Oracle Corporation et al v. SAP AG et al

Filing 814

Declaration of Tharan Gregory Lanier in Support of 813 Motion for Partial Summary Judgment (FILED PURSUANT TO D.I. 810) filed by SAP AG, SAP America Inc, Tomorrownow Inc. (Attachments: # 1 Exhibit A, # 2 Exhibit B, # 3 Exhibit C, # 4 Exhibit D, # 5 Exhibit E, # 6 Exhibit F, # 7 Exhibit G, # 8 Exhibit H, # 9 Exhibit I, # 10 Exhibit J, # 11 Exhibit K, # 12 Exhibit L, # 13 Exhibit M, # 14 Exhibit N, # 15 Exhibit O, # 16 Exhibit P, # 17 Exhibit Q, # 18 Exhibit R, # 19 Exhibit S, # 20 Exhibit T, # 21 Exhibit U, # 22 Exhibit V, # 23 Exhibit W, # 24 Exhibit X)(Related document(s) 810 ) (Froyd, Jane) (Filed on 8/27/2010) Modified on 8/27/2010 (vlk, COURT STAFF).

Oracle Corporation et al v. SAP AG et al

Doc. 814 Att. 5

EXHIBIT E

Dockets.Justia.com

UYEN NGOC ANN KISHORE April 14, 2009 HIGHLY CONFIDENTIAL - ATTORNEYS' EYES ONLY
Page 1
UNITED STATES DISTRICT COURT NORTHERN DISTRICT OF CALIFORNIA SAN FRANCISCO DIVISION

ORACLE CORPORATION, a Delaware corporation, ORACLE USA, INC., a Colorado corporation, and ORACLE INTERNATIONAL CORPORATION, a California corporation, Plaintiffs, vs. SAP AG, a German corporation, SAP AMERICA, INC., a Delaware corporation, TOMORROWNOW, INC., a Texas corporation, and DOES 1 50, inclusive, Defendants. ______________________________

) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) )

No. 07 CV 1658 (PJH)

VIDEOTAPED 30(b)(6) DEPOSITION OF ORACLE INTERNATIONAL CORPORATION THROUGH ITS DESIGNEE UYEN NGOC ANN KISHORE _________________________________ TUESDAY, APRIL 14, 2009

HIGHLY REPORTED BY:

CONFIDENTIAL

ATTORNEYS' EYES ONLY

HOLLY THUMAN, CSR No. 6834, RMR, CRR (1 417372)

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MR. McDONELL:

Q.

What is your

understanding of what OEMEA is, what that business is? A. Generally speaking, OEMEA is a principal in

a commissionaire arrangement in I -- believe there's a copy of some commissionaire agreements herein. And it also is a licensor to other Oracle affiliates.
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Q.

OEMEA has certain concessionaire Is that right?

agreements. A. Q. A. Q. A. Q.

Commissionaire -I'm sorry -- what did I call them? Concessionaire. How do you pronounce the term? Commissionaire. Commissionaire agreements. And what's the

basic idea of those agreements? A. Generally speaking, commissionaire

agreement is probably most similar but -- you know, I think it's a defined term, defined legal terms within the respective jurisdiction. But it is

probably most similar to what we generally understand it to be as an undisclosed agency agreement. Q. Is it like a distribution agreement, in

that it gives the other entity the right to distribute Oracle products? A. In the broadest term of distribution

agreement, yes.

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Q.

Okay.

So who are the end -- who are the

end customers of OEMEA through these commissionaire relationships? MR. HOWARD: MR. McDONELL: Objection. Q. Companies that purchase

Oracle products and services? MR. HOWARD: lacks foundation. THE WITNESS: MR. McDONELL: Generally speaking, yes. Q. Okay. And then -- so Objection. Beyond the scope,

those customers make license and support fees to -what are the parties called that are parties to the commissionaire agreements? A. So if you take, for example, the

commissionaire agreements, the Amended & Restated Commissionaire Agreement Between OEMEA and Oracle France. Q. A. Q. Okay. And the question is? Okay. So the end user, we'll call

customer, customer makes a payment to Oracle France for software. A. Q. Yes. Oracle France pays some kind of royalty to Is that right?

OEMEA on that.

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A. Q. funds? A.

That's not correct. Okay. What happens next in the flow of

Sure.

So under the agreement -- so OEMEA

appoints Oracle France as a commissionaire to promote, market and distributes the program and support in its own name, but for the account of OEMEA. Q. Okay. So OEMEA effectively is receiving

the proceeds directly from the customer? A. Q. Finance? A. Q. at all? A. I'm sorry, could you repeat that question? That's not correct. Okay. How do the funds flow from OEMEA, if That's my general understanding. And then OEMEA pays a royalty to Oracle

Maybe I misheard. Q. Okay. So I'm just trying to see if the

funds that started out as a payment from OEMEA's customer, how those payments flow through the Oracle network of companies. A. Q. A. Okay. Okay? A French customer? I'm sorry.

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Q. A. Q.

I thought I said OEMEA's customer. Okay. So we're talking about OEMEA has a

commissionaire agreement with Oracle France which -through which they make a sale to a customer. Right? A. customer? Q. A. Q. Yes, as OEMEA's undisclosed agent. As a commissionaire. Commissionaire. Okay. The customer makes Is that Right? Are you with me so far? Okay. Oracle France makes a sale to the

a payment, and that money goes to OEMEA. right? A. That's my general understanding.

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