Penn Lawsuit

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lO FILED j'. ~~' ..

!

IN THE UNITED STATES DISTRICT COURT I FOR THE EASTERN DISTRICT OF PENNSYLV AN14..i

PAUL RATNARAJ,

MAY 11 2015 MICHAELE. KUNZ, Clerk By Dep. Clerk

CIVIL ACTION NO. ___ _ Plaintiff,

v. JURY TRIAL DEMANDED

THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA,

Defendant.

NOTICE OF REMOVAL OF THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA

Pursuant to 28 U.S.C. 1441, 1446, and 1454, Defendant the Trustees of the University

of Pennsylvania (the "University"), hereby removes this action from the Philadelphia Court of

Common Pleas to the United States District Court for the Eastern District of Pennsylvania. In

support of its Notice of Removal, the University states as follows:

BACKGROUND

I. Plaintiff Paul Ratnaraj commenced this action in the Court of Common Pleas of

Philadelphia County, Pennsylvania on April 17, 2015 by filing a Complaint against the

University.

2. True and correct copies of the Notice, Summons, and Complaint, which constitute

"all process, pleadings and orders served upon the University," are attached hereto as Exhibit l.

3. On April 22, 2015, counsel for the University accepted service of the Complaint.

Thus, this Notice of Removal is timely filed within 30 days of acceptance of service of the

Complaint. See 28 U.S.C. 1446(b)(l); see also id. 1446(b)(2)(B) and 1454(b).

I Case 2:15-cv-02598-JD Document 1 Filed 05/11/15 Page 1 of 46

4. A copy of this Notice of Removal is being filed with the Prothonotary of the

Court of Common Pleas of Philadelphia County, Pennsylvania and is being served on all counsel

of record in accordance with 28 U.S.C. 1446(d) and 1454(b).

5. Plaintiff's Complaint asserts six state law claims arising out of the University's

purported actions with respect to a software program known as the Wharton Research Data

Services program ("WRDS"), which was allegedly created during the course of Plaintiff's

employment at the University. See Ex. 1, iril 4-9, 14. Plaintiff alleges that he and his colleagues

"applied for a patent for WRDS," and that the patent ultimately issued as U.S. Pat. No. 6, 185,567

(the '" 567 Patent"). Ex. 1, ii 9.

BASIS FOR REMOVAL

6. The University removes this case to federal court on three separate and

independent grounds. First, federal jurisdiction exists because Plaintiff's claims arise out of and

necessarily depend upon resolution of a substantial question of federal patent law. Second,

federal jurisdiction exists because Plaintiff's claims arise out of and necessarily depend upon

resolution of a substantial question of federal copyright law. Third, federal jurisdiction exists

because one or more of Plaintiff's claims are completely preempted by federal copyright law.

7. 28 U.S.C. 144l(a) provides that "any civil action brought in a State court of

which the district courts of the United States have original jurisdiction, may be removed by the

defendant ... to the district court .... " Any party may remove "[a] civil action in which any

party asserts a claim for relief arising under any Act of Congress relating to patents . . . or

copyrights ... to the district court .... " 28 U.S.C. 1454(a) & (b)(l). Plaintiff's Complaint is a

civil action within this Court's original jurisdiction because Plaintiff's "right to relief necessarily

depends on resolution of substantial question[s] of federal law." See Christianson v. Colt Indus.

2

Case 2:15-cv-02598-JD Document 1 Filed 05/11/15 Page 2 of 46

Operating Corp., 486 U.S. 800, 809 (1988); see also Gunn v. Minton,---- U.S. ----, 133 S. Ct.

1059, 1065 (2013 ). Plaintiffs Complaint asserts claims for relief arising under both federal

patent law and federal copyright law.

8. First, Plaintiffs claims may be removed because they arise out of and necessarily

involve resolution of a substantial question of federal patent law: whether WRDS practices the

'567 Patent. Plaintiff alleges that WRDS is a patented invention and requests that the Court

determine his rights under the University's Patent and Tangible Research Property Policies and

Procedures ("Patent Policy"). See Ex. 1, irir 9, 17-19; id., Ex. A. Indeed, although framed as

state law causes of action, in order to determine whether Plaintiff has any rights flowing from the

Patent Policy - a prerequisite allegation Plaintiff has pled in connection with five of the six

claims that he asserts (see Ex. 1, iril 42, 48, 58, 61-63, 66, 76, 79, 93-96), the Court would

necessarily need to rely on federal law to construe and apply the claims of the '567 Patent.

Therefore, Plaintiffs claims arise under federal patent law and should be adjudicated in this

Court. See generally U.S. Valves, Inc. v. Dray, 212 F.3d 1368, 1372 (Fed. Cir. 2000) (finding

that where state law claim requires court to "interpret the patents and then determine whether the

[accused product] infringes these patents" federal court has jurisdiction); cf 28 U.S.C. 1454(a)

("A civil action in which any party asserts a claim for relief arising under any Act of Congress

relating to patents, plant variety protection, or copyrights may be removed to the district court of

the United States for the district and division embracing the place where the action is pending.").

9. Second, Plaintiffs claims may be removed because they arise out of and

implicate resolution of a substantial question of federal copyright law: whether Plaintiff or the

University is the original author of WRDS. Although Plaintiff alleges that he is an inventor and

creator ofWRDS, see Ex. 1, iii! 6-8, 13, he concedes that WRDS was created while he was

3


employed at the University, see id. ifi! 5-8, raising the substantial issue of whether WRDS was

created as a work made for hire under the Copyright Act. See 17 U.S.C. l 01. Under the work-

for-hire doctrine, the employer, rather than the employee, is the original author of a copyrighted

work. See 17 U.S.C. 20l(b). Where, as here, there is an authorship dispute dependent on the

application of the Copyright Act, a federal court appropriately exercises jurisdiction. See, e.g.,

Merchant v. levy, 92 F.3d 51, 55 (2d Cir. 1996); id. at 56 (stating that resolution of arguments

such as the applicability of the work-for-hire doctrine "involve[d] construing the [Copyright]

Act"); cf 28 U.S.C. 1454(a).

10. Third, removal is appropriate because Plaintiffs unjust enrichment claim, at a

minimum, is completely preempted by the Copyright Act. See 17 U.S.C. 301 (a); Tech. Based

Solutions, Inc. v. Elecs. Coll. Inc., 168 F. Supp. 2d 375, 379 (E.D. Pa. 2001) ("Under the

Copyright Act, state law claims which fall within the subject matter of copyrights are

preempted."). Plaintiff contends that "[b ]y creating and patenting WRDS, and by allowing the

University to license WRDS to academic, governmental, and commercial subscribers, Plaintiff

conferred a benefit on the University," and that the University was unjustly enriched when it

allegedly licensed WRDS to third parties without paying Plaintiff fair value. See Ex. 1, iii! 51-

53. A computer program is protected by the Copyright Act as a literary work. See Apple

Computer, Inc. v. Franklin Computer Corp., 714 F. 2d 1240, 1249 (3d Cir. 1983). "A state Jaw

claim is preempted by the Copyright Act if ( 1) the subject matter of the state law claim falls

within the subject matter of the copyright laws and (2) the asserted state law right is equivalent to

the exclusive right that federal law protects." Curtin v. Star Editorial, Inc., 2 F. Supp. 2d 670,

674-75 (E.D. Pa. 1998) (internal quotation marks omitted). Plaintiffs unjust enrichment claim is

equivalent to a claim that the University distributed and otherwise copied a copyrighted work

4


without authorization. See Dun & Bradstreet Software Servs., Inc. v. Grace Consulting, Inc.,

307 F.3d 197, 206 (3d Cir. 2002). Accordingly, Plaintiffs unjust enrichment claim is preempted

by the Copyright Act. See Curtin, 2 F. Supp. 2d at 674 ("Regardless of the exact contours of

such a cause of action, a claim for copyright infringement preempts a common law claim of

unjust enrichment."). 1 Plaintiffs remaining claims, to the extent not predicated on a substantial

question of patent law, may likewise be preempted.

11. Pursuant to 28 U.S.C. 144 l(a) and 1454(a), this case is properly removed to

the United States District Court for the Eastern District of Pennsylvania because this is the

District embracing the Court of Common Pleas of Philadelphia County, Pennsylvania where

Plaintiffs action was pending at the time of removal.

12. The University is the sole Defendant in this action and, thus, all defendants have

consented to removal.

13. Accordingly, the University has complied with all of the procedural prerequisites

for removal, and this action - which arises under federal patent and copyright law and which

asserts an unjust enrichment claim wholly preempted by the Copyright Act - is properly

removed to federal court.

1 To the extent the Court determines that it has original jurisdiction only over certain claim(s), the Court may exercise supplemental jurisdiction over any remaining claims because all the claims in the instant action form part of the same case or controversy. See 28 U.S.C. 1367(a).

5


Dated: May 11, 2015

6

Respectfully submit~ed, J j Isl Eric Kraeutler ~ ~tLlijC!of-1 ,.I_/ Eric K.raeutler (PA Bar I.D. No. 32189) Deborah W. Frey (PA Bar I.D. No. 310717) MORGAN, LEWIS & BOCK.IVS LLP 1701 Market Street Philadelphia, PA 19103-2921 215.963.5000 (telephone) 215.963.5001 (facsimile) [email protected] [email protected]

Attorneys for Defendant Trustees of the University of Pennsylvania


CERTIFICATE OF SERVICE

I, Deborah W. Frey, do hereby certify that on this 11th day of May, 2015, the foregoing

was served on the following counsel as set forth below:

via Hand Delivery and Electronic Mail

Gavin P. Lentz, Esq. Bryan R. Lentz, Esq. Peter R. Bryant, Esq. Bochetto & Lentz, P.C. 1524 Locust Street Philadelphia, PA 19102

Counsel for Plaintif.!Paul Ratnaraj

Isl Deborah W. Frev Deborah W. Frey


Exhibit 1


BOCHETTO & LENTZ, P.C. By: Gavin P. Lentz, Esquire

B1yan R. Lentz, Esquire Peter R. Bryant, Esquire

Identification Nos.: 53609, 71383, 312328 1524 Locust Street Philadelphia, PA 19102 (215)735-3900 (215) 735-2455 fax [email protected] [email protected] pbryant(Ci{bochettoandlentz.com

PAULRATNARAJ 100 Quail Hollow Drive Sewell, NJ 08080

v.

Plaintiff

THE TRUSTEES OF THE UNIVERSITY OF PENNSYLVANIA Center for Technology Transfer 3160 Chestnut Street Suite 200 Philadelphia, PA 19104-6283

Defendant

Attorneys for Plaintiff

COURT OF COMMON PLEAS PHILADELPHIA COUNTY, PENNSYVANIA

TERM

NO.:

JURY TRIAL DEMANDED

NOTICE

NOTICE You have been sued in court. If you wish to defend against the claims set forth in the following pages, you must take action within twenty (20) days after this complaint and notice are served, by entering a written appearance personally or by attorney and filing in writing with the court your defenses or objections to the claims set forth against you. You are warned that if you fail to do so the case may proceed without you and a judgment may be entered against you by the court without further notice for any money claimed in the complaint or for any other claim or relief requested by the plaintiff. You may lose money or property or other rights important to you. YOU SHOULD TAKE THIS PAPER TO YOUR LA WYER AT ONCE. IF YOU DO NOT HA VE A LA WYER OR CANNOT AFFORD ONE, GO TO OR TELEPHONE

THE OFFICE SET FORTH BELOW TO FIND OUT WHERE YOU CAN GET LEGAL HELP.

Philadelphia Bar Association Lawyer Refe1rnl and Information Service

One Reading Center Philadelphia, PA 19107

Telephone: (215) 238 -170 I

Case ID: 150401651


AVISO Le han demandado a usted en la corte. Si usted quiere defenderse de estas demandas expuestas en las paginas siguientes, usted tiene veinte (20) dias de plazo al partir de la fecha de la demanda y la notificacion. Hace falta asentar una comparesencia escrita o en persona o con un abogado y entregar a la c011e en forma cscrita sus dcfcnsas o sus objeciones a las demandas en contra de su persona. Sea avisado que si usted no se dcfiende, la co11e tomara medidas y puede continuar la demanda en contra suya sin previo aviso o notificacion. Ademas, la corte puede decidir a favor de! demandante y requier que usted cumpla con todas las provisiones de esta demanda. Usted puede perder dint:ro o sus propiedades u otros derechos impmtantcs para usted.

LLEVE ESTA DEMANDA A UN ABOGADO INMEDIATAMENTE, SI NO TIENE ABOGADO 0 SJ NO TIENE EL DINERO SUFICIENTE DE PAGAR TAL SERVICIO, VAYA EN PERSONA 0 LLAME POR TELEFONO A LA OFICINA CUYA DIRECCION SE ENCUENTRA ESCRITA ABAJO PARA AVERJGUAR DONDE SE PUEDE CONSEGUJR AS I STEN CIA LEGAL.

Asociacion De Licenciados De Filadelfia SERVJCIO De Referencia E lnformacion Legal

One Reading Center Filadelfia, Pennsylvania 19107

Tclefono: (215) 238-1701

Case ID: 150401651


Comt of Common Pleas of Philadelphia County For Prothonotarv Use Onlv

BOCHETIO & LENTZ, P.C. By: Gavin P. Lentz, Esquire

Bryan R. Lentz, Esquire Peter R. Bryant, Esquire

Identification Nos.: 53609, 71383, 312328 1524 Locust Street Philadelphia, PA 19102 (215)735-3900 (215) 735-2455 fax [email protected] [email protected] [email protected]

PAUL RATNARAJ 100 Quail Hollow Drive Sewell, NJ 08080

v.

Plaintiff

THETRUSTEESOFTHE UNIVERSITY OF PENNSYLVANIA Center for Technology Transfer 3160 Chestnut Street Suite200 Philadelphia, PA 19104-6283

DefemJant

Attorneys for Plaintiff

COURT OF COMMON PLEAS PHILADELPHIA COUNTY. PENNSYV ANIA

TERM

NO.:

JVRY TRIAL DEMANDED

COMPLAINT

AND NOW, COMES, Plaintiff Paul R.atnaraj ("Plaintiff" or "Mr. Ratnaraj") by and through his undersigned cowisel, Bochetto and Lentz, P.C., ("B&L") and hereby submits the following

1 Case ID: 150401651


Complaint against Defendant The Trustees of the University of Pennsylvania and in support thereof

avers as follows:

I. THE PARTIES

1. Plainti~ Paul Ratnaraj is an adult individual who resides at 100 Quail Hollow Drive, Sewell, NJ 08080. As set forth more fully below, Mr. Ratnaraj is the lead inventor of the Wharton Research Data Service software. Mr. Ratnaraj is the assignee of the claims of the following other inventors ofWRDS: Gerry McCartney, Steve Crispi and Jalal Akhavein. Each of the assigning

inventors has empowered Mr. Ratnaraj to act on their behalf to recover the losses at issue in this litigation.

2. Defendant, The Trustees of the University of Pennsylvania ("Defendant" and/or "University") are the duly appointed trustees of University of Pennsylvania with a principal place of

business located at the Center for Technology Transfer, 3160 Chestnut Street, Suite 200,

Philadelphia, PA 19104-6283.

II. FACTUAL BACKGROUND

3. Mr. R.atnaraj is an accomplished professional in the area of database management systems, an inventor and the current Director of Sales, Marketing & Business Development for the

Wharton Research Data Services program at the University of Pennsylvania.

4. Mr. Ratnaraj was first employed by the University of Pennsylvania in 1992. 5. In 1993 as Infonnation Systems Specialist with Wharton Computing and Infonnation

Technology (WCIT), Mr. Ratnaraj observed that faculty and doctoral students were spending up to 40 percent of their time programming, writing database queries and refonnatting data so that they

could use it for analysis, and then asking Wharton's in-house database experts for help.

6. In response to this problem, Mr. Ratnaraj developed a system that allowed professors

2 Case ID: 150401651


and their students direct access to the database infonnation they sought, thus reducing the need for

database analysis and outside help when researching. Mr. Ratnaraj developed this system on his own initiative and not at the request or prompting of the University.

7. . In 1993, based on his early success streamlining access to data for students and

faculty Mr. Ratnaraj began leading a team of University employees and students to further develop and implement his innovative system.

8. Under the direction ofMr. Ratnaraj, Gerry McCartney, Son To, Steve Crispi and Jalal

Akhavein all worked together to create what became known as the Wharton Research Data Services

program ("WRDS").

9. In May of 1998 after the system had been in use for almost 5 years, Mr. Ratanaraj and his colleagues applied for a patent for WRDS. The patent, No. US 6,185,567, was issued in February

2001.

10. The University, like many other Ivy League schools, has an active program to license

its academic research, including technologies, for commercial purposes to various third party

entities, in an effort to increase revenue, as well as the University's stature as a world-class research

facility.

11. This policy is outlined in the ''Patent and Tangible Research Property Policies and

Procedures of the University of Pennsylvania" ("The Policy"). (See a true and correct copy of the Policy attached hereto as Exhibit "A.")

12. In the "Preamble to the Policies and Procedures" the Policy states in part;

The University wishes to share the economic benefits of invention or other intellectual property with the creators of such works in a way that is consistent with the research and educational mission of the University, and conforms to the University's obligations to regulatory authorities, research sponsors and licensees.

3 Case ID: 150401651


13. Mr. Ratnaraj and his colleagues are the "creators" ofWRDS. 14. The University acknowledged Mr. Ratnaraj's as the creator ofWRDS ina January

22, 1999 letter when it requested that he enter into a Five Year Exclusive license ''regarding the

software product referred to as "WRDS" wWch you created under the general direction of Gerry

McCartney .... " (See a true and correct copy of the January 22, 1999 Agreement attached hereto as

Exhibit "B.")

1 S. The University's marketing materials likewise describe Mr. Ratnarj as "the creator of

WRDS." (See a true and correct copy of"A Way with WRDS" attached hereto as Exhibit "C.")

16. Article 4 of the Policy; "Definitions" defines "INVENTION" and "INVENTORS" as

follows;

4.0.11 INVENTION means and includes technical information, trade secrets, developments, discoveries, know how, methods, techniques, fonnulae, dab4 processes and other proprietary ideas or matter. 4.0.12 INVENTORS means University faculty, emeritus faculty, visiting faculty, post-doctoral employees, or other employees, or students, or others who individually or jointly make an INVENTION subject to the PA TENT POLICY and who meet criteria for inventorsbip under United States patent laws and regulations.

17. WRDS is an invention and Mr. Ratnaraj and his colleagues are the inventors, as set forth on the U.S. Patent and as acknowledged by the University through its staff.

18. Pursuant to the Article 2.3 .1 of the Policy the University was entitled to license any

invention created by Plaintiff on the condition that the University paid Plaintiff 30% of the Net

Royalty Income received from the license. Ex. A at 2.3.1.

19. Thus, at all times material, the University and Plaintiff shared the rights to royalties

from any licensing of the WRDS and the University was obligated to pay Plaintiff 30% of all Net

Royalty Income generated by WRDS.

4 Case ID: 150401651


20. Moreover, pursuant to the 1993 Policy, "[r]oyalty distributions, with a report

accounting for costs charged against the royalties, shall be made to each royalty recipient within 45

days of the end of the quarter during which royalties are received." Ex. A at 2.5.

21. Since its creation, WRDS has become the standard financial data research platfonn

for academia.

22. In short, WRDS has simplified the collection, searchability and research of financial

data that would otherwise cost an enonnous amount of time and energy to assemble for practical

usage.

23. In fact, WRDS has been "revolutionizing the way data was analyzed, accessed and

distributed" since the mid-1990s. Ex. C.

24. WRDS was first marketed and sold to Stanford University in 1997 and has since

become "an essential tool for any research institution working in finance, business or management,

as well as a way for research institutions to recruit the brightest minds in the field." Ex. C.

25. As of July 31, 2014, WRDS has 374 academic, government, and commercial

subscribers in over 33 countries.

26. WRDS's subscribers .include top academic institutions like Stanford University, as

well as commercial clients such as Goldman Sachs, and governmental and regulatory entities like the

Securities and Exchange Commission and the Federal Reserve Banks.

27. The average annual subscription fee for WRDS for each of the 374 subscribers is

approximately $40,000.00 and the sales are expected to exceed $160 Million.

28. Accordingly, at all times material, the University was required to provide Plaintiff

with an accounting of all royalty distributions and costs each quarter that royalties were generated by

WRDS.

Case ID: 150401651


29. After September 1, 2002, the Five Year Exclusive License that Mr. Ratnaraj signed in

1999, ceased and Mr. Ratnaraj's rights to receive 30% of the Net Royalty Income generated by WRDS commenced.

30. However, the University breached the 1993 Policy by failing to pay Mr. Ratnaraj 30% of royalties generated by WRDS after the expiration of the Five Year Exclusive License.

31. The University further breached the 1993 Policy by failing to provide Mr. Ratnaraj with quarterly reports detailing distribution ofroyalties from WRDS.

32. In or about 2014, Mr. Ratnaraj spoke to Robert Zarazowski, the Senior Director of the WRDS department and informed Mr. Zarazowski that he had not received any proceeds from the

University for its licensing of WRDS since the expiration of the Five Year Exclusive License in

2002.

33. Mr. Ratnaraj placed the University on notice that he intended to seek remuneration for the 30% Net Royalty Income he was owed for his creation ofWRDS.

34. The revenue generated by the subscribers in 2013-2014 alone was approximately $16

million dollars.

35. Thus, fortb.e 2013-2014 year, those royalties would be in excess ofS4.8 Million.

36. To date, the University has failed to make any payment to Mr. Ratnaraj for the use of the WRDS system that he invented and patented, and for which he is entitled to 30% Net Royalty

Income on the basis of the University's own Patent Policy.

37. As a result of this failure, the University has breached the 1993 Policy, and Mr.

Ratnaraj has incurred significant financial harm.

6 Case ID: 150401651


COUNT I

(BREACH OF CONTRACT) Plaintiffv. Defendant

3 8. Plaintiff hereby repeats and incorporates all other allegations contained herein though

as set forth at length.

39. By engaging in the aforementioned above-said conduct, the University has materially

breached the 1993 Policy. (See Exhibit "A" hereto.) 40. The University has licensed the use of WRDS to over 374 academic, governmental

and commercial subscribers in over 33 countries.

41. Indeed, in 2013-2014 alone, the University's royalty revenue from the use ofWRDS

were approximately $16 Million.

42. Accordingly, under the 1993 Policy, Plaintiff was entitled to 30% of $16 Million, or

approximately $4.8 Million.

43. To date, the University has faUed to make any royalty payments to Plaintiff. 44. Such a failure is a material breach of the 1993 Policy.

45. The University has further breached the duty of good faith and fair dealing by

identifying the license fees as subscription fees.

46. There is no difference between fees for the license ofWRDS and fees for a

subscription to it.

47. However, the University has identified such royalties as "subscription fees" in an

attempt to evade the spirit of the agreement.

48. As a direct result of the University's breach of the 1993 Policy, Plaintiff herein have

suffered substantial damages and damages for the unauthorized use of its license.

7 Case ID: 150401651


49. In the alternative, if the University avers that the 2010 Patent Policy applies, which

Plaintiff dispute, the University has failed to pay Plaintiff 30% of all royalties under the 1993 Policy

from September 1, 2002 to July 1, 2010, and further failed to pay Plaintiff pursuant to the 2010

Patent Policy from July l, 2010 to present.

WHEREFORE, Plaintiff demands judgment in their favor and against Defendant in excess of $4.8 Million together with attorney's fees, costs and any further relief the Court deems just.

COUNT II (UNJUST ENRICHMENT)

Plaintiffv. Defendant

50. Plaintiff hereby repeats and incorporates all other a.llegations contained herein as if

fully set forth at length.

51. By creating and patenting WRDS, and by allowing the University to license WRDS

to academic, governmental, and commercial subscribers, Plaintiff conferred a benefit on the

University.

52. The University bas appreciated th.at benefit by receiving substantial revenues for the

subscription use ofWRDS by such academic, governmental and commercial subscribers.

53. It is inequitable to pcnnit the University to retain the benefits of commercially

exploiting WRDS without paying Plaintiff fair value for the unauthorized use of WRDS for profit.

WHEREFORE, Plaintiff demands judgment in their favor and against Defendant in excess of$4.8 Million together with attorney's fees, costs and any further relief the Court deems

just.

8 Case ID: 15040165i


COUNT III

(Request for Declaratory Reliet) Plaintiff v. Defendant

54. Plaintiff hereby incorporates by reference all prior paragraphs as if set forth fully at

length herein.

55. Pursuant to Pennsylvania Law, this Court is empowered to declare the status and

other legal relations of parties whether or not further relief is or could be claimed. 42 Pa.C.S. 7532

(2012).

56. Pursuant to Pennsylvania Law, any person with an interest under a written contract or

other writing constituting a contract, may have determined any question of construction or validity

arising under the contract and obtain a declaration of rights, status or legal relations thereunder. 42

Pa.C.S. 7533 (2012).

57. As set forth more fully herein, Plaintiff entered into a binding agreement under the

1993 Policy.

58. The terms of the 1993 Policy control the University's financial responsibilities to

Plaintiff related to the licensure of the WRDS.

59. However, despite the clear terms of the 1993 Policy, the University has failed to pay

Plaintiff the 30% Net Royalty Income they are owed under the 1993 Policy.

60. Instead, upon information and belief, the University is attempting to disclaim any

responsibility to pay Plaintiff's 30% Net Royalty Income for WRDS.

61. Accordingly, there is an imminent, actual and bona fide controversy regarding the

Service Letter Agreement between Plaintiff's and the University's legal rights granted by the 1993

Policy.

9 Case ID: 150401651


62. Therefore, Plaintiff seeks an order declaring that the 1993 Policy is enforceable, and

that the University is bound to pay Plaintiff 30% of the Net Royalty Income received since 2002 and

going forward.

63. Plaintiff further seeks an order declaring that Article 2.5 of the 1993 Policy is

enforceable and that the University is obligated to produce an accounting for all costs and

distributions made for any royalties received for the WRDS.

WHEREFORE, Plaintiff requests declaratory judgment in their favor and against the University enforcing the terms of the 1993 Policy, along with such other relief as the Court deems

equitable and just. COUNT IV

(Request for Accounting) Plaintiff v. Defendant


length herein.

65. Plaintiff and the University entered into the 1993 Policy regarding patents and

inventions, including WRDS.

66. By the terms of that 1993 Policy, the University agreed to pay Plaintiff 30% of the

Net Royalty Income generated by the licensing of WRDS.

67. As Plaintiff's compensation was based on a percentage of sales generated by WRDS,

Plaintiff trusted and relied on the University to accurately and truthfully detennine the amount of

subscription sales generated from WRDS.

68. Plaintiff was dependent on the University for a truthful and accurate accounting of its

revenue from WRDS.

69. Therefore, Plaintiff was placed in a position of trust and reliance on the University to

10 Case ID: 150401651


be truthful and accurate as to the reporting of the sales generated WRDS.

70. As such, Plaintiff and the university were engaged in a fiduciary relationship,

whereby the University's markedly superior position in determining and distributing information

related to sales generated WRDS, as well as Plaintiff' compensation, required that the University act

with the utmost good faith and loyalty.

71. Moreover, the University is contractually obligated to provide Plaintiff with a report

accounting for all costs and distributions made every quarter for the sales generated by WRDS. Ex.

Cat 2.5.

72. Despite this duty, the University has failed to report the extent of its sales generated

byWRDS.

73. As such, the University has engaged in misrepresentations as to the sales generated by

WRDS.

74. Additionally, as Plaintiff is entitled to 30% of all sales generated by WRDS, such an

accounting is complicated and involves thorough analysis of the genesis of each sale that the

University has made since 2002.

75. Because a fiduciary relationship exists as to mutual and complicated accounts that

have been the subject of misrepresentation, Plaintiff is entitled to an equitable accounting. 76. Moreover, as the 1993 Policy specifically states that the University was required to

provide Plaintiff with a report every quarter detailing the royalties obtained and distributed by the

University that were generated by WRDS, Plaintiff are entitled to a legal accounting.

WHEREFORE, Plaintiff demands an accounting of Defendant's Revenue generated by

WRDS, as well as the imposition of a constructive trust on all fees owed to Plaintiff and all other

relief as the Court deems just.

11 Case ID: 150401651


COUNTV

(Breach of Fiduciary Duty) Plaintiff v. Defend.ant


length herein.

78. Plaintiff and the University entered into the 1993 Policy regarding patents and

inventions, including WRDS.

79. By the terms of that 1993 Policy, the University agreed to pay Plaintiff30% ofthc

Net Royalty Income generated by the licensing of WRDS.

80. As Plaintiff's compensation was based on a percentage of sales generated by WRDS,

Plaintiff trusted and relied on the University to accurately and truthfully determine the amount of

subscription sales generated from WRDS.

81. Plaintiff was dependent on the University for a truthful and accurate accounting of its

revenue from WRDS.

82. Therefore, Plaintiff was placed in a position of trust and reliance on the University to

be truthful and accurate as to the reporting of the sales generated WRDS.

83. As such, Plaintiff and the University were engaged in a fiduciary relationship,

whereby the University's markedly superior position in determining and distributing information

related to sates generated WRDS, as well as Plaintiff compensation, required that the University act

with the utmost good faith and loyalty.

84. The University breached that fiduciary duty by concealing the immense WRDS

royalties from Plaintiff.

85. To date, the University has not made any payments to Plaintiff for the WRDS

royalties it has received.

12 Case ID: 150401651


86. As set forth more fully herein, in 2013-2014, those royalties were approximately $16

Million.

87. As a result, Plaintiff has been damaged in excess of$4.8 Million.

WHEREFORE, Plaintiff demands judgment in their favor and against Defendant in excess of$4.8 Million together with attorney's fees, costs and any further relief the Court deems just.

COUNT VI

(Violation of Pennsylvania Wage Payment and Collection Law) Plaintiff v. Defendant

88. Plaintiff hereby incorporates by reference all prior paragraphs as if set forth fu1ly at

length herein.

89. Pursuant to Pennsylvania's Wage Payment and Collection Law ("WPCL"), every

employer is obligated to pay all wages due to its employees. 43 Pa. Cons. Stat. Ann. 260.3(a).

90. Pursuant to the WPCL, an employer includes but is not limited to "every person, finn

or partnership, association, corporation receiver ... or any of the above mentioned classes

employing any person in this Commonwealth." Id. at 260.2(a).

91. Pursuant to the WPCL, wages include "al] earnings of an employe, regardless of

whether detennined on time, task, piece, commission, or other method of calculation."

92. Moreover, "wage supplements," include "any other amount to be paid pursuant to an

agreement to the cmploye." 43 P.S. 260.2a; See also Hartman v . .Baker, 766 A.2d 347, 353

(Pa.Super.2000).

93. The University is obligated to pay Plaintiff 30% of the Net Royalty Income generated

by WRDS pursuant to the 1993 Policy.

94. Moreover, Plaintiff's participation in the 1993 Policy was a condition of Plaintiff

employment. Ex. A 2.1.1.

13 Case ID: 150401651


95. Thus, the 30% of Net Royalty Income generated by WRDS that is owed to Plaintiff

under the 1993 Policy is an "amount to be paid pursuant to an agreement to the employe" and

therefore constitutes wages under the WPCL.

96. Moreover, due to the requirement that Plaintiff be bound to the 1993 Policy as a

condition of their employment, Plaintiff entitlement to 30% of the Net Royalty Income generated by

WRDS is an earning by Plaintiff that occurred in the context of their employment.

97. As a result, the University's withholding of those monies is a violation of the

Pennsylvania Wage Payment and Collection Law.

98. Pursuant to the WPCL, Plaintiff are also entitled to attorneys fees and liquidated

damages of 25%.

WHEREFORE, Plaintiff demand judgment in their favor and against Defendant for an amount in excess of $4.8 MiJlion, plus liquidated damages of 25% (equaling $1.2 Million), along

with attorneys' fees, costs, and any such other relief as the Court deems equitable and just.

Dated: April 17,2015

Respectfully Submitted,

BOCBETTO & LENTZ, P.C.

BY:~~~~~~~~~~~~~

14

Gavin P. Lentz, Esquire Bryan R. Lentz, Esquire Peter R. Bryant, Esquire Attorney for Plaintiff

Case ID: 150401651


EXHIBIT A

Case ID: 150401651


------------------OFRECORD~.---------------..--

. .

. P~~t arid Ta.ngible Fleseanm Property . P(>lideS arid Procedure& of the UnJversity of Pennsylvania

: . . . . . . . ' . . ' : . ' .

ALMANAC SUPPUMENT Mmcll 15, 1994 S-I Case ID: 150401651


------------OF.RECORD......,% 17.5% 23.0% 29.9'.'A.

"~toeif.9> (~~)A):: (afl*C~'A & di

, ~mA). ... :;_ ':(after CAP A)., .. .(afler CAP$1A.fl,.B)

.

ALMANAC SUPP~ffft15J !ffl4401651


------------------OF RECORD-----------------

s-m Case ID: 150401651


---------'/OF.RECORD------------


-----------.OFRECORD1---------

" N~:A~b,gfn~Mxt.,.

ALMANAC SUPPLBltlEN'l' MJJ1ri 15; 1994 . . . s..v Case ID: 150401651


----------------.OFRECORD~. ------~-------

S-Vl M.AiANA.C Sl/PPLFJIENT fll(ch f.5 ~ Lase IV: 5u401651


-------------------OF RECORD-. --------~!-------

AppencjlX D. 198~ ~tor RoyaitV DIWtbutlon . " ..

S~ Case ID: 150401651


~

.1 (")

~ :u ~ ~ -._Xi

~ .......

0\ Ul .......

111nnuc ih Slt U!Pi.f i!fEf.ilifUUUHff . i 1.!i1u:nl lir. :11.1: .. ~-ttlli'l:'r ~.ir1-':11~iij1111l ~. l1:i.J>~J.c"r .~ 11 a !l'< .s lr(l. i:.iJ lt8-s..i. i 1 - 1 lf .i

EXHIBITB

Case ID: 150401651


Wharton "' ...... :

22rld Jaiiliary, 1999

.I agree to the tenns of the above letter_

The Wharton Schou\ Unhrenltv of pltflMYl#lll

Case ID: 150401651


EXHIBIT C

Case ID: 150401651


A WAV'JWITH WRDS I WRDS http://WWW.whartonwrds.com/2013/02106/wharton-research-data-serv.

A WAY WITH WRDS

I of3

POSTED BYROllERT COlll.E, fE8 t, 213 ~ lWB NO Cow.El(!$ Atllde tsoun:e: Wharton Magame

TWo )'88111 before Google foUndn I.any Page and StKVey Brin met, and rour y111W bdft Lexis Nexis made Ila onllne dll:lut. the Wharton School .. 11nched ill own WelMlald mean::h and data eppllcatloo.

N. a tme when AOL wa melU!1'1 ill toftwal9 to uaera onCDI. Wiman ReMal'Ch Dala SeMcel, or VVRDS,-. 111volullonlzlng 1he Mf'I data - analynd, a~ and detrtbutlld.

Demand for V\RDS IP'IW beyond 'Mlanon-bagln'*1Q with Slmtmt UnlV&r1rty In 1997. WRDS beclme an eaentlll tool for any AIMlrch tnatltutlon working In flnanoe. bullneu or mwwaemtn1. a well a 1 wsY for rellllrch lnllltutlon1 to 19Crult the brigh1elt mlndl In the tleld, llCCCll'dlng to Paul Rltnll'IJ, the C1'811or of \\RDS and c:urnllll dlnlclor ot aalea end malktting. lt-blea ~ to model end anllyze data more ... lly and In Y8Slly falSef time.

VllRDS conlinuu to bUlld Ila ntpertolr9 of pmgrsma end Mtvicel to aupport aeadamla and, lnaMU!glr, the pri\18111 MCtor. The organlalon playa a critlcal role In the Sdlool'a dorll to bridge tht GIP belweln llC&demla and Industry and ID dluamlnate knowledge ID the globe! bulln111 community.

"Now, .. linanc:i.I reaeerch and analyalt geta more cornpliQl!ed, \\RDS mu.t continually lmprova Ill fu!t

A W~Y Winl WRDS I WRDS ....... -

!of3

http://www.whartonwrds.com/2013/02106/whartonrcsearoh-dataserv ..

providing uterw with .ccau to data from lnd9PC111dent soun;ea, 1t11ch H Capital IQ, NYSE EU'Olltld, Center for Rneen:h In Secutlly PrlcM (CRSP) and ThorMOn Reulerl.Marlt Kelntz, G'77, a aenlor data nyst et 'ARDS, provlda one example of the lnfonnation WRDS ctr.rs: every trade and BvtfY quote fn:m the New York Stock Exchange ilm 1993. And tllere ls more dlt8 pouring In ead1 day.According to Kelntz. V'tRDS l1IC8IYla neerty half of a '8rabyta elf clata-600,000 mega~ month.lln quantity of data requket the technical capadty 1o pami II/Id eort relevant informetlon. lb lmplOV9 ueer ICXl8ll and multa. WROS nNeerdlelw Ylllldate data nt.-comprtMd of hltlOrlcal ntcorda, meaoeconomlc tl/M 1811et, global markefng allcf lndU8)' re~ proyidH NMntilll looll lncludlng croa du 181 file linking, common querlet and Ph.D.-ltvwl IUJIPOflRobln Greenwood, Ph.D .. a profMIOI' at Hlfvard Bualn1u Sehool, 11g1Ma that lMlOS pl'O'Jlda er.ta In 1 unique D'lldln, ltill Unmll by 01hlr dm!a MMC*l."lt WH l'Cllllly the only place In wtllCh one CWd get Good atock reti.m and flnWIClel clala on U.S. companla In 1 clatabllla form lht wu aocesall:lle to IDdlmlc UHJS, taYt the decadelong WRDS UHr. r don't ltiink anyone 1X11MS do1e In tenm of the Joint e11pablllly to _. aB hA dihrent typet of dllla compared Ytfth WRDS. "The tnanclal lndualry II alto 1aldng note.Doug Borden of Knlflll Capital Amaricaa LlC lllYI his organllAltion reached aut to WRDS for en 8119lyels of equity tr.119 data golrig 119Ck to 1993, 'Miich II now lllH In its cll8nt p1'8111nlaticns.

'Due to the complexly of th datll .nd the ... sheet quantity of comput.uon l'9ql.llred 1o procea1 the dlla, [Knight Capital .Arneric:a) aked around In the lnc:Mtry to'" If 10111eone coUd help them pn>Oltll the [NYSE tade and qualB) fl.ta ... and either people were not ctpable of hlndllng the In of the prc]tct or ti would take them toe long .... Wa were able to delver 1119 pl'Oject In 10 days, recafta Flllda Sor111 Dnlchsw, G'07, WRDS 191Ul'Cher.

This la just Iha btQlmlng. WRDS ~to cieata innovat!V'e producl.t aimed at Dlttfng and flrattime ac:edlmlc and c;orpo,.le cllenta. euch u lnvntment benka, hedge funda, econcmlc c:onsullantl and ltlgatlcn auppcrt lr!M, llCCCl'dlng tD Ralllh Mounawl, Ph.D., a ll\W)$ ......-cher.

Aa part ot ill aervloe, WRDS provldel more than Iha ftnll a-rto 1111n. II placM hlllll)' emphllll en trantptnn:y, Oiiing the algortlhma and oodel UMd lo analyze data. IM{DS' cpfl!MOlllCI cullura II &nq111, acoordlng tu Maunawl.

"WI provide the data u Ill, Ytflhout any manipulation. Wt dei!Yar add-on rnnrial that lella UMrl If there 1111 S'ff bl- er CClllClllW ,.lllinG lo tha data ... and we provida IOUllnea and documentation that raplJcata pw-mlewlcl academic papera: Mouaaawl uye.

lhlll add-on material alow9 users to run Mr own analyaq and conllrm lndlng1, having V9IY 1811 and practicll lmpllcatlons. And as th number or '8rBl1yl8I that 'MIDS holte contlnLllS to climb, the organization his put 1n lncr9aaing enll)huls on lnlUltng th u181'1 have the ablly to perform tnar own .....at.

To do thl1, WROS hea lawnigecl l'8IOUl'CM that only the Unlveraity of P9nnlylvanla e11n provide. A1tM ~ 811 SEC filing~Jng mort than 12 mlDon-\\RDS partrwed with the Department ofU~ In Penn' School of Ml and Sclancee lo apply ling'*lic and natural llngu8(18 pnlCISl/ng llllighta to the pnng of the SEC tllngs.

Thia ftngulallc PtOCMU111 hllpa WRDS connect Iha SEC tlllng1 wHh dalll In rnullJple other detabuaa, cruting a 1110111 compllt9 anafy911. ll1e PIOlacl la ' lnnCVltive that Iha SEC hll become a IM{DS client eo It cen ac:ca111ta own clatll In an euler-to- ine tormet.

Part of big data for ua ii nctJUlt unlltll'ltlndlng unsfructut8d data, but lfa 1'91a!lng data fn:m a wide Ylliety of eourcea, Kelntz mcplalne.

IM{DS brings 1n el8menl d Wlartcn'1 IC8demlc rigor to the PI009ll.

"Wt Uke to lllllllya .-yth!ng from a deep hiltolfcal procaN. W. try to dllC91T1 the trends, going bee* 50 yea11 aoo: eicplalna Den~ Glmhltov, Ph.D., another RllNl'dlllr at WRDS.

Thia laborioua approach Items from WRDS'1 home at the Wharton School, a wall aa lltmf being '"811'Cfhera and

Case ID: 150401651


~ WA.Y-WITH WRDS I WRDS

3 of3

http://www.whartonwrds.com/2013/02/06/wharton-research-data-serv ..

academics. Holding tdvanced degree. WRDS ~11'1 INctl and publlall In 11n111oe and buakll end often have ~oe In the CCHpOnlte work!.

"11'1 really lmpreaalve what th9y'Ye done. You know, nobody had lo do this, but It' been a trtmendoUI [uset}. Thl'f llttd a huge llllP." pralled Harvard' Greenwood,

Case ID: 150401651 tn/2015 4:31 PM


JS 44 Reverse (Rev. 11/04)

CIVIL COVER SHEET The JS 44 civil cover sheet and the information contained herein neither replace nor supplement the filing and service of pleadings or other papers as required hy law, except as provided by local rules of court. This form, approved by the Judicial Conference of the United States in September 1974, is required for the use of the Clerk of Court for the u ose of initiatin the civil docket sheet. (SEE INSTRUCTIONS ON THE REVERSE OF THE FORM.) I. (a) PLAINTIFF DEFENDANT 16 2598 Paul Ratnaraj The Trustees of the University of Pennsylvania

(b) County of Residence ofFirst Listed Plaintiff (EXCEPT IN U.S. PLAINTIFF CASES)

( C) Attorney's (Firm Name, Address. and Telephone Number) Eric Kraeutler Deborah W. Frey Morgan Lewis & Bockius LLP 1701 Market Street Philadelphia, PA 19103-2921 215.963.5000

County of Residence of First Listed Defendant

NOTE: lN LAND CONDEMNATION CASES, U~

Attorneys (If Known)

II. BASIS OF JU(JCTION (Placean"X"mOncBoxOnly) III. CITIZENSHIP OF PRINCIPAL PARTIES (Placcan"X''inOneBoxfor (For Diversity Cases Only}

PTF DEF

0 1 U P~a~~~1~mmcnl ~3 l~~~.~I ~~~~::cnt Not a Pany) Citizen ofThL'i Siatc 0 I 0 I """'"-"'~IQ o, O 2 US Govcmmcnt 4 OJ\crs1iy Defendant (Jndicatc Citizenship of Parties in Item Ill) Citizen or Subject ofa Foreign O 3 DJ Countrv

IV. NATURE OF SUIT (Placcan"X"iuOncBoxOnly) CONTRACT

D 110 Insurance D 120 ~arinc D 130 MmcrAct D 140 Negotiable Instrument D 150 Recovery of Overpayment

& Enforcement of Judgment D 151 Medicare Act D 152 Rcc-0vcry of Defaulted

Studcn1 Loans (Exel. Vcrerans)

D 15.1 Recovery of Overpayment of Veteran's Benefits

D 160 Stockholders' Suits D 190 01her Contract D 195 Contract Product Liability D 196 Franchise

Rf.AL PROPERTY D 210 Land Condemnation D 220 F orcclosurc D 230 Rem Lease & l-~jcctment D 240 Torts to Land D 245 Ton Product Liability D 290 All Other Real Propeny

PERSONAL INJURY D 310 Airplane D 315 Ai "J)lanc Product

Liability D 320 1\ssuuh, Libel&

Slander D JJO Federal Employers'

Liability D )40 Marine D 345 Marine Product

Liability D 350 Motor Vehicle

TORTS PERSONAi, JNJURY

D 362 Personal Injury - Med. Malpractice

0 365 Personal Injury - Product Liabilitv

0 J68 Asbcst;s Pcrsonal Jnjury Product Liability

PERSONAL PROPERTY 0 370 01her Fraud D 371 Truth in Lending D 380 01hcr Personal Property

Dt1mage D 355 Motor Vchicl1J Product D 385 Prop1Jny Damage

Product Liability Liability D 360 Other Personal Injury

CIVIL IUGHTS D 441 Voting 0 442 Employment 0 44.'l Ifousing;

Accommodations 0 444 Wclfore D 445 Amer. w/Disabilitics

Employment 0 446 Amer, w/Disabilitics

Other 0 440 Other Civil Ri ts

PRISONER PETITIONS 0 510 Motions to Vacate

Sentence Habeas Corpus:

0 5.'0 General 0 535 Ocath Penalty 0 540 Mandamus & Other 0 550 Civil Righ1s 0 555 Prison Condhfon

V. ORIGIN (Pl can 'X" in One B' Only)

J.'ORFEITlJREJPENALTY D 6 IO Agriculture D 620 Other Food & Drug 0 625 Drug Rclirn.d Seizure of

Property 21 use 881 0 630 Liquor Laws 0 640 R,R. & Truck 0 650 Airline Regs. D 660 Occupational Safety/Health 0 690 Other

l.AllOR 0 710 Fair Labor S1andards Act 0 720 l.abor!Mgnn. Relations 0 730 Labor/Mgmt. Reporting

&OisclosurcAet D 740 Railway Labor Act 0 790 Other Labor Litigation 0 791 Empl. Rel. Inc.

Sccuriiy Act

lncorporntcd or Principal Place of Business ln This State

lncorporat.cd and Principal Plai:e of Business ln Another Smtc

Os Os

Foreign Nation

BANKRUPTCY 0 422 Appeal 28 USC l.'i8 0 423 Withdrawal

2s use 1s1 ROPERTY RIGHTS 0 Copyrights

30 Patent

SOCIAi, SEClJRITY 0 861 HIA (139511) 0 862 Black Lung (923) D 863 DIWCIDIWW (405(g)) 0 864 SSID Title XVI D 865 RSl(4051g))

FEDERAL TAX SUITS 0 870 Taxes (U.S. Plaintiff or

Defendant) 0 871 IRS- Third Party

26 use 7609

OTHER STATUTES 0 400 State Rcapponionmcnt 0 4 l 0 Antim1st 0 4.JO BanksandBanking D 450 Commerce 0 460 Dcponation 0 470 Racketeer Influenced and

Com1pt Organizations 0 480 Consumer Credit D 490 CablciSat TV 0 8 IO Sclcc1ive Service D 850 Sccuri1ics/C(1mmoditiesf

Exchange 0 875 CusttJmer Chalk:nge

12USCJ410 0 890 Other Statulory Actions 0 891 Agricnltnrnl Acts D 892 Fconomic Stabilizaiion Act 0 893 Environmental Matters. D 894 Energy Allocation Act 0 895 Freedom oflnfonnation

Act D 900 Appeal ol'F.:e

Dl."tcrmina1ion Under Equal Access to Justice

0 950 Consrl1u1ionali1y of State Siatutcs

01 Original Prolceding

Removed from State Court

D 3 Remanded from Appellate Court

D 4 Reinstated or Reopened

D Trunsforrcd from another di:..irict (spcc:il)')

D 6 Muhidl-.triet Litigation

D 7 Appeal to District Judge from Magistrate Jud m~nr

Cite the U.S. Civil Statute under which you arc filing (Do not cite jurisdictional statutes unless diversity): VI. CAUSEOF

VII. REQUESTED IN COMPLAINT:

VIII. RELATED CASE(S) IF ANY

DATE: May 11, 2015

FOR OFFICE USE ONLY

RECEIPT#--------- AMOUNT

28 u.s.c. 1441, 1446, 1454 Brief dcscri tion of cause: Ro aJt Dis ute Ari sin Under Patent and Co ri 'ht Law

0 CHECK ff THIS IS A CLASS ACTION UNDER F.R,CP. 23

OF.MANOS

$6 Million complaint:

cs 0 No

(See ins DOCKET NUMBER

SIGNATURE OF ATTORNEY OF RECORD /s/ Eric Kraeutler

APPLYING IFP ----- JUDGE---------- MAG.JUOGE_M_AY_11 2015


JS 44 Reverse (Rev. 11104}

INSTRUCTIONS FOR ATTORNEYS COMPLETING CIVIL COVER SHEET FORM JS 44

Authority For Civil Cover Sheet The JS 44 civil cover sheet and the information contained herein neither replaces nor supplements the filings and service of pleading or other

papers as required by law, except as provided by local rules of court. This form, approved by the Judicial Conference of the United States in September 1974, is required for the use of the Clerk of Court for the purpose of initiating the civil docket sheet. Consequently, a civil cover sheet is submitted to the Clerk of Conrt for each civil complaint filed. The attorney filing a case should complete the form as follows:

I. (a) Plaintiffs-Defendants. Enter names (last, first, middle initial) of plaintiff and defendant. If the plaintiff or defendant is a government agency, use only the full name or standard abbreviations. If the plaintiff or defendant is an official within a government agency, identify first the agency and then the official, giving both name and title.

(b) County of Residence. For each civil case filed, except U.S. plaintiff cases, enter the name of the county where the first listed plaintiff resides at the time of filing. ln U.S. plaintiff cases, enter the name of the county in which the first listed defendant resides at the time of filing. (NOTE: In land condenmation cases, the county of residence of the "defendant" is the location of the tract of land involved.)

(c) Attorneys. Enter the firm name, address, telephone number, and attorney of record. If there are several attorneys, list them on an attachment, noting in this section "(see attachment)". II. Jurisdiction. The basis of jurisdiction is set forth under Rule 8(a), F.R.C.P., which requires that jurisdictions be shown in pleadings. Place an "X" in one of the boxes. If there is more than one basis of jurisdiction, precedence is given in the order shown below. United States plaintiff. (1) Jurisdiction based on 28 U.S.C. 1345 and 1348. Suits by agencies and officers of the United States are included here. United States defendant. (2) When the plaintiff is suing the United States, its officers or agencies, place an "X" in this box. Federal question. (3) This refers to suits under 28 U.S.C. 1331, where jurisdiction arises under the Constitution of the United States, an amendment to the Constitution, an act of Congress or a treaty of the United States. In cases where the U.S. is a party, the U.S. plaintiff or defendant code takes precedence, and box I or 2 should be marked.

Diversity of citizenship. (4) This refers to suits under 28 U.S.C. 1332, where parties are citizens of different states. When Box 4 is checked, the citizenship of the different parties must be checked. (See Section III below; federal question actions take precedence over diversity cases.) III. Residence (citizenship) of Principal Parties. This section of the JS 44 is to be completed if diversity of citizenship was indicated above. Mark this section for each principal party. IV. Nature of Suit. Place an "X" in the appropriate box. If the nature of suit cannot be determined, be sure the cause of action, in Section VI below, is sufficient to enable the deputy clerk or the statistical clerks in the Administrative Office to determine the nature of suit. If the cause fits more than one nature of suit, select the most definitive. V. Origin. Place an "X" in one of the seven boxes. Original Proceedings. (I) Cases which originate in the United States district courts. Removed from State Court. (2) Proceedings initiated in state courts may be removed to the district courts under Title 28 U.S.C., Section 1441. When the petition for removal is granted, check this box.

Remanded from Appellate Court. (3) Check this box for cases remanded to the district court for further action. Use the date of remand as the filing date. Reinstated or Reopened. ( 4) Check this box for cases reinstated or reopened in the district court. Use the reopening date as the filing date. Transferred from Another District. (5) For cases transferred under Title 28 U.S.C. Section 1404(a). Do not use this for within district transfers or multidistrict litigation transfers.

Multidistrict Litigation. (6) Check this box when a multidistrict case is transferred into the district under authority of Title 28 U.S.C. Section 1407. When this box is checked, do not check (5) above. Appeal to District Judge from Magistrate Judgment. (7) Check this box for an appeal from a magistrate judge's decision. VI. Cause of Action. Report the civil statute directly related to the cause of action and give a brief description of the cause. Do not cite jurisdictional statutes unless diversity. Example: U.S. Civil Statute: 47 USC 553

Brief Description: Unauthorized reception of cable service

VII. Requested in Complaint. Class Action. Place an "X" in this box if you are filing a class action under Rule 23, F.R.Cv.P. Demand. In this space enter the dollar amount (in thousands of dollars) being demanded or indicate other demand such as a preliminary injunction. Jury Demand. Check the appropriate box to indicate whether or not a jury is being demanded. VIII. Related Cases. This section of the JS 44 is used to reference related pending cases if any. If there are related pending cases, insert the docket numbers and the corresponding judge names for such cases. Date and Attorney Signature. Date and sign the civil cover sheet.


JD UNITED STATES DISTRICT COURT 15 2 5 9 8 .FOR THE EASTERN DISTRICT 0 LV ANIA - DESIGNATION FORM to be used by counsel to indicate the category of the case for the purpose of assignment to appropriate calendar.

Address of Plaintiff: Paul Ratnaraj, 100 Quail Hollow Drive, Sewell, NJ 08080

Address of Defendant: Trustees of the University of Pennsylvania, Center for Technology Transfer, 3160 Chestnut Street, Suite 200, Philadelphia, PA 19104-6283

Place of Accident, Incident or Transaction:_:...P..:.h:.::il:.::a:.::d:.:e:.:Jlpc:.h:.::.:ia:.?.'-'P-'A-'--------------------------------------(Use Reverse Side For Additional Space)

Does this civil action involve a nongovernmental corporate party with any parent corporation and any publicly held corporation owning (Attach two copies of the Disclosure Statement Form in accordance with Fed.R.Civ.P. 7.l(a)) YesD

Docs this case involve multi district litigation possibilities? RELATED CASE, IF ANY:

Yeso

Case Number: ___________ Judge _______________ Date Terminated:--------------------

Civil cases arc deemed related when yes is answered to any of the following questions:

I. ls this case related to property included in an earlier numbered suit pending or within one year previously terminated action in this court? YesD No~

2. Does this case involve the same issue of fact or grow out of the same transaction as a prior suit pending or within one year previously terminated action in this court?

YcsD No~ 3. Docs this case involve the validity or infringement ofa patent already in suit or any earlier numbered case pending or within one year previously

terminated action in this court? YesD Nof1!;1

4. Is this case a second or successive habeas corpus, social security appeal, or pro sc civil rights case filed by the same individual?

YesD NoJgi

CIVIL: (Place V" in ONE CATEGORY ONLY) A. Federal Question Cases: B. Diversity Jurisdiction Cases: I. o Indemnity Contract, Marine Contract, and All Other Contracts I. D Insurance Contract and Other Contracts

2. o FELA 2. D Airplane Personal Injury 3. o Jones Act-Personal Injury 3. D Assault, Defamation 4. o Antitrust 4. D Marine Personal Injury 5. o Patent 5. D Motor Vehicle Personal Injury 6. o Labor-Management Relations 6. D Other Personal Injury (Please specify) 7. D Civil Rights

8. o Habeas Corpus

9. o Securities Act(s) Cases le;ocial Security Review Cases I . 'Ill II other Federal Qu.estion Cases

Please specify) _C.::...::.op"'"y'-'r-"1g"-'h"'t _____________ _

7. 8. 9.

D Products Liability

D Products Liability - Asbestos

D All other Diversity Cases

(Please specify)

ARBITRATION CERTIFICATION (Check Appropriate Categmy)

!, ___________________ __,counsel ofrccord do hereby certify: D Pursuant to Local Civil Rule 53.2, Section 3(c)(2), that to the best of my knowledge and belief, the damages recoverable in this civil action case exceed the sum of

$150,000.00 exclusive of in wrest and costs; D Relief other than monetary damages is sought.

Attorney-at-Law Attorney I.D.# NOTE: A trial de nova will be a trial by jury only if there has been compliance with F.R.C.P. 38.

I certify that, to my knowledge, the within case is not related to any case now pending or within one year previously terminated action in this court

~(__~1-{~ /s/ Eric Kraeutler

except as noted above.

32189 HAY 11 2015.

DATE: __ M_a~y_1_1'-, 2_0_1_5 __ Attorney-at-Law Attorney l.D.#

CIV. 609 (5/2012)


J Paul Ratnaraj

IN THE UNITED ST A TES DISTRICT COURT FOR THE EASTERN DISTRICT OF PENNSYLVANIA

CASE MANAGEMENT TRACK DESIGNATION FORM

CIVIL ACTION

v. 15 The Trustees of the University of Pennsylvania NO.

In accordance with the Civil Justice Expense and Delay Reduction Plan of this court, counsel for plaintiff shall complete a Case Management Track Designation Form in all civil cases at the time of filing the complaint and serve a copy on all defendants. (See l :03 of the plan set forth on the reverse side of this form.) In the event that a defendant does not agree with the plaintiff regarding said designation, that defendant shall, with its first appearance, submit to the clerk of court and serve on the plaintiff and all other parties, a Case Management Track Designation Form specifying the track to which that defendant believes the case should be assigned.

SELECT ONE OF THE FOLLOWING CASE MANAGEMENT TRACKS:

(a) Habeas Corpus - Cases brought under 28 U.S.C. 2241 through 2255. (b) Social Security - Cases requesting review of a decision of the Secretary of Health

and Human Services denying plaintiff Social Security Benefits.

(c) Arbitration - Cases required to be designated for arbitration under Local Civil Rule 53.2. ( d) Asbestos - Cases involving claims for personal injury or property damage from

exposure to asbestos.

( e) Special Management - Cases that do not fall into tracks (a) through ( d) that are commonly referred to as complex and that need special or intense management by the court. (See reverse side of this form for a detailed explanation of special management cases.)

(f) Standard Management - Cases that do not fall into any one of the other tracks.

( )

( ) ( )

( )

(9 ( )

May 11, 2015

Date Eric Kraeutler

Attorney-at-law

215-963-5001

The Trustees of the University of Pennsylvania

Attorney for

215-963-5000 [email protected]

Telephone FAX Number E-Mail Address

(Civ. 660) 10/02

tL~Y 11 2015


Civil Justice Expense and Delay Reduction Plan Section 1:03 -Assignment to a Management Track

(a) The clerk of court will assign cases to tracks (a) through (d) based on the initial pleading. (b) In all cases not appropriate for assignment by the clerk of court to tracks (a) through (d), the

plaintiff shall submit to the clerk of court and serve with the complaint on all defendants a case management track designation form specifying that the plaintiff believes the case requires Standard Management or Special Management. In the event that a defendant does not agree with the plaintiff regarding said designation, that defendant shall, with its first appearance, submit to the clerk of court and serve on the plaintiff and all other parties, a case management track designation form specifying the track to which that defendant believes the case should be assigned.

( c) The court may, on its own initiative or upon the request of any party, change the track assignment of any case at any time.

(d) Nothing in this Plan is intended to abrogate or limit a judicial officer's authority in any case pending before that judicial officer, to direct pretrial and trial proceedings that are more stringent than those of the Plan and that are designed to accomplish cost and delay reduction.

( e) Nothing in this Plan is intended to supersede Local Civil Rules 40. l and 72.1, or the procedure for random assignment of Habeas Corpus and Social Security cases referred to magistrate judges of the court.

SPECIAL MANAGEMENT CASE ASSIGNMENTS (See 1.02 ( e) Management Track Definitions of the

Civil Justice Expense and Delay Reduction Plan) Special Management cases will usually include that class of cases commonly referred to as "complex

litigation" as that term has been used in the Manuals for Complex Litigation. The first manual was prepared in 1969 and the Manual for Complex Litigation Second, MCL 2d was prepared in 1985. This term is intended to include cases that present unusual problems and require extraordinary treatment. See 0.1 of the first manual. Cases may require special or intense management by the court due to one or more of the following factors: (1) large number of parties; (2) large number of claims or defenses; (3) complex factual issues; (4) large volume of evidence; (5) problems locating or preserving evidence; (6) extensive discovery; (7) exceptionally long time needed to prepare for disposition; (8) decision needed within an exceptionally short time; and (9) need to decide preliminary issues before final disposition. It may include two or more related cases. Complex litigation typically includes such cases as antitrust cases; cases involving a large number of parties or an unincorporated association oflarge membership; cases involving requests for injunctive relief affecting the operation of large business entities; patent cases; copyright and trademark cases; common disaster cases such as those arising from aircraft crashes or marine disasters; actions brought by individual stockholders; stockholder's derivative and stockholder's representative actions; class actions or potential class actions; and other civil (and criminal) cases involving unusual multiplicity or complexity of factual issues. See 0.22 of the first Manual for Complex Litigation and Manual for Complex Litigation Second, Chapter 33.


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