IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF COLUMBIA Blackboard Inc. and Blackboard Collaborate Inc.

, 650 Massachusetts Avenue, N.W. Washington, D.C. 20001 Plaintiffs, v. At Home Bondholders Liquidating Trust and Richard A. Williamson, Defendants. ) ) ) ) ) ) ) ) ) ) ) ) )

Case No. 1:12-cv-813

JURY TRIAL DEMANDED

COMPLAINT FOR DECLARATORY JUDGMENT Plaintiff Blackboard Inc. and its wholly owned subsidiary Blackboard Collaborate Inc. (collectively Blackboard), by their attorneys at McDermott Will & Emery LLP, respectfully bring this action for a declaratory judgment against Defendants At Home Bonderholders Liquidating Trust and Richard A. Williamson, its trustee. Blackboard alleges as follows: NATURE OF THE ACTION 1. This is an action arising under the Declaratory Judgment Act, 28 U.S.C. 2201 et

seq., and the patent laws of the United States, 35 U.S.C. 1 et seq. Blackboard requests a declaratory judgment that it does not infringe and has not infringed any valid and enforceable claim of U.S. Patent No. 6,155,840 (the 840 patent), entitled System and Method for Distributed Learning, and that all of the claims of the 840 patent are invalid.

THE PARTIES 2. Plaintiff Blackboard Inc. is a Delaware corporation with its principle place of

business at 650 Massachusetts Avenue, N.W., in Washington, D.C. 3. Plaintiff Blackboard Collaborate Inc. is a wholly owned subsidiary of Blackboard

Inc. In 2010, Blackboard acquired Wimba, Inc. and Elluminate USA, Inc. through a merger. Subsequently, Wimba, Inc. and Elluminate USA, Inc. were merged, with Wimba, Inc. surviving. The merged entity is now called Blackboard Collaborate Inc. Blackboard Collaborate Inc. is a Delaware corporation with its principle place of business at 650 Massachusetts Avenue, N.W., in Washington, D.C. 4. Upon information and belief, Defendant At Home Bondholders Liquidating Trust

(At Home) is a liquidating trust formed under the confirmed plan of reorganization for At Home Corporation in connection with its bankruptcy filing on September 28, 2001, Case No. 0132495-TC, in the U.S. Bankruptcy Court for the Northern District of California, San Francisco Division. 5. Upon information and belief, Defendant Richard A. Williamson (Williamson)

is a resident of New York. Williamson is trustee of At Home and is sued only in that capacity. JURISDICTION AND VENUE 6. This Court has subject matter jurisdiction over this action pursuant to 28 U.S.C.

1331, 1332, and 1338. 7. Venue is proper in this judicial district pursuant to 28 U.S.C. 1391.

FACTS GIVING RISE TO DECLARATORY JUDGMENT JURISDICTION 8. On March 22, 2011, Williamson, on behalf of and as a trustee of At Home, sued

Blackboard Inc., Wimba, Inc., and Elluminate USA, Inc. (the Blackboard Defendants) in the

U.S. District Court for the Central District of California, Los Angeles Division. Williamson also named numerous other defendants, including Microsoft, IBM, and Cisco Systems. The case is styled Richard A. Williamson v. Citrix Online LLC, et al., No. CV11-2409-AHM (C.D. Cal.) (the Citrix case). 9. In the Citrix case, Williamson alleged that At Home is the owner by assignment

of the 840 patent. 10. In the Citrix case, Williamson, on behalf of At Home, alleged that the Blackboard

Defendants infringed and continues to infringe, directly and/or indirectly, one or more claims of the 840 patent by selling products and/or services including Wimba Live Classroom, the Wimba Collaboration Suite, Elluminate vClass, the Elluminate Learning Suite, and the Blackboard Collaborate platform. 11. Subsequently, Williamson served infringement contentions on the Blackboard

Defendants, in the form of interrogatory responses, in which he appears to allege that that the Blackboard Defendants infringe the 840 patent through the sale of Blackboard Collaborate, Elluminate Live!, Wimba Classroom, Elluminate Plan!, Blackboard Collaborate enterprise instant messaging capabilities, and Wimba Pronto. 12. The Blackboard Defendants argued to Williamson that their joinder in the Citrix

case was improper under Federal Rule of Civil Procedure 20. Williamson and the Blackboard Defendants reached an agreement under which, in pertinent part: (a) the parties agreed to stipulate to dismiss their claims and counterclaims against one another, (b) Williamson agreed that within ten days of the filing of the stipulation of dismissal in the Citrix case, [Williamson] will file a new complaint against [the Blackboard Defendants] in the Central District of

California, and (c) the Blackboard Defendants agreed not to file a complaint for declaratory judgment in the interim. 13. On May 9, 2012, Williamson and the Blackboard Defendants jointly filed a

stipulation dismissing all claims and counterclaims they had brought against one another in the Citrix case without prejudice. 14. On May 16, 2012, Williamsons counsel Michael L. Myers sent the Blackboard

Defendants counsel Michael S. Nadel the following message by e-mail: Will your firm accept service on behalf of Blackboard, Elluminate, and Wimba of plaintiff Richard Williamsons new complaint? I expect we will file it in the next couple of days. The Blackboard Defendants counsel responded: Yes, I will accept service. 15. The ten day interim period during which Blackboard had agreed not to file a

complaint for declaratory judgment ended on May 19, 2012. 16. Upon information and belief, as of the filing of this Complaint on May 20, 2012,

Williamson had not filed a complaint against Blackboard in the Central District of California. COUNT I DECLARATION OF NON-INFRINGEMENT OF THE 840 PATENT 17. 18. Blackboard incorporates the foregoing allegations as if separately set forth herein. There is an actual controversy, within the meaning of 28 U.S.C. 2201 and 2202,

between At Home and Williamson, on the one hand, and Blackboard, on the other hand, concerning the infringement of the 840 patent, which requires a declaration of rights by this Court. 19. 840 patent. Blackboard has not and does not infringe any valid and enforceable claim of the

20.

Blackboard is entitled to a declaration that it does not and has not infringed any

valid and enforceable claim of the 840 patent by its manufacture, use, offer for sale, sale, and/or importation of products and/or services including Blackboard Collaborate, Blackboard Collaborate enterprise instant messaging capabilities, Wimba Live Classroom, the Wimba Collaboration Suite, Wimba Classroom, Wimba Pronto, Elluminate vClass, the Elluminate Learning Suite, Elluminate Live!, and Elluminate Plan!. COUNT II DECLARATION OF INVALIDITY OF THE 840 PATENT 21. 22. Blackboard incorporates the foregoing allegations as if separately set forth herein. There is an actual controversy, within the meaning of 28 U.S.C. 2201 and 2202,

between At Home and Williamson, on the one hand, and Blackboard, on the other hand, concerning the validity of the 840 patent, which requires a declaration of rights by this Court. 23. The claims of the 840 patent are invalid for failure to meet the requirements of

35 U.S.C. 101, 102, 103 and/or 112. 24. are invalid. DEMAND FOR JURY TRIAL 25. Blackboard demands a trial by jury on all issues so triable. REQUESTED RELIEF Blackboard asks the Court to enter judgment in its favor and against At Home and Williamson and to: a. Declare that Blackboard does not and has not infringed any valid and enforceable Blackboard is entitled to a declaratory judgment that the claims of the 840 patent

claim of the 840 patent by its manufacture, use, offer for sale, sale, and/or importation of

products and/or services including Blackboard Collaborate, Blackboard Collaborate enterprise instant messaging capabilities, Wimba Live Classroom, the Wimba Collaboration Suite, Wimba Classroom, Wimba Pronto, Elluminate vClass, the Elluminate Learning Suite, Elluminate Live!, and Elluminate Plan!; b. c. Declare that the claims of the 840 patent are invalid; Declare that this case is exceptional under 35 U.S.C. 285 and award

Blackboard its attorneys fees and expenses incurred in this action; d. e. Award Blackboard its costs pursuant to 28 U.S.C. 1920; and Grant Blackboard such further relief as the Court deems just and proper.

May 20, 2012

Respectfully submitted,

Michael S. Nadel (D.C. Bar # 470144) McDERMOTT WILL & EMERY LLP 600 Thirteenth Street, N.W. Washington, D.C. 20005 (202) 756-8000 Attorneys for Plaintiffs Blackboard Inc. and Blackboard Collaborate Inc. Of counsel: Fay E. Morisseau Daniel R. Foster Christopher D. Bright Brock Wilson McDERMOTT WILL & EMERY LLP 4 Park Plaza, Suite 1700 Irvine, California 92614 (949) 851-0633