Oracle America, Inc. v. Google Inc.

Filing 1095

AFFIDAVIT Declaration of Christopher C. Carnaval Regarding Google's Production of Android Financial Data in This Litigation by Google Inc.. (Attachments: #1 Exhibit A, #2 Exhibit B, #3 Exhibit C, #4 Exhibit D)(Van Nest, Robert) (Filed on 5/7/2012)

Attorneys' Eyes Only

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UNITED STATES DISTRICT COURT

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NORTHERN DISTRICT OF CALIFORNIA

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SAN FRANCISCO DIVISION

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ORACLE AMERICA, INC.,

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Plaintiff,

)
)

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vs.

)

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GOOGLE, INC.,

)

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10

Defendant.

No. CV 10-03561 WHA

)

______________________________)

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-- ATTORNEYS' EYES ONLY --

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Videotaped deposition of ADITYA KUMAR AGARWAL,

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taken at the law offices of King & Spalding LLP,

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333 Twin Dolphin Drive, Redwood Shores,

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California, commencing at 9:31 a.m.,

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Friday, April 8, 2011, before Leslie Rockwood,

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RPR, CSR No. 3462.

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sell Nexus One anymore.

2

Q.

Do you sell -- is there anything that exists

3

in the hardware revenue category at the moment for

4

Android?

5

A.

If you look at historicals, yes.

6

Q.

Could you explain what is included in the

7

10:13:22

hardware revenue category?

8

A.

Sales of Nexus One.

9

Q.

That is all?

10

A.

Yes.

11

Q.

So when Nexus One was discontinued, there was

12

10:13:33

no longer any hardware revenue for Android?

13

A.

Yes.

14

Q.

That was where I was trying to get to.

15

A.

Thank you.

16

Q.

It wasn't so hard.

17
18

10:13:43

Does Google keep track of its profits per
Android phone?

19

A.

No, I don't recall.

20

Q.

You don't recall --

21

A.

Uh-huh.

22

Q.

-- whether Google keeps track of its profits

23

10:14:12

for Android phones?

24

A.

Uh-huh.

25

Q.

Do you recall whether Google keeps track of

10:14:20
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its profits on other mobile devices?

2

A.

I don't know.

3

Q.

Now, when you say you don't recall, are you

4

saying you don't remember or you don't know?

5
6

A.

10:14:36

person has done it.

7
8

I don't recall if I have done it or any other

Q.

What documents or databases would I need to

look at to identify total revenues for Android?

9

A.

The documents that have already been

10

generated as part of -- as part of this deposition.

11

P&L, for example.

12
13

Q.

So I'd look at the P&L.

The

10:14:59

Are there any other

documents that I would look at?

14

A.

No.

15

Q.

No?

16

A.

Yeah, no.

17

Q.

If I wanted to find the forecast for the

18

10:15:09

business, what would I look at?

19

A.

Same.

20

Q.

It's part of the P&L.

21
22

It's part of the P&L.
10:15:26

It's not separately generate in any other
way?

23

A.

It's part of the P&L.

24

Q.

If I wanted to find the budget for Android,

25

what would I look at?

10:15:36
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A.

It's part of the P&L.

2

Q.

So everything is in the P&L?

3

A.

Yes.

4

Q.

Is there something called a P&L archive?

5

A.

I don't recall that.

6

Q.

Well, let's mark as Exhibit 16 -- okay.

7

10

Hold

on a second.

8
9

10:16:20

MS. RUTHERFORD:
just loose copies.

I can't tell if -- these are

I can't tell where one ends and one

begins.

10:16:47

11

Q.

12

and loss; correct?

13

A.

Yes.

14

Q.

Could you also explain what DTC stands for?

15

A.

Direct to consumer.

16

Q.

Other than Nexus One, did you have any direct

17
18

While he's doing that, P&L stands for profit

10:17:04

to consumer products?
A.

19

No.
MS. RUTHERFORD:

We're marking as Exhibit 16

20

a document with the heading "P&L Archives," Bates

21

Number -- starting with GOOGLE-0003945 to 949.

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23

10:17:24

(Exhibit 16 marked.)
Q.

BY MS. RUTHERFORD:

Now that you have this

24

document in front of you, do you recall what a P&L

25

archive is?

10:18:02
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A.

Yes.

2

Q.

What is it?

3

A.

Archives of P&L.

4

Q.

Is it a website that Google maintains with

5

the profit and loss statements in it?

6

A.

7

maintains.

8

Q.

10:18:12

9

It's a website that Android finance

And is it your job, among others, to post the

profit and loss statements to the P&L archives?

10

A.

I have done so in the past.

11

Q.

In fact, on Exhibit 16, it says that you

12

10:18:29

posted this particular item; correct?

13

A.

I posted it on November 2nd, 2009.

14

Q.

How often is the P&L archives updated?

15

A.

Well, as you can see, this is -- hasn't --

16

nothing has been put in here 2010, 2011.

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10:18:55

manage this page anymore.

18
19

Q.

You don't manage the page.

So we don't

When you say

"we," are you referring to Android finance?

20

A.

That's right.

21

Q.

Who manages the page?

22

A.

Android finance.

23

Q.

Well, you just said, "We don't manage this

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10:19:09

page anymore," so -A.

We don't update this page anymore.

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Q.

So the archives are dormant; correct?

2

A.

Archives are dormant.

3

Q.

No one maintains it currently?

4

A.

No one updates it currently.

5

Q.

So how do you maintain your profit and loss

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7

10:19:32

statements for Android?
A.

It's also part of our website, not part of

8

the P&L archive section.

9

been generated.

10
11
12
13
14

Q.

And that document has already

So there's a separate Android finance website

10:19:50

in which you maintain the profit and loss statements?
A.

Not a separate website.

A certain section of

the website.
Q.

Okay.

There's a separate Android finance

15

section of a website in which the profit and loss

16

statements are maintained?

17
18
19
20
21

A.

10:20:04

Separate section within the Android finance

website where P&L is currently updated.
Q.

Now, this Android finance website, what else

is maintained on that website?
A.

Anything to do with Android finance.

10:20:23
It

22

could be budgets, P&L, or any other document that we have

23

to share between our Android finance team related to --

24

related to budgets and planning.

25

Q.

How often are profit and loss statements

10:20:49
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generated by Android finance?

2

A.

Once a quarter.

3

Q.

How often -- how frequently are projections

4

generated by Android finance?

5

A.

Same.

6

Q.

Is that the same for budgets?

8

A.

Yes.

9

Q.

Are you familiar with something called the

7

10

Once a

quarter?

Android dashboards?

11

A.

12
13

10:21:04

10:21:21

I don't recall, no.
MS. RUTHERFORD:

I'd like to mark as Exhibit

17 GOOGLE-00395895 to 896.

14

(Exhibit 17 marked.)

15

Q.

BY MS. RUTHERFORD:

Are you familiar with

16

this document, which appears to be a printout from a web

17

10:21:46

page that lists all Android dashboards?

18

A.

I'm familiar with this page, yes.

19

Q.

And who maintains this page?

20

A.

Android finance team.

21

Q.

Is this where I would go to find the most

22

up-to-date information on ads revenue and Android

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10:22:18

devices?

24

A.

You would refer to the P&L.

25

Q.

If I wanted to find out what the 2010

10:22:36
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planning was for Android, would I refer to the Android

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dashboards?

3
4

A.

specifically 2010 Android head count apps?

5

Q.

6
7

Let's start with that.

10:22:58

place I would go to find it?
A.

For looking at Android head count apps 2010,

Q.

Is there another place I would also go to

yes.

10
11

Okay.

The 2010 Android head count apps, is this the

8
9

When you say "2010 planning," you mean

10:23:11

find any other 2010 planning data that I was looking for?

12

A.

You will find it as part of P&L.

13

Q.

So the next line down from 2010 planning is

14

P&L.

15

Is there -- I would have to go to a separate page to find

16

the actual P&L?

17
18

But it only says P&L head count and gives a link.

A.

No.

10:23:30

This is -- you will still find all head

count related expenses as part of our P&L -- Android P&L.

19

Q.

I understand.

The question was, if I wanted

20

something other than head count, would I have to go to a

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separate page?

22

A.

No.

23

Q.

10:23:48

No.

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25

I could get there through this link on this
page?

10:24:00
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A.

Sorry.

2

Q.

Sticking with this document, Exhibit 17 --

3

A.

Uh-huh.

4

Q.

-- there's a listing -- a heading that says

5

Can you repeat that?

P&L.

10:24:11

6

A.

Uh-huh.

7

Q.

And then the only document linked to the

8

Android dashboard is P&L head count.

9

to a separate page to find the rest of the profit and

10
11
12
13

loss statement that -A.

16

10:24:23

You will find all items on the P&L as part of

the Android P&L.
Q.

14
15

Would I have to go

I understand that.
Where would I go to find the Android P&L?

A.

It's part of -- part of our website.

It's

10:24:36

part of the main page of our website, actually.

17

Q.

The main page of the Android finance website?

18

A.

That's right.

19

Q.

Who else contributes, other than you, to the

20

Android finance website?

21

A.

Android finance team, me and Nicole Dalton.

22

Q.

That is it?

23

A.

Yes.

24

Q.

10:24:48

In the past, has there been anyone else who

25

contributes to that page?

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A.

I don't recall.

2

Q.

How far back does the data on the Android

3

web -- finance website go?

4

A.

I don't recall.

5

Q.

You don't recall.

6
7

10:25:20

Is there data from 2008 on the Android
finance page?

8

A.

I don't recall.

9

Q.

Is there data from 2009 on the Android

10

finance page?

10:25:34

11

A.

Yes, there is.

12

Q.

Is there data from 2007 on the Android

13

finance page?

14

A.

I don't recall that far back.

15

Q.

The court reporter's going to hand you what's

16

marked as Exhibit 18.

17

from the homepage of a website.

18

line says, "Home.

19

done/supported by the Android finance team."

20

(Exhibit 18 marked.)

10:25:56

21

Q.

It also appears to be a printout
And it's -- but the top

This site is your portal to all work

BY MS. RUTHERFORD:

10:26:19
Staying with the first

22

page of the document for a moment, could you explain what

23

the quarterly OC Presos are?

24

A.

I don't see anything as quarterly OC presses.

25

Q.

Right under the first sentence of the

10:26:41
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document.

2

A.

You mean quarterly OC reviews?

3

Q.

No.

It actually says, "Quarterly OC Presos."

4

MS. RUTHERFORD:

5

THE WITNESS:

6
7

Oh, Presos.

Oh, yes.

Q.

BY MS. RUTHERFORD:

A.

10:26:56

So could you explain what

We have a quarterly meeting with our

that is?

8
9

Does he have the same --

management committee called OC.

And this website

10

contains representations from those quarterly sessions as

11

well.

12

Q.

What does OC stand for?

13

A.

Operating committee.

14

Q.

10:27:12

It's the operating -- is that the operating

15
16
17
18
19

committee for Android?
A.

I don't know if this is different for Android

versus other Google.
Q.

You don't know whether those two are

distinct?

20

A.

Yes.

21

Q.

Okay.

22
23
24
25

10:27:23

dashboards."
A.

I don't know.

10:27:34

The next bullet is, "Weekly ad revenue

Could you explain what that is?
This is something we did in the past.

We

used to have weekly dashboards on ads revenues.
Q.

What is a dashboard?

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A.

Telling about -- telling about the weekly

2

status of what our ads revenues are looking like.

3

our ads revenues are looking like.

4
5

Q.

What

And then the next bullet is, "Monthly Android

P&L."

10:28:14

6

A.

Uh-huh.

7

Q.

So does Android update its profit and loss

8

statements monthly?

9
10

A.

Only quarterly.

But the P&L is broken down

into months.

11

Q.

12

10:28:23
Okay.
MS. RUTHERFORD:

I don't believe we've ever

13

seen a monthly version of the P&L.

14

been produced, we'd ask that you produce them at this

15

time.

16

Q.

17
18
19

The next bullet is -MR. BABER:

Q.

So if those have not

Your request is noted.

BY MS. RUTHERFORD:

-- "Monthly budget versus

actual reports."

20

A.

Uh-huh.

21

Q.

So every month you -- you do a -- you show

22

10:28:41

the budget over the actuals?

23

A.

Only for engineering Android.

24

Q.

Only for engineering Android?

25

A.

Uh-huh.

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2

Q.

So that would not include other operating

expenses; is that correct?

3

A.

That would only include engineering expenses.

4

Q.

Okay.

And then there's a -- seems to be a

5

bucket in the last bullet point that says, "Other finance

6

reports and links."

7

A.

Uh-huh.

8

Q.

10:29:10

Could you explain what would be included in

9
10
11

those "Other Finance Reports" category?
A.

An example would be the section on Android

10:29:20

Market that you see as part of that page.

12

Q.

What is included in Android Market?

13

A.

Sales of paid applications on Android Market.

14

Q.

And how do you break down those sales -- or

15
16

how do you report those sales?
A.

10:29:53

We just look at the sales of paid

17

applications on Android Market and look at just -- we can

18

only look at the share that we get.

19
20
21

Q.

You -- what do you mean by you can only look

at the share that you get?
A.

10:30:10

Because we only get to keep -- we only get to

22

account for the share that we get on paid applications

23

off of Android Market.

24

that we give away to developers and/or other partners.

25

Q.

We don't get to keep anything

So just to be clear, what you just said was

10:30:34
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if I looked on the Android Market section of the Android

2

finance website, what I would find is the share of the

3

application revenue that Android keeps and no other

4

information?

5

A.

No.

You will find other information.

But

6

the most relevant metric that we look at as part of those

7

dashboards is Google's share from sales of paid

8

10:30:53

applications on Android Market.

9
10

Q.

What other information would I see on that --

on the Android Market accounting?

10:31:15

11

A.

Android Market accounting?

12

Q.

On the Android Market financing dashboard.

13

A.

You will also look -- you'll also -- you will

14

also be able to get information on the number of paid

15

transactions in a given time period.

16

else.

17
18
19
20
21

Q.

I don't recall what

10:31:32

Could you tell me what "number of paid

transactions" means?
A.

Number of transaction from a paid -- of paid

applications on Android Market.
Q.

10:31:56

I believe you said earlier that Google makes

22

forecasts or projections for the Android business

23

quarterly; is that correct?

24

A.

We do forecasts for Android quarterly.

25

Q.

How accurate have those calculations been?

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A.

I haven't looked at and done analysis on

2

those -- done analysis on those projections as to how

3

accurate they have been.

4
5

Q.

Do you know whether Ms. Dalton has done

analysis on the accuracy of those forecasts?

10:32:36

6

A.

No, I don't believe so.

7

Q.

Who is responsible for generating those

8

forecasts?

9

A.

We are.

And we also work with a central team

10

who typically depends on our inputs to generate those

11

projections.

12

Q.

10:32:52

When you say "we are responsible for

13

generating the forecasts," are you referring to you and

14

Ms. Dalton?

15

A.

Yes.

16

Q.

And when you refer to the "central team," who

17

10:33:04

are you referring to?

18

A.

I'm referring to a team under one of our

19

finance directors.

20

to give us these P&Ls on a quarterly basis.

21

they depend on us to give them insights into the business

22

and question -- if we have questions on any of these

23

numbers, we go to them.

24

consistent methodology to generate P&L on a quarterly

25

basis.

They're the ones who are responsible
And then

10:33:19

But they're the ones who use a

10:33:41
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Q.

Who is on the central team?

2

A.

We usually work with a person named

3

Danielle Romain.

4
5

Q.

Could you spell the last name for the court

reporter, please?

10:33:59

6

A.

R-o-m-a-i-n.

7

Q.

And you said that the central team that

8

includes Mr. Romain --

9

A.

Sorry.

10

Q.

Oh, Miss Romain.

11

Correction, Ms. Romain.
Sorry.

10:34:11

-- uses a consistent methodology to generate

12

the profit and loss statement.

13

methodology is?

14

A.

Can you explain what that

Actually, I -- I don't know what the

15

methodology is.

16

expenses, for example, sales expenses, for example, to

17

Android.

18
19

They use a way of allocating engineering

10:34:28

And then we get that information from her.
Q.

Is this methodology consistent across Google,

A.

I only see Android's portion.

Inc.?

20

So I don't

21

know if -- I will not be able to comment on the other

22

10:34:48

areas.

23
24
25

Q.

When you say it's a consistent methodology,

do you mean consistently used in the business of Android?
A.

Consistently used for Android P&L.

10:34:59
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2

Q.

-- they seem to mostly align for the quarters

that are there --

3

A.

Uh-huh.

4

Q.

-- with the exception of -- for the second

5

quarter of 2010, which is off by 1.1 million in the

6

search ad revenue, if you look at the two together.

7
8

MR. BABER:

MS. RUTHERFORD:

The profit and
11:50:29

THE WITNESS:

And which page are you looking

at?

13
14

Exhibit 20.

loss statement.

11
12

What's the second one

you want to look at together?

9
10

I'm sorry.

11:50:17

Q.

BY MS. RUTHERFORD:

Q2.

So that would be on

the second page of the profit and loss statement report.

15

A.

Uh-huh.

Uh-huh.

16

Q.

The -- if you -- until then, if you look at

17

the two together, they largely align, with the exception

18

of how many decimal points they go out, until you get to

19

the second quarter of 2010, in which there's a little

20

over $1 million difference in this search ad revenue.

11:50:40

21
22
23

11:50:59

Do you know what accounts for the difference
here?
A.

Sure.

These documents would be a different

24

point in time.

This one that I'm looking at, Android

25

Earnings Report, is as of 15 July, time frame, as the

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date says on this.

This (indicating), I don't know what

2

the as-of date is.

Probably a little more recent than

3

the earnings report.

4

2010 numbers of 13.68 millions of search ads revenues,

5

they could have been -- this could have been -- I don't

6

know if this Q2 2010 column here is a forecast.

7

for sure, is actuals.

8

revenues for Q2 2010.

9

Q.

In which case -- in which case, Q2

11:51:37

This,

Like, 12 million in search ads

Well, otherwise, they seem to align.

10

just that one line that's off.

11

It's

off?

12

A.

Yeah.

You don't know why that's

11:51:54

I don't know why that specific line

13

item is off.

14

taken in point in time.

15

Q.

So it basically is a function of a snapshot

Is there a delay in the reporting of ad

16

revenues -- search ad revenues that may account for the

17

11:52:07

difference?

18

A.

I don't know.

19

Q.

If I wanted to make sure I was looking at the

20

most accurate data, would I look at the profit and loss

21

statement as opposed to the earnings report?

22

A.

23

statement.

24

Q.

Who receives the Android earnings reports?

25

A.

Mostly Andy and some other members in his

11:52:22

You will look at the profit and loss

11:52:33
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management team.

2
3

Q.

And when you say "Andy," you're referring to

Andy Rubin; correct?

4

A.

That is right.

5

Q.

Now, going back to Exhibit 22, which is the

6

Android Earnings Report, on the bottom it says, "Android

7

11:52:51

versus Apple trends as of the second quarter 2010."

8

A.

Uh-huh.

9

Q.

And then on the next page, it says,

10

"Percentage of total ad revenues."

11
12
13

11:53:02

Could you explain what it means by search
ads:

Android 56 percent, Apple 67 percent?
A.

So let me speak on behalf of -- for Android.

14

For Android, looking at total ads revenues and looking at

15

what percentage comes from search ads, that's 56 percent.

16
17
18
19
20
21

Q.

11:53:23

So 56 percent of Android's search revenues

comes -- revenues come from search ads?
A.

Fifty-six percent of total Android ads

revenues come from search ads.
Q.

Okay.

And so similarly, 67 percent of

11:53:45

Apple's search revenues comes from search ads?

22

A.

Not search revenues, total revenues.

23

Q.

Sorry.

24
25

Total -- I apologize.

That was my

misstatement.
Sixty-seven percent of Apple's total revenues

11:54:01
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