InterDigital Inc (IDCC)

[Dave Davis]

Greg:

Here are some question I have:

Was it possible for InterDigital to agree in writing that there was consideration, when in fact there was not?

Did InterDigital's acknowledgement validate the existence of consideration?

did Federal's discontinuation of its assertions of any rights they may or may not have had in and of itself provide a benefit to InterDigital and therefore be construed as consideration?

In my layman's opinion, paragraphs 38 and 39 are key.

Dave

The Reimbursement Agreement states that "the consideration for this
Agreement is the reciprocal trade off, and/or compromise, of their [InterDigital and
Federal's] respective rights which have been reserved and/or asserted with regard to
funding, allocation, apportionment and reimbursement of litigation expenses with regard
to the Combined Lawsuits [the Ericsson litigation] and, further, the certainty that is
derived from such agreement."
39. However, under the Reimbursement Agreement Federal did not give
up or compromise any of its rights with regard to funding, allocation, apportionment and
reimbursement of litigation expenses, and InterDigital did not receive any benefit in this
regard. Rather, under the Reimbursement Agreement Federal only promised to do a part
of what it had a pre-existing legal duty to do pursuant to the Policy: continue to provide