IN THE UNITED STATES DISTRICT COURT FOR THE EASTERN DISTRICT OF MICHIGAN TechnoLines, LP and Echelon Laser Systems,

LP, Plaintiffs, v. GST AutoLeather, Inc., Defendant. ) ) ) ) ) ) ) ) ) )

Civil Action No.: Judge: Magistrate: JURY DEMANDED

COMPLAINT TechnoLines, LP and Echelon Laser Systems, LP allege against Defendant GST AutoLeather, Inc. NATURE OF ACTION 1. This is an action for patent infringement, misappropriation of trade secrets, and

unjust enrichment. Plaintiffs seek compensatory damages, punitive damages, attorneys fees, costs, and injunctive relief. JURISDICTION AND VENUE 2. This Court has federal question jurisdiction over the patent claims in this case

pursuant to 28 U.S.C. 1331 and 28 U.S.C. 1338. This Court has supplemental jurisdiction over Plaintiffs trade secret misappropriation, breach of contract, and unjust enrichment claims pursuant to 28 U.S.C. 1367. 3. This Court has personal jurisdiction over GST AutoLeather, Inc. (Defendant)

because Defendant maintains its headquarters in this District, offered for sale and sold products covered by the asserted patents for distribution within this District, and committed other acts complained of herein within this District.

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SV 346,731,212v1 7-19-11

4.

Venue is proper in the United States District Court for the Eastern District of

Michigan pursuant to 28 U.S.C. 1391(b)(1) and 28 U.S.C. 1391(b)(2). PARTIES 5. Echelon Laser Systems, LP (Echelon), a Delaware limited partnership, is a joint Masonite

venture between Masonite Corporation and TechnoLines, LP (TechnoLines).

Corporation is a Delaware Corporation, having a principal place of business in Tampa, Florida, and having additional facilities in other states, including its principal research and development facility in West Chicago, Illinois. TechnoLines is a Delaware limited partnership with a

principal place of business in Westlake, Ohio. Echelon is the primary licensee of TechnoLines patented technology relating to laser-scribing technology, and has the right to sue for infringement of the patents identified herein. 6. TechnoLines and Echelon develop and license patented laser etching technology

for scribing patterns and effects onto a wide range of materials, including fabrics and leather. TechnoLines three subsidiaries, TechnoBlast, LLC, TechnoLinear, LLC, and TechnoEtch, LLC, also develop the patented laser etching technology. 7. Defendant is a Delaware corporation with a principal place of business in Defendant also has facilities in Livonia, Michigan, Los Angeles,

Southfield, Michigan.

California, and Cincinnati, Ohio, as well as facilities in Mexico, Japan, China, and Argentina. Defendant is owned by Asia-based private equity firm Advantage Partners, LLP, and is affiliated with CUINBA, SRL, and Seton Co. Defendant sells leather for use in automotive interiors for distribution throughout the United States, including this District. ALLEGATIONS COMMON TO ALL COUNTS 8. TechnoLines is a small business run primarily by Darryl Costin, Sr., and members 2

of his family. Throughout the 1990s, TechnoLines developed a number of new laser scribing technologies, including the ability to scribe fabrics and leathers without burning them. This revolutionary technology had the potential to replace more expensive embossing, etching and wearing techniques used in a variety of industries. 9. TechnoLines applied for, and received, a number of patents covering its laser

etching technology. 10. TechnoLines invests a significant amount of its time and resources in developing

markets for its patented technology. 11. TechnoLines began working with Defendant in 2004. At that time, Defendant

was aware of TechnoLines proprietary and patented technology. In fact, Defendant was so interested in TechnoLines proprietary laser etching technology that Defendant offered to pay TechnoLines for the exclusive right to use TechnoLines proprietary and patented technology in the automotive interiors market. On information and belief, Defendant worked to promote and sell leather etched with TechnoLines proprietary technology within the automotive industry. 12. When Defendant was not immediately successful in selling leather etched with

TechnoLines proprietary technology, it elected to give up its exclusive position with respect to TechnoLines technology in that field, but continued to develop products with TechnoLines and to market such products to the automotive industry. 13. On July 5, 2005, Defendant and TechnoLines entered into a Mutual Non-

Disclosure Agreement that memorialized their earlier exclusive relationship, as well as their ongoing non-exclusive relationship. The Mutual Non-Disclosure Agreement also memorialized Defendants agreement to use TechnoLines confidential and proprietary information solely for use in developing a relationship with TechnoLines, and Defendants agreement to return or 3

destroy all of TechnoLines confidential information should Defendant choose to end the relationship. 14. Defendant continued to work with TechnoLines for several years after entering

into the Mutual Non-Disclosure Agreement. During the course of this relationship, Defendant has visited TechnoLines headquarters on several occasions. While at TechnoLines

headquarters, Defendant observed TechnoLines extensive patent portfolio, copies of which are on display in TechnoLines conference room. Furthermore, TechnoLines has specifically

discussed the strength of its patent portfolio with Defendant on numerous occasions. 15. In mid-2009, Defendant sent TechnoLines some proposed images for a new

Dodge Ram Laramie Longhorn truck interior. Acting pursuant to its long-standing relationship with Defendant, TechnoLines applied its proprietary know-how and expertise to convert these image files to an electronic format that could be used with a laser scribing system. TechnoLines suggested changes to the proposed Dodge Ram Laramie Longhorn images and the designs reflected therein, and proposed a number of solutions and permutations for achieving the bestquality images and designs. 16. TechnoLines work on the Dodge Ram Laramie Longhorn laser etching designs

continued through 2009 and well into 2010. Throughout that period, Defendant repeatedly thanked TechnoLines for its work and effort in making the project a success. TechnoLines repeatedly provided Defendant with whatever samples, revisions and modifications it needed, often on an expedited basis. 17. On information and belief, Defendant used the samples provided by TechnoLines

to secure an order from Dodge for leather interiors containing the laser-scribed designs. 18. Pursuant to the parties prior understanding, purchase orders from Defendant to 4

TechnoLines, the Mutual Non-Disclosure Agreement, and prior course of dealing, TechnoLines billed Defendant a small amount for the time invested in the Dodge Ram Laramie Longhorn project on an ongoing basis. The parties understood that, while these billings would partially cover TechnoLines costs, TechnoLines ultimate goal was to sell and license its proprietary laser scribing technology, which Defendant would install at its plant in the event of a successful order from an automobile manufacturer. 19. Defendant worked with both TechnoLines and Echelon on the Dodge Ram

Laramie Longhorn project. In connection with that project, Echelon representatives provided their expertise to Defendant, including developing a technical solution for removing an unpleasant odor that occurred in early samples made for the Dodge Ram Laramie Longhorn project. 20. Defendant knew that the Dodge Ram Laramie Longhorn project was particularly

important to TechnoLines and Echelon, as it would demonstrate the viability of laser etching for automotive interiors and would likely lead to orders from other manufacturers. 21. Pursuant to this understanding, Defendant began negotiating the royalties to be

paid to Echelon for the use of TechnoLines proprietary laser etching technology in December, 2009. These negotiations continued into May, 2010, and included several conversations,

proposals and emails between the parties. In late April, 2010, Defendant indicated that it wanted to try and wrap up the machine purchase and licensing agreement. negotiations, Defendant communicated solely with Echelon representatives. 22. In early May 2010, as the parties were working to wrap up the machine Throughout these

purchase and license agreement, Defendant sent personnel from its plant in Mexico to observe the laser etching process at TechnoLines facilities. Defendant also visited TechnoLines facility 5

on a separate occasion to videotape the laser scribing process. In addition, Defendant sent several representatives to the TechnoLines facility to observe the laser etching process that Defendant was to implement at its own plant. TechnoLines agreed to these technical visits under the understanding that such activity was necessary so that Defendants employees would be able to operate the TechnoLines technology that would ultimately be installed in Defendants plant. 23. Despite Defendants stated intent to wrap up the purchase and licensing

agreement, Defendant suddenly, and without explanation, stopped talking to Plaintiffs about the Dodge Ram Laramie Longhorn project in May, 2010. Defendant continued to work with

TechnoLines on other projects but, as of the end of May, 2010, the Dodge Ram Laramie Longhorn project had disappeared from the parties discussions. 24. Echelon and TechnoLines assumed that Dodge had elected not to go forward with

the laser-etched leather interior, and continued to work with Defendant on other projects. 25. TechnoLines did not hear further from Defendant on the Dodge Ram Laramie

Longhorn project until December, 2010, when another company in the automotive industry called TechnoLines to congratulate TechnoLines on securing the Dodge Ram Laramie Longhorn business. 26. TechnoLines contacted Defendant to ask whether it had gone forward with the

Dodge Ram Laramie Longhorn business, and Defendant informed TechnoLines at that time that Defendant had decided to go in a different direction with respect to that business. 27. In the following months, TechnoLines discovered that Dodge was in fact

marketing a Dodge Ram Laramie Longhorn bearing the exact same laser-etched designs that TechnoLines had developed for Defendant, and which were the subject of the parties negotiations. 6

28.

On information and belief, Defendant withheld from Plaintiffs that Defendant had

used Plaintiffs confidential information, as well as Plaintiffs patented technology, to secure the Dodge Ram Laramie Longhorn contract and to manufacture the leather interior without compensating Plaintiff. Count I Infringement of U.S. Patent No. 5,990,444 (444 patent) 29. herein. 30. On November 23, 1999, U.S. Patent No. 5,990,444 (the 444 patent) issued to Plaintiffs incorporate and re-allege the preceding paragraphs as if fully set forth

Darryl J. Costin of TechnoLines. Mr. Costin assigned the 444 patent to TechnoLines, and TechnoLines has granted Echelon the right to sue for infringement of the 444 patent. A copy of the 444 patent is attached as Exhibit A. 31. Defendant has infringed, and is continuing to infringe, the 444 patent by making,

using, importing, selling, and/or offering to sell products covered by one or more of the 444 patent claims. Particularly, on information and belief, Defendant is practicing the invention claimed in the 444 patent at a manufacturing facility in Mexico, through its manufacture of laser-scribed leather for Dodge Ram Laramie Longhorn trucks, and then selling, offering for sale, importing and/or using the resulting product in the United States. 32. TechnoLines at all times advertised and promoted its laser etching technology as

patented and prominently displayed its patents, including the 444 patent, on its website and at its headquarters, which Defendant visited. 33. Defendant has at all times been aware that TechnoLines possessed patent rights

covering its laser etching technology, including the 444 patent. On information and belief, Defendants infringement has been willful and wanton. 7

Count II Infringement of U.S. Patent No. 6,140,602 34. herein. 35. On October 31, 2000, U.S. Patent No. 6,140,602 (the 602 patent) issued to Plaintiffs incorporate and re-allege the preceding paragraphs as if fully set forth

Darryl J. Costin of TechnoLines. Mr. Costin assigned the 602 patent to TechnoLines, and TechnoLines has granted Echelon the right to sue for infringement of the 602 patent. A copy of the 602 patent is attached as Exhibit B. 36. Defendant has infringed, and is continuing to infringe, the 602 patent by making,

using, importing, selling, and/or offering to sell products covered by one or more of the 602 patent claims. Particularly, on information and belief, Defendant is practicing the invention claimed in the 602 patent at a manufacturing facility in Mexico, through its manufacture of laser-scribed leather for Dodge Ram Laramie Longhorn trucks, and then selling, offering for sale, importing and/or using the resulting product in the United States. 37. TechnoLines at all times advertised and promoted its laser etching technology as

patented and prominently displayed its patents, including the 602 patent, on its website and at its headquarters, which Defendant visited. 38. Defendant has at all times been aware that TechnoLines possessed patent rights

covering its laser etching technology, including the 602 patent. On information and belief, Defendants infringement has been willful and wanton. Count III Infringement of U.S. Patent No. 6,252,196 39. herein. 40. On June 26, 2001, U.S. Patent No. 6,252,196 (the 196 patent) issued to Darryl 8 Plaintiffs incorporate and re-allege the preceding paragraphs as if fully set forth

J. Costin of TechnoLines. Mr. Costin assigned the 196 patent to TechnoLines, and TechnoLines has granted Echelon the right to sue for infringement of the 196 patent. A copy of the 196 patent is attached as Exhibit C. 41. Defendant has infringed, and is continuing to infringe, the 196 patent by making,

using, importing, selling, and/or offering to sell products covered by one or more of the 196 patent claims. Particularly, on information and belief, Defendant is practicing the invention claimed in the 196 patent at a manufacturing facility in Mexico, through its manufacture of laser-scribed leather for Dodge Ram Laramie Longhorn trucks, and then selling, offering for sale, importing and/or using the resulting product in the United States. 42. TechnoLines at all times advertised and promoted its laser etching technology as

patented and prominently displayed its patents, including the 196 patent, on its website and at its headquarters, which Defendant visited. 43. Defendant has at all times been aware that TechnoLines possessed patent rights

covering its laser etching technology, including the 196 patent. On information and belief, Defendants infringement has been willful and wanton. Count IV Infringement of U.S. Patent No. 6,664,505 44. herein. 45. On December 16, 2003, U.S. Patent No. 6,664,505 (the 505 patent) issued to Plaintiffs incorporate and re-allege the preceding paragraphs as if fully set forth

Clarence H. Martin of TechnoLines. Mr. Martin assigned the 505 patent to TechnoLines, and TechnoLines has granted Echelon the right to sue for infringement of the 505 patent. A copy of the 505 patent is attached as Exhibit D. 46. Defendant has infringed, and is continuing to infringe, the 505 patent by making, 9

using, importing, selling, and/or offering to sell products covered by one or more of the 505 patent claims. Particularly, on information and belief, Defendant is practicing the invention claimed in the 505 patent at a manufacturing facility in Mexico, through its manufacture of laser-scribed leather for Dodge Ram Laramie Longhorn trucks, and then selling, offering for sale, importing and/or using the resulting product in the United States. 47. TechnoLines at all times advertised and promoted its laser etching technology as

patented and prominently displayed its patents, including the 505 patent, on its website and at its headquarters, which Defendant visited. 48. Defendant has at all times been aware that TechnoLines possessed patent rights

covering its laser etching technology, including the 505 patent. On information and belief, Defendants infringement has been willful and wanton. Count V Misappropriation of Trade Secrets and Violation of the Uniform Trade Secrets Act (UTSA) 49. herein. 50. In addition to its patented technology, Plaintiffs possesses certain proprietary, Plaintiffs incorporate and re-allege the preceding paragraphs as if fully set forth

confidential and trade secret information and know-how including but not limited to: (a) new techniques and aesthetic concepts for scribing leather; (b) certain optimized laser power and speed settings for particular fabrics, including leather; (c) particular techniques for addressing certain odor problems that arise under particular circumstances in the laser scribing process; (d) laser system cost, setup and operation information; (e) information regarding the manufacturing capacity of laser systems; and (f) the optimal laser scribing patterns for particular types of lines and lettering. 51. This confidential and trade secret information and know-how has significant 10

economic value because, while the techniques for operating a laser scribing system are known to the public through TechnoLines extensive patent portfolio, TechnoLines has developed additional experience and know-how which enable TechnoLines to achieve greater efficiency and higher quality in the manufacture of laser-scribed leather, and such information is not generally known. 52. Defendant acknowledged the value of this confidential and trade secret

information and know-how through its execution of a non-disclosure agreement with TechnoLines. Defendant likewise acknowledged that it would not use this information other than to develop a relationship with TechnoLines. 53. Plaintiffs have undertaken reasonable efforts to maintain the secrecy of their

confidential and trade-secret information and know-how, including but not limited to limiting access to such information to authorized personnel, and requiring business partners to sign nondisclosure agreements. 54. Defendant misappropriated Plaintiffs confidential and trade secret information

and know-how. Defendant acquired Plaintiffs confidential and trade secret through improper means, including misrepresentation and theft. Plaintiffs provided certain information to

Defendant solely for use with Plaintiffs patented laser etching technology. Defendant instead made use of the confidential and trade secret information and know-how without Plaintiffs consent and, on information and belief, disclosed that information to third parties without Plaintiffs consent. 55. Defendants actions constitute a violation of the Uniform Trade Secrets Act, as

adopted by a number of states, and have harmed Plaintiffs in that Defendant is making use of Plaintiffs confidential and trade secret information without compensating Plaintiffs for the use 11

of that information, and in that Defendants actions undermine Plaintiffs position as the premier provider of laser scribing technology and know-how. Count V Breach of Contract 56. herein. 57. As a condition of receiving from TechnoLines certain proprietary, confidential Plaintiffs incorporate and re-allege the preceding paragraphs as if fully set forth

and trade secret information and know-how relating to the operation of laser scribing systems, Defendant agreed to maintain such information in confidence and to use that information solely for the purpose of developing a relationship with TechnoLines. This agreement was

memorialized in a July 5, 2005 Mutual Non-Disclosure Agreement executed by Defendant and TechnoLines. As part of that Mutual Non-Disclosure Agreement, Defendant agreed that any confidential information shared by TechnoLines would remain TechnoLines property, and that such information would be used by Defendant solely for evaluating and entering into a relationship with TechnoLines. Defendant also agreed that injunctive relief would be available in the event it breached the Mutual Non-Disclosure Agreement. Defendant further agreed to return or destroy all confidential information provided to it by TechnoLines in the event that Defendant chose to end its relationship with TechnoLines. Disclosure Agreement is attached as Exhibit E. 58. On information and belief, Defendant made use of TechnoLines confidential A copy of the Mutual Non-

information for purposes other than evaluating and entering into a relationship with TechnoLines, and disclosed TechnoLines confidential information to persons who were not authorized to receive such information pursuant to the terms of the Mutual Non-Disclosure Agreement. 12

59. Agreement. 60.

Defendants actions constitute a material breach of the Mutual Non-Disclosure

TechnoLines has no adequate remedy at law. Count VI Unjust Enrichment

61. herein. 62.

Plaintiffs incorporate and re-allege the preceding paragraphs as if fully set forth

Plaintiffs conferred a benefit on Defendant by providing Defendant with laser

system specifications, pricing, operating information, as well as information on how to scribe particular patterns onto leather using such a laser system, subject to a written confidentiality agreement and under the condition that Defendant would use Plaintiffs patented and proprietary laser etching technology should such information assist Defendant in successfully soliciting business from Dodge and/or any other entity. 63. Defendant was aware of the benefit conferred by Plaintiffs as reflected in, among

other things, the Mutual Non-Disclosure Agreement and emails thanking Plaintiffs for their valuable contribution to the Dodge Ram Laramie Longhorn project. 64. Defendant retained the benefit of the information provided by Plaintiffs and as a

result of that information received an order from Dodge for laser-inscribed leather for the Dodge Ram Laramie Longhorn. 65. It would be unjust for Defendant to retain the benefit of their contract with Dodge,

since Defendant could not have secured that contract without Plaintiffs assistance. PRAYER FOR RELIEF WHEREFORE, Plaintiffs respectfully pray that the Court grant the following relief: A. An order that Defendant infringes one or more claims of U.S. Patent Nos. 13

5,990,444, 6,140,602, 6,252,196 and 6,664,505. B. Awarding damages for Defendants infringement, in the amount of Plaintiffs lost profits or, alternatively, a reasonable royalty. C. An order that Defendants infringement was willful and wanton, and that this case is exceptional pursuant to 35 U.S.C. 285. D. An award of attorneys fees for Defendants willful, wanton and exceptional conduct. E. F. An order that Defendant breached the Mutual Non-Disclosure Agreement. Compensatory damages for Defendants breach of the Mutual Non-Disclosure Agreement. G. Compensatory and punitive damages for Defendants misappropriation of trade secret information and unjust enrichment. H. A permanent injunction requiring Defendant to cease all use of Plaintiffs patented and/or trade secret information and technology, and requiring Defendant to return all confidential and proprietary information to Plaintiffs. I. All other relief the Court deems just.

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JURY DEMAND Plaintiffs demand a trial by jury on all issues presented in this Complaint.

DATED: July 20, 2011

Respectfully Submitted, /s/ Kevin J. OShea Kevin J. OShea Mark R. Galis Cameron M. Nelson GREENBERG TRAURIG, LLP 77 West Wacker Drive, Suite 2500 Chicago, IL 60601 Telephone: (312) 456 8426 Facsimile: (312) 899 0407 Michael A. Nicodema GREENBERG TRAURIG, LLP 200 Park Avenue P.O. Box 677 Florham Park, NJ 07932-0677 Telephone: (973) 360-7900 Facsimile: (973) 301-8410 BUTZEL LONG, a professional corporation

By: /s/ Bruce L. Sendek Bruce L. Sendek (P28095) 150 West Jefferson, Suite 100 Detroit, MI 48226-4430 Telephone: (313) 225-7000
Local Counsel for TechnoLines, LP and Echelon Laser Systems

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