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UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK

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COKINETIC SYSTEMS, CORP.,
Plaintiff,

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Index No.: 17-cv-1527

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COMPLAINT
PANASONIC AVIONICS CORPORATION,

Defendant.
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JURY TRIAL DEMANDED
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Plaintiff CoKinetic Systems, Corp. (“CoKinetic”), by its attorneys Crosby & Higgins
LLP, complaining of Defendant Panasonic Avionics Corporation (“Panasonic”), alleges upon information and belief as follows:
PRELIMINARY STATEMENT
1. This dispute arises from Panasonic’s long-running scheme to destroy competition
and force CoKinetic from the worldwide market for in-flight entertainment (“IFE”) software
services on Panasonic’s IFE hardware systems.
2. As set forth below, Panasonic has violated open source licensing requirements,
breached contractual obligations, abused regulatory processes, engaged in acts of corporate
espionage, defamed CoKinetic and maliciously sabotaged its products, deliberately damaged its
own airline customers
’ IFE hardware systems in order to disrupt and interfere with CoKinetic’s
business relationships, purportedly paid commercial bribes, and otherwise employed unlawful
means to monopolize the market for interactive software and media content services used by Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 1 of 80
commercial airline carriers with Panasonic’s IFE hardware (the “Panasonic IFE Software and
Media Services Market”).
3. After a decade-long assault on fair competition, the day of reckoning for
Panasonic and its senior management team has now arrived. Indeed, on February 2, 2017,
Panasonic Corporation, which is the Japanese parent company of Panasonic Avionics
Corporation, publicly announced that the United States Department of Justice (“DOJ”) and the
United States Securities and Exchange Commission (“SEC”) are currently investigating
Panasonic in connection with violations of the Foreign Corrupt Practices Act (“FCPA”) and
other securities-related laws.
4. Panasonic Corporation also publicly disclosed that it “has been cooperating with
authorities, and has recently engaged in discussions with the DOJ and SEC with a view towards
resolving the matter.” On the same day, Panasonic Corporation of North America, which
appears to control and direct all of the activities of Panasonic Avionics Corporation, including
the acts complained of herein, announced without any advance notice or explanation that
Panasonic’s long-time Chief Executive Officer, Paul Margis, had left the company, effective
immediately, along with the Chief Financial Officer, Paul Bottiaux.
5. Incredibly, this is not the first time that Panasonic Corporation and its subsidiaries
have become embroiled in a DOJ investigation concerning anticompetitive conduct. Indeed,
Panasonic Corporation has been the subject of multiple criminal investigations over the past few
years, leading to guilty pleas and substantial criminal fines. For example, in 2010, Panasonic
Corporation pled guilty to participating in an international price fixing conspiracy in the market
for refrigerant compressors used for household refrigerators and freezers, resulting in a $49
million criminal fine. Similarly, in 2013, Panasonic Corporation and one of its subsidiaries, Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 2 of 80
SANYO Electric Co. Ltd. (“SANYO”), pled guilty to two separate price-fixing conspiracies in
violation of U.S. antitrust laws involving automotive parts and battery cells. Once again,
Panasonic Corporation agreed to pay a $45.8 million criminal fine for its anticompetitive
conduct.
6. Panasonic’s latest possible federal prosecution, this time involving violations of
the FCPA and securities-related laws, while not surprising in light of Panasonic Corporation’s
troubled history of anticompetitive behavior and the wrongful conduct described in detail below,
only begins to draw back the curtain on the pervasive, anticompetitive current running through
the corridors of Panasonic, guiding every action the company has taken to monopolize the
Panasonic IFE Software and Media Services Market.
7. To summarize, Panasonic has succeeded in monopolizing the Panasonic IFE
Software and Media Services Market by, among other things, deliberately refusing to distribute
source code for its open-source Linux-based operating system and intertwined “core” software,
which controls access to the basic functions of Panasonic IFE hardware systems (collectively, the
“Linux-Based Panasonic Core Software”).
8. Panasonic refuses to publicly disclose the source code to the Linux-Based
Panasonic Core Software even though its own right to install, use and modify Linux on
Panasonic IFE hardware systems is conditioned on free third-party distribution of the source
code to the Linux-Based Panasonic Core Software, pursuant to Version 2 of the GNU General
Public License (“GPL”).
9. More specifically, Panasonic has built the Linux-Based Panasonic Core Software
using the open-source Linux kernel, which is clearly governed by the GPL, together with
Panasonic’s own modified Linux modules, which are likewise governed by the GPL. Indeed, Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 3 of 80
Panasonic has itself affirmatively identified its own modified modules as being subject to the
GPL, because the original Linux modules were specifically designed to generate warning
messages if other code is linked with or otherwise combined with the Linux modules that are not
licensed under the GPL. To suppress these warnings, Panasonic willfully acted to insert code
into its own modules to indicate that they were licensed under the GPL.
10. Panasonic has incorporated a massive amount of open source modules, programs,
and libraries into the Linux-Based Panasonic Core Software, without distributing notices or
source code to the Linux-Based Panasonic Core Software, or even to any part of it, including, for
example “GStreamer,” which, on information and belief, Panasonic modifies to implement
video-streaming functionality on its IFE Hardware systems, along with countless others. By
deliberately refusing to distribute the source code to the Linux-Based Panasonic Core Software
in accordance with its GPL obligations, Panasonic intentionally deprives competitors in the
market from having the ability to develop software that can access the basic features and
capabilities of Panasonic IFE Hardware.
11. Panasonic’s anticompetitive refusal to distribute the source code to the Linux-
Based Panasonic Core Software voids its own GPL license and potentially exposes Panasonic to
billions of dollars in statutory damages for hundreds of thousands of hardware installations that
willfully infringe copyrights belonging to hundreds or even thousands of software developers
that freely contributed source code to Linux.
12. Without access to the source code for the Linux-Based Panasonic Core Software,
competitors must rely on Panasonic’s willingness to deal with them in good faith by providing
application programming interfaces (“APIs”) for Panasonic’s IFE hardware, in order for these
companies to offer software services to airlines using Panasonic’s IFE hardware. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 4 of 80
13. Panasonic, however, uses control over the source code for the Linux-Based
Panasonic Core Software and selective distribution of APIs in order to deliberately block
competitor products, stifle industry innovation, and restrict airline independence, thereby
allowing Panasonic to maintain and extend its monopoly control over the Panasonic IFE
Software and Media Services Market.
14. In other words, Panasonic blocks companies like CoKinetic from competing
freely and offering airlines truly independent software solutions—including, critically, the option
of removing all of Panasonic’s software from Panasonic IFE hardware and simply replacing it
with software and media solutions developed and controlled by the airline customer, which
would instantly free them from Panasonic processes and break the monopoly in the Panasonic
IFE Software and Media Services Market.
15. Panasonic also is able to use its control over the Linux-Based Panasonic Core
Software in order to make ongoing, undisclosed, and often malicious modifications to its source
code, deliberately “breaking” Panasonic’s own APIs in order to purposely and maliciously
sabotage the performance of third-party software products that Panasonic deems a competitive
threat—particularly CoKinetic software.
16. More to the point, Panasonic has routinely engaged in patently unlawful—indeed
shocking—practices by deliberately degrading and damaging IFE hardware systems owned by
Panasonic’s own airline customers, including Emirates Airlines (“Emirates”), Delta Air Lines,
Inc. (“Delta”), Virgin America, Inc. (“Virgin America”), United Airlines, Inc. (“United
Airlines”), and others, all in order to create the appearance that only Panasonic is able to provide
reliable software services on Panasonic IFE hardware, thus destroying competition and forcing
airlines to purchase inferior products sold at monopolistic prices. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 5 of 80
17. In addition to the foregoing, Panasonic also engages in other anticompetitive
conduct and wrongful means in order to maintain monopoly control over the Panasonic IFE
Software and Media Services Market, including abusing Federal Aviation Administration
(“FAA”) regulatory processes, illegally tying its software services to IFE hardware, and
otherwise refusing to deal with competitors.
18. Panasonic also directs anticompetitive and other unlawful conduct specifically at
CoKinetic. As discussed below, CoKinetic was founded in 2001 to commercialize a patented
user interface technology that revolutionized software application development. Using its
patented technology, CoKinetic developed “AirPlay,” which is the software runtime engine that
now drives its IFE software platform.
19. In 2004, CoKinetic began working with Virgin America to install and run AirPlay
on Virgin America’s newly purchased aircraft. At the time, Virgin America was in the early
stages of preparing to launch its airline service.
20. As part of its brand strategy, Virgin America sought to distinguish itself from
competitors by equipping its aircraft with the best IFE system in the domestic market. Virgin
America envisioned an innovative and evolving entertainment system offering a host of features
and capabilities, most of which did not exist at the time.
21. Virgin America eventually concluded that it could not accomplish its product
vision using existing IFE software. As a result, Virgin America decided to license Airplay from
CoKinetic pursuant to a Software License Agreement, dated April 16, 2004 (the “Virgin
America SLA”), and hired CoKinetic to help develop what would become Virgin America’s
award winning “Red” IFE system. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 6 of 80
22. Critically, the relationship between Virgin America and CoKinetic was only
possible because Virgin America adamantly required Panasonic to cooperate with CoKinetic,
Virgin America’s designated IFE software services provider, as a condition to Virgin America’s
agreement to purchase IFE hardware, thus requiring Panasonic to provide CoKinetic with the
APIs necessary to integrate AirPlay with Panasonic’s IFE hardware.
23. On information and belief, CoKinetic’s agreement with Virgin America was the
first of its kind in the market—one in which an independent, competing third-party software
services provider developed IFE software directly for an airline, to be used on that airline’s
Panasonic IFE hardware system.
24. In 2006, CoKinetic successfully launched the AirPlay software platform on
Virgin America’s Panasonic IFE hardware, producing an avalanche of accolades and industry
awards for Virgin America’s “Red” IFE system and showcasing to the market what could be
accomplished when an airline chooses to disaggregate the purchase of IFE hardware systems
from the purchase of software services.
25. Panasonic was quick to recognize the implications of CoKinetic’s success with
Virgin America and the very real long-term competitive threat that AirPlay software posed to
Panasonic’s ability to maintain monopoly control over the Panasonic IFE Software and Media
Services Market.
26. Acting to preempt the emerging competitive threat from CoKinetic, Panasonic
schemed to buy itself time by negotiating with CoKinetic for what was supposed to be an
exclusive license to use AirPlay, together with Panasonic’s contractual obligation to use best
efforts to sell AirPlay to Panasonic’s IFE hardware customers. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 7 of 80
27. On October 2, 2006, Panasonic and CoKinetic entered into a Software License
Agreement (the “Panasonic SLA”) for Panasonic to license and distribute CoKinetic’s AirPlay
software in conjunction with the sale of Panasonic’s IFE hardware. Pursuant to the terms of the
Panasonic SLA, Panasonic acquired the exclusive right to license and distribute AirPlay
software, subject to certain milestones and continuing minimum licensing thresholds.
28. Among other things, the Panasonic SLA provided that Panasonic “will provide all
necessary hardware, technical materials, application programming interfaces, required licenses,
and other assistance that is necessary to permit CoKinetic to create [versions of AirPlay for each
current and future Panasonic hardware platform].”
29. The Panasonic SLA licensing minimums began with Panasonic’s contractual
obligation to designate three airline customers for initial acceptance testing and fleet deployment
of CoKinetic’s AirPlay software. The first of the three airlines was Emirates, which CoKinetic
had begun working on prior to execution of the Panasonic SLA, leaving two more airlines to be
designated for initial acceptance testing.
30. Also on October 2, 2006, Panasonic and CoKinetic entered into a Co-Marketing
and Revenue Sharing Agreement (the “Co-Marketing Agreement”). Among other things, the
Co-Marketing Agreement provided that “CoKinetic and Panasonic will act in good faith and use
their best efforts to collaborate to sell Airplay directly to Panasonic’s Customers.”
31. As further detailed below, it is now clear that Panasonic had no intention of
performing its contractual obligations pursuant to the Panasonic SLA and Co-Marketing
Agreement in good faith.
32. In fact, Panasonic’s true intention was to use any means necessary to cause
AirPlay to fail in the market, including by deliberately interfering with and sabotaging Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 8 of 80
CoKinetic’s performance on Emirates, which was widely considered to be the most complex and
demanding IFE program in the world.
33. In retrospect, Panasonic’s goal was unmistakable—to prevent AirPlay from
gaining market-wide acceptance, and to block CoKinetic from offering airlines a truly
independent software solution.
34. Almost immediately after executing the Panasonic SLA, Panasonic began
materially breaching its obligations to CoKinetic by, among other things, failing for many
months to pay CoKinetic as agreed in the Panasonic SLA, thus starving CoKinetic of revenues,
and also refusing to designate the remaining two airline customers required for initial acceptance
testing and deployment of AirPlay.
35. Only after CoKinetic served repeated notices of breach and thereafter notice of
termination did Panasonic reluctantly agree to add United Airlines and Air New Zealand Ltd.
(“Air New Zealand”) to the AirPlay platform.
36. Meanwhile, Panasonic continuously refused to provide CoKinetic with all
technical information necessary to make AirPlay compatible with Panasonic hardware, as
expressly required by the Panasonic SLA.
37. Worse still, Panasonic began deliberately making constant changes to the Linux-
Based Panasonic Core Software without ever notifying CoKinetic or giving CoKinetic an
opportunity to update AirPlay for compatibility, purposely impairing the performance of
CoKinetic’s IFE software and sabotaging CoKinetic’s relationship with the three initial launch
customers, especially Emirates.
38. By August 17, 2007, less than a year after entering into the Panasonic SLA,
CoKinetic was forced to send Panasonic formal notice of termination, given Panasonic’s Case NWNTJcvJMNROTJmhC aocument N ciled MPLMNLNT mage V of UM
“repeated acts of bad faith and anticompetitive actions towards CoKinetic in the marketplace
over the past several months, including product disparagement, refusal to deal, tortious
interference, and other wrongful acts.”
39. On September 6, 2007, CoKinetic offered, without waiver, to revoke its August
17, 2007 termination, in exchange for Panasonic’s express agreement to, among other things,
“provide CoKinetic with access to all necessary development hardware and API data,” and “halt
any product disparagement or any other anticompetitive conduct and promise[ to honor its
obligation to act in good faith and cooperate with CoKinetic in the sale of AirPlay directly to
[Panasonic’s] customers.”
40. On September 7, 2007, Panasonic unconditionally accepted CoKinetic’s offer and
expressly agreed “that [Panasonic] will not engage in any such disparagement or anticompetitive
conduct in the future,” and agreed “to each and every one of the items set out in [CoKinetic’s]
September 6, 2007 letter.”
41. Despite Panasonic’s unambiguous contractual obligation not to disparage or
engage in anticompetitive conduct, and despite promising to perform its existing contractual
obligations, Panasonic has and repeatedly continues to breach the Panasonic SLA and the
September 7, 2007 letter agreement.
42. Similarly, almost immediately after executing the Co-Marketing Agreement,
Panasonic began materially breaching its obligations to CoKinetic by, among other things,
failing to use best efforts to promote and sell AirPlay.
43. Rather than use best efforts to promote and sell AirPlay—as it is obligated to do
under the Co-Marketing Agreement—Panasonic devoted its energy to conspiring to take back
customers who had agreed to license CoKinetic software through the Panasonic SLA, Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 10 of 80
specifically Emirates, United Airlines, and Air New Zealand. Panasonic repeatedly solicited and
interfered with these and other potential airline customers in order to cajole and induce them to
use Panasonic’s own software solutions.
44. Among its many unlawful acts of interference, Panasonic has actively and
repeatedly defamed and disparaged CoKinetic in the marketplace by, among other things, falsely
informing airline customers, including Emirates and United Airlines, that CoKinetic’s software
was not compatible with and would not work on Panasonic hardware, and telling airlines that
they should avoid doing business with CoKinetic because it was having financial issues, was
going bankrupt, and would soon be out of business. All of this was malicious and false.
45. Panasonic even secretly eavesdropped on confidential CoKinetic business
meetings as well as private discussions with Emirates employees while CoKinetic was working
on Emirates’ IFE system in Panasonic’s Emirates lab—a facility with a private office that, as
CoKinetic would later learn from a Panasonic whistleblower, had been secretly wired with a
listening device to spy on CoKinetic.
46. Panasonic’s espionage was only one part of a concerted scheme to defame,
disparage, and sabotage CoKinetic’s product and cause Emirates to discontinue using
CoKinetic’s AirPlay software, even though Emirates, much like Virgin America, was winning
industry awards with AirPlay for the best IFE system in the world.
47. In fact, two senior Emirates employees would later disclose to CoKinetic at a
meeting in Dubai that Panasonic had told Emirates that CoKinetic’s AirPlay software was
incompatible with Panasonic’s new IFE hardware. This was known by Panasonic to be
categorically false and was in fact directly contrary to Panasonic’s own contractual obligations
pursuant to the Panasonic SLA. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 11 of 80
48. One of these Emirates employees also privately alleged to CoKinetic that
Panasonic had directed its representatives in the Middle East to funnel illicit payments to
Emirates engineers in Dubai in order to induce them to support discontinuing the use of
CoKinetic’s AirPlay software in favor of returning to Panasonic’s IFE software. According to the
Emirates employee, “money has already flowed to people in Emirates engineering.”
49. Panasonic also actively and unlawfully interfered with CoKinetic’s other
contractual relationships. For example, beginning in 2008, CoKinetic and Panasonic began
negotiations on the joint development of a comprehensive advertising and applications delivery
platform for the in-flight industry (referred to generally as the “Marketplace”).
50. The Marketplace negotiation arose in the aftermath of Panasonic’s continued
anticompetitive wrongdoing, as well as its breaches of the Panasonic SLA and the Co-Marketing
Agreement, and was intended to finally address CoKinetic’s multiple notices of breach and
remedy Panasonic’s unwillingness to perform.
51. Panasonic negotiated the Marketplace deal with CoKinetic for well over a year,
repeatedly dragging out discussions unless CoKinetic threatened to walk away, until an
agreement was fully drafted and finalized in July 2010, at which time Panasonic’s management
team represented to CoKinetic that the deal was approved pending “final approval” from
Japan—which presumably meant getting approval for the transaction from Panasonic
Corporation of North America and/or Panasonic Corporation.
52. The unexecuted Marketplace contracts agreed to by the parties contemplated that
Panasonic would make an eight-figure upfront license fee payment to CoKinetic in exchange for
an exclusive and unlimited license to AirPlay. As part of the agreement, CoKinetic was also to
shift its IFE business from independent software services to a revenue-sharing model based on Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 12 of 80
the joint development of an “application store . . . to market, display, and distribute software
applications to Customers . . . comprised of a . . . Panasonic-branded and controlled website to be
developed by CoKinetic . . . that enables Customers to select those applications to be deployed to
their IFE interactive platform through the App Store’s content management and distribution
architecture to be developed by CoKinetic.”
53. After several months of delay, in late October 2010, Panasonic finally advised
CoKinetic, without explanation, that it was supposedly unable to obtain final approval from
Japan to license AirPlay, as already fully negotiated and agreed to by the parties, and that
Panasonic now wanted to start discussions all over again and begin negotiating a different deal
for CoKinetic to build and operate some other form of an app store.
54. At this point, CoKinetic realized that Panasonic never had any intention of
entering into or performing any real agreement with CoKinetic. Rather, Panasonic was
negotiating the Marketplace in bad faith, as a subterfuge to distract CoKinetic and consume
resources, all while Panasonic secretly worked to develop new IFE software, which Panasonic
hoped would mirror AirPlay capabilities, while executing on its scheme to cause Emirates,
United Airlines, and Air New Zealand to discontinue using AirPlay.
55. As a result of Panasonic’s decision to walk away from the Marketplace deal,
CoKinetic was forced in late 2010 to launch its own AirPlay advertising and content
management solution, called “OpenIFE.”
56. Shortly thereafter, CoKinetic began negotiations with Delta, which was interested
at the time in developing a new model for IFE advertising and transactional opportunities, while
also revamping its IFE platform. Delta management made clear to CoKinetic that it was sick of Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 13 of 80
living with Panasonic’s monopolistic control over IFE software services and preferred to begin
working directly with CoKinetic.
57. Accordingly, on May 16, 2011, CoKinetic and Delta entered into an OpenIFE
Service Agreement (the “OpenIFE Agreement”). Pursuant to the OpenIFE Agreement,
CoKinetic agreed to provide Delta with its OpenIFE service, and CoKinetic and Delta agreed to
share certain advertising revenues generated through the OpenIFE service, which were forecast
to exceed $170 million dollars through 2018.
58. Just as Virgin America had done many years earlier, Delta advised Panasonic that
it had entered into a contract with CoKinetic to roll out AirPlay across the Delta fleet and
independently pursue advertising and transactional opportunities using OpenIFE, and warned
Panasonic that Delta expected full cooperation. In fact, Delta advised CoKinetic that its concern
with getting Panasonic to cooperate caused Delta’s Chief Operating Officer to send Panasonic a
letter advising of the contract with CoKinetic and demanding that Panasonic provide its full
cooperation, which, according to Delta, Panasonic responded to by providing assurances that it
would fully cooperate.
59. Not surprisingly, Panasonic did exactly the opposite, and instead repeatedly
tortiously interfered with CoKinetic’s contractual relationship with Delta, not only by defaming
and disparaging CoKinetic, but also by actively sabotaging Delta hardware, blocking deployment
of media and advertising, and deliberately and maliciously disrupting the performance of
CoKinetic’s AirPlay software.
60. Among many other things, Panasonic tortiously interfered by once again
deliberately making nearly constant secret changes to the Linux-Based Panasonic Core Software, Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 14 of 80
just as it had done with Emirates, thereby maliciously degrading and damaging the performance
of Delta’s IFE hardware in order to sabotage AirPlay.
61. In addition, Panasonic once again used improper inducements, including on
information and belief, expensive gifts, excursions, and entertainment, in order to influence Delta
employees, interfere with Delta’s relationship with CoKinetic, and induce Delta to breach its
contract with CoKinetic.
62. For example, CoKinetic witnessed Panasonic employee Mike Easterling openly
discussing, before the start of a conference call, a large television that Panasonic had given as a
“gift” to a Delta employee who later proved to be instrumental in Delta’s decision to discontinue
use of AirPlay. After an awkward silence and what appeared to be muting by some of the
participants on the call, Mr. Easterling weakly offered that the television was actually given to
the Delta employee by Panasonic in connection with some alleged charitable organization that
the Delta employee was supposedly involved with.
63. Panasonic’s tortious interference induced Delta to repeatedly breach its contract
with CoKinetic, including by failing to deploy AirPlay on Delta aircraft in accordance with its
contractual obligations, failing to show advertising and apps on Delta aircraft using OpenIFE,
and failing to secure cooperation with respect to Panasonic. CoKinetic subsequently resolved its
breach claim as to Delta pursuant to the terms of an amendment to the OpenIFE Agreement,
dated July 1, 2014, which remains in effect.
64. Thereafter, in or about late 2015 or early 2016, Delta began migrating the IFE
systems on certain Delta aircraft from CoKinetic software to Panasonic software, which it
continues to do. CoKinetic would ultimately learn from a Delta employee that Panasonic was
secretly scheming to induce Delta to discontinue using AirPlay for years before the migration Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 15 of 80
began, and in fact had been secretly working on transition plans for Delta since sometime in
2013. Today, approximately 135 Delta aircraft continue to use CoKinetic’s Airplay software,
down from nearly 400 aircraft in 2016.
65. Not surprisingly, in or about 2013, Panasonic reportedly received a subpoena
pursuant to the FCPA asking its employees to preserve documents related to gifts and/or
benefits. More specifically, on information and belief, the subpoena sought communications
between Panasonic and other entities related to payments to airline customers and government
officials in Asia, Europe, and the Middle East. Given Panasonic’s recent public announcements,
it appears that the FCPA subpoena in 2013 has since turned into a full-fledged criminal
investigation.
66. In sum, Panasonic has violated open source licensing requirements, breached
contractual obligations, abused regulatory processes, engaged in corporate espionage, defamed
CoKinetic and sabotaged its products, interfered with customer relationships, allegedly paid
bribes, and otherwise employed unlawful means to monopolize the Panasonic IFE Software and
Media Services Market.
67. Accordingly, pursuant to Section 2 of the Sherman Act, 15 U.S.C. § 2, CoKinetic
seeks injunctive relief in this action ordering an immediate end to Panasonic’s attempted and
actual, unlawful monopolization of the Panasonic IFE Software and Media Services Market.
68. CoKinetic also seeks to recover compensatory damages, future damages, treble
damages, and attorneys’ fees caused by Panasonic’s attempted and actual, unlawful
monopolization of the Panasonic IFE Software and Media Services Market, all in an amount to
be determined at trial but believed to be in excess of $100 million. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 16 of 80
69. Likewise, CoKinetic seeks injunctive relief, as well as restitution damages,
pursuant to Section 17200 et seq. of the California Business and Professions Code, for
Panasonic’s unlawful and unfair competition.
70. In addition, CoKinetic seeks to compel Panasonic to specifically perform its
contractual obligation, pursuant to Version 2 of the GNU GPL, by publicly disclosing and
distributing the source code to every version of the Linux-Based Panasonic Core Software.
71. CoKinetic also seeks to recover compensatory damages for Panasonic’s
pervasive and ongoing material breaches of Version 2 of the GNU GPL, all in an amount to be
determined at trial but believed to be in excess of $100 million.
72. CoKinetic also seeks to compel Panasonic to specifically perform its contractual
obligations, including its obligation to use “best efforts” to cooperate and sell CoKinetic’s IFE
software to Panasonic’s airline customers, pursuant to the Co-Marketing Agreement.
73. CoKinetic also seeks to compel Panasonic to specifically perform its contractual
obligation to provide CoKinetic with all hardware, technical materials, documentation, and
support necessary for CoKinetic to create compatible versions of its IFE software for all current
and future versions of Panasonic IFE hardware systems, pursuant to the Panasonic SLA.
74. CoKinetic also seeks to compel Panasonic to specifically perform its contractual
obligation not to disparage CoKinetic or engage in anticompetitive conduct pursuant to the
September 7, 2007 letter agreement.
75. CoKinetic also seeks to recover compensatory damages caused by Panasonic’s
ongoing material breaches of the Co-Marketing Agreement and Panasonic SLA, all in an amount
to be determined at trial but believed to be in excess of $100 million. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 17 of 80
76. CoKinetic also seeks to recover compensatory damages caused by Panasonic’s
material breach of its obligation not to disparage CoKinetic or engage in anticompetitive conduct
pursuant to the September 7, 2007 letter agreement, all in an amount to be determined at trial but
believed to be in excess of $100 million.
77. Finally, CoKinetic seeks to recover compensatory damages caused by Panasonic’s
deliberate and tortious interference with CoKinetic’s existing and prospective contractual
relationships with Delta, United Airlines, Air Canada, and Air New Zealand, and compensatory
and punitive damages for Panasonic’s defamatory statements made to United Airlines, all in an
amount to be determined at trial but believed to be in excess of $100 million.
THE PARTIES
78. Panasonic Avionics Corporation is a Delaware corporation doing business in the
State of New York, with its principal place of business located in Lake Forest, California.
Among other things, Panasonic sells IFE hardware systems as well as software and media
services to commercial airline customers around the world.
79. Panasonic Avionics Corporation is a subsidiary of Panasonic Corporation of
North America, which is a Delaware corporation with its principal place of business located in
Newark, New Jersey. Panasonic Corporation of North America is the principal North American
subsidiary of Panasonic Corporation, which is a Japanese corporation with its principal place of
business located in Japan.
80. CoKinetic Systems, Corp. is a Delaware corporation doing business in the State of
New York, with its principal place of business located in Harrison, New York. Among other
things, CoKinetic provides IFE software and media services to commercial airline customers
around the world. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 18 of 80
JURISDICTION AND VENUE
81. CoKinetic brings this action under Section 4 of the Clayton Act (15 U.S.C. § 15)
as a result of Panasonic’s violations of Section 2 of the Sherman Act (15 U.S.C. § 2) and under
New York and California law.
82. This Court has subject-matter jurisdiction over CoKinetic’s federal claims
pursuant to 28 U.S.C. §§ 1331, 1337.
83. The facts underlying the claims for relief under New York State common law and
California Bus. & Prof. Code §§ 17200 et seq. share a common nucleus with the federal antitrust
claims, and this Court has supplemental and pendent jurisdiction over such claims pursuant to 28
U.S.C. § 1367.
84. This Court has personal jurisdiction over Panasonic because of its continuous and
systematic contacts with this jurisdiction, including but not limited to its operations in New
York, New York.
85. Additionally, this Court has personal jurisdiction over Panasonic because the
contracts signed by CoKinetic and Panasonic, which form part of the claims for relief in this
action, expressly provide that “both parties hereby expressly agree to the exclusive jurisdiction of
the courts of the State of New York.”
86. Venue is proper under 15 U.S.C. § 15 and under 28 U.S.C. § 1391 because
Panasonic resides and transacts business within this District by, inter alia, contracting with
airlines located in and outside the State of New York to provide hardware and IFE software
services.

Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 19 of 80
THE RELEVANT PRODUCT MARKET
87. The relevant product market at issue in this dispute is the Panasonic IFE Software
and Media Services Market, which encompasses the development, testing, deployment, updating,
and support for the graphical user interface (“GUI”) and individual software applications that an
airline passenger interacts with (collectively, the “Passenger GUI”) on a Panasonic IFE hardware
system to access customized amenities offered by an individual airline—including, for example,
the options to view flight and destination information, select and watch television or a movie,
listen to a library of music, play a computer game, order a snack or beverage, use a credit card to
purchase an item for in-trip or post-trip fulfillment, complete a passenger survey, or view a
product advertisement.
88. The Panasonic IFE Software and Media Services Market also includes the
development, testing, integrating, packaging, deployment, and updating of multimedia content
displayed on a Panasonic IFE hardware system, including the process of adding and removing
movies, music, games, and advertisements from a particular system onboard a particular aircraft,
as well as the collecting and processing of credit card payment information and other airline-
collected data.
89. The relevant geographic market for the Panasonic IFE Software and Media
Services Market is worldwide. On information and belief, Panasonic possesses over 95% market
share in the Panasonic IFE Software and Media Services Market.
90. Substantial barriers to entry exist in the Panasonic IFE Software and Media
Services Market, including: Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 20 of 80
a. Panasonic’s anticompetitive actions aimed at eliminating competition,
including the credible threat that Panasonic will continue to engage in
such actions to stifle or destroy future competition;
b. Panasonic’s refusal to publicly disclose source code covered by the GNU
GPL, which is required in order to create software for use in the Panasonic
IFE Software and Media Services Market—i.e., software that is
compatible with Panasonic IFE hardware systems; and
c. The complex and costly regulatory requirements set by the FAA, which
are required to meet safety standards for commercial aircraft, and which
are manipulated by Panasonic for its benefit.
91. Buyers within the Panasonic IFE Software and Media Services Market have no
meaningful option to purchase software and media services from Panasonic competitors because
Panasonic is unlawfully maintaining monopoly control over the Panasonic IFE Software and
Media Services Market.
92. Likewise, airline customers that purchase Panasonic’s IFE hardware are locked-in
to the system, including Panasonic’s IFE software and media services, because of the significant
time, commitment, and costs associated with switching to an alternate supplier of IFE systems,
including IFE software and media services, which can typically cost hundreds of millions of
dollars or more, and take several years of complex, unpredictable logistics and operational
impacts, for any one fleet to accomplish.


Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 21 of 80
DETAILED FACTUAL BACKGROUND
A. The Market for IFE Hardware Systems
93. Panasonic has long held monopoly power in the global market for IFE hardware
systems, which are generally comprised of commercially available hardware components—such
as computer hard drives, overhead and seatback display monitors, routers, and servers—all
networked together on an aircraft and used by commercial airlines around the world in order to
offer passengers customized in-flight amenities, including access to movies, television, music,
flight and destination information, communication and productivity tools, food and beverage
ordering, shopping, and other multimedia content.
94. Panasonic advertises that it has installed over 5,000 of its IFE hardware systems
on passenger airlines around the world, with hundreds of new installations scheduled in the
months and years ahead.
95. Panasonic sells its IFE hardware systems to nearly every major airline carrier in
the world, including Delta, United Airlines, American Airlines, Inc. (“American Airlines”),
Virgin America, Virgin Atlantic Airways Limited (“Virgin Atlantic”), Emirates, Singapore
Airlines Limited (“Singapore Airlines”), Swiss International Air Lines AG (“Swiss Air”),
Deutsche Lufthansa AG (“Lufthansa”), and Turkish Airlines, among many others.
96. Global sales of IFE hardware systems exceeded approximately $3 billion in 2015,
and are forecasted to reach nearly $10 billion by 2024. Sales of IFE hardware systems in North
America alone reportedly reached more than $1 billion in 2016.
97. On information and belief, Panasonic’s share of the global IFE hardware systems
market is approximately 70%, giving it the ability to utilize and leverage its monopoly power in
ancillary markets, including the Panasonic IFE Software and Media Services Market. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 22 of 80
B. The Linux-Based Panasonic Core Software
98. Panasonic has released several generations of its IFE hardware systems over the
years, gradually refining system architecture in order to reduce weight and improve technical
features of the hardware, including processing speeds, memory and storage, graphical
capabilities, and connectivity.
99. While designs have evolved over time, all of Panasonic’s IFE hardware systems
utilize a Linux operating system in order to control communication with and access to the core
features and capabilities of Panasonic’s IFE hardware.
100. As described by Linux.com, “the operating system manages the communication
between your software and your hardware. Without the operating system . . . the software
wouldn’t function.”
101. Like other operating systems, such as Windows or Mac OS, a Linux operating
system is the software that manages computer hardware and software resources and provides
common services for computer programs.
102. Critically, however, the source code to the Linux operating system (the “Linux
Source Code”) is “open source,” and use of the Linux Source Code is strictly governed by
Version 2 of the GNU GPL.
103. Version 2 of the GPL is a valid and binding contract between the licensors (i.e.,
the hundreds or even thousands of copyright owners that have freely contributed their works to
the development of the Linux Source Code) and the licensee who uses those works (i.e.,
Panasonic) made for the benefit of the general public. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 23 of 80
104. Version 2 of the GPL requires that the Linux Source Code, together with any
modifications and derivative works thereto, be made available publicly and free of charge as a
condition precedent to use.
105. Specifically, Version 2 of the GPL provides that a licensee “may modify [its
copy or copies of the [Linux Source Code
or any portion of it, thus forming a work based on the
[Linux Source Code, and copy and distribute such modifications or work under the terms of
Section 1 above, provided [the licensee shall . . . cause any work that [it distribute[s or
publish[es, that in whole or in part contains or is derived from the [Linux Source Code or any
part thereof, to be licensed as a whole at no charge to all third parties under the terms of this
License.”
106. Version 2 of the GPL also makes clear that its “requirements apply to the
modified work as a whole.” Thus, while separate, independent, non-derivative works may not be
governed by the terms and conditions of the GPL when they are distributed as truly separate
works, “when you distribute the same sections as part of a whole which is a work based on the
[Linux Source Code, the distribution of the whole must be on the terms of this License, whose
permissions for other licensees extend to the entire whole, and thus to each and every part
regardless of who wrote it.”
107. Accordingly, as a party to Version 2 of the GPL, Panasonic is required to publicly
distribute the source code to its Linux-Based Panasonic Core Software to third parties free of
charge. Failure to do so automatically voids Panasonic’s license to use the Linux-Based
Panasonic Core Software pursuant to Version 2 of the GPL. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 24 of 80
108. The use of the Linux-Based Panasonic Core Software in the absence of a license
constitutes infringement of copyrights belonging to hundreds or even thousands of software
developers who have freely contributed to Linux.
109. Panasonic does not publicly distribute the source code to its Linux-Based
Panasonic Core Software as is expressly required by Version 2 of the GPL. In fact, Panasonic
deliberately refuses to disclose to third parties, including CoKinetic, the source code to its Linux-
Based Panasonic Core Software, and instead willfully violates copyright law in order to
unlawfully keep Panasonic IFE hardware closed to competition for third-party interactive
software development and media services.
C. The Panasonic IFE Software and Media Services Market
110. In addition to selling IFE hardware systems, Panasonic also sells to airline
customers a collection of interactive software development and media services to be used in
connection with Panasonic’s IFE hardware systems.
111. Panasonic’s interactive software development and media services, referred to
herein as the Panasonic IFE Software and Media Services Market, encompasses the customized
programming, testing, integrating, deployment, and updating of individual software applications
running on an IFE hardware system, as well as the menus, screens, features, and capabilities of
the graphical user interface that a passenger interacts with when using the Passenger GUI to
access flight information, watch a movie, listen to music, play a game, order a snack, use a credit
card to pay for a purchase, complete a passenger survey, or view an advertisement.
112. The Panasonic IFE Software and Media Services Market also includes the
development, testing, integrating, deployment, and updating of customized multimedia content
displayed on a particular airline’s IFE hardware system, including the process of adding and Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 25 of 80
removing movies, music, games, and advertisements from a particular system, as well as the
processes involved with the handling of credit card payment processing data and other airline-
collected data.
113. Interactive software development and media services in the Panasonic IFE
Software and Media Services Market are sold separately from the Panasonic IFE hardware
system itself. This is true both at the initial point of sale, when an airline first purchases and
installs a Panasonic IFE hardware system on one of its aircraft, and it remains true over the life
of the hardware, as airlines have a continuing need for software programming, testing,
integrating, deployment, support, and updating of their IFE applications and the Passenger GUI,
and an ongoing need for management and updating of multimedia content, such as movies,
music, and advertising, made available on their systems.
114. Thus, an airline may purchase interactive software development and media
services from Panasonic when it first purchases a Panasonic IFE hardware system, and it may
contract for these services in the future, long after the Panasonic IFE hardware system has been
installed and operating on the airline’s aircraft.
115. An airline also remains free, in theory, to purchase interactive software
development and media services from a third-party software service provider other than
Panasonic.
116. In order for this to occur, however, Panasonic must provide access to the Linux-
Based Panasonic Core Software, so that competing software service providers can communicate
with the basic features of the Panasonic IFE hardware system as necessary to develop, test,
deploy, and update the Passenger GUI, as well as the particular applications and multimedia
content being displayed on a particular airline’s Panasonic IFE hardware system. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 26 of 80
D. The Panasonic IFE Software and Media Services Lifecycle
117. There are several phases involved in the development, testing, deployment, and
updating of IFE software running on Panasonic IFE hardware systems.
1. The IFE Customer Requirement Phase
118. The first phase of the IFE lifecycle involves the identification of customer
requirements—i.e., the features and capabilities the airline requires for its IFE software.
Customer requirements typically include the interface design, referred to as the Passenger GUI
design, as well as specific requirements for special features, such as flight and destination
information, customized passenger surveys, food and beverage ordering, onboard and post-flight
shopping, communications and Internet connectivity, and any other custom productivity and
entertainment applications, as well as media content, such as movies, television, games, and
advertising.
119. With respect to Passenger GUI design, airlines have a number of options, but
generally, an airline will require that the look and feel of the Passenger GUI matches and extends
the airline’s overall branding and marketing strategies—which will typically change multiple
times during the life of an IFE hardware system.
120. Next are the media requirements for an airline’s IFE system. Media (e.g., movies,
television, music, etc.) is at the heart of an IFE system. In fact, the primary purpose of an IFE
system is to enable users (i.e., passengers) to access media content.
121. The Content Service Provider (“CSP”) acts as a subscription manager or content
aggregator on the airline’s behalf and actually acquires (i.e., licenses) the particular media that is
then provided to the passengers on the aircraft. The CSP is contracted by the airline and works Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 27 of 80
together with the airline to jointly determine what media types will be offered to passengers
through the IFE system.
122. The CSP will work with the IFE hardware and the IFE software services provider
to establish the volume of media that the IFE system will support, as well as how certain types of
media will be presented in the IFE system. The IFE software services provider will work with
the CSP and airline to determine, as part of the Passenger GUI requirements, what metadata will
be displayed for each type of media, and how much space (i.e., character counts and poster
image dimensions) each element will be allotted.
123. Additionally, several documents will contain the requirements for the IFE system,
including a Customer Requirements Document (“CRD”), a GUI Requirements Document
(“GRD”), a Media Database Specification (“MDS”) document, an Acceptance Test Procedure
(“ATP”) document, and the Interactive Acceptance Test Procedure (“IATP”) document.
2. The Development Phase
124. The next step in the IFE lifecycle is the development phase. In the case of
Panasonic IFE hardware systems, the Linux-Based Panasonic Core Software is in a non-stop
development cycle. New versions of the Linux-Based Panasonic Core Software are constantly
released, often resulting in the introduction of defects that affect the performance of the entire
IFE system.
125. Instead of providing source code to Linux-Based Panasonic Core Software, as it is
obligated to do, Panasonic creates a set of APIs, which are supposed to allow third party IFE
software like AirPlay to interact with the Linux-Based Panasonic Core Software and
communicate with and execute the basic features of Panasonic’s hardware—for example, starting
a video and playing the correct language sound track, or accessing the information provided by Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 28 of 80
the flight management computer so that the time to destination can be displayed in the Passenger
GUI. Other APIs are supposed to allow communication with other functions controlled by the
IFE system, such as turning on the overhead reading light through a button on the Passenger
GUI.
126. Not surprisingly, changes in the Linux-Based Panasonic Core Software will
frequently “break” existing APIs previously distributed by Panasonic, resulting in the need for
changes to be made by Panasonic to the APIs as well.
127. In the case of Panasonic, during the development phase, Panasonic also creates
and maintains the media database for each airline customer. The media database will have a
certain level of customization for each airline, and this customization has to be accomplished
after the requirements are established.
3. The Integration Phase
128. The next phase in the IFE lifecycle is integration. In the case of Panasonic,
integration is largely done on a “rack” environment in a Panasonic lab in Lake Forest, California.
Panasonic racks are designed to reasonably emulate a specific aircraft type, as described in detail
below. A separate rack representing each aircraft type will be set up for integration and testing
purposes.
129. The purpose of the rack is to emulate the hardware environment aboard the airline
customer’s aircraft. Accordingly, there will be a head-end server, comprised of the same
hardware that will be, or is, installed on the aircraft, as well as a number of monitors and other
hardware representative of those that will be installed on the aircraft. The goal is to replicate the
aircraft environment, so that all of the required features and functions can be tested in the lab,
prior to deployment to an aircraft. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 29 of 80
130. An aircraft type is very specific. An aircraft type configuration includes large-
scale specifications (e.g., a 757 with a specific model of General Electric Corporation engines) as
well as smaller specifications (e.g., 257 seats that are a specific model from a specific
manufacturer), and even much smaller specifications (e.g., the type of IFE hardware). To make
any change to any component that is a part of the aircraft is to change its “type.” Each of these
sub-types has its own Supplemental Type Certificate (“STC”), which is described further below.
131. Prior to the formal ATP, all of the software that is to be released is collected by
Panasonic and packaged into a “kit.” The software kit includes all of the software and
configuration items that are to be released for installation. For new hardware deployments, a
new STC must be issued reflecting the modifications that will be made to the aircraft.
4. The Testing Phase
132. The next phase in the IFE lifecycle is ATP testing. ATP testing is a formal test
procedure conducted at the Panasonic rack and designed to ensure that the IFE system meets the
documented requirements.
133. As part of ATP, all of the software is “wiped” from the rack. If the IFE program
is part of a software upgrade, all of the software that is currently installed on the IFE system on
the aircraft is installed on the rack. If the IFE is part of a new installation, either on a new
aircraft or as part of new hardware being installed on an existing aircraft, all of the software is
removed from the rack and the hardware is configured to reflect the factory configuration.
134. Once the customer rack has been properly configured, the dedicated Software
Quality Assurance (“SQA”) team at Panasonic conducts the ATP and IATP. Each individual
step is executed on the rack as documented and the results checked against the ATP and IATP
documents. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 30 of 80
5. The Deployment Phase
135. The next phase in the IFE lifecycle is actual deployment of the IFE system. After
a successful testing phase, the software kit is released for distribution to the target aircraft. The
IFE software as a whole is validated on the aircraft once the installation is completed.
136. If the software installation is part of a new aircraft delivery, or part of a new
hardware installation on an existing aircraft, the software installation is conducted as part of the
hardware installation. No additional changes to any components are allowed while the aircraft is
at the facility conducting the installation. If new media is required before the aircraft enters
passenger service, the media will be updated after the aircraft leaves the
modification/manufacturer facility.
137. In the case of Panasonic, whether the new IFE software is part of a new aircraft
delivery, a retrofit of new hardware into an existing aircraft, or just part of a new software
deployment into existing hardware, the software and media deployment is conducted by
Panasonic personnel.
6. The Support Phase
138. After deployment, the next phase in the IFE lifecycle is post-deployment support.
Once the IFE software has been installed onto an aircraft, how it is supported depends primarily
upon the nature of the relationships of the parties involved.
139. The regular updating of the media onboard an aircraft is generally the largest
piece of post-deployment support required for an IFE system. In the case of Panasonic, the CSP
acquires media and updates Panasonic’s Media Management Application (“MMA”) with the
upcoming media metadata on an on-going basis. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 31 of 80
140. The CSP also provides the actual media files to Panasonic for its client airlines on
a regular, generally monthly, basis. Each month, Panasonic personnel manually deploy the
updated media to the airline’s IFE-equipped aircraft and Panasonic charges its airline customers
for these monthly media support services.
141. An IFE system can generate a variety of data that needs to be offloaded from the
aircraft. This can be time-sensitive and confidential data, such as purchase transactions, or less
sensitive data, such as survey responses or usage information for the IFE system or for
advertising within the IFE system.
142. The data may be offloaded through several channels. Aircraft equipped with
cellular modems are able to connect automatically to servers on the ground when the aircraft is
parked at the gate, allowing data to be offloaded without manual intervention. For aircraft with
no cellular modem aboard, or when connection from the cellular modem is not made available,
data must be offloaded manually, such as by connecting a portable cellular modem or by
offloading the data onto a USB thumb drive.
143. When there is a direct relationship between CoKinetic and the airline, the airline
can consume, or use, the data that is offloaded from the IFE system through CoKinetic’s
reporting portal. Comprehensive reporting on advertising metrics, media usage, and reporting on
what parts of the IFE system passengers use most are made available to the airline, and
transactional data is sent directly to the credit card processors on behalf of the airline in
encrypted form.
144. The process by which an airline requests and executes changes to its IFE system,
including, for example changes to its GUI, also varies considerably depending upon whether the Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 32 of 80
airline has a direct relationship with CoKinetic, or CoKinetic is acting as a subcontractor to
Panasonic.
145. Panasonic breaks down the items that get deployed to aircraft into two main
categories. These categories are “software” and “content.” Software is generally defined as
compiled code. In Panasonic’s IFE systems, content generally means media that includes
movies, music, and images such as movie posters and advertisements.
146. The CoKinetic IFE Airplay software platform is made up of both software and
“Variable Content,” which in CoKinetic’s IFE system may include navigational features like
screens, ads, images, and media. Variable Content enables CoKinetic to make significant
changes to the look, feel, and behavior of Passenger GUI by updating Variable Content, rather
than engaging in updates to software.
147. When CoKinetic has a direct relationship with the airline, the airline requests a
change directly with CoKinetic. CoKinetic will evaluate the requested change and collaborate
with the airline on how to execute the desired change. If the change can be accomplished via an
update to the Variable Content, a plan is created to make the change and deploy it to the aircraft.
148. Updates to the Variable Content may be deployed via cellular modem, portable
modem device, or USB thumb drive, depending upon the change, the aircraft configuration, and
other considerations. A change to the Variable Content can generally be made and deployed by
an airline in a matter of days or weeks, bypassing most of Panasonic’s expensive and time
consuming monopolistic processes and procedures.
149. Notwithstanding the fact that Panasonic tests the delivery and deployment of
Variable Content during ATP testing, it nonetheless seeks to block CoKinetic’s use of Variable Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 33 of 80
Content for IFE system updating by refusing to update applicable STCs, and by blocking the use
of modems and other anticompetitive means.
150. When an airline requests a change from Panasonic, a long and expensive process
for the airline is initiated. The first step is the Change Request (“CR”). A formal CR is
submitted to Panasonic by the airline. The CR is essentially the requirements document used to
make a change to the IFE system. In this scenario, a new version of the IFE software is
developed, integration is done at the rack, a new software kit is created, and a round of ATPs is
conducted. The time required for this can be months and sometimes even years, and the expense
for the airline is significant, due largely to the charges Panasonic imposes for development and
rack resources.
E. The Panasonic IFE Software and Media Services Market Monopoly
151. Utilizing an array of anticompetitive conduct and wrongful means, Panasonic has
been able to accomplish and maintain a monopoly over the Panasonic IFE Software and Media
Services Market, including by illegally tying software services to IFE hardware, abusing FAA
regulatory processes, refusing to deal with competitors and otherwise engaging in
anticompetitive, tortious and wrongful conduct.
1. Product Tying
152. First, Panasonic has unlawfully tied its IFE software to its hardware, including on
information and belief, in transactions with Virgin America, Air Canada, United Airlines and
other airlines, by requiring or otherwise improperly inducing airlines to purchase Panasonic’s
IFE software tied together with its IFE hardware systems.
153. In fact, Panasonic has specifically refused requests from airline customers to use
CoKinetic’s AirPlay software in conjunction with the purchase of new IFE hardware from Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 34 of 80
Panasonic. For example, in February 2015, IFE manager of Air Canada, Eric Lauzon advised
CoKinetic that despite asking to use AirPlay, Air Canada was told by Panasonic that “the choice
of software was not ours to make—we don’t have a choice.”
154. Likewise, Panasonic refused to allow United Airlines to use CoKinetic’s AirPlay
software on new IFE hardware purchases in or about late 2015. Instead, Panasonic required
United Airlines to purchase Panasonic’s IFE software tied together with its IFE hardware system,
and on information and belief, Panasonic improperly induced the transaction with United
Airlines by providing a significant cash rebate.
155. The same is true with Virgin America. On information and belief, Panasonic
improperly induced Virgin America to drop AirPlay by providing a steep discount on new
Panasonic IFE hardware, on the condition that Virgin America agree to drop CoKinetic’s
AirPlay software in favor of Panasonic’s IFE software, which Panasonic falsely promised would
deliver all of the features and functionalities that Virgin America’s IFE system had using
AirPlay.
2. Abuse of FAA Regulatory Processes
156. Second, Panasonic has unlawfully maintained its monopoly by abusing the STC
regulatory process. The STC is a type certificate (“TC”) issued when an applicant receives
approval from the FAA to modify the configuration of an aircraft, which includes IFE hardware
systems and the IFE software that runs on them.
157. On information and belief, Panasonic prepares and files the STC on behalf of its
airline customers in order to dictate certain operational provisions in the STC that lock in
Panasonic’s monopoly over IFE software processes. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 35 of 80
158. Unlike IFE hardware systems, which, among other things, involve the installation
and physical wiring of hardware components on an aircraft, IFE software has been consistently
represented by Panasonic to the FAA to be “Level E” software, which means that its failure
would have no effect on flight safety or on pilot workload.
159. Despite the fact that IFE software is classified as Level E, Panasonic has
deliberately created artificial processes in the STCs that it files on behalf of its airline customers
concerning the deployment of IFE software, as well as the operational process for updates, media
uploading and offloading, payment processing, and other software and media services on
Panasonic IFE hardware, such that providing any of these services for the airline is deemed
“Maintenance,” which requires competing third-party software services providers to use FAA-
licensed mechanics to perform.
160. Panasonic characterizes these software services as “Maintenance” despite the fact
that they should and could readily be characterized as “Elemental” procedures, and despite the
fact that Panasonic has itself previously agreed, upon airline demand, to categorize these
procedures in STCs as “Elemental.” The important difference in this categorization is that
changes to Level E components deemed “Elemental” do not require an aircraft logbook entry,
which can only be made by an FAA-licensed mechanic.
161. In other words, Panasonic is free to choose which designation is applied to these
procedures but effectively escalates the criticality of Level E systems by designating basic IFE
software processes as “Maintenance” rather than “Elemental,” except, on information and belief,
in those instances where an airline threatens not to purchase Panasonic’s IFE hardware.
162. More to the point, Panasonic has exploited the STC process by creating artificial
“Maintenance” procedures for IFE software services in order to erect a near-impossible barrier to Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 36 of 80
entry for third-party software service providers who do not sell IFE hardware (and thus do not
have thousands of FAA-licensed mechanics) from offering airlines software services on
Panasonic IFE hardware systems.
3. Refusal to Deal
163. Third, Panasonic has also succeeded in monopolizing the Panasonic IFE Software
and Media Services Market by deliberately refusing to distribute the Linux-Based Panasonic
Core Software, which controls access to the basic functions of Panasonic’s IFE hardware, even
though its own right to continue using and modifying the Linux operating system is
unambiguously conditioned on free public distribution of the modified source code to third
parties pursuant to Version 2 of the GPL.
164. On information and belief, Panasonic even manipulates the automatic Linux
warnings associated with any unlawful use of modified Linux Source Code and artificially turns
off such warnings in order to hide its violations and deliberately avoid its obligation to publicly
distribute the source code to the Linux-Based Panasonic Core Software.
165. As a result, competing software service providers are unable to develop software
that can fully communicate with the basic functionality of Panasonic hardware, thus preventing
companies like CoKinetic from being able to compete fairly in the market and offer airlines truly
independent software solutions.
166. CoKinetic, as a member of the public, is an intended third-party beneficiary of the
GPL. Despite CoKinetic’s requests, Panasonic refuses to turn over to CoKinetic (or otherwise
publicize) the Linux-Based Panasonic Core Software.
167. Panasonic also is able to use its control over source code to the Linux-Based
Panasonic Core Software and its hardware APIs in order to make ongoing, undisclosed and often Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 37 of 80
malicious modifications to the source code, purposely “breaking” Panasonic’s own APIs in order
to sabotage the performance of competing third-party software that Panasonic deems a
competitive threat—including, specifically, CoKinetic IFE software.
168. More to the point, Panasonic engages in unlawful trade practices by deliberately
degrading and damaging IFE hardware systems owned by Panasonic’s airline customers,
including Emirates, Delta, United Airlines and others, all to create the false and misleading
appearance that only Panasonic is able to provide airlines with reliable software services on
Panasonic IFE hardware.
169. Given the significant technical and artificial regulatory barriers to entry into the
Panasonic IFE Software and Media Services Market, and given its own wrongful actions in
suppressing access to the Linux-Based Panasonic Core Software, Panasonic succeeded in
unlawfully monopolizing the market and remained the sole competitor until CoKinetic entered
the Panasonic IFE Software and Media Services Market in 2004.
F. CoKinetic Enters the Panasonic IFE Software and Media Services Market
170. CoKinetic was founded in 2001 to commercialize its proprietary, patented user
interface technology.
171. CoKinetic’s patented technology is described as an Internet Interface and
Integration Language (“I3ML”) system and method. The technology relates to a system and
method for employing I3ML data in order to, among other things, enable a user having very little
software programming knowledge to create GUIs.
172. CoKinetic’s patented user interface technology forms the foundation of all of
CoKinetic’s IFE solutions. By 2004, CoKinetic had developed AirPlay, its IFE software
platform. AirPlay is a high-performance software platform used to create IFE systems for airlines Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 38 of 80
based on CoKinetic’s patented technology. In an IFE entertainment system, AirPlay’s role is
similar to that of a web browser.
173. Just as web browsers take HTML text from the Internet and render it as a screen,
AirPlay takes XML from onboard servers to render each screen of an interactive. CoKinetic’s
IFE software is primarily built using XML, and AirPlay is the engine that brings those products
to life. CoKinetic’s approach provides considerable benefits in flexibility that can greatly
improve the return on investment in IFE hardware systems.
174. For example, it is not uncommon for changes to an airline’s IFE software to
require many months of advanced planning and considerable expenses charged by Panasonic,
which treats almost every component of an IFE interactive developed on its IFE software
platform as part of the “software,” thus forcing airlines to go through the significant time and
considerable expense of software development, integration, testing, deployment and burdensome
and expensive operational procedures for updating and support.
175. AirPlay IFE systems avoid most of this because many of the components of its
GUI are content-based and not software, which means they can be dynamically updated almost
instantly, without requiring any changes to software. The freedom to make changes without the
delays and costs of Panasonic’s “change request” process is critical to innovation, passenger
satisfaction and harmonizing IFE systems with an airline’s broader branding initiatives, thus
maximizing IFE-related ancillary revenue for airlines.
176. AirPlay offers airlines this unparalleled flexibility and is compatible with and
requires zero changes to the media, ads, maps, fulfillment, payment, certification and review, and
other services provided by IFE hardware vendors. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 39 of 80
177. In or about early 2004, CoKinetic began working with Virgin America to install
and run AirPlay on Virgin America’s newly purchased aircraft. At the time, Virgin America was
in the early stages of preparing to launch its new service and enter the domestic airline market.
178. As part of its core marketing strategy, Virgin America sought to distinguish itself
from the competition by equipping its aircraft with the best IFE entertainment system in the
domestic market. Virgin America envisioned an innovative and constantly evolving IFE system,
offering a host of features and capabilities, including food and beverage ordering, seat-to-seat
chat, and numerous other entertainment and marketing functions, most of which did not exist on
any other IFE system at the time.
179. Eventually, Virgin America concluded that it could never accomplish its product
vision using Panasonic or any other IFE hardware system manufacturer’s software and content
management services. As a result, Virgin America decided to instead license AirPlay and hire
CoKinetic to help develop what would become Virgin America’s award winning “Red” IFE
system.
180. Accordingly, CoKinetic sent a team to Panasonic as well as to Thales Avionics,
Inc. (“Thales”), which was the primary IFE hardware systems competitor to Panasonic at the
time, in order to test and validate that CoKinetic’s IFE software was capable of running on their
IFE hardware systems, both of which were based on the Linux operating system, which is open
source and was well known to CoKinetic.
181. It took CoKinetic less than two days to have its AirPlay IFE software successfully
running on Panasonic and Thales hardware systems and demonstrating several of the innovative
features that Virgin America sought to include in its IFE system. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 40 of 80
182. After the tests, CoKinetic believed that Panasonic was the better of the two
options for IFE hardware systems and advised Virgin America of this fact. Virgin America then
informed Panasonic and Thales that its decision to purchase either of their IFE hardware systems
would be contingent on their agreement to allow Virgin America to use CoKinetic’s IFE
software and to cooperate with CoKinetic and provide access to APIs.
183. Ultimately, Panasonic accepted the condition and won the bid for Virgin
America’s business. Indeed, the relationship between Virgin America and CoKinetic was only
possible because Virgin America required cooperation with CoKinetic, acting as Virgin
America’s designated IFE software services provider, as a condition to its agreement to purchase
IFE hardware from Panasonic, thus requiring Panasonic to provide CoKinetic with the APIs
necessary to integrate AirPlay with Panasonic’s IFE hardware.
184. CoKinetic’s agreement with Virgin America was the first of its kind in the
industry—an agreement in which an independent, software services provider contracted directly
with an airline to develop their IFE software for use on a Panasonic IFE hardware system.
G. Panasonic Negotiates the Exclusive Right to Sell CoKinetic’s IFE Software
185. In 2006, CoKinetic successfully launched its AirPlay IFE software platform with
Virgin America on the Panasonic IFE hardware system, producing an avalanche of accolades and
industry awards for Virgin America’s “Red” IFE system, and showcasing to airlines around the
world what could be accomplished when an airline chooses to disaggregate the purchase of IFE
hardware systems from the purchase of IFE software services.
186. Panasonic was quick to recognize the implications of CoKinetic’s success with
Virgin America and the long-term competitive threat that AirPlay software posed to Panasonic’s Case NWNTJcvJMNROTJmhC aocument N ciled MPLMNLNT mage QN of UM
ability to maintain and continue its monopoly control over the manasonic fcb poftware and
jedia pervices jarketK
187. Acting to preempt the emerging competitive threat from CoKinetic, Panasonic
schemed to buy itself time by negotiating with CoKinetic for what was supposed to be an
exclusive license to use AirPlay, along with Panasonic’s contractual commitment to use its best
efforts to cooperate and sell AirPlay to Panasonic’s IFE hardware airline customers.
188. On October 2, 2006, Panasonic and CoKinetic entered into a license agreement,
the Panasonic SLA, pursuant to which Panasonic acquired the exclusive right to license and
distribute AirPlay to its airline customers in conjunction with the sale of Panasonic IFE hardware
systems. The exclusivity provision, which reflected the parties’ intention that AirPlay would
become the primary software solution on Panasonic’s IFE hardware, was subject to Panasonic
meeting certain implementation milestones and licensing minimums, starting with Panasonic’s
contractual obligation to designate three airline customers for initial acceptance testing of
CoKinetic’s IFE software.
189. Pursuant to Section 4.2 of the Panasonic SLA, “[t]he Acceptance Testing will be
conducted using three customers of Licensee, who shall be selected with CoKinetic’s
participation and approval based partly upon CoKinetic’s ability to successfully complete the
Acceptance Testing within twelve months following the execution and delivery of this
Agreement.”
190. Section 2.1 of the Panasonic SLA provides that: “During the Term, CoKinetic
hereby grants to Licensee a non-transferable . . ., exclusive . . ., world-wide, fee-bearing license
under all applicable Intellectual Property rights to install, operate, use, reproduce, display, Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 42 of 80
distribute, and perform the Software in its in-flight entertainment hardware systems for use by
passenger airline carriers and manufacturers.”
191. Section 6.7(ii) of the Panasonic SLA states that “[n]otwithstanding anything to the
contrary set forth in this Agreement . . . if after executing this Agreement Licensee shall acquire
a financial interest in, or enter into an exclusive or similar license arrangement with, any person
or entity that competes with AirPlay within the IFE market, such that AirPlay will no longer be
Panasonic’s primary IFE runtime engine, the license granted hereunder shall immediately cease
to be an exclusive license.”
192. Pursuant to Section 6.7(iii), “in the event that, commencing six months following
the third successful customer Acceptance Test . . ., or on October 1, 2007, whichever shall first
occur, the Licensee fails to pay CoKinetic at least $1,800,000 in license royalty fees during each
successive 365 day period calculated from such date (of which at least $360,000 shall be paid in
each 90 day period), the license granted hereunder shall cease to be an exclusive license with
effect from the last day of (x) the 365 day period in respect of which Licensee fails to pay
CoKinetic at least $1,800,000 in license royalty fees, or (y) the 90 day period in respect of which
Licensee fails to pay CoKinetic at least $360,000 in license royalty fees, whichever shall first
occur. For the purposes hereof, payments in excess of $1,800,000 in each 365 day period shall
be credited towards the immediately following 365 day period (but will not carry over beyond
that period). Such excess payments shall also be apportioned towards the 90 day minimum
payment requirement as shall Licensee see fit.”
193. Additionally, Section 12.1 of the Panasonic SLA also explains that,
“[n]otwithstanding the exclusive nature of the license granted to Licensee hereunder, in
accordance with the terms and conditions of the separate [Co-Marketing Agreement between the Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 43 of 80
parties . . . during the Term, both CoKinetic and Licensee shall have the right to sell AirPlay
directly to existing customers of Licensee as of the date hereof, and Licensee shall receive 15
percent of the CoKinetic revenues derived from such sales as set forth on the [Co-Marketing
Agreement. Subject to the terms and conditions of the [Co-Marketing Agreement, CoKinetic
and Licensee will cooperate to create a suitable marketing plan for these efforts, and will
collaborate in seeking and securing such sales. However, the parties acknowledge and agree that
Licensee will focus its efforts on sales to new customers.”
194. Section 13.1 of the Panasonic SLA provides that Panasonic “will provide all
necessary hardware, technical materials, application programming interfaces, required licenses,
and other assistance that is necessary to permit CoKinetic to create [versions of AirPlay for each
current and future Panasonic hardware platform].”
195. On October 2, 2006, Panasonic and CoKinetic also entered into the Co-Marketing
Agreement. Among other things, Section 2.1 of the Co-Marketing Agreement provides that
“CoKinetic and Panasonic will act in good faith and use their best efforts to collaborate to sell
Airplay directly to Panasonic’s Customers.”
196. The intended purpose of the Panasonic SLA and Co-Marketing Agreement was
for Panasonic and CoKinetic to work together to develop and market CoKinetic’s IFE software
to existing and potential airline customers around the world as the primary IFE software running
on Panasonic’s IFE hardware systems.
197. Pursuant to Section 6.1, the term of the Panasonic SLA continues until December
31, 2025, and pursuant to Section 1.7 of the Co-Marketing Agreement, the term “shall have the
meaning set forth in the [Panasonic SLA.”
Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 44 of 80
H. Panasonic’s Breach of the GNU GPL
198. As outlined above, all of Panasonic’s IFE hardware systems use the Linux-Based
Panasonic Core Software, which is based on Linux Source Code, to control access to the core
features and capabilities of Panasonic’s IFE hardware.
199. Critically, Linux Source Code is “open source.” Any use of the Linux Source
Code is strictly governed by Version 2 of the GNU GPL, which is a valid and binding contract
between the licensors (i.e., the thousands of copyright owners that have freely contributed their
works to the development of the Linux Source Code) and the licensee who uses those works (i.e.,
Panasonic) made for the benefit of the public.
200. Version 2 of the GNU GPL requires that the Linux Source Code, and any
modifications and derivative works be made available publicly as a condition to use.
Specifically, Version 2 of the GNU GPL provides that a licensee “may modify [its] copy or
copies of the [Linux Source Code
or any portion of it, thus forming a work based on the [Linux
Source Code, and copy and distribute such modifications or work under the terms of Section 1
above, provided [the licensee shall . . . cause any work that [it distribute[s or publish[es, that
in whole or in part contains or is derived from the [Linux Source Code or any part thereof, to be
licensed as a whole at no charge to all third parties under the terms of this License.”
201. Version 2 of the GNU GPL also makes clear that its “requirements apply to the
modified work as a whole.” Thus, while original, non-derivative works, which can be
reasonably considered independent and separate works in themselves, are not governed by the
license when they are distributed as separate works, “when you distribute the same sections as
part of a whole which is a work based on the [Linux Source Code, the distribution of the whole Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 45 of 80
must be on the terms of this License, whose permissions for other licensees extend to the entire
whole, and thus to each and every part regardless of who wrote it.”
202. Accordingly, as a party to Version 2 of the GNU GPL, Panasonic is required to
freely distribute the source code to its Linux-Based Panasonic Core Software to third parties free
of charge. Failure to do so automatically voids Panasonic’s license to use the Linux-Based
Panasonic Core Software pursuant to Version 2 of the GNU GPL. The use of the Linux-Based
Panasonic Core Software in the absence of a license constitutes thousands of individual acts of
copyright infringement.
203. Despite this requirement, Panasonic does not freely distribute the source code to
its Linux-Based Panasonic Core Software as is expressly required by Version 2 of the GNU
GPL. Instead, Panasonic chooses to willfully breach its obligation and violate copyright law in
order to keep Panasonic IFE hardware systems closed to competition, thereby allowing
Panasonic to monopolize the Panasonic IFE Software and Media Services Market.
204. CoKinetic, as a third party beneficiary of the GPL, has repeatedly requested a
copy of the source code to the Linux-Based Panasonic Core Software, including most recently
requesting the source code on several occasions throughout the second half of 2016, however,
Panasonic continues to refuse and otherwise fails to distribute the source code as is required.
I. Panasonic’s Breach of the Panasonic SLA
205. Almost immediately after executing the Panasonic SLA in October 2006,
Panasonic began materially breaching its obligations by, among other things, failing for many
months to pay CoKinetic as agreed in the Panasonic SLA, refusing to provide CoKinetic with all
three airline customers for acceptance testing as expressly required by the Panasonic SLA, and
by otherwise consistently and deliberately failing to cooperate with CoKinetic. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 46 of 80
206. Specifically, Panasonic repeatedly breached its obligations under Section 13.1 of
the Panasonic SLA, to “provide all necessary hardware, technical materials, application
programming interfaces, required licenses, and other assistance that is necessary to permit
CoKinetic to create [versions of AirPlay for each current and future Panasonic hardware
platform
.” Indeed, Panasonic breached this obligation with respect to each and every airline
customer that CoKinetic ever interacted with, including those airline customers designated to use
AirPlay pursuant to the Panasonic SLA.
207. Rather than cooperate as contractually required, Panasonic instead began
deliberately making constant changes to the Linux-Based Panasonic Core Software, often
purposely without notifying CoKinetic, which inevitably sabotaged the performance of
CoKinetic’s IFE software and severely damaged CoKinetic’s relationship with airline customers,
especially Emirates.
208. In fact, by August 17, 2007, less than one year after Panasonic and CoKinetic
executed the Panasonic SLA, CoKinetic was forced to send notice of termination due to
Panasonic’s bad faith and failure to perform any of its obligations. In its termination notice,
CoKinetic cited, among other things, Panasonic’s “repeated acts of bad faith and anticompetitive
actions towards CoKinetic in the marketplace over the past several months, including product
disparagement, refusal to deal, tortious interference, and other wrongful acts.”
209. After an exchange of several letters between CoKinetic and Panasonic, initiated
by CoKinetic’s August 17, 2007 letter, on September 6, 2007, CoKinetic sent a letter to
Panasonic requesting that Panasonic agree to specific obligations set forth in the letter, including
that “[Panasonic] agrees to provide CoKinetic with access to all necessary development
hardware and API data for the System 3000 platform and [Panasonic’s] current handheld Case NWNTJcvJMNROTJmhC aocument N ciled MPLMNLNT mage QT of UM
platform, no later than September 7, 2007,” and that “[Panasonic agrees to halt any product
disparagement or any other anticompetitive conduct and promises to honor its obligation to act in
good faith and cooperate with CoKinetic in the sale of AirPlay directly to [Panasonic’s]
customers.” In return, “if [Panasonic agrees to each of these items, CoKinetic will, without
waiver, rescind its August 17, 2007 termination notice.”
210. Immediately thereafter, on September 7, 2007, Panasonic wrote to CoKinetic
advising that Panasonic “agrees, and specifically confirms its agreement, with each of the
requests set out in [CoKinetic’s] September 6, 2007 letter.” Indeed, Panasonic specifically
agreed “that it will not engage in any such disparagement or anticompetitive conduct in the
future.”
211. Accordingly, in return for Panasonic’s agreement to, among other things, “not
engage in any such disparagement or anticompetitive conduct in the future,” CoKinetic revoked
its August 17, 2007 termination as agreed.
212. Despite Panasonic’s agreement in its September 7, 2007 letter to perform its
obligations under the Panasonic SLA, and its agreement “not to engage in any such
disparagement or anticompetitive conduct in the future,” Panasonic has and continues to breach
its obligations pursuant to the Panasonic SLA, and it continues to breach the September 7, 2007
letter agreement to the present day.
213. Indeed, CoKinetic has made repeated requests for APIs and access to the source
code for each version of the Linux-Based Panasonic Core Software running on Panasonic’s eFx,
X2, Eco, and eX1 platforms, as well as the crew panels in service on each of these platforms—all
of which are necessary for CoKinetic to create compatible versions of AirPlay as expressly
provided for pursuant to the Panasonic SLA. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 48 of 80
214. Despite its obligations under Section 13.1 of the Panasonic SLA, Panasonic
refuses to cooperate and provide CoKinetic with the APIs and source code for the Linux-Based
Panasonic Core Software.
215. Accordingly, on January 16, 2017, CoKinetic wrote to Panasonic concerning its
repeated notices of breach of the Panasonic SLA, and once again advised Panasonic that “[i]n the
event Panasonic does not cure its breach within 30 days of the date of this letter, CoKinetic will
have no choice but to continue performing the [Panasonic SLA while immediately commencing
legal action to compel specific performance of Panasonic’s obligations therein, and to recover all
of CoKinetic’s damages arising from Panasonic’s breaches.”
216. As of this date, Panasonic has still not provided CoKinetic with the requested
APIs and access to the source code for each and every version of the Linux-Based Panasonic
Core Software running on all of Panasonic’s eFx, X2, Eco, and eX1 platforms, as well as the
crew panels in service on each of these platforms.
217. Accordingly, CoKinetic seeks to compel Panasonic in this action to specifically
perform its obligations under the Panasonic SLA, including pursuant to Section 13.1, and
CoKinetic also seeks to recover damages in an amount to be determined at trial as a result of
Panasonic’s material breaches.
J. Panasonic’s Breach of the Co-Marketing Agreement
218. Likewise, almost immediately after executing the Co-Marketing Agreement in
October 2006, Panasonic began materially and deliberately breaching its contractual obligations
to CoKinetic.
219. First, Panasonic breached Section 2.1 of the Co-Marketing Agreement by failing
to act in good faith and use best efforts to collaborate with CoKinetic to sell AirPlay, and to Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 49 of 80
ensure that CoKinetic retained the airline customers initially designated to CoKinetic pursuant to
the Panasonic SLA—Emirates, United Airlines, and Air New Zealand.
220. Rather, after each of the three initial airline customers began using CoKinetic’s
AirPlay software, Panasonic devoted its best efforts to actively sabotaging CoKinetic’s
relationship with all of them, and actively sought to convince them to drop AirPlay in favor of
Panasonic’s IFE software.
221. For example, from the outset of CoKinetic’s relationship with Emirates, which
was the first airline designated to CoKinetic pursuant to the Panasonic SLA, Panasonic’s senior
manager in charge of the Emirates project, Brinder Bhatia, repeatedly instructed Panasonic staff
members to interfere with CoKinetic’s efforts to deliver Emirates software.
222. CoKinetic only learned of these clandestine sabotaging activities because
Panasonic project manager Jeffrey Wert, disclosed to CoKinetic that malicious efforts to
purposely sabotage the Emirates IFE program were being made.
223. On several occasions, Mr. Wert informed CoKinetic of Mr. Bhatia’s
determination to “get rid of” CoKinetic by any means necessary, characterizing CoKinetic’s
participation on the Emirates project as “Panasonic funding its own competition.”
224. According to Mr. Wert, Mr. Bhatia routinely held strategy meetings dedicated to
finding ways of “getting rid of” CoKinetic, including by interfering with CoKinetic’s
development of the Emirates software, inciting resentment of CoKinetic with customers, and
thwarting any plans that would “make CoKinetic more successful.” Mr. Bhatia directly
instructed Panasonic staff that such actions would result in replacing CoKinetic with an internal
Panasonic team and would fund the salaries of that team. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 50 of 80
225. Mr. Bhatia has apparently directed acts of sabotage in connection with the
Emirates program in the past. Indeed, Mr. Bhatia himself boasted in the presence of a CoKinetic
employee that a third party in Dubai, which, on information and belief, had been retained by
Emirates to replace Panasonic and provide media preparation services for the IFE program,
needed Panasonic’s cooperation in providing its media encoding specifications.
226. Mr. Bhatia boasted at the time that Panasonic did not want the third party to be
capable of encoding the media correctly. Acting on then Chief Executive Officer, Paul Margis’
instruction to “hand over” the specifications, Mr. Bhatia proudly explained that he ensured the
specifications provided to the third party in Dubai included incorrect and incomplete
information. On information and belief, the third party in Dubai was unable to correctly encode
media for approximately six months or more.
227. Mr. Wert also advised CoKinetic that a Panasonic employee, Chuck Sharf,
secretly eavesdropped on confidential internal CoKinetic business meetings as well as private
discussions with Emirates employees, while CoKinetic was working on Emirates’ IFE system in
Panasonic’s Emirates lab—a facility with a private office that had been secretly wired with a
laptop listening device in order to spy on CoKinetic.
228. Mr. Wert advised CoKinetic that he was disgusted by the duplicity and unfair and
deceptive dealing of Panasonic staff, which he believed was completely contrary to his own
responsibilities for successfully delivering the Emirates system.
229. On information and belief, Panasonic ultimately fired Mr. Wert for
whistleblowing activities, which resulted in a confidential settlement of a wrongful termination
dispute between them. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 51 of 80
230. Panasonic’s sabotage and espionage in connection with Emirates was just the start
of its concerted scheme to block AirPlay and destroy CoKinetic’s relationship with airline
customers, despite the fact that Emirates, just like Virgin America, was winning industry awards
with AirPlay for the best IFE system in the world.
231. To illustrate, on information and belief, Panasonic actively lobbied in several
meetings with Emirates to convince them to drop AirPlay in favor of Panasonic’s new IFE
software. Indeed, CoKinetic later learned that Panasonic told Emirates that it was not offering
CoKinetic’s AirPlay software because it was not compatible with Panasonic’s new hardware—
an allegation that Panasonic knew to be completely false, entirely at odds with Panasonic’s
contractual obligation to cooperate with CoKinetic pursuant to the Panasonic SLA, and a blatant
breach of the Co-Marketing Agreement.
232. Specifically, two senior Emirates employees would later disclose to CoKinetic at
a meeting in Dubai that Panasonic had deliberately lied to Emirates by falsely claiming that
CoKinetic’s AirPlay software would not be compatible with Panasonic’s new IFE hardware.
233. One of these employees also privately alleged to CoKinetic that Panasonic had
secretly funneled illicit payments to Emirates engineers in order to induce them into agreeing to
support discontinuing the use of CoKinetic’s AirPlay software in favor of returning to
Panasonic’s own IFE software. According to this Emirates employee, “money had already
flowed to people in Emirates engineering.”
234. Similarly, in a meeting in New Zealand, concurrently with the efforts by Mr.
Bhatia to interfere with the Emirates project, Air New Zealand staff members Mathew Wood and
Sally Lythgo disclosed to CoKinetic that Panasonic’s then Chief Executive Officer Paul Margis
had expressly warned them to “avoid CoKinetic.” Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 52 of 80
235. Likewise, Panasonic falsely and maliciously advised United Airlines that
CoKinetic was in financial trouble and going out of business. Panasonic eventually refused to
allow United Airlines to use CoKinetic’s AirPlay software on new IFE hardware purchases,
instead requiring United Airlines to purchase Panasonic’s own IFE software tied together with its
IFE hardware system.
236. Panasonic ultimately solicited and interfered with these and countless other
potential airline customers in order to cajole and induce them by whatever means necessary to
continue using or to resume using Panasonic’s own IFE software solutions, rather than
CoKinetic’s AirPlay software. And that is exactly what happened with respect to Emirates, Air
New Zealand, and United Airlines—each of them eventually electing to drop AirPlay and
migrate back to Panasonic’s IFE software and software services.
237. Second, Panasonic breached Section 2.1 of the Co-Marketing Agreement by
failing to act in good faith and use best efforts to collaborate with CoKinetic to sell AirPlay to
new Panasonic hardware customers and ensure that CoKinetic kept its relationship with the
airline customers that it secured independently—specifically, Virgin America, Virgin Australia
Airlines Pty Ltd. (“Virgin Australia”), and Delta.
238. For example, Panasonic repeatedly sabotaged CoKinetic’s relationship with
Virgin America. To illustrate, in February 2015, Virgin America employee, Ken Bieler, advised
CoKinetic that a video stuttering issue had suddenly appeared on Virgin America’s aircraft. Mr.
Bieler further advised CoKinetic that Panasonic claimed this was the result of a hardware
limitation and the only solution was to upgrade the hardware.
239. CoKinetic advised Mr. Bieler in response that this exact same issue had appeared
on Delta aircraft in 2012, and had already been conclusively proven to Panasonic to be the result Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 53 of 80
of changes deliberately made to the Linux-Based Panasonic Core Software and deployed to the
Delta platform.
240. Mr. Bieler subsequently confirmed that this was the case with Virgin America as
well, and that in fact the video stuttering issue had been caused by an undisclosed change to the
Linux-Based Panasonic Core Software. On information and belief, Panasonic deliberately and
maliciously made this change to the Linux-Based Panasonic Core Software on Virgin America
aircraft to sabotage Virgin America’s hardware and software performance.
241. On information and belief, Panasonic ultimately induced Virgin America to drop
AirPlay by providing a steep discount on Panasonic’s new IFE hardware system, on the
condition that Virgin America agree to drop CoKinetic’s AirPlay software in favor of
Panasonic’s IFE software, which Panasonic falsely promised would deliver all of the features
and functionalities that Virgin America’s IFE system had using AirPlay.
242. On information and belief, Panasonic has been unable to deliver fully functioning
software to Virgin America for more than two years, including even basic payment processing
for IFE transactions like food ordering—functionality that CoKinetic was able to deliver to
Virgin America more than a decade ago.
243. On information and belief, Panasonic is paying Virgin America millions of dollars
per year to compensate it for continuing to use Panasonic’s IFE software, rather than returning to
CoKinetic’s AirPlay software.
244. Similarly, Panasonic made false and defamatory statements concerning CoKinetic
to other airline customers, including Virgin Australia, which Panasonic falsely told to avoid
doing business with CoKinetic because it was in financial trouble and because AirPlay would not
be compatible with Panasonic IFE hardware. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 54 of 80
245. Panasonic also failed to use best efforts and instead sought to sabotage
CoKinetic’s relationship with Delta, all with the goal of inducing Delta to drop AirPlay in favor
of Panasonic’s IFE software.
246. To this day, Panasonic continues to be in breach of its obligations to CoKinetic
under the Co-Marketing Agreement by, among other things, continuing to refuse to use its good
faith and best efforts to promote and sell AirPlay to airline customers.
247. On October 3, 2016, CoKinetic provided Panasonic yet again “with formal
written notice of its breach of the [Co-Marketing] Agreement,” by, among other things,
consistently failing to use “best efforts” to sell AirPlay to customers and “directly thwarting the
sale of AirPlay to Panasonic customers.”
248. Accordingly, CoKinetic seeks to compel Panasonic in this action to specifically
perform its obligations under the Co-Marketing Agreement, and CoKinetic also seeks to recover
damages in an amount to be determined at trial as a result of Panasonic’s material breaches.
K. Panasonic’s Tortious Interference with CoKinetic’s Existing
Contractual Relationship with Delta
249. As discussed above, Panasonic has repeatedly interfered with CoKinetic’s
existing contractual relationships, including most egregiously with respect to Delta.
250. By way of background, beginning in 2008, CoKinetic and Panasonic began
negotiations on the joint development of a comprehensive advertising and applications delivery
platform for the in-flight industry called Marketplace.
251. The Marketplace negotiations arose in response to Panasonic’s continued
anticompetitive conduct and breaches, and were intended to address CoKinetic’s notices of
breach and remedy Panasonic’s failure to properly perform. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 55 of 80
252. Panasonic negotiated the Marketplace deal with CoKinetic for more than a year,
repeatedly dragging out discussions up until the point that CoKinetic would threaten to walk
away, until finally the agreement was at last fully drafted and finalized in July 2010, at which
time Panasonic’s United States-based management told CoKinetic that the deal was approved,
pending “final approval” from Panasonic’s headquarters in Japan.
253. The unexecuted Marketplace contracts agreed to by the parties contemplated that
Panasonic would make an eight-figure upfront license fee payment to CoKinetic, in exchange for
an exclusive and unlimited license to AirPlay. As part of the agreement, CoKinetic was also to
shift its IFE business from independent software services to a revenue-sharing model based on
the joint development of an “application store . . . to market, display, and distribute software
applications to Customers . . . comprised of a . . . Panasonic-branded and controlled website to be
developed by CoKinetic . . . that enables Customers to select those applications to be deployed to
their IFE interactive platform through the App Store’s content management and distribution
architecture to be developed by CoKinetic.”
254. After several months of delay, in late October 2010, Panasonic finally claimed
that it was unable to obtain approval from Japan to license the AirPlay software as agreed in the
Marketplace contracts, and now wanted to start discussions all over again and negotiate a
different deal for CoKinetic to build and operate some form of an app store.
255. At this point, CoKinetic realized that Panasonic once again had no intention of
entering into or performing any real agreement with CoKinetic. Rather, Panasonic was
negotiating the Marketplace in bad faith, as a subterfuge to distract CoKinetic and consume
resources, all while Panasonic secretly worked to develop new IFE software, which Panasonic Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 56 of 80
hoped would mirror AirPlay capabilities, while executing on its scheme to cause Emirates,
United Airlines, and Air New Zealand to discontinue using AirPlay.
256. As a result, CoKinetic was forced in late 2010 to launch its own advertising and
content management solution called “OpenIFE,” and shortly thereafter, CoKinetic began direct
negotiations with Delta, which was interested at the time in developing a new model for IFE
advertising and transactional opportunities while revamping its IFE platform.
257. Delta management made clear to CoKinetic that it was sick and tired of dealing
with Panasonic’s monopolistic control over IFE software services and preferred to begin working
directly with CoKinetic. Accordingly, on May 16, 2011, CoKinetic and Delta entered into the
OpenIFE Agreement.
258. Pursuant to the OpenIFE Agreement, CoKinetic agreed to provide its OpenIFE
service, and in return CoKinetic and Delta agreed to share certain advertising and transactional
revenue generated on Delta’s IFE system.
259. Just as Virgin America had done several years earlier, Delta specifically advised
Panasonic that it had entered into a contract with CoKinetic to independently pursue advertising
and transactional opportunities using AirPlay, and warned Panasonic that Delta expected full
cooperation from Panasonic.
260. Not surprisingly, Panasonic did exactly the opposite, and ultimately tortiously
interfered with CoKinetic’s contractual relationship with Delta, not only by defaming CoKinetic,
but also by actively sabotaging Delta’s IFE hardware as well as the performance of CoKinetic’s
AirPlay software.
261. Among many other things, Panasonic tortiously interfered with CoKinetic’s
relationship with Delta by once again deliberately making constant changes to the Linux-Based Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 57 of 80
Panasonic Core Software without informing CoKinetic of the changes, just as it had done with
Emirates, purposely and maliciously damaging the performance of Delta’s IFE hardware in order
to sabotage AirPlay.
262. Indeed, a Panasonic employee, Sebastien Page, accidently admitted on a
conference call with Delta and CoKinetic that Panasonic was basically making changes to the
Linux-Based Panasonic Core Software “every two weeks.”
263. Stunned by this disclosure, Delta staff expressed dismay at how CoKinetic could
possibly keep its AirPlay software compatible with Panasonic’s IFE hardware, especially since
the Panasonic changes were undisclosed and undocumented.
264. On information and belief, Mr. Page was never allowed by Panasonic to
participate in conference calls with Delta and CoKinetic again.
265. Likewise, despite its contractual obligations to CoKinetic under the Panasonic
SLA and notwithstanding its repeated promises to Delta to cooperate, Panasonic refused to
provide CoKinetic with access to the source code for the Linux-Based Panasonic Core Software,
and repeatedly thwarted and interfered with CoKinetic’s ability to make AirPlay compatible with
Panasonic’s hardware.
266. Equally egregious, Panasonic cut off CoKinetic’s access to Panasonic modems on
the Delta program altogether, without explanation or justification, which prevented CoKinetic
from uploading media content, including advertising, to Delta planes wirelessly, thus forcing
CoKinetic to hire “runners” to physically enter planes to manually upload all new media and
software updates—multiplying CoKinetic’s expenses, and harming Delta’s ability to effectively
and profitably deploy advertising. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 58 of 80
267. Indeed, former Panasonic employee Michael Dierickx would later disclose to
CoKinetic that Panasonic’s program manager, Mike Easterling, had explicitly directed
Panasonic’s staff at the Delta racks to permanently block any testing of modems for Delta
aircraft during ATP testing, and further instructed staff to make false technical objections
concerning the use of modems with CoKinetic’s software regardless of any documentation
provided by CoKinetic.
268. According to Mr. Dierickx, Panasonic blocked the use of modems for Delta
aircraft in order to deliberately interfere with the deployment of media and advertising on the
Delta program and interfere with credit card processing onboard, which was being processed for
Delta by CoKinetic. Panasonic’s interference forced Delta and CoKinetic to incur additional
expenses and resulted in decreased revenue, ultimately thwarting the entire success of the Delta
program by preventing modems from ever being utilized.
269. Panasonic also repeatedly blamed CoKinetic for errors and bugs occurring on
Delta’s IFE system, even though in reality, Panasonic was the cause of, and often was purposely
causing, the issue. To illustrate, beginning in August 2012, Delta became aware of video
stuttering and pausing on its IFE hardware systems, causing significant interference with
passenger experience across several fleets.
270. Despite knowing that the video stuttering and pausing issue was impacting other
airlines that were not running on CoKinetic’s AirPlay software, Panasonic hid this fact from
Delta and continued to blame CoKinetic for the issue.
271. After more than a year of deception and blame-shifting, Panasonic finally agreed
in October 2013 to run a comprehensive troubleshooting test onboard a Delta aircraft as well as
at the Delta racks in Lake Forest, CA, which confirmed that the stuttering issue arose solely due Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 59 of 80
to a change Panasonic made to the Linux-Based Panasonic Core Software prioritizing the
allocation of video streams to specific cabins—a change Panasonic intentionally made and
maliciously failed to communicate to CoKinetic.
272. Likewise, on June 12, 2013, Panasonic reported to Delta numerous serious
performance issues with the IFE system on a newly upgraded Delta A330 aircraft—an aircraft
that happened to be slated for an important in-flight demonstration with senior Delta executives
on June 23, 2013.
273. Panasonic first attempted to blame CoKinetic for the performance issues by
releasing an initial report referencing unsuccessful uploading of an ad package and issues with
the volume of both the boarding music and the safety video, which proved false when it was
revealed on a June 14, 2013 call with Panasonic, Delta, and CoKinetic, that the CoKinetic
software had nothing to do with onboarding music.
274. Panasonic next sought to blame CoKinetic for performance issues during a fly-
along by Panasonic on the same aircraft. Specifically, on June 22, 2013, Delta wrote that
“[n]ewly modified (Lie flat) acft 3351 has significant issues with the IFE system due to what
Panasonic is describing as the CoKenetics [sic portion of the software.”
275. However, on June 24, 2013, an onboard investigation by CoKinetic in Atlanta
revealed that Panasonic had deliberately loaded Panasonic media on to Delta’s aircraft instead of
loading AirPlay formatted media as required.
276. Given Panasonic’s control over the media loading on this aircraft, and in light of
the fact that the aircraft was scheduled for a demonstration with senior Delta management, it is
obvious that Panasonic deliberately and maliciously sabotaged the aircraft in order to harm
CoKinetic and interfere with its relationship with Delta. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 60 of 80
277. The pattern of sabotage, incompetence and lack of cooperation by Panasonic
continued throughout 2013, with Panasonic refusing even to provide CoKinetic with IFE
performance data, which was necessary to properly analyze the issues Delta aircraft were
experiencing with their IFE systems.
278. Panasonic’s refusal to provide CoKinetic with access to the IFE performance data
made it impossible for CoKinetic to effectively investigate Delta’s reported IFE reliability and
performance issues. After months of delays, during which Panasonic first falsely claimed that
the performance data was proprietary to Panasonic and then falsely claimed that it was too labor-
intensive to provide, Delta was forced to intervene in April 2013.
279. Delta specifically instructed Panasonic to disclose to CoKinetic the requested
necessary IFE performance data, which quickly proved the fact that deliberate changes to the
Linux-Based Panasonic Core Software were causing the performance issues.
280. As a result, at Delta’s request, Panasonic agreed to begin providing CoKinetic
with written release notes documenting any changes to the Linux-Based Panasonic Core
Software running on Delta’s IFE hardware systems. Despite numerous requests from both Delta
and CoKinetic, to this day Panasonic has never once provided CoKinetic with a single release
note documenting any changes to the Linux-Based Panasonic Core Software running on Delta’s
IFE hardware system.
281. Instead, Panasonic continued to deliberately release critical changes to the Linux-
Based Panasonic Core Software without advising CoKinetic, purposely causing Delta’s IFE
system to repeatedly crash, all in order to deliberately and maliciously sabotage CoKinetic’s
software and destroy its relationship with Delta. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 61 of 80
282. For example, in or about 2013, Panasonic made undisclosed changes to its Linux-
Based Panasonic Core Software across the Delta fleet, impacting the settings used by the IFE
interactive software to access the “heartbeat,” a key component of the Linux-Based Panasonic
Core Software.
283. Panasonic deliberately failed to advise CoKinetic about the change, causing a
significant increase in “commanded seat resets” across Delta’s fleet—i.e., system crashes that
require crew involvement to resolve and significantly and negatively impact airline passenger
experience.
284. Rather than take responsibility and admit what it had done, Panasonic falsely
claimed to Delta that it had not made any changes to its Linux-Based Panasonic Core Software,
and maliciously claimed that the issue with seat resets on Delta aircraft was being caused by
CoKinetic’s AirPlay software.
285. The “heartbeat” issue had a severe impact on Delta’s confidence in AirPlay and
irreparably damaged its relationship with CoKinetic. Indeed, one senior leader at Delta
questioned the integrity of CoKinetic’s testing and quality assurance capabilities at a forum
attended by all Delta IFE stakeholders in Atlanta, GA.
286. The “heartbeat” issue ultimately caused extensive delay in the rollout of
CoKinetic’s software, and required an extensive investigation that eventually proved to Delta
that Panasonic had in fact made changes to its Linux-Based Panasonic Core Software, which
alone had caused the seat resets.
287. Similarly, Delta identified another technical issue on its aircraft in or about mid-
2013, when the time to destination information displayed on the map screen of the IFE system
began displaying all zeros to passengers. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 62 of 80
288. Panasonic had previously experienced this issue with several other airline
customers for which it supplied both the hardware and software services, and even knew the
source of the problem. Despite irrefutably knowing this, Panasonic intentionally and maliciously
withheld the information from CoKinetic and Delta, allowing the issue to persist without
correction, while CoKinetic was blamed and its reputation was damaged.
289. Withholding this information and delaying Delta’s ability to resolve the issue
caused further delays to the rollout of CoKinetic’s software with Delta, created additional
reliability concerns with Delta, and caused CoKinetic to suffer a significant loss in advertising
revenue from its OpenIFE service with Delta.
290. On information and belief, Panasonic engaged in these and other wrongful acts
solely to harm CoKinetic and interfere with its contractual relationship with Delta. Panasonic
even called the FAA to falsely report that CoKinetic’s use of “runners” on Delta aircraft violated
FAA regulations, despite the fact that Panasonic had itself approved the loading of
advertisements and updating of content via “runners,” which was itself only necessary because
Panasonic had deliberately thwarted testing and blocked the deployment of modems on Delta
aircraft, which would have eliminated the need for “runners” altogether.
291. In addition, starting in or about 2013, Panasonic began arbitrarily reducing the
memory limitations for CoKinetic’s software operating on Delta aircraft, once again without
disclosing the change, and once again deliberately causing CoKinetic’s software to fail, thereby
further damaging CoKinetic’s reputation and relationship with Delta.
292. Further, starting in about 2014, Panasonic field engineers and technical support
personnel began intimidating and interfering with the team of “runners” contracted by Delta Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 63 of 80
under the management of CoKinetic, who were utilized by Delta and CoKinetic to conduct
offloads and uploads on Delta aircraft.
293. To illustrate, Panasonic personnel would routinely turn off the power systems and
unplug network cables while runners were working, deliberately sabotaging media and data
transfers. Panasonic personnel would likewise harass the runners by telling them that CoKinetic
had lost the Delta contract and they would soon be fired.
294. Also in or about Spring 2014, while CoKinetic and Delta were operating under
the OpenIFE Agreement, a Delta employee, Selena Chen, inadvertently forwarded a spreadsheet
to CoKinetic reflecting plans for Delta’s migration from AirPlay back to Panasonic’s IFE
software. On information and belief, Ms. Chen was subsequently fired for this mistake.
295. Similarly, in June 2014, a Panasonic employee, Chiaki Maeda, posted a document
to a file server shared between Delta, Panasonic, and CoKinetic. The document was a
spreadsheet reflecting plans dating back to 2013 for Delta to discontinue AirPlay and migrate
back to Panasonic’s IFE software. Tellingly, just one day later, CoKinetic received a written
communication from Ms. Maeda claiming that the document was inadvertently posted to the
shared file server and requesting that CoKinetic delete it.
296. Worse still, on information and belief, Panasonic again used illicit inducements,
including expensive gifts, excursions and entertainment, and provided other items of significant
value to Delta employees, such as television sets, in order to influence and induce Delta to
discontinue using AirPlay in favor of Panasonic software and media services.
297. Panasonic’s tortious interference set forth above ultimately induced Delta to
repeatedly breach its contract with CoKinetic, including by failing to deploy AirPlay on Delta Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 64 of 80
aircraft in accordance with its contractual obligations, failing to show advertising and apps on
Delta aircraft using OpenIFE, and failing to secure cooperation with respect to Panasonic.
298. CoKinetic subsequently resolved its breach claim as to Delta pursuant to the terms
of an amendment to the OpenIFE Agreement, dated July 1, 2014, which remains in effect.
299. In or about late 2015 or early 2016, Delta began migrating the IFE systems on
certain Delta aircraft from CoKinetic software to Panasonic software, which it continues to be in
the process of doing. Today, approximately 135 Delta aircraft continue to use CoKinetic’s
Airplay software, down from nearly 400 aircraft in 2016.
300. But for Panasonic’s tortious interference with CoKinetic’s contractual relationship
with Delta, CoKinetic reasonably expected that Delta would not have breached its obligations to
CoKinetic.
L. Panasonic’s Tortious Interference with CoKinetic’s Prospective
Contractual Relationships
301. Panasonic also tortiously interfered with CoKinetic’s prospective contractual
relationships, including with Delta, United Airlines, Air Canada, and Air New Zealand.
302. First, as stated above, but for Panasonic’s tortious interference with CoKinetic’s
relationship with Delta, CoKinetic reasonably expected that Delta would have continued in and
renewed its contractual relationship with CoKinetic.
303. Second, CoKinetic and United Airlines engaged in negotiations in or about 2011
regarding United Airlines’ expanded use of AirPlay and OpenIFE. On information and belief,
Panasonic actively thwarted that potential relationship. Several years later, in or about early-to-
mid 2015, CoKinetic and United Airlines engaged in renewed negotiations concerning the use of
AirPlay and OpenIFE in connection with new IFE hardware systems that United Airlines was in
the process of acquiring. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 65 of 80
304. On information and belief, Panasonic quickly became aware of the potential
renewed business activity in the relationship between CoKinetic and United Airlines.
305. Subsequently, CoKinetic learned from United Airlines that a Panasonic employee,
David Hollow, falsely advised United Airlines that CoKinetic was in financial trouble and going
out of business.
306. Moreover, Mr. Hollow himself told CoKinetic that AirPlay would no longer be
offered through Panasonic. Thereafter, United Airlines employee, Scott Braun, advised
CoKinetic that Panasonic had informed Mr. Braun that Panasonic would not work with
CoKinetic.
307. On information and belief, Panasonic continued to defame and disparage
CoKinetic to United Airlines through 2016 and refused to allow United Airlines to use AirPlay
on new Panasonic IFE hardware purchases. Indeed, United Airlines was required to purchase
Panasonic’s IFE software tied together with its IFE hardware.
308. On information and belief, in or about the end of 2015 or the beginning of 2016,
United Airlines accepted a large up-front cash rebate in exchange for purchasing Panasonic’s
IFE hardware system tied together with Panasonic’s IFE software.
309. But for Panasonic’s tortious interference with CoKinetic’s relationship with
United Airlines, CoKinetic reasonably anticipated it would have entered into a contract with
United Airlines.
310. Third, CoKinetic engaged in discussions with Air Canada in 2014 and 2015
concerning the deployment of AirPlay on its aircraft.
311. In March 2014, Air Canada employee, Eric Lauzon, informed CoKinetic that
during one of his visits to Panasonic’s headquarters in California, Panasonic employees advised Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 66 of 80
him to avoid CoKinetic because the company was in financial distress, going out of business,
and the quality of its AirPlay software was extremely poor, all of which was false and highly
defamatory.
312. Subsequently, in February 2015, Mr. Lauzon advised CoKinetic that despite Air
Canada’s preference to use AirPlay, Panasonic had told Air Canada that the choice of software
was not theirs to make and they did not have a choice as to whether or not Air Canada would use
Panasonic’s IFE software.
313. But for Panasonic’s tortious interference with CoKinetic’s relationship with Air
Canada, CoKinetic reasonably anticipated that it would have entered into a contractual
relationship with Air Canada.
314. Finally, after CoKinetic’s IFE software was already installed and operating on Air
New Zealand pursuant to the Panasonic SLA, Panasonic told Air New Zealand that Panasonic no
longer offered AirPlay on the Panasonic platform, and that Air New Zealand should stay away
from CoKinetic.
315. Subsequently, Air New Zealand sent a request for information to CoKinetic
concerning the licensing of AirPlay in connection with the purchase of additional IFE hardware,
and was once again told by Panasonic that it was not offering AirPlay with its IFE hardware
systems.
316. In or about 2014, Air New Zealand informed CoKinetic that it would be dropping
AirPlay in favor of Panasonic’s IFE software. But for Panasonic’s tortious interference with
CoKinetic’s relationship with Air New Zealand, CoKinetic reasonably expected that Air New
Zealand would have continued its relationship with CoKinetic.
Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 67 of 80
CLAIMS FOR RELIEF
Count One
Violation of Section 2 of the Sherman Act – Attempted Monopolization

317. CoKinetic realleges paragraphs 1 through 316 and incorporates them herein by
reference.
318. Panasonic engaged in anticompetitive and exclusionary conduct, with the specific
intent to destroy competition from CoKinetic and any other competitor in order to establish and
maintain a monopoly in the Panasonic IFE Software and Media Services Market.
319. Specifically intending to create and maintain a monopoly in the Panasonic IFE
Software and Media Services Market, Panasonic has, among other things:
a. denied access to the source code for the Linux-Based Panasonic Core
Software, which is required for competitors in the Panasonic IFE Software
and Media Services Market to provide software services compatible with
Panasonic’s IFE hardware;
b. sabotaged the performance of CoKinetic’s software products and services
in order to prevent competition in the Panasonic IFE Software and Media
Services Market;
c. tortiously interfered with CoKinetic’s existing and prospective contractual
relationships in order to prevent competition in the Panasonic IFE
Software and Media Services Market;
d. made defamatory statements about CoKinetic to actual and potential
CoKinetic customers in order to prevent competition in the Panasonic IFE
Software and Media Services Market;
e. engaged in unlawful tying of IFE software services to IFE hardware; Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 68 of 80
f. engaged in unlawful refusals to deal; and
g. engaged in unlawful leveraging of monopoly power in the IFE hardware
market to obtain and maintain monopoly power in the Panasonic IFE
Software and Media Services Market.
320. Panasonic’s actions have created a dangerous probability that it will establish a
monopoly in the Panasonic IFE Software and Media Services Market, and in fact, enabled it to
establish a monopoly in the Panasonic IFE Software and Media Services Market, including, on
information and belief, by way of obtaining a market share in excess of 95%.
321. Panasonic’s conduct has injured competition and directly and proximately caused
injury to CoKinetic’s business. As the kind of injury that the antitrust laws were intended to
protect against, CoKinetic’s injury constitutes antitrust injury.
322. Panasonic has thus violated Section 2 of the Sherman Act, 15 U.S.C. § 2, and
CoKinetic has standing to recover damages thereby.
323. Accordingly, pursuant to Section 2 of the Sherman Act, 15 U.S.C.A. § 2,
CoKinetic seeks injunctive relief ordering an immediate end to Panasonic’s attempted and actual
unlawful monopolization of the Panasonic IFE Software and Media Services Market.
324. CoKinetic also seeks to recover compensatory damages, future damages, treble
damages, and attorneys’ fees for Panasonic’s attempted and actual unlawful monopolization, all
in an amount to be determined at trial but believed to be in excess of $100 million.
Count Two
Violation of Section 2 of the Sherman Act – Monopolization

325. CoKinetic realleges paragraphs 1 through 324 and incorporates them herein by
reference. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 69 of 80
326. Panasonic possesses monopoly power in the Panasonic IFE Software and Media
Services Market, including, on information and belief, by way of its market share in excess of
95%.
327. Panasonic has purposefully and willfully obtained and maintained its monopoly
power in the Panasonic IFE Software and Media Services Market through exclusionary conduct
and anticompetitive means. Specifically, among other actions, Panasonic has:
a. denied access to the source code for the Linux-Based Panasonic Core
Software, which is required for competitors in the Panasonic IFE Software
and Media Services Market to provide software services compatible with
Panasonic’s IFE hardware;
b. sabotaged the performance of CoKinetic’s software products and services
in order to prevent competition in the Panasonic IFE Software and Media
Services Market;
c. tortiously interfered with CoKinetic’s existing and prospective contractual
relationships in order to prevent competition in the Panasonic IFE
Software and Media Services Market;
d. made defamatory statements about CoKinetic to actual and potential
CoKinetic customers in order to prevent competition in the Panasonic IFE
Software and Media Services Market;
e. engaged in unlawful tying of IFE software services to IFE hardware;
f. engaged in unlawful refusals to deal; and Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 70 of 80
g. engaged in unlawful leveraging of monopoly power in the IFE hardware
market to obtain and maintain monopoly power in the Panasonic IFE
Software and Media Services Market.
328. Panasonic’s conduct has injured competition and directly and proximately caused
injury to CoKinetic’s business. As the kind of injury that the antitrust laws were intended to
protect against, CoKinetic’s injury constitutes antitrust injury.
329. Panasonic has thus violated Section 2 of the Sherman Act, 15 U.S.C. § 2, and
CoKinetic has standing to recover damages thereby.
330. Accordingly, pursuant to Section 2 of the Sherman Act, 15 U.S.C.A. § 2,
CoKinetic seeks injunctive relief ordering an immediate end to Panasonic’s unlawful
monopolization of the Panasonic IFE Software and Media Services Market.
331. CoKinetic also seeks to recover compensatory damages, future damages, treble
damages, and attorneys’ fees for Panasonic’s unlawful monopolization, all in an amount to be
determined at trial but believed to be in excess of $100 million.
Count Three
Violation of California Unfair Competition Law (CA Bus. & Prof. Code §§ 17200 et
seq.)

332. CoKinetic realleges paragraphs 1 through 331 and incorporates them herein by
reference.
333. Beginning in or about 2006, and continuing thereafter to the present day,
Panasonic committed acts of unfair competition, as defined by Section 17200 et seq. of the
California Business and Professions Code.
334. The acts, omissions, misrepresentations, practices and non-disclosures of
Panasonic, as alleged herein, constitute unfair competition by means of unfair, unlawful and/or Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 71 of 80
fraudulent business acts or practices within the meaning of California Business and Professions
Code, Section 17200 et seq. Panasonic’s actions as alleged herein constitute violations of other
California laws, including among other things, defamation and tortious interference with
prospective and existing contractual relations in violation of California law.
335. CoKinetic has been damaged as a direct result of Panasonic’s unfair and unlawful
competition.
336. As a result of the foregoing, CoKinetic seeks injunctive relief ordering an
immediate end to Panasonic’s unfair competition in the Panasonic IFE Software and Media
Services Market.
337. Pursuant to Section 17200 et seq. of the California Business and Professions
Code, CoKinetic seeks to recover restitution damages for Panasonic’s unfair competition,
including its attempted and actual, unlawful monopolization of the Panasonic IFE Software and
Media Services Market, defamation, and tortious interference with prospective and existing
contractual relations, all in an amount to be determined at trial but believed to be in excess of
$100 million.
Count Four
Breach of the GNU GPL

338. CoKinetic realleges paragraphs 1 through 337 and incorporates them herein by
reference.
339. Version 2 of the GNU GPL is a valid and binding contract.
340. CoKinetic, as a member of the public, is an intended third-party beneficiary of the
GPL.
341. Panasonic’s use of the Linux-Based Panasonic Core Software is governed by
Version 2 of the GNU GPL. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 72 of 80
342. Panasonic materially breached Version 2 of the GNU GPL by refusing to publicly
disclose the source code to the Linux-Based Panasonic Core Software, even though its own right
to install, use and modify the Linux Source Code is conditioned on free third-party distribution
of the source code to the Linux-Based Panasonic Core Software, pursuant to Version 2 of the
GNU GPL.
343. CoKinetic has specifically requested the source code to the Linux-Based
Panasonic Core Software on several occasions in 2016. Panasonic refuses to provide CoKinetic
with the requested source code.
344. CoKinetic has suffered damages as a direct result of Panasonic’s material breach
of the GPL.
345. Accordingly, CoKinetic seeks to compel Panasonic to specifically perform its
contractual obligation, pursuant to Version 2 of the GNU GPL, by publicly disclosing and
distributing the source code for every version of the Linux-Based Panasonic Core Software
released by Panasonic.
346. Additionally, CoKinetic seeks to recover compensatory damages for Panasonic’s
pervasive and ongoing material breaches of Version 2 of the GNU GPL, all in an amount to be
determined at trial but believed to be in excess of $100 million.
Count Five
Breach of the Panasonic SLA

347. CoKinetic realleges paragraphs 1 through 346 and incorporates them herein by
reference.
348. CoKinetic and Panasonic are parties to the Panasonic SLA, which is a valid and
binding contract governed by New York law. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 73 of 80
349. CoKinetic performed its contractual obligations by complying with the Panasonic
SLA’s terms.
350. Panasonic materially breached the Panasonic SLA by repeatedly failing to meet
its obligation to provide all necessary technical materials for CoKinetic to create compatible
versions of AirPlay for all current and future versions of Panasonic IFE hardware, pursuant to
Section 13.1.
351. CoKinetic has suffered damages as a direct result of Panasonic’s material breach
of the Panasonic SLA.
352. Accordingly, CoKinetic seeks to compel Panasonic to specifically perform its
contractual obligation to provide CoKinetic with all hardware, technical materials,
documentation and support necessary for CoKinetic to create compatible versions AirPlay for all
current and future versions of Panasonic IFE hardware systems, pursuant to the Panasonic SLA.
353. Additionally, CoKinetic seeks to recover compensatory damages for Panasonic’s
ongoing material breaches of the Panasonic SLA, all in an amount to be determined at trial but
believed to be in excess of $100 million.
Count Six
Breach of the Co-Marketing Agreement

354. CoKinetic realleges paragraphs 1 through 353 and incorporates them herein by
reference.
355. CoKinetic and Panasonic are parties to the Co-Marketing Agreement, which is a
valid and binding contract governed by New York law.
356. CoKinetic performed its contractual obligations by complying with the Co-
Marketing Agreement’s terms. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 74 of 80
357. Panasonic materially breached the Co-Marketing Agreement by, among other
things, failing to meet its obligation to provide best efforts to promote and sell AirPlay to airline
customers pursuant to Section 2.1.
358. CoKinetic has suffered damages as a direct result of Panasonic’s material breach
of the Co-Marketing Agreement.
359. Accordingly, CoKinetic seeks to compel Panasonic to specifically perform its
contractual obligations owed to CoKinetic, including its obligation to use “best efforts” to
cooperate and sell CoKinetic’s IFE software to Panasonic’s airline customers, pursuant to the
Co-Marketing Agreement.
360. Additionally, CoKinetic seeks to recover compensatory damages for Panasonic’s
ongoing material breaches of the Co-Marketing Agreement, all in an amount to be determined at
trial but believed to be in excess of $100 million.
Count Seven
Breach of the September 7, 2007 Letter Agreement
361. CoKinetic realleges paragraphs 1 through 360 and incorporates them herein by
reference.
362. Panasonic’s express written agreement on September 7, 2007, not to disparage
CoKinetic or engage in anticompetitive conduct in the future in exchange for CoKinetic’s
agreement to, without waiver, revoke its August 17, 2007 termination of the Panasonic SLA, is a
valid and binding contract between CoKinetic and Panasonic, governed by New York law.
363. CoKinetic performed under the contract by revoking its August 17, 2007
termination of the Panasonic SLA, without waiver, and by continuing to perform its obligations
under the Panasonic SLA. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 75 of 80
364. Panasonic materially breached the September 7, 2007 letter agreement by, among
other things, repeatedly disparaging CoKinetic and engaging in other anticompetitive conduct, as
set forth herein.
365. CoKinetic has suffered damages as a direct result of Panasonic’s material breach
of the September 7, 2007 letter agreement.
366. Accordingly, CoKinetic seeks to compel Panasonic to specifically perform its
contractual obligations pursuant to the September 7, 2007 letter agreement, including its
obligation not to engage in anticompetitive conduct and not to disparage CoKinetic.
367. Additionally, CoKinetic seeks to recover compensatory damages for Panasonic’s
material breach of its obligation not to disparage CoKinetic or engage in anticompetitive conduct
pursuant to the September 7, 2007 letter agreement, all in an amount to be determined at trial but
believed to be in excess of $100 million.
Count Eight
Tortious Interference with Existing Contracts

368. CoKinetic realleges paragraphs 1 through 367 and incorporates them herein by
reference.
369. Panasonic is and has been aware of CoKinetic’s contractual relationship with
Delta through the Panasonic SLA, Co-Marketing Agreement, and Panasonic’s own relationship
with Delta.
370. Panasonic took deliberate and unlawful actions with respect to Delta that were
designed solely to disrupt, and in fact did disrupt, the contractual relationships between
CoKinetic and Delta, including by defaming and disparaging CoKinetic and sabotaging the
performance of AirPlay. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 76 of 80
371. Panasonic’s unlawful interference was not justified and directly induced Delta to
materially breach its contract with CoKinetic.
372. But for the intentional, wrongful, and malicious acts and interference of
Panasonic, CoKinetic reasonably expected that Delta would not have breached its contractual
obligations with CoKinetic.
373. As a direct and proximate result of Panasonic’s tortious interference, CoKinetic
suffered damages, including from Delta’s material breach procured by Panasonic and with
respect to its business relationship with Delta.
374. Accordingly, CoKinetic seeks to recover compensatory damages for Panasonic’s
deliberate and tortious interference with CoKinetic’s existing contractual relationship with Delta,
all in an amount to be determined at trial but believed to be in excess of $40 million.
Count Nine
Tortious Interference with Prospective Contractual Relations

375. CoKinetic realleges paragraphs 1 through 374 and incorporates them herein by
reference.
376. Panasonic is and has been aware of CoKinetic’s actual and potential relationships
with Delta, United Airlines, Air Canada, and Air New Zealand, by way of the Panasonic SLA,
Co-Marketing Agreement, and Panasonic’s own relationships with those customers.
377. Panasonic took deliberate and unlawful actions with respect to Delta, United
Airlines, Air Canada, and Air New Zealand, which were designed solely to harm CoKinetic and
disrupt the relationship between CoKinetic and its potential customers, including by defaming
and disparaging CoKinetic, and by sabotaging the performance of CoKinetic’s AirPlay product.
378. Panasonic’s actions were not justified. Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 77 of 80
379. But for the intentional, wrongful, and malicious acts and interference of
Panasonic, CoKinetic reasonably expected that Delta, United Airlines, Air Canada, and Air New
Zealand, each would have entered into a contractual relationship with CoKinetic.
380. As a direct and proximate result of Panasonic’s tortious interference, CoKinetic
suffered damages to its business relationships.
381. Accordingly, CoKinetic seeks to recover compensatory damages for Panasonic’s
deliberate and tortious interference with CoKinetic’s prospective contractual relationships with
Delta, United Airlines, Air Canada, and Air New Zealand, all in an amount to be determined at
trial but believed to be in excess of $100 million.
Count Ten
Defamation

382. CoKinetic realleges paragraphs 1 through 381 and incorporates them herein by
reference.
383. Panasonic intentionally published false statements concerning CoKinetic to
United Airlines in 2015. In doing so, Panasonic intentionally informed United Airlines that
CoKinetic’s software was not compatible with and would not work properly on Panasonic
hardware, and warned them to stay away from doing business with CoKinetic because it was
having financial issues, was going bankrupt, and would soon be out of business. All of this was
malicious and false. On information and belief, Panasonic employees repeated these false and
malicious statements to United Airlines in or about the first quarter of 2016.
384. Panasonic did not have the privilege or authorization to publish any such false
statements about CoKinetic.
385. Panasonic acted willfully and intentionally, and at the very least negligently, in
publishing the false statements about CoKinetic. Panasonic’s willfulness is evidenced by its Case NWNTJcvJMNROTJmhC aocument N ciled MPLMNLNT mage TU of UM
desire to convince rnited Airlines to use Panasonic’s IFE software as opposed to CoKinetic’s
AirPlay.
386. Panasonic’s false statements concerning CoKinetic injured CoKinetic’s business
and, therefore, constitute defamation per se.
387. As a result of the foregoing, CoKinetic seeks to recover compensatory and
punitive damages for Panasonic’s defamatory statements made to United Airlines, all in an
amount to be determined at trial but believed to be in excess of $40 million.
JURY DEMAND
388. CoKinetic demands a jury trial on all triable issues.
PRAYER FOR RELIEF
WHEREFORE, CoKinetic prays for the following relief:
a. under Counts One, Two, Four, Five, Six, Seven, Eight, Nine, and Ten,
compensatory damages in an amount to be proven at trial;
b. under Counts One and Two, future damages, treble damages and costs of
suit, including reasonable attorneys’ fees;
c. under Counts One, Two, and Three, a permanent injunction;
d. under Count Three, restitution damages;
e. under Count Four, specific performance for the term of the GPL requiring
Panasonic to publicly disclose the Linux-Based Panasonic Core Software;
f. under Count Five, specific performance for the term of the Panasonic SLA
requiring Panasonic to comply with Section 13.1;
g. under Count Six, specific performance for the term of the Co-Marketing
Agreement requiring Panasonic to comply with Section 2.1; Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 79 of 80
Dated: h. under Count
Seven, specific performance of the September 7, 2007 letter
agreement for the term
of the Panasonic SLA;
1. under Count Ten, punitive damages;
J. under all Counts, an award of all pre-and post-judgment interest allowed
by law; and
k. under all Counts, such additional damages and relief as the Court may
deem just and proper.
New York, New
York
March 1, 201 7
80
Respectfully submitted,
CROSB~~NSLLP
Todd A. Higgins, q. (TH 7920)
477 Madison Ave., 6th Floor
New York,
NY 10022
Ph:
(646) 452-2300
Fx: (646) 452-230 I
Attorneys.for Plaint[[{ Case 1:17-cv-01527-PKC Document 1 Filed 03/01/17 Page 80 of 80