T-Mobile U.S.A., Inc. v AU Optronics Corporation, et al

Filing 37

Joinder re 35 Joint MOTION to Dismiss and Notice of Motion to Dismiss Philips Electronics North America Corporation's Joinder to Motion to Dismiss T-Mobile U.S.A., Inc.'s Complaint; Memorandum of Points and Authorities in Support Thereof by Philips Electronics North America Corporation. (Cullen, Brendan) (Filed on 9/15/2011)

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Garrard R. Beeney (NY Reg. No. 1656172)
([e-mail])
SULLIVAN & CROMWELL LLP
125 Broad Street
New York, New York 10004-2498
Telephone:
[phone]
Facsimile:
[phone]
Brendan P. Cullen (SBN 194057)
([e-mail])
Shawn Joe Lichaa (SBN 250902)
([e-mail])
SULLIVAN & CROMWELL LLP
1870 Embarcadero Road
Palo Alto, California 94303
Telephone:
[phone]
Facsimile:
[phone]
Attorneys for Philips Electronics North America Corporation

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UNITED STATES DISTRICT COURT

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NORTHERN DISTRICT OF CALIFORNIA

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SAN FRANCISCO DIVISION

15 IN RE TFT-LCD (FLAT PANEL)
ANTITRUST LITIGATION
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This Document Relates to:
17 Case No. 11-cv-2591
18 T-MOBILE U.S.A., INC.,
19 Plaintiff,
20 v.
21 AU OPTRONICS CORPORATION, et al.,
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Defendants.

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Master File No. M07-1827 SI
MDL No. 1827
Case No. 11-cv-2591
PHILIPS ELECTRONICS NORTH
AMERICA CORPORATION’S JOINDER
TO MOTION TO DISMISS T-MOBILE
U.S.A., INC.’S COMPLAINT;
MEMORANDUM OF POINTS AND
AUTHORITIES IN SUPPORT THEREOF
Judge: The Hon. Susan Illston
Courtroom: 10, 19th Floor
Hearing Date: October 28, 2011
Hearing Time: 9:00 a.m.

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-5PHILIPS ELECTRONICS NORTH AMERICA CORPORATION’S JOINDER
TO MOTION TO DISMISS T-MOBILE’S COMPLAINT
MASTER FILE NO. M 07-1827 SI

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MEMORANDUM OF POINTS AND AUTHORITIES

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Philips Electronics North America Corporation (“PENAC”) joins in and adopts
Defendants’ Joint Notice of Motion and Motion to Dismiss T-Mobile USA, Inc.’s (“T-Mobile”)
Complaint and writes separately to illustrate that T-Mobile’s Complaint (“Complaint” or “Compl.”) is
especially inadequate as to PENAC, and inexcusably so, given that this Court has previously dispensed
with allegations just like these concerning these very entities.1

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ISSUE TO BE DECIDED

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Rule 12(b)(6), for failure to state a claim upon which relief can be granted, where T-Mobile has failed to
plead specific allegations that PENAC participated in the alleged price-fixing conspiracy and instead
improperly attempts to rely on generalized conclusions and on irrelevant and equally conclusory
allegations concerning other entities, such as PENAC’s ultimate corporate parent Koninklijke Philips
Electronics N.V. (“Royal Philips”).

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PRELIMINARY STATEMENT

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T-Mobile’s allegations concerning PENAC are nearly identical to Nokia’s allegations
which this Court has already rejected as insufficient to state an antitrust claim against PENAC.
T-Mobile’s Complaint should be dismissed just like Nokia’s was.

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Whether T-Mobile’s claims against PENAC should be dismissed, pursuant to

Like Nokia, T-Mobile has alleged generic and conclusory statements that PENAC
participated in the conspiracy through its officers, director and agents. Like Nokia, T-Mobile has failed
specifically to connect PENAC to the purported conspiracy. And like Nokia, T-Mobile has attempted to
remedy these infirmities by seeking to hold PENAC vicariously responsible for the (equally conclusory)

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PENAC does not join in the portion of the Joint Motion arguing that the federal antitrust claims
are barred by the statute of limitations. PENAC previously signed a tolling agreement with
counsel representing a putative class of direct purchaser plaintiffs. That tolling agreement tolled
the statutes of limitation as to the federal antitrust claims because those claims had been
“asserted in the consolidated action” prior to the tolling agreement. (Declaration of Shawn Joe
Lichaa in support of Joinder, Exh. 1.) PENAC is, however, unaware of any agreement, statute,
or legal doctrine that would toll the statutes of limitation applicable to T-Mobile’s untimely statelaw claims.
-2PHILIPS ELECTRONICS NORTH AMERICA CORPORATION’S JOINDER
TO MOTION TO DISMISS T-MOBILE’S COMPLAINT
MASTER FILE NO. M 07-1827 SI

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alleged conduct of PENAC’s ultimate parent company, Royal Philips, and one of its purported joint

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ventures, now known as LG Display Co., Ltd. (“LG Display”). In dismissing Nokia’s virtually identical

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claims, this Court ruled:

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“There is nothing in paragraph 53 or elsewhere alleging how PENAC
participated in the conspiracy. Similarly, allegations and assertions about
Royal Philips and LG Display are insufficient to state a claim against
PENAC unless the complaint alleges a specific connection between
PENAC and the alleged conspiracy.”

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(Nokia Order, p. 10:14-16) (emphases added).2 T-Mobile’s allegations – which are essentially identical

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to the allegations to which the Court referred in this holding – are plainly insufficient to state a claim,
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whether federal or state, and PENAC should be dismissed from this Action.
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The only “different” allegation T-Mobile proffers against PENAC is that “[PENAC]
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participated in meetings or discussions during the Conspiracy Period with at least one other defendant or
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co-conspirator, which included discussions about prices for LCD Panels and LCD Products.”
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(Compl. ¶ 112.) This unsupported allegation does not attempt in any meaningful way to connect
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PENAC to the alleged conspiracy – indeed, if one were asked to provide an example of the kind of
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conclusory and fact-free allegation that no longer passes muster under Twombly, one could scarcely do
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better than this allegation. T-Mobile has failed utterly to meet this Court’s clear guidance that “an
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antitrust plaintiff must specifically plead how each individual defendant joined the alleged price-fixing
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conspiracy.” (Nokia Order, p. 10:19-20). T-Mobile has also fallen well short of the Ninth Circuit’s
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pleading standards as set forth in Kendall: an antitrust complaint must “answer the basic questions:
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who, did what, to whom (or with whom), where, and when?” See Kendall v. Visa U.S.A., Inc., 518 F.3d
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As noted in this Court’s order dismissing Nokia’s Complaint, “[t]he only specific allegations
regarding PENAC in the [Nokia] complaint” appeared in paragraph 53, in which Nokia “simply
allege[d] PENAC’s corporate status, that Nokia purchased LCDs from PENAC or via PENAC’s
subsidiaries, that PENAC ‘manufactured, sold, and/or distributed LCDs to other purchasers
through the United States and elsewhere,’ and that PENAC ‘participated in the conspiracy
through the actions of its officers, employees, and representatives acting with actual or apparent
authority.’” (See Order Granting Defendants’ Joint Motion to Dismiss and Granting Philips
Electronics North America Corporation’s Motion to Dismiss; Granting Leave to Amend; Case
No. M 07-1827 SI; June 29, 2010; Dkt 1824, p. 10:3-10 (“Nokia Order”) (quoting paragraph
53).) T-Mobile’s allegations are no better than Nokia’s deficient allegations. (See Compl. ¶¶ 5557.)
-3PHILIPS ELECTRONICS NORTH AMERICA CORPORATION’S JOINDER
TO MOTION TO DISMISS T-MOBILE’S COMPLAINT
MASTER FILE NO. M 07-1827 SI

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1042, 1048 (9th Cir. 2008). Like others who have attempted to plead a case against PENAC, T-Mobile

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has failed to allege how PENAC joined the conspiracy, let alone do so with specificity.

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In short, T-Mobile’s Complaint relies on conclusory allegations that do not even

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approach the pleading standard required to survive a motion to dismiss. Retention of PENAC in this

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Action, in which the allegations against it are facially insufficient, would result in the types of

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unwarranted and unfair burden and expense for PENAC against which the Supreme Court cautioned in

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Twombly. See Bell Atl. Corp. v. Twombly, 550 U.S. 554, 557-59 (2007).

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T-MOBILE’S ALLEGATIONS AGAINST PENAC

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The core of T-Mobile’s Complaint is the assertion that a group of companies participated

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in a conspiracy to fix prices for LCD panels and products containing those panels. (See Compl. ¶¶ 2-3.)

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T-Mobile focuses on allegations that some of these defendants — which T-Mobile does not allege

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included PENAC — effected the conspiracy through such communications as “Crystal Meetings,”

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which T-Mobile describes as “highly organized” meetings among those defendants and alleged co-

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conspirators to “discuss and reach agreements on LCD Panel prices, price increases, production, and

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production capacity.” (Compl. ¶¶ 95-96.) T-Mobile also relies heavily on the entry of guilty pleas by

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various defendants and named co-conspirators — again, not alleged to include PENAC or any entity

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affiliated with PENAC. (See, e.g., Compl. ¶¶ 125-36.)

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The only allegations concerning PENAC that appear in T-Mobile’s 71-page, 205-

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paragraph Complaint are found within four paragraphs where T-Mobile alternates between generalized

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assertions against PENAC and conclusory attributions to PENAC of Royal Philips’s purported conduct

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under an apparent theory of “alter ego” or “agent” liability. In total, as set forth in the Complaint, T-

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Mobile alleges that:

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“Defendant [PENAC] has its principal place of business at 3000 Minuteman
Road, Andover, Massachusetts 01810. [PENAC] is a wholly-owned subsidiary of
Philips Holdings USA, Inc., which in turn is a wholly-owned subsidiary of
Koninklijke Philips Electronics N.V. (‘Royal Philips’). During the Conspiracy
Period, Philips manufactured, marketed, sold, and/or distributed LCD Panels
incorporated into LCD Products sold in the United States.” (Compl. ¶ 55);

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-4PHILIPS ELECTRONICS NORTH AMERICA CORPORATION’S JOINDER
TO MOTION TO DISMISS T-MOBILE’S COMPLAINT
MASTER FILE NO. M 07-1827 SI

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“[PENAC’s] ultimate parent company, Royal Philips, entered into a joint venture
with its competitor, LG Electronics, Inc. in 1999 to form LG Philips LCD Co.,
Ltd., now known as LG Display Co., Ltd. LG Display Co., Ltd. was one of the
leading manufacturers of LCD Panels during the Conspiracy Period. LG Display
has admitted participation in a global conspiracy to fix LCD Panel prices, and
Royal Philips, as a player in that global market and a joint-venture owner of LG
Display, participated in the conspiracy through LG Display and through other
actions hereinafter alleged. LG Display and Royal Philips were co-conspirators in
the conspiracy, and [PENAC] was the agent and the sales and marketing
representative for Royal Philips and its divisions and subsidiaries in the United
States.” (Compl. ¶ 56);

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“[PENAC] participated in the conspiracy through the actions of its officers,
employees, and representatives acting with actual or apparent authority.
Alternatively, [PENAC] was a member of the conspiracy by virtue of its status
during the Conspiracy Period as the alter ego or agent of co-conspirator Royal
Philips. Royal Philips dominated or controlled [PENAC] regarding conspiracy
activities and used that domination or control to charge artificially high prices for
LCD Panels incorporated into LCD Products sold in the United States.”
(Compl. ¶ 57); and

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“Defendant [PENAC] participated in meetings or discussions during the
Conspiracy Period with at least one other defendant or co-conspirator, which
included discussions about prices for LCD Panels and LCD Products.”
(Compl. ¶ 112).

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ARGUMENT
“While a complaint attacked by a Rule 12(b)(6) motion to dismiss does not need detailed
factual allegations, a plaintiff’s obligation to provide the ‘grounds’ of his ‘entitle[ment] to relief’

19 requires more than labels and conclusions, and a formulaic recitation of the elements of a cause of action
20 will not do.” Twombly, 550 U.S. at 555 (citations omitted); see also Ashcroft v. Iqbal, ___ U.S. ___,
21 129 S. Ct. 1937, 1949-50 (2009); Moss v. U.S. Secret Serv., 572 F.3d 962, 969 (9th Cir. 2009); Pareto v.
22 F.D.I.C., 139 F.3d 696, 699 (9th Cir. 1998) (“[C]onclusory allegations of law and unwarranted
23 inferences are not sufficient to defeat a motion to dismiss.”). As this Court noted previously, Twombly’s
24 “‘facial plausibility’ standard requires the plaintiff to allege facts that add up to ‘more than a sheer
25 possibility that a defendant has acted unlawfully.’” Nokia Order at *2 (citing Ashcroft, 129 S. Ct. at
26 1949). Although “courts do not require ‘heightened fact pleading of specifics,’ a plaintiff must allege
27 facts sufficient to ‘raise a right to relief above the speculative level.’” Id. (citing Twombly, 550 U.S. at
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-5PHILIPS ELECTRONICS NORTH AMERICA CORPORATION’S JOINDER
TO MOTION TO DISMISS T-MOBILE’S COMPLAINT
MASTER FILE NO. M 07-1827 SI

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544, 555). The allegations against PENAC in the Complaint do not meet this standard, and as a result

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T-Mobile’s claims against PENAC here must fail.

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I.

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T-MOBILE’S FEDERAL ANTITRUST CLAIMS AGAINST PENAC SHOULD BE
DISMISSED BECAUSE THE COMPLAINT FAILS TO ALLEGE WITH THE
REQUISITE SPECIFICITY PENAC’S INVOLVEMENT IN ANTICOMPETITIVE
ACTIVITY.

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As this Court has held, an antitrust plaintiff “must allege that each individual defendant

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joined the conspiracy and played some role in it because, at the heart of an antitrust conspiracy is an

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agreement and a conscious decision by each defendant to join it.” In re TFT-LCD (Flat Panel) Antitrust

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Litig., 586 F. Supp. 2d 1109, 1117 (N.D. Cal. 2008) (emphases added). T-Mobile cannot even begin to

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meet this standard against the entity it actually sued, PENAC. Instead, T-Mobile focuses its

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(conclusory) allegations on Royal Philips. In doing so, T-Mobile has violated the fundamental teaching

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of Twombly and its progeny that requires allegations supported by “factual content that allows the court

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to draw the reasonable inference that the defendant is liable for the alleged misconduct.” Iqbal, 129 S.

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Ct. at 1949 (emphasis added).

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A.

T-Mobile Has Failed to State a Claim Against PENAC.
Very few of the allegations in T-Mobile’s Complaint actually relate specifically to

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PENAC. Indeed, the Complaint makes clear that even T-Mobile is unsure of the basis on which it seeks

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to hold PENAC liable or of the who, what, where, when and how of any misconduct by PENAC. See

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Kendall v. Visa U.S.A., Inc., 518 F.3d 1042, 1048 (9th Cir. 2008). The crux of T-Mobile’s allegations

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against PENAC is that PENAC “manufactured, sold, and/or distributed LCDs” and that PENAC

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“participated in the conspiracy through the actions of its officers, employees, and representatives acting

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with actual or apparent authority.” (Compl. ¶¶ 55, 57.) This Court rejected these very allegations when

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Nokia attempted to plead them against PENAC. (See Nokia Order, Dkt. No. 1824, pp. 8-9.)

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T-Mobile has proffered only one allegation not previously advanced by Nokia: that

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“[PENAC] participated in meetings or discussions during the conspiracy with at least one other co-

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defendant or co-conspirator.” (Compl. ¶ 112.) This allegation is almost comically vague and

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meaningless. Among the questions it raises and fails to answer are: who at PENAC? were these

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-6PHILIPS ELECTRONICS NORTH AMERICA CORPORATION’S JOINDER
TO MOTION TO DISMISS T-MOBILE’S COMPLAINT
MASTER FILE NO. M 07-1827 SI

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meetings or were they discussions? with what defendant did whoever it was from PENAC have these

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meetings or discussions? when? where? about what product or products? did these discussions or

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meetings result in some sort of agreement? about what? and among what entities? with what effect and

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duration? This allegation does not meet the standard set forth in Twombly, which requires “more than

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labels and conclusions.” Twombly, 550 U.S. at 555. It is every bit as shabby as the previously

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dismissed Nokia allegations and deserves the same fate.

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B.

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T-Mobile’s Allegations Concerning Royal Philips Are Insufficient to State a Claim
Against PENAC.
Instead of attempting specifically to connect defendant PENAC to the conspiracy,

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T-Mobile seeks to salvage its claims by imputing liability to PENAC for the purported conduct of Royal

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Philips. But Nokia tried – and failed – to do the same thing. What this Court said of Nokia’s allegations

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about Royal Philips applies with equal force to T-Mobile’s: “allegations and assertions about Royal

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Philips and LG Display are insufficient to state a claim against PENAC.” (Nokia Order, p. 9:11-13.)3
Because of the lack of allegations against PENAC, T-Mobile’s complaint may only

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survive a motion to dismiss if it has sufficiently alleged that PENAC may be held vicariously liable for

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the actions of Royal Philips under an “agency” or “alter ego” theory. Yet, T-Mobile’s conclusory

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allegations of “agency” and “control” are, if anything, even less substantial than those found wanting

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just last year. See Ferrigno v. Philips Electronics N. Am. Corp., 2010 WL 2219975 at *3-4 (N.D. Cal.

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June 1, 2010). In that case, Judge Whyte applied California law to conclude that allegations that Royal

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Philips “promotes” itself and PENAC as a single entity are insufficient to pierce the corporate veil. Id.

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Judge Whyte also rejected the contention that PENAC is Royal Philips’s agent, holding that it is

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fundamental that “in the case of a parent company that is a holding company, the subsidiary is not an

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agent.” Id. at *4 (citing Doe v. Unocal Corp., 248 F.3d 915 (9th Cir. 2001)).

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To the extent that T-Mobile seeks to hold alleged agent PENAC liable for the acts of its alleged
principal Royal Philips, T-Mobile has it backwards. Absent allegations that T-Mobile does not
make here, an agent is not liable for the actions of its principal. See Mars v. Wedbush Morgan
Securities, Inc., 231 Cal. App. 3d 1608 (1991) (“Generally, an agent is not held liable for the
fraud of a principal, unless the agent knows of or participates in the fraudulent act.”).
-7PHILIPS ELECTRONICS NORTH AMERICA CORPORATION’S JOINDER
TO MOTION TO DISMISS T-MOBILE’S COMPLAINT
MASTER FILE NO. M 07-1827 SI

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Although Judge Whyte rooted his opinion in California law, T-Mobile has failed to

2 satisfy the pleading standards of California and Delaware law, each of which requires T-Mobile to plead
3 specific factual allegations of agency or alter ego. See, e.g., Brennan v. Concord EFS, Inc., 369 F.
4 Supp. 2d 1127, 1136 (N.D. Cal. 2005) (motion to dismiss granted under California law where plaintiff
5 made only general allegations of “dominion and control” to support “alter ego” liability theory); Medi6 Tec of Egypt Corp. v. Bausch & Lomb Surgical, 2005 WL 415251, at *4 (Del. Ch. Mar. 4, 2004) (“alter
7 ego” theory insufficiently pleaded under Delaware law where plaintiff alleged no specific abuse of the
8 corporate form); Trevino v. Merscorp, Inc., 583 F. Supp. 2d 521, 531 (D. Del. 2008) (applying Delaware
9 law to dismiss parent/subsidiary agency liability claim where plaintiff failed to plead specific facts
10 establishing an agency relationship “between the corporations . . . relevant to the plaintiff’s claim of
11 wrongdoing”); Palomares v. Bear Stearns Residential Mortg. Corp., 2008 WL 686683, at *4-*5 (S.D.
12 Cal. March 13, 2008) (agency relationship between companies insufficiently pleaded under California
13 law where plaintiff made only generalized allegations of actual and/or apparent authority).4
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Because Plaintiff has failed to allege any connection between PENAC and the conspiracy

15 or adequately allege why PENAC should be held liable for the actions of Royal Philips, the Court should
16 dismiss the Complaint as to PENAC.
C.

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T-Mobile’s Allegations Concerning Non-Defendant Royal Philips Are Insufficient
To State a Claim under the Sherman and Clayton Acts.

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Even if T-Mobile’s allegations about Royal Philips could be imputed to PENAC, those

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do not adequately plead an antitrust claim. Specifically, as they appear in the Complaint, T-Mobile’s
only allegations are that:
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“[PENAC’s] ultimate parent company, Royal Philips, entered into a joint venture
with its competitor, LG Electronics, Inc. in 1999 to form LG Philips LCD Co.,

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PENAC is a Delaware corporation. (Request for Judicial Notice; Exh. A.) Typically, the law of
the state of incorporation governs determinations whether to pierce the corporate veil. See
Schlumberger Logelco Inc. v. Morgan Equip. Co., No. C-94-1776, 1996 WL 251951, at *1 (N.D.
Cal. May 3, 1996) (“In the absence of a controlling choice of law provision, the court finds that
the law of . . . the state of incorporation, governs plaintiffs’ alter ego claim.”). As evidenced by
these citations, California and Delaware law with respect to “agency” and “alter ego” liability are
virtually the same, warranting dismissal under either.
-8PHILIPS ELECTRONICS NORTH AMERICA CORPORATION’S JOINDER
TO MOTION TO DISMISS T-MOBILE’S COMPLAINT
MASTER FILE NO. M 07-1827 SI

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Ltd., now known as LG Display Co., Ltd. LG Display Co., Ltd. was one of the
leading manufacturers of LCD Panels during the Conspiracy Period.”
(Compl. ¶ 56);

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“LG Display has admitted participation in a global conspiracy to fix LCD Panel
prices, and Royal Philips, as a player in that global market and a joint-venture
owner of LG Display, participated in the conspiracy through LG Display and
through other actions hereinafter alleged.” (Compl. ¶ 56);

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“LG Display and Royal Philips were co-conspirators in the conspiracy.”
(Compl. ¶ 56); and

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“The[] co-conspirators are believed to include . . . Royal Philips Electronics N.V.”
(Compl. ¶ 75).

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T-Mobile’s unsubstantiated assertions that Royal Philips was a “co-conspirator[] in the

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conspiracy,” and that the “co-conspirators are believed to include . . . Royal Philips,” are just as flimsy

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as T-Mobile’s allegations concerning PENAC, and should fail for the same reasons: among many other

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things they fail to specify, they allege nothing about the “time, place, or person involved in the alleged

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conspiracies,” as required under Twombly, 550 U.S. at 565 n.10.

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Further, T-Mobile’s bald assertion that “Royal Philips, as a player in that global market

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and a joint-venture owner of LG Display, participated in the conspiracy through LG Display” does not

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approach the level of specificity required under Twombly and Kendall. Moreover, T-Mobile’s

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allegations do not even relate specifically to Royal Philips, the holding company, but, instead, refer to

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conduct that supposedly was undertaken by some entity purportedly related to Royal Philips, without

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specifying why liability for that alleged conduct should lie with either Royal Philips or PENAC. 5 (See,

20 e.g., Compl. ¶¶ 56, 75.)
21 II.

T-MOBILE’S STATE-LAW CLAIMS SHOULD BE DISMISSED FOR FAILURE TO
STATE A CLAIM.

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In addition to asserting federal antitrust claims, T-Mobile also brings claims under the

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Even if Royal Philips were liable for the actions of LG Philips, a theory that T-Mobile has not
even attempted to factually support, PENAC’s status as the subsidiary of Royal Philips is
insufficient to impose antitrust liability on PENAC. See Arnold Chevrolet LLC v. Tribune Co.,
418 F. Supp. 2d 172, 178 (E.D.N.Y. 2006) (“[I]n the antitrust context, courts have held that
absent allegations of anticompetitive conduct by the parent, there is no basis for holding a parent
liable for the antitrust violation of its subsidiary.”).

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TO MOTION TO DISMISS T-MOBILE’S COMPLAINT
MASTER FILE NO. M 07-1827 SI

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antitrust and unfair competition laws of California and New York. (Compl. ¶¶ 160-194.) Courts in each

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of those states have relied upon the federal standard to interpret state antitrust laws generally. See, e.g.,

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Beech-Nut Nutrition Corp. v. Gerber Prods. Co., 69 Fed. Appx. 350, 353 (9th Cir. 2003); Global Reins.

4 Corp. – U.S. Branch v. Equitas Ltd., 876 N.Y.S.2d 325, 327 (N.Y. Sup. Ct. 2009). As a result,
5 T-Mobile’s state-law claims against PENAC fail on the same grounds as do its Sherman Act and
6 Clayton Act claims. Critically, T-Mobile has alleged nothing specific to PENAC in support of any of its
7 state-law claims, including any allegations of sales to T-Mobile in California or New York. For the
8 same reasons that PENAC’s alleged conduct cannot serve as a basis for a federal antitrust claim,
9 T-Mobile’s state-law claims also necessarily must fail.
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CONCLUSION
For the reasons stated above, T-Mobile’s claims against PENAC should be dismissed

12 because T-Mobile’s allegations regarding PENAC fail to satisfy the minimum applicable pleading
13 requirements.
14 Dated: September 15, 2011
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Respectfully submitted,
/s/ Brendan P. Cullen
Brendan P. Cullen (SBN 194057)
Shawn Joe Lichaa (SBN 250902)
SULLIVAN & CROMWELL LLP
1870 Embarcadero Road
Palo Alto, California 94303
Telephone:
[phone]
Facsimile:
[phone]

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Garrard R. Beeney (NY Reg. No. 1656172)
SULLIVAN & CROMWELL LLP
125 Broad Street
New York, New York 10004-2498
Telephone:
[phone]
Facsimile:
[phone]

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Attorneys for Defendant Philips Electronics
North America Corporation

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-10PHILIPS ELECTRONICS NORTH AMERICA CORPORATION’S JOINDER
TO MOTION TO DISMISS T-MOBILE’S COMPLAINT
MASTER FILE NO. M 07-1827 SI