining allegations in this paragraph. 82. Admitted that one or more of the Comcast Counter-Defendants have purchased

equipment from one or more Plaintiff/Counter-Defendants for utilization in cable networks in one or more of the United States. The Comcast Counter-Defendants lack sufficient information to form a belief as to the truth of the remaining allegations in this paragraph, and on that basis deny those allegations. 83. 84. 85. Denied. Denied. Denied. COUNT VII -- U.S. Patent No. 6,131,159 86. 87. This paragraph does not require a response. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 88. Admitted that the issue date listed on the `159 patent is October 10, 2000. Except

as expressly so admitted, the Comcast Counter-Defendants deny the remaining allegations in this paragraph. 89. Admitted that one or more of the Comcast Counter-Defendants have purchased

equipment from one or more Plaintiff/Counter-Defendants for utilization in cable networks in one or more of the United States. The Comcast Counter-Defendants lack sufficient information to form a belief as to the truth of the remaining allegations in this paragraph, and on that basis deny those allegations. 90. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations contained in this paragraph, and on that basis deny those allegations. 91. Denied.

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92. 93.

Denied. Denied. COUNT VIII -- U.S. Patent No. 6,950,444

94. 95.

This paragraph does not require a response. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations in this paragraph, and on that basis deny those allegations. 96. Admitted that the issue date listed on the `444 patent is September 27, 2005.

Except as expressly so admitted, the Comcast Counter-Defendants deny the remaining allegations in this paragraph. 97. Admitted that one or more of the Comcast Counter-Defendants have purchased

equipment from one or more Plaintiff/Counter-Defendants for utilization in cable networks in one or more of the United States. The Comcast Counter-Defendants lack sufficient information to form a belief as to the truth of the remaining allegations in this paragraph, and on that basis deny those allegations. 98. The Comcast Counter-Defendants lack sufficient information to form a belief as

to the truth of the allegations contained in this paragraph, and on that basis deny those allegations. 99. 100. 101. Denied. Denied. Denied. PRAYER FOR RELIEF WHEREFORE, the Comcast Counter-Defendants request that Rembrandt take nothing by its Counterclaims and that the relief requested in Rembrandt's Prayer for Relief be denied. AFFIRMATIVE DEFENSES FIRST AFFIRMATIVE DEFENSE: Failure to State a Claim (Counts I-VIII) 1. Counts I-VIII of Rembrandt's Counterclaims fail to state a claim upon which

relief can be granted.

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2.

The Comcast Counter-Defendants have not infringed any claim of any of the

`819, `903, `761, `858, `234, `631, `159, and `444 patents ("the asserted patents"). 3. The Comcast Counter-Defendants have not caused, with knowledge, specific

intent, or otherwise, equipment suppliers, service providers, and/or any others to infringe any claim of the asserted patents. 4. Rembrandt has not been damaged in any amount, manner, or at all by reason of

any act alleged against the Comcast Counter-Defendants, and therefore the relief Rembrandt prays for cannot be granted. 5. Rembrandt is not entitled to permanent injunctive relief. SECOND AFFIRMATIVE DEFENSE: Invalidity 6. On information and belief, each of the asserted patents is invalid at least for

failure to satisfy one or more of the conditions of Title 35 United States Code, including without limitation, Sections 101, 102, 103, and 112 thereof. THIRD AFFIRMATIVE DEFENSE: Misuse 7. On information and belief, Rembrandt has misused the asserted patents by

bringing and maintaining its claims of patent infringement against the Comcast CounterDefendants in bad faith and without probable cause when it knew or should have known that it had no valid claim of patent infringement against the Comcast Counter-Defendants, and by purporting to enforce the asserted patents and demand royalties and other damages with respect to products not covered by the asserted patents. FOURTH AFFIRMATIVE DEFENSE: Laches 8. 9. Rembrandt's claims are barred, in whole or in part, by the doctrine of laches. More specifically, and without limiting the generality of the foregoing paragraph,

Rembrandt has accused devices that practice one of more of the DOCSIS standards of infringing the asserted patents. 10. The Comcast Counter-Defendants and/or their predecessors in interest have used

products or services that comply with one or more of the DOCSIS standards since no later than

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May 1998. Rembrandt and/or its predecessors in interest knew or reasonably should have known that the Comcast Counter-Defendants and/or their predecessors in interest had used such products or services at that time and since. However, neither Rembrandt nor its predecessors in interest asserted the `819, `858, and `631 patents against the Comcast Counter-Defendants or any of their predecessors in interest until September 2005, and neither Rembrandt nor its predecessors in interest asserted the `903, `761, `234, `159, and `444 patents against the Comcast Counter-Defendants or any of their predecessors in interest until November 2006. Rembrandt's and its predecessors in interest's delay is unreasonable and inexcusable, and has caused the Comcast Counter-Defendants material evidentiary and/or economic prejudice. Rembrandt's claims are accordingly barred by the doctrine of laches. FIFTH AFFIRMATIVE DEFENSE: Estoppel 11. Rembrandt's claims for relief are barred in whole or in part by the equitable

doctrines of waiver and/or estoppel. SIXTH AFFIRMATIVE DEFENSE: Rembrandt is Not Entitled to Damages 12. Rembrandt is not entitled to alleged damages due to its failure to plead and, on

information and belief, its inability to prove compliance with the provisions of 35 U.S.C. § 287 on patent marking and pre-suit notice. Additionally, the limitations period further bars past damages claims. SEVENTH AFFIRMATIVE DEFENSE: Remstream Lacks Standing 13. Rembrandt Technologies, LLC d/b/a Remstream, lacks standing to bring the

instant counterclaims because Rembrandt has failed to allege that all substantial rights, including the right to enforce the patents, have been granted to Rembrandt Technologies, LLC d/b/a Remstream. EIGHTH AFFIRMATIVE DEFENSE: License 14. license. Rembrandt's claims for relief are barred in whole or in part by express or implied

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COUNTER-COUNTERCLAIMS Comcast Cable Communications Holdings, Inc. and Counter-Defendants Comcast Corporation; Comcast Cable Communications, LLC; Century-TCI California Communications, LP; Comcast of Florida/Pennsylvania, LP; Comcast of Pennsylvania II, LP; and Parnassos Communications, LP (collectively the "Comcast Counter-Counterclaimants") assert the following Counter-Counterclaims against Defendant/Counter-Plaintiff-Rembrandt Technologies, LP and Counter-Plaintiff Rembrandt Technologies, LLC d/b/a Remstream (collectively, "Rembrandt"). PARTIES 1. Comcast Corporation is a corporation organized under the laws of the

Commonwealth of Pennsylvania, having its principal place of business at 1500 Market Street, Philadelphia, Pennsylvania. 2. Comcast Cable Communications, LLC is a limited liability company organized

under the laws of the state of Delaware, having its principal place of business at One Comcast Center, Philadelphia, Pennsylvania, 19103. 3. Century-TCI California Communications, LP is a limited partnership organized

under the laws of the state of Delaware, having its principal place of business at One Comcast Center, Philadelphia, Pennsylvania, 19103. 4. Comcast of Florida/Pennsylvania, LP, f/k/a Parnassos, LP, is a limited partnership

organized under the laws of the state of Delaware, having its principal place of business at One Comcast Center, Philadelphia, Pennsylvania, 19103. 5. Comcast of Pennsylvania II, LP, f/k/a Century-TCI California, LP is a limited

partnership organized under the laws of the state of Delaware, having its principal place of business at One Comcast Center, Philadelphia, Pennsylvania, 19103. 6. Parnassos Communications, LP is a limited partnership organized under the laws

of the state of Delaware, having its principal place of business at One Comcast Center, Philadelphia, Pennsylvania, 19103.

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7.

Comcast Cable Communications Holdings, Inc. is a corporation organized under

the laws of the state of Delaware, having its principal place of business at One Comcast Center, Philadelphia, Pennsylvania, 19103. Joinder of Comcast Cable Communications Holdings Inc., as a counter-counterclaimant is proper under Federal Rules of Civil Procedure 13(h) and 19. 8. On information and belief, Rembrandt Technologies, LP is a limited partnership

organized under the laws of the state of New Jersey with its principal place of business at 401 City Avenue, Suite 900, Bala Cynwyd, Pennsylvania. 9. On information and belief, Rembrandt Technologies, LLC d/b/a Remstream is a

limited liability corporation organized under the laws of Delaware with its headquarters at 401 City Avenue, Suite 900, Bala Cynwyd, Pennsylvania. JURISDICTION AND VENUE 10. This Court has jurisdiction over the Counter-Counterclaims under the Federal

Declaratory Judgment Act, 28 U.S.C. §§ 2201-2202, and federal question jurisdiction under 28 U.S.C. §§ 1331 and 1338(a) because this action arises under the Patent Laws in Title 35 of the United States Code. 11. This Court has personal jurisdiction over Rembrandt Technologies, LP and

Rembrandt Technologies, LLC d/b/a Remstream, because they have submitted to the jurisdiction of this Court, regularly conduct business in Delaware, and have other sufficient contacts with Delaware. In addition, Rembrandt Technologies, LLC d/b/a Remstream is a Delaware entity. 12. Venue in this District is proper under 28 U.S.C. §§ 1391 and 1400. FACTS 13. On information and belief, Rembrandt claims to own all rights, title, and interest

in and to the `819, `903, '761, `858, `234, `631, `159, and `444 patents. In addition, Rembrandt claims to own all rights, title and interest in and to United States Patent No. 5,243,627 ("the `627 patent"), entitled "Signal Point Interleaving Technique" ("the `627 patent"), issued on September 7, 1993. (Ex. A hereto) 14. Rembrandt has accused one or more of the Comcast Counter-Counterclaimants

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and one or more of the Comcast Counter-Defendants' parents, subsidiaries or affiliates, including the parent of and subsidiaries of Comcast Cable Communications Holdings, Inc., of infringing the `819, `903, `761, `858, `234, `631, `159, `444, and `627 patents ("Rembrandt's asserted patents"). 15. An actual case or controversy exists between the Comcast Counter-

Counterclaimants and Rembrandt as to the infringement, validity, and enforceability of Rembrandt's asserted patents. FIRST CLAIM FOR RELIEF: Declaratory Judgment of Non-Infringement, Invalidity, and Non-Infringement of the `819 Patent 16. The Comcast Counter-Counterclaimants reallege and incorporate by reference

Paragraphs 1 through 15 above, and all responses set forth above by the Comcast CounterDefendants in their Reply to Rembrandt's Counterclaims and Affirmative Defenses. 17. The Comcast Counter-Counterclaimants, and their parents, subsidiaries or

affiliates, have not infringed and are not now infringing the `819 patent. 18. The Comcast Counter-Counterclaimants, and their parents, subsidiaries or

affiliates have not caused others to infringe, and are not now causing others to infringe, the `819 patent. 19. 20. The `819 patent is invalid under, without limitation, 35 U.S.C. §§ 101-103, 112. Rembrandt has committed patent misuse by accusing the Comcast Counter-

Counterclaimants, and their parents, subsidiaries or affiliates, of infringing the `819 patent with knowledge that the `819 patent is invalid and/or not infringed. 21. The Comcast Counter-Counterclaimants are entitled to a declaratory judgment

that neither they, nor their parents, subsidiaries or affiliates have infringed, nor are infringing, the `819 patent, and that the `819 patent is invalid and unenforceable. 22. This Counter-Counterclaim is exceptional under 35 U.S.C. § 285, and the

Comcast Counter-Claimants are entitled to an award of their reasonable attorneys' fees.

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SECOND CLAIM FOR RELIEF: Declaratory Judgment of Non-Infringement, Invalidity and Non-Infringement of the `903 Patent 23. The Comcast Counter-Counterclaimants reallege and incorporate by reference

Paragraphs 1 through 22 above, and all responses set forth above by the Comcast CounterDefendants in their Reply to Rembrandt's Counterclaims and Affirmative Defenses. 24. The Comcast Counter-Counterclaimants, and their parents, subsidiaries or

affiliates, have not infringed and are not now infringing the `903 patent. 25. The Comcast Counter-Counterclaimants, and their parents, subsidiaries or

affiliates have not caused others to infringe, and are not now causing others to infringe, the `903 patent. 26. 27. The `903 patent is invalid under, without limitation, 35 U.S.C. §§ 101-103, 112. Rembrandt has committed patent misuse by accusing the Comcast Counter-

Counterclaimants, and their parents, subsidiaries or affiliates, of infringing the `903 patent with knowledge that the `903 patent is invalid and/or not infringed. 28. The Comcast Counter-Counterclaimants are entitled to a declaratory judgment

that neither they, nor their parents, subsidiaries or affiliates have infringed, nor are infringing, the `903 patent, and that the `903 patent is invalid and unenforceable. 29. This Counter-Counterclaim is exceptional under 35 U.S.C. § 285, and the

Comcast Counter-Claimants are entitled to an award of their reasonable attorneys' fees. THIRD CLAIM FOR RELIEF: Declaratory Judgment of Non-Infringement, Invalidity, and Non-Infringement of the `761 Patent 30. The Comcast Counter-Counterclaimants reallege and incorporate by reference

Paragraphs 1 through 29 above, and all responses set forth above by the Comcast CounterDefendants in their Reply to Rembrandt's Counterclaims and Affirmative Defenses. 31. The Comcast Counter-Counterclaimants, and their parents, subsidiaries or

affiliates, have not infringed and are not now infringing the `761 patent. 32. The Comcast Counter-Counterclaimants, and their parents, subsidiaries or

affiliates have not caused others to infringe, and are not now causing others to infringe, the `761

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patent. 33. 34. The `761 patent is invalid under, without limitation, 35 U.S.C. §§ 101-103, 112. Rembrandt has committed patent misuse by accusing the Comcast Counter-

Counterclaimants, and their parents, subsidiaries or affiliates, of infringing the `761 patent with knowledge that the `761 patent is invalid and/or not infringed. 35. The Comcast Counter-Counterclaimants are entitled to a declaratory judgment

that neither they, nor their parents, subsidiaries or affiliates have infringed, nor are infringing, the `761 patent, and that the `761 patent is invalid and unenforceable. 36. This Counter-Counterclaim is exceptional under 35 U.S.C. § 285, and the

Comcast Counter-Claimants are entitled to an award of their reasonable attorneys' fees. FOURTH CLAIM FOR RELIEF: Declaratory Judgment of Non-Infringement, Invalidity, and Non-Infringement of the `858 Patent 37. The Comcast Counter-Counterclaimants reallege and incorporate by reference

Paragraphs 1 through 36 above, and all responses set forth above by the Comcast CounterDefendants in their Reply to Rembrandt's Counterclaims and Affirmative Defenses. 38. The Comcast Counter-Counterclaimants, and their parents, subsidiaries or

affiliates, have not infringed and are not now infringing the `858 patent. 39. The Comcast Counter-Counterclaimants, and their parents, subsidiaries or

affiliates have not caused others to infringe, and are not now causing others to infringe, the `858 patent. 40. 41. The `858 patent is invalid under, without limitation, 35 U.S.C. §§ 101-103, 112. Rembrandt has committed patent misuse by accusing the Comcast Counter-

Counterclaimants, and their parents, subsidiaries or affiliates, of infringing the `858 patent with knowledge that the `858 patent is invalid and/or not infringed. 42. The Comcast Counter-Counterclaimants are entitled to a declaratory judgment

that neither they, nor their parents, subsidiaries or affiliates have infringed, nor are infringing, the `858 patent, and that the `858 patent is invalid and unenforceable.

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43.

This Counter-Counterclaim is exceptional under 35 U.S.C. § 285, and the

Comcast Counter-Claimants are entitled to an award of their reasonable attorneys' fees. FIFTH CLAIM FOR RELIEF: Declaratory Judgment of Non-Infringement, Invalidity, and Non-Infringement of the `234 Patent 44. The Comcast Counter-Counterclaimants reallege and incorporate by reference

Paragraphs 1 through 43 above, and all responses set forth above by the Comcast CounterDefendants in their Reply to Rembrandt's Counterclaims and Affirmative Defenses. 45. The Comcast Counter-Counterclaimants, and their parents, subsidiaries or

affiliates, have not infringed and are not now infringing the `234 patent. 46. The Comcast Counter-Counterclaimants, and their parents, subsidiaries or

affiliates have not caused others to infringe, and are not now causing others to infringe, the `234 patent. 47. 48. The `234 patent is invalid under, without limitation, 35 U.S.C. §§ 101-103, 112. Rembrandt has committed patent misuse by accusing the Comcast Counter-

Counterclaimants, and their parents, subsidiaries or affiliates, of infringing the `234 patent with knowledge that the `234 patent is invalid and/or not infringed. 49. The Comcast Counter-Counterclaimants are entitled to a declaratory judgment

that neither they, nor their parents, subsidiaries or affiliates have infringed, nor are infringing, the `234 patent, and that the `234 patent is invalid and unenforceable. 50. This Counter-Counterclaim is exceptional under 35 U.S.C. § 285, and the

Comcast Counter-Claimants are entitled to an award of their reasonable attorneys' fees. SIXTH CLAIM FOR RELIEF: Declaratory Judgment of Non-Infringement, Invalidity, and Non-Infringement of the `631 Patent 51. The Comcast Counter-Counterclaimants reallege and incorporate by reference

Paragraphs 1 through 50 above, and all responses set forth above by the Comcast CounterDefendants in their Reply to Rembrandt's Counterclaims and Affirmative Defenses. 52. The Comcast Counter-Counterclaimants, and their parents, subsidiaries or

affiliates, have not infringed and are not now infringing the `631 patent.

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53.

The Comcast Counter-Counterclaimants, and their parents, subsidiaries or

affiliates have not caused others to infringe, and are not now causing others to infringe, the `631 patent. 54. 55. The `631 patent is invalid under, without limitation, 35 U.S.C. §§ 101-103, 112. Rembrandt has committed patent misuse by accusing the Comcast Counter-

Counterclaimants, and their parents, subsidiaries or affiliates, of infringing the `631 patent with knowledge that the `631 patent is invalid and/or not infringed. 56. The Comcast Counter-Counterclaimants are entitled to a declaratory judgment

that neither they, nor their parents, subsidiaries or affiliates have infringed, nor are infringing, the `631 patent, and that the `631 patent is invalid and unenforceable. 57. This Counter-Counterclaim is exceptional under 35 U.S.C. § 285, and the

Comcast Counter-Claimants are entitled to an award of their reasonable attorneys' fees. SEVENTH CLAIM FOR RELIEF: Declaratory Judgment of Non-Infringement, Invalidity, and Non-Infringement of the `159 Patent 58. The Comcast Counter-Counterclaimants reallege and incorporate by reference

Paragraphs 1 through 57 above, and all responses set forth above by the Comcast CounterDefendants in their Reply to Rembrandt's Counterclaims and Affirmative Defenses. 59. The Comcast Counter-Counterclaimants, and their parents, subsidiaries or

affiliates, have not infringed and are not now infringing the `159 patent. 60. The Comcast Counter-Counterclaimants, and their parents, subsidiaries or

affiliates have not caused others to infringe, and are not now causing others to infringe, the `159 patent. 61. 62. The `159 patent is invalid under, without limitation, 35 U.S.C. §§ 101-103, 112. Rembrandt has committed patent misuse by accusing the Comcast Counter-

Counterclaimants, and their parents, subsidiaries or affiliates, of infringing the `159 patent with knowledge that the `159 patent is invalid and/or not infringed. 63. The Comcast Counter-Counterclaimants are entitled to a declaratory judgment

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that neither they, nor their parents, subsidiaries or affiliates have infringed, nor are infringing, the `159 patent, and that the `159 patent is invalid and unenforceable. 64. This Counter-Counterclaim is exceptional under 35 U.S.C. § 285, and the

Comcast Counter-Claimants are entitled to an award of their reasonable attorneys' fees. EIGHTH CLAIM FOR RELIEF: Declaratory Judgment of Non-Infringement, Invalidity, and Non-Infringement of the `444 Patent 65. The Comcast Counter-Counterclaimants reallege and incorporate by reference

Paragraphs 1 through 64 above, and all responses set forth above by the Comcast CounterDefendants in their Reply to Rembrandt's Counterclaims and Affirmative Defenses. 66. The Comcast Counter-Counterclaimants, and their parents, subsidiaries or

affiliates, have not infringed and are not now infringing the `444 patent. 67. The Comcast Counter-Counterclaimants, and their parents, subsidiaries or

affiliates have not caused others to infringe, and are not now causing others to infringe, the `444 patent. 68. 69. The `444 patent is invalid under, without limitation, 35 U.S.C. §§ 101-103, 112. Rembrandt has committed patent misuse by accusing the Comcast Counter-

Counterclaimants, and their parents, subsidiaries or affiliates, of infringing the `444 patent with knowledge that the `444 patent is invalid and/or not infringed. 70. The Comcast Counter-Counterclaimants are entitled to a declaratory judgment

that neither they, nor their parents, subsidiaries or affiliates have infringed, nor are infringing, the `444 patent, and that the `444 patent is invalid and unenforceable. 71. This Counter-Counterclaim is exceptional under 35 U.S.C. § 285, and the

Comcast Counter-Claimants are entitled to an award of their reasonable attorneys' fees. NINTH CLAIM FOR RELIEF: Declaratory Judgment of Non-Infringement, Invalidity, and Non-Infringement of the `627 Patent 72. The Comcast Counter-Counterclaimants reallege and incorporate by reference

Paragraphs 1 through 71 above, and all responses set forth above by the Comcast CounterDefendants in their Reply to Rembrandt's Counterclaims and Affirmative Defenses.

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73.

The Comcast Counter-Counterclaimants, and their parents, subsidiaries or

affiliates, have not infringed and are not now infringing the `627 patent. 74. The Comcast Counter-Counterclaimants, and their parents, subsidiaries or

affiliates have not caused others to infringe, and are not now causing others to infringe, the `627 patent. 75. 76. The `627 patent is invalid under, without limitation, 35 U.S.C. §§ 101-103, 112. Any attempt by Rembrandt to assert the claims of the `627 patent against the

Comcast Counter-Counterclaimants, their parents, subsidiaries or affiliates, is barred by the doctrine of laches. Rembrandt has accused devices that practice the Advanced Television Systems Committee ("ATSC") standard of infringing the `627 patent. However, the Comcast Counter-Counterclaimants, their parents, subsidiaries or affiliates and/or each of the foregoing's predecessors in interest, have used products or services that comply with the ATSC standard since no later than February 2001. Rembrandt and/or its predecessors in interest knew or reasonably should have known that the Comcast Counter-Counterclaimants, their parents, subsidiaries or affiliates, and/or each of the foregoing's predecessors in interest had used such products or services at that time and since. However, Rembrandt failed to assert the `627 patent against the Comcast Counter-Counterclaimants until September 2005. Rembrandt's delay is unreasonable and inexcusable, and has caused the Comcast Counter-Counterclaimants material evidentiary and/or economic prejudice. Rembrandt's claims under the `627 patent are accordingly barred by laches. 77. Rembrandt has committed patent misuse by accusing the Comcast Counter-

Counterclaimants, or their parents, subsidiaries or affiliates, of infringing the `627 patent with knowledge that the `627 patent is invalid and/or not infringed. 78. More specifically, and without limiting the generality of the foregoing paragraph,

when the `627 patent issued in 1993, it was assigned to AT&T Bell Laboratories, a subsidiary or affiliate of AT&T Corporation ("AT&T"). Also in 1993, AT&T and several other companies and institutions joined together to form the HDTV Grand Alliance, whose mission was to

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develop a standard for the transmission of digital television. The Grand Alliance coordinated with the ATSC, a standards-setting organization, to create a standard for high-definition television broadcasting. The FCC ultimately adopted the major components of the ATSC standard. In adopting the ATSC standard, the FCC expressly premised its order upon, among other things, the Grand Alliance members' agreement to make any of their relevant patents available either free of charge or on a reasonable, nondiscriminatory basis. AT&T, as a member of the Grand Alliance, was bound by this agreement, and expressly committed to make licenses to any patents that it deemed essential to practicing that standard available under reasonable terms and conditions on a non-discriminatory, non-exclusive basis. 79. When Paradyne Corporation was spun off from AT&T, it took any rights that it

may have had to the `627 patent subject to AT&T's commitment to license that patent on reasonable and nondiscriminatory terms. When Rembrandt purchased the `627 patent from Paradyne, it similarly took any rights to that patent subject to the agreement that AT&T had made to license the patent on reasonable terms and on a non-discriminatory basis. 80. Rembrandt has actual knowledge of AT&T's commitment with respect to the

`627 patent. Yet in asserting that Comcast infringes the `627 patent by allegedly practicing the ATSC standard, Rembrandt has failed to honor AT&T's commitment to license that patent at reasonable and nondiscriminatory rates; instead, Rembrandt seeks exorbitant and oppressive royalty rates, and an injunction. Rembrandt's conduct constitutes patent misuse. 81. The `627 patent is also unenforceable because it was obtained through inequitable

conduct. More specifically, William Betts (a named inventor on the `627 patent) committed fraud on the U.S. Patent and Trademark Office ("PTO") when prosecuting the `627 patent. Mr. Betts's fraud on the PTO renders the `627 patent unenforceable. 82. As described in more detail below, while prosecuting the `627 patent, Mr. Betts

knew of multiple prior art references material to the patentability of the claims in the `627 patent. But Mr. Betts failed to disclose those items of prior art and in so doing violated his duty of candor to the PTO. Moreover, Comcast is informed and believes that Mr. Betts failed to disclose

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these references with an intent to deceive the PTO. 83. Mr. Betts is a named inventor on United States Patent No. 4,677,626 ("the `626

patent"), entitled "Self-Synchronizing Interleaver for Trellis Encoder Used in Wireline Modems." That patent issued on June 30, 1987, and is therefore prior art to the `627 patent. The `626 patent constitutes material prior art to the `627 patent, such that a reasonable patent examiner would have been substantially likely to consider it important in deciding whether to allow any claims in the application for the `627 patent to issue. Mr. Betts indisputably knew of the `626 patent and its materiality, as he was a named inventor on that prior-art patent. His failure to disclose the `626 patent violated his duty of candor to the PTO and constituted inequitable conduct, thus rendering the `627 patent unenforceable. 84. United States Patent No. 5,052,000 ("the `000 patent"), entitled "Technique for

Improving the Operation of Decision Feedback Equalizers in Communications Systems Using Error Correction," issued on September 24, 1991 to Wang et al. based on an application filed on June 9, 1989. It is therefore prior art to the `627 patent. The `000 patent constitutes material prior art to the `627 patent, such that a reasonable patent examiner would have been likely to consider it important in deciding whether to allow any claims in the application for the `627 patent to issue. On information and belief, Mr. Betts knew of the invention of the `000 patent and its materiality, as he was a colleague of Wang's in the AT&T family of companies, and received a paper co-authored by Wang that described the invention of the prior-art `000 patent. Mr. Betts's failure to disclose the `000 patent to the PTO violated his duty of candor to the PTO and constituted inequitable conduct, thus rendering the `627 patent unenforceable. 85. The Comcast Counter-Counterclaimants are entitled to a declaratory judgment

that neither they, nor their parents, subsidiaries or affiliates have infringed, nor are infringing the `627 patent, and that the `627 patent is invalid and unenforceable. 86. This Counter-Counterclaim is exceptional under 35 U.S.C. § 285, and the

Comcast Counter-Counterclaimants are entitled to an award of its reasonable attorneys' fees.

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DEMAND FOR JURY TRIAL Pursuant to Federal Rule of Civil Procedure 38(b), the Comcast Counter-Defendants and the Comcast Counter-Counterclaimants demand a trial by jury of all issues so triable in this action, including, without limitation, those issues raised in the Counterclaims, Reply, Affirmative Defenses, and Counter-Counterclaims. PRAYER FOR RELIEF WHEREFORE, the Comcast Counter-Defendants and Comcast Counter-

Counterclaimants pray for judgment against Rembrandt Technologies, LP and Rembrandt Technologies, LLC d/b/a Remstream (collectively "Rembrandt") as follows: A. For dismissal of Rembrandt's Counterclaims in their entirety, with prejudice, and that the relief requested be denied; B. For a judgment declaring that no claim of the `819, `903, `761, `858, `234, `631, `159, `444, or `627 patents (collectively "the patents-in-suit") has been infringed willfully, deliberately, or otherwise by the Comcast Counter-Defendants, the Comcast Counter-Counterclaimants, and/or the Comcast Counter-Defendants' or the Comcast Counterclaimants' parents, subsidiaries and/or affiliates; C. For a judgment declaring that each and every claim of the patents-in-suit is invalid; D. For an award of the Comcast Counter-Defendants' and Comcast

Counterclaimants' reasonable attorneys' fees under 35 U.S.C. § 285; and G. For such other and further relief as the Court may deem just and fair.

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MORRIS, NICHOLS, ARSHT & TUNNELL LLP /s/ Karen Jacobs Louden (#2881) __________ Jack B. Blumenfeld (#1014) Karen Jacobs Louden (#2881) 1201 N. Market Street P.O. Box 1347 Wilmington, DE 19899 (302) 658-9200 [email protected] Attorneys for COMCAST CORP.; COMCAST CABLE COMMUNICATIONS, LLC; CENTURY-TCI CALIFORNIA COMMUNICATIONS, LP; CENTURY-TCI HOLDINGS, LLC COMCAST OF FLORIDA / PENNSYLVANIA, LP; COMCAST OF PENNSYLVANIA II, LP; PARNASSOS COMMUNICATIONS, LP; PARNASSOS HOLDINGS, LLC; WESTERN NY CABLEVISION LP; AND COMCAST CABLE COMMUNICATIONS HOLDINGS, INC.

OF COUNSEL: Robert A. Van Nest Brian L. Ferrall Daralyn J. Durie Leo L. Lam Matthew M. Werdegar KEKER & VAN NEST LLP 710 Sansome Street San Francisco, CA 94111 (415) 391-5400 February 7, 2008
1486155

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CERTIFICATE OF SERVICE I hereby certify that on February 7, 2008, I electronically filed the foregoing with the Clerk of the Court using CM/ECF. I further certify that I caused to be served copies of the foregoing document on February 7, 2008 upon the following in the manner indicated: VIA EMAIL Collins J. Seitz, Jr., Esquire Francis DiGiovanni, Esquire CONNOLLY BOVE LODGE & HUTZ LLP The Nemours Building 1007 North Orange Street Wilmington, DE 19801 [email protected] [email protected] David S. Benyacar, Esquire KAYE SCHOLER LLP 425 Park Avenue New York, NY 10022 [email protected] Eric R. Lamison, Esquire KIRKLAND & ELLIS LLP 555 California Street San Francisco, CA 94104 [email protected] John W. Shaw, Esquire YOUNG CONAWAY STARGATT & TAYLOR LLP 1000 West Street, 17th Floor P.O. Box 391 Wilmington, DE 19899-0391 [email protected]

John M. DesMarais, Esquire KIRKLAND & ELLIS LLP Citigroup Center 153 East 53rd Street New York, NY 10022-4611 [email protected]

Karen Jacobs Louden (#2881) Karen Jacobs Louden (#2881)

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