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Complaints: RSA's motion to dismiss Cylink complaint



-- RSA's motion to dismiss the Cylink complaint ------------------------------

JAMES R. BUSSELLE (SBN 75980) 
THOMAS E. MOORE III (SBN 115107) 
MARY O'BYRNE, (SBN 121067) 
TOMLINSON, ZISKO, MOROSOLI & MASER 
200 Page Mill Road, Second Floor 
Palo Alto, California 94306 
Telephone: (415) 325-8666 
 
Attorneys for Defendant 
RSA Data Security, Inc. 
 
UNITED STATES DISTRICT COURT  
NORTHERN DISTRICT OF CALIFORNIA 
 
CYLINK CORPORATION, 
Plaintiff, 
vs . 
RSA DATA SECURITY, INC., 
Defendant. 
 
CASE NO.: C 94 02332 CW 
NOTICE OF MOTION TO DISMISS 
UNDER RULE 12(b)(7) 
 
DATE: September 9, 1994 
TIME: 10:30 a.m. 
BEFORE: Hon. Claudia Wilken 
 
TO THE PLAINTIFF AND ITS COUNSEL OF RECORD: 
 
PLEASE TAKE NOTICE that on September 9, 1994 at 10:30 a.m., or as soon 
thereafter as counsel may be heard by the above entitled Court, located at 
450 Golden Gate Avenue, San Francisco, California, defendant RSA Data 
Security, Inc. will and hereby does move the Court to dismiss the action 
pursuant to Federal Rule of Civil Procedure 12(b)(7) for failure to join 
parties under Federal Rule of Civil Procedure 19. Such motion will be made 
on the grounds that Caro-Kann Corporation, Public Key Partners, the 
Massachusetts Institute of Technology and Stanford University are necessary 
parties to the action within the meaning of Rule l9(a). 
 
This motion is based on this Notice of Motion, the accompanying Memorandum 
of Points and Authorities, the Declaration of D. James Bidzos, all 
pleadings and papers on file in this action, and other such other matters 
as may be presented to the Court at the time of the hearing. 
 
Dated: July 25, 1994 
TOMLINSON, ZISKO, MOROSOLI & MASER 
By 
Thomas E. Moore III 
Attorneys for Defendant RSA Data Security, Inc. 
 

-- Arguments supporting RSA's move for dismissal ---------------------------
 
JAMES R. BUSSELLE (SBN 75980) 
THOMAS E. MOORE III (SBN 115107) 
MARY O'BYRNE, (SBN 121067) 
TOMLINSON, ZISKO, MOROSOLI & MASER 
200 Page Mill Road, Second Floor 
Palo Alto, California 94306 
Telephone: (415) 325-8666 
 
Attorneys for Defendant 
RSA Data Security, Inc. 
 
UNITED STATES DISTRICT COURT 
NORTHERN DISTRICT OF CALIFORNIA 
 
CYLINK CORPORATION, 
Plaintiff, 
vs. 
RSA DATA SECURITY, INC., 
Defendant. 
 
CASE NO.: C 94 02332 CW 
MEMORANDUM OF POINTS AND 
AUTHORITIES IN SUPPORT OF 
MOTION TO DISMISS UNDER RULE 
12(b)(7) 
 
DATE: September 9, 1994 
TIME: 10:30 a.m. 
BEFORE: Hon. Claudia Wilken 
 
TABLE OF CONTENTS 
 
I. INTRODUCTION AND ISSUES PRESENTED 
 
II. STATEMENT OF FACTS 
 
III. ARGUMENT 
 
A. Rule 19 is Designed to Protect the Interests of Absent Parties Whose 
Rights May be Impaired If the Action were to go Forward Without them 
 
B. MIT and PKP are Necessary Parties Because They Each Hold Substantial 
Rights to the MIT Patent, Including the Right to Bring an Infringement 
Action Against Cylink 
 
C. CKC and Stanford are Necessary Parties Because Each has an Interest that 
Would be Impaired if the MIT Patent were Held Invalid, and Their 
Relationship to Cylink is Such that RSA Could Not Adequately Represent 
Their Interests 
 
IV. CONCLUSION 
 
 
TABLE OF AUTHORITIES 
CASES 
 
CP National Corp. v. Bonneville Power Admin., 
928 F.2d 905 (9th Cir. 1991) 
 
Caldwell Manufacturing Co. v. Unique Balance 
Co.. Inc., 18 F.R.D. 258, 108 
U.S.P.Q. 7 (S.D.N.Y. 1955) 
 
Channel Master Corp. v. JFD Electronics 
Corp., 260 F. Supp. 568, 152 
U.S.P.Q. 687 (E.D.N.Y. 1967) 
 
Classic Golf Co. v. Karsten Manufacturing 
Co., 231 U.S.P.Q. 884 (N.D. Ill. 
1986) 
 
Dentsply International Inc. v. Centrex. Inc., 
553 F. Supp. 289, 220 U.S.P.Q. 948 
(D.-Del. 1982) 
 
Diamond Scientific Co. v. Amico. Inc., 848 
F.2d 1220 (Fed. Cir. 1988) 
 
Lear. Inc. v. Adkins, 395 U.S. 653 (1969) 
 
Messerschmitt-Boelkow-Blohm GmbH. v. Huqhes 
Aircraft Co., 483 F. Supp. 49, 208 
U.S.P.Q. 643 (S.D.N.Y. 1979) 
 
Micro-Acoustics Corp. v, Bose Corp., 493 F. 
Supp. 356, 207 U.S.P.Q. 378 
(S.D.N.Y. 1980) 
 
Shermoen v. United States. 982 F.2d 1312 (9th 
Cir. 1992) 
 
United Mine Workers of America v. Gibbs, 383 
U.S. 715 (1966) 
 
Waterman v, MacKenzie, 138 U.S. 252 (1891) 
 
 
STATUTES AND RULES 
 
Federal Rule of Civil Procedure 12(b)(7) 
 
Federal Rule of Civil Procedure l9(a) 
 
Federal Rule of Civil Procedure l9(b) 
 
 
MISCELLANEOUS 
 
6 Chisum, Patents,  21.03[4], pp. 21-300  
21-301 (1993) 
 
3A Moore, Moore's Federal Practice, 
119.05[2], p. 19.78 (2d ed. 1993) 
 
3A Moore, Moore's Federal Practice, 
119.07-1, p. 19.90-1 (2d ed. 1993) 
 
3A Moore, Moore's Federal Practice, 
1 19.07[2.--1], p. 19.103 (2d ed. 1993) 
 
 
I. INTRODUCTION AND ISSUES PRESENTED 
 
This is a declaratory relief action to invalidate a patent that permits the 
coding or "encryption" of computer data transmissions. Prior to 1990, the 
plaintiff, Cylink Corporation ("Cylink") was in the data encryption market 
as a manufacturer of computer hardware, operating under a license to the 
so-called "Stanford Patents." The defendant, RSA Data Security, Inc. 
("RSA"), was in the data encryption market as a software manufacturer, 
operating under a license to the so-called "MIT Patent." The MIT Patent is 
the subject of this invalidation action. 
 
In 1990, at Cylink's instigation, Cylink and RSA created complex inter-
relationships between each other, Stanford University ("Stanford") and the 
Massachusetts Institute of Technology ("MIT") to exploit the licensing 
potential of both sets of patents. Two new entities were created: Caro-Kann 
Corporation ("CKC"), a wholly-owned subsidiary of Cylink; and Public Key 
Partners ("PKP"), a partnership between Cylink/CKC and RSA, whose sole 
assets consist of the licensing rights to both sets of patents. 
 
By filing this action, Cylink not only seeks to pull the thread that 
unravels these inter-relationships but also hopes to do so in the absence 
of PKP, CKC, MIT and Stanford. Because (i) PKP and MIT hold significant 
rights to the MIT Patent, including the right to bring infringement actions 
and (ii) the action stands to impair the interests of CKC and Stanford, the 
action must be dismissed under Federal Rule of Civil Procedure 12(b)(7), 
subject to the joinder of those parties as necessary parties under Rule 
l9(a).[1] 
 
 
II. STATEMENT OF FACTS 
 
RSA is a local company operating out of Redwood City, California. RSA 
develops, markets and distributes encryption software. Encryption software 
utilizes complex mathematical formulas or algorithms to create unbreakable 
codes for securing computer communications, such as data transmissions over 
telephone lines via modems, from eavesdropping. [2] RSA has been a pioneer 
in the field of developing encryption software and has worked in this field 
since 1982, when it was first formed. (Bidzos Decl. 11 2, 3). 
 
The founders of RSA were three scientists from MIT, Ronald L. Rivest, Adi 
Shamir, and Leonard M. Adleman (the letters "RSA" are the initials of those 
three men). Together, they invented an algorithm which makes it possible to 
secure data transmissions. This algorithm was patented on September 20, 
1983 as U.S. Letter Patent No. 4,405,829 and entitled "Cryptographic 
Communications System and Method" (the "MIT Patent"). Rivest, Shamir and 
Adleman assigned the patent to MIT. MIT owned, and continues to own, the 
MIT Patent. (Bidzos Decl., 1 4) 
Rivest, Shamir and Adleman formed RSA, and MIT granted RSA an exclusive 
license to the MIT Patent. RSA has paid royalties to MIT ever since. 
(Bidzos Decl., 1 5) 
 
After an initial slow period, RSA grew to be successful. It developed and 
marketed an "end user" product called "MailSafe in 1986 and sold thousands 
of copies. It also developed a software tool kit which was first sold to 
Lotus Corporation in 1986 and has since been sold to many other companies 
who have acted as original equipment manufacturers or "OEM's." RSA also 
sold patent licenses for use of the MIT Patent to a modem company called 
Racal and also to Motorola and Digital Equipment. (Bidzos Decl., 1 6). 
 
During 1987 and 1988, representatives from Stanford began to claim that 
RSA's MIT Patent rights could not be used by RSA or anyone else without 
infringing patent rights owned by Stanford (the "Stanford Patents). This 
dispute was resolved when Stanford licensed rights to its patents to MIT, 
and MIT in turn passed on those rights to RSA. In exchange for those 
rights, Stanford received from MIT a portion of the royalty payments that 
RSA had been paying to MIT for RSA's use of the MIT Patent. (Bidzos Decl., 
1 7) 
 
It was at this point that plaintiff Cylink appeared on the scene. Cylink is 
primarily a hardware manufacturer -- it builds computer chips that are used 
in the data encryption process and markets them to others for incorporation 
in hardware products eventually sold to the end user customers. Before 
Stanford agreed to license rights to the Stanford Patents to MIT, Cylink 
and only a very few other companies had license rights to the Stanford 
Patents. (Bidzos Decl., 1 8). 
 
Cylink was very concerned when it discovered that RSA had acquired rights 
to the Stanford Patents through MIT. On or about October 17, 1989, Cylink's 
Chief Executive Officer, Lew Morris ("Morris"), first approached RSA by 
calling Bidzos on the telephone. Morris threatened to sue RSA unless a deal 
could be reached by which Cylink would purchase RSA. From this inauspicious 
beginning, the discussions eventually lead to how RSA and Cylink might work 
together. (Bidzos Decl., 1 9) 
 
The parties' discussions culminated in an Agreement of Intent entered into 
on April 6, 1990. Under that Agreement, Cylink and RSA each agreed to give 
up the rights to license and sublicense their respective patent rights in 
the MIT and Stanford Patents and vest those rights in a new partnership, 
PKP, exclusively. (Bidzos Decl., 1 10, Ex. A). 
 
The two partners in PKP are RSA and CKC, a wholly-owned subsidiary of 
Cylink. The sole assets of PKP are the licensing rights to the MIT and 
Stanford Patents. [3] (Bidzos Decl., 1 11). 
 
As part of the formation of PKP, the royalty payments owed to Stanford and 
MIT were simplified. To accomplish this, RSA and Cylink entered into 
amendments to their respective license agreements with MIT and Stanford. 
Under the terms of those amendments, first, the direct license arrangement 
between Stanford and MIT was essentially nullified. Second, while RSA 
remained obligated to pay royalties to MIT, and Cylink/CKC remained 
obligated to pay royalties to Stanford, the royalties owed to each 
university were based on PKP's unsegregated revenues from both the Stanford 
and MIT Patents: RSA pays MIT a percentage of PKP's distributions to RSA, 
and Cylink/CKC pays Stanford a percentage of PKP's distributions to 
Cylink/CKC.4 (Bidzos Decl., 11 12, 13, Exs. B, C). 
 
The-amendment to the MIT Patent license governs the various parties' rights 
to sue for patent infringement of the MIT Patent. Under Section 8 of that 
amendment: 
 
(a) PKP may institute an infringement action and join RSA and MIT (costs 
borne by PKP); 
(b) PKP and MIT may jointly bring such an action and join RSA (costs shared 
by PKP and MIT); 
(c) PKP and RSA may jointly bring such an action and join MIT (costs shared 
by PKP and RSA); 
(d) MIT may institute such an action with PKP's consent; and 
(e) RSA may institute such an action and join PKP and MIT (costs borne by 
RSA). (Bidzos Decl., Ex. B, pp. 13-14). 
 
Footnotes: 
 
[1] Under Rule 12(b)(7), an objection to a plaintiff's failure to join a 
party under Rule 19 may be made by motion before pleading. 3A Moore, 
Moore's Federal Practice, 119-05[2]. p. 19.78 (2d ed. 1993). 
 
[2] To explain the function of RSA's software, RSA's President, D. James 
Bidzos ("Bidzos"), describes unprotected computer communications as the 
electronic equivalent of typewritten postcards -- such communications can 
be read by anybody, and no one can be sure who wrote them. RSA sells the 
equivalent of signatures, so that the writer can be verified, and the 
equivalent of envelopes, so the messages cannot be read except by those to 
whom they are addressed. (Bidzos Decl., 1 2). 
 
[3] RSA and Cylink did not part with all of their rights to their 
respective patents. RSA and Cylink retained their right to continue to 
conduct business as they had done previously. RSA continued to market 
encryption software, and Cylink continued to market hardware incorporating 
data encryption technology. (Bidzos Decl., 1 11). 
 
[4] RSA, PKP, Cylink, CKC, MIT and Stanford are the principal parties with 
a vested interest in the validity of the MIT Patent because of the royalty 
revenue that such Patent generates for them. In addition, two other absent 
parties, David P. Newman, a Washington D.C. patent lawyer, and Prof. Martin 
E. Hellman, a Stanford professor, also receive royalties based on the MIT 
Patent and also have a vested interest in the validity of the MIT Patent. 
Because of uncertainty about the exact arrangement regarding their receipt 
of royalties, RSA is not seeking their joinder at this time. (Bidzos Decl., 
1 14). 
 
 
III. ARGUMENT 
 
A. Rule 19 is Designed to Protect the Interests of Absent Parties Whose 
Riqhts May be Impaired If the Action were to Go Forward Without them. 
 
Federal Rule of Civil Procedure 19(a) authorizes joinder of "necessary" 
parties to the action. [5] Rule l9(a) states in pertinent part: 
 
(a) Persons to be Joined if Feasible. A person who is subject to service of 
process and whose joinder will not deprive the court of jurisdiction . . . 
shall be joined as a party in the action if (1) in the person's absence 
complete relief cannot be accorded among those already parties, or (2) the 
person claims an interest relating to the subject of the action and is so 
situated that the disposition of the action in the person's absence may (i) 
as a practical matter impair or impede the persons ability to protect that 
interest or (ii) leave any of the persons already parties subject to a 
substantial risk of incurring double, multiple, or otherwise inconsistent 
obligations . . . . 
 
Thus, Rule 19 is designed to protect the interests of absent parties, as 
well as those already before the court, from multiple litigation, 
inconsistent judicial determinations or the impairment of interests or 
rights. CP National Corp. v. Bonneville Power Admin., 928 F.2d 90S, 911 
(9th Cir. 1991). 
 
A persons status as a necessary party is not judged by any precise 
formula, but depends on the context of the particular litigation. CP 
National, 928 F.2d at 912. However, "Under the Rules, the impulse is toward 
entertaining the broadest possible scope of action consistent with fairness 
to the parties; joinder of claims, parties and remedies is strongly 
encouraged." United Mine Workers of America v. Gibbs, 383 U.S. 715, 724 
(1966). Necessary-parties have therefore been described as: 
 
[T]hose `[p]ersons having an interest in the controversy, and who ought to 
be made parties, in order that the court may act on that rule which 
requires it to decide on, and finally determine the entire controversy, and 
do complete justice, by adjusting all the rights involved in it.' 
 
CP National, 928 F.2d at 912 (quoting Shields v. Barrow, 58 U.S. 130, 139 
(1855)). 
 
The context of this particular litigation requires joinder of PKP, CKC, MIT 
and Stanford as defendants. PKP and MIT are holders of substantial rights 
to the MIT Patent, including the right to bring infringement actions. CKC 
and Stanford receive significant revenues from the MIT Patent which would 
be lost if the patent were to be invalidated. Moreover, CKC and Stanford's 
relationship to Cylink is unique to them and cannot be adequately 
represented by RSA. 
 
B. MIT and PKP are Necessary Parties Because They Each Hold Substantial 
Riqhts to the MIT Patent. Including the Right to Bring an Infringement 
Action Against Cylink. 
 
MIT and PKP are necessary parties. MIT is the patent owner. MIT, PKP and 
RSA have substantial rights to the MIT Patent, including the significant 
right to bring infringement actions, subject to the other parties' right to 
join and share the costs of suit. 
 
"Generally, the patent owner is an indispensable party to a declaratory 
judgment action." Classic Golf Co. v. Karsten Manufacturing Co., 231 
U.S.P.Q. 884, 886 (N.D. Ill. 1986). The issue becomes more complex, 
however, when the patent owner transfers some kind of interest to a third 
party, who is then sued to invalidate the patent. Dentsply International 
Inc. v. Centrex. Inc., 553 F. Supp. 289, 293-4, 220 U.S.P.Q. 948 (D. Del. 
1982). At one extreme, the interest that the patent owner transferred is 
deemed to be a license, and the patent owner is deemed to be a necessary 
party to the invalidation action. Id. At the other extreme, the interest 
transferred is deemed to be an assignment, and the patent holder is not 
considered to be a necessary party. Dentsply, 553 F. Supp. at 294; see 
generally Waterman v. MacKenzie, 138 U.S. 252, 255 (1891). The rationale of 
the latter situation is that the patent owner suffers no prejudice from a 
judgment of invalidity in its absence, if the patent owner has entrusted 
the assignee with the right to protect its interests by suing for 
infringement. Messerschmitt-BoelRow-Blohm GmbH. v. Hughes Aircraft Co., 483 
P. Supp. 49, 52, 208 U.S.P.Q. 643 (S.D.N.Y. 1979). 
 
As the Dentsply court acknowledged, many cases, such as the present one, 
fall between the two extremes. DentsDly, 553 F. Supp. at 294. The Dentsdlv 
court added, however, that the court's task is simplified if the agreement 
between the parties allocates the right to sue and be sued on the patent. 
Id. The allocation of the right to sue for infringement under the parties' 
agreement is the "true test" that determines the identities of the 
necessary parties. Channel Master Corws. v. CFD Electronics CorD., 260 F. 
Supp. 568, 572, 152 U.S.P.Q. 687 (E.D.N.Y.-1967)(action dismissed for lack 
of an indispensable party because defendant licensee could not bring suit 
for infringement until after the absent patent owner had declined to do 
so); Caldwell Manufacturing Co. v. Unique Balance Co.. Inc., 18 F.R.D. 258, 
263-4, 108 U.S.P.Q. 7 (S.D.N.Y. 1955); 6 Chisum, Patents,  21.03[4], pp. 
21-300 - 21-301 (1993)("Thus, a person is a proper party defendant if but 
only if that person had standing to sue the plaintiff for infringement"). 
 
In this case, none of the parties had an independent, unconditional right 
to instigate litigation without offering the others the opportunity to join 
and share the expenses of litigation. PKP, RSA and MIT each retained the 
right to join and take part. Because of these mutual rights, each is a 
necessary party in this action to invalidate the MIT Patent. [6] 
 
C. CKC and Stanford are Necessary Parties Because Each has an Interest that 
Would be Impaired if the MIT Patent were Held Invalid. and Their 
Relationship; to Cylink is Such that RSA Could Not Adequately represent 
Their Interests. 
 
CKC and Stanford are also necessary parties. [7] CKC and Stanford 
admittedly lack standing to bring a patent infringement action against 
Cylink. Nevertheless, both have important interests that would be impaired 
by this action, and RSA could not adequately represent those interests. In 
addition, as a practical matter, the inter-relationship of the various 
parties in this case counsels in favor of CKC's and Stanford's joinder. 
 
The issue of whether a person is a necessary party under Rule l9(a) depends 
first, on whether such person has an interest that is impaired by the suit 
and second, on whether such impairment may be minimized if the absent party 
is adequately represented in the suit. Shermoen v. United States, 982 F.2d 
1312, 1318 (9th Cir. 1992). In determining whether a persons interest is 
impaired, it is not necessary that the judgment be binding on that person 
in a technical sense; it is enough that as a practical matter that person's 
rights will be affected. 3A Moore, Moore's Federal Practice, 1 19.07[2.--
1], p. 19.103. 
 
CKC and Stanford's rights would be impaired if this action were to go 
forward in their absence. Both CKC and Stanford are the beneficiaries 
Cylink's entry into the Agreement of Intent and transfer of the Stanford 
Patents to PKP. (Bidzos Decl., Ex. A). Both CKC and Stanford derive 
significant royalty income from PKP's rights to the MIT Patent. Both CKC 
and Stanford would lose those royalties if Cylink prevails and invalidates 
the MIT Patent. 
 
RSA cannot adequately represent the interests of CKC and Stanford. CKC and 
Stanford's relationship to Cylink is unique. Implicit in Cylink's formation 
of PKP to exploit the MIT Patent were Cylink's representations to CKC and 
Stanford that the MIT Patent was-valid and that Cylink would protect, not 
defeat, its validity. Stanford in particular relied to its detriment on 
Cylink's formation of PKP by waiving its independent right to royalties 
directly from MIT. (Bidzos Decl., 11 7, 13). Thus, Stanford and CKC may 
have their own unique estoppel defense to the present action.[8] 
 
Finally, as a practical matter, the inter-relationships among the parties 
make this more than a simple patent case. If this case is to be resolved in 
a reasonable length of time, then all the parties and all the issues should 
be before this Court. Because of this, RSA urges the Court to err in favor 
of joinder with respect to CKC and Stanford. 
 
Footnotes: 
 
 [5] Rule 19 distinguishes between necessary" parties under subdivision (a) 
and "indispensable" parties under subdivision (b). The court must first 
determine whether an absent person is a "person to be joined if feasible" 
pursuant to subdivision (a). If joinder is feasible, a ruling as to the 
person's indispensability under subdivision (b) is not required, since 
subdivision (b) comes into play only where joinder is not feasible. 3A 
Moore, Moore's Federal Practice, 119.07-1, p. 19.90-1 (2d ed. 1993). RSA is 
not aware of any reason why joinder of CKC, PKP, MIT and Stanford would not 
be feasible. It is therefore unnecessary to analyze whether any of those 
parties are indispensable under Rule l9(b). 
 
[6] This express allocation of the right to sue for infringement 
distinguishes this case from cases such as Micro-Acoustics Corp. v. Bose 
CorD., 493 F. Supp. 356, 207 U.S.P.Q. 378 (S.D.N.Y. 1980), in which the 
patent owner retained no right, conditional or otherwise, to institute an 
action for infringement. 
 
[7] RSA intends through its answer and counter-claim to assert that CKC and 
Cylink are alter-egos of each other. RSA is not, by this motion, asserting 
that Cylink is under any obligation to sue itself. This motion only 
requires Cylink to be consistent. If Cylink believes that CKC is an 
independent party, then Cylink should join CKC as a party defendant. If 
Cylink concedes that CKC is not an independent party, then RSA is willing 
to accept such concession and drop its request that CKC be joined. 
 
[8] The use of estoppel as a defense to an action to invalidate a patent is 
complex and involves a balancing between private contractual rights and the 
public interest in freeing the use of ideas from the monopoly of invalid 
patents. Lear. Inc. v. Adkins, 395 U.S. 653 (1969)(invalidating "licensee 
estoppel"); Diamond Scientific Co. v. Amico, Inc., 848 F.2d 1220 (Fed. Cir. 
1988)(upholding "assignor estoppel"). Stanford and CKC's potential estoppel 
defense does not fall neatly within the doctrines examined in either Lear 
or Diamond Scientific. The legitimacy of that defense cannot be properly 
raised and considered unless Stanford and CKC are made party defendants. 
 
 
IV. CONCLUSION 
 
Joinder of parties is strongly encouraged. Joinder of the absent parties in 
this case i9 feasible. MIT and PKP should be joined because of their 
substantial rights in the MIT Patent. CKC and Stanford should be joined 
because of the potential impairment of their rights and the inability of 
RSA to protect those rights adequately. For these reasons and those set 
forth above, RSA respectfully urges the Court to grant this motion. 
 
Dated: July 25, 1994 
TOMLINSON, ZISKO, MOROSOLI & MASER 
Attorneys for Defendant RSA Data Security, Inc. 
 
 
PROOF OF SERVICE 
 
CYLINK CORPORATION V. RSA DATA SECURITY, INC. 
UNITED STATES DISTRICT COURT, NORTHERN DISTRICT OF CALIFORNIA 
CASE NO: C 94 02332 CW 
 
STATE OF CALIFORNIA, COUNTY OF SANTA CLARA 
 
I am employed in the County of Santa Clara, State of California. I am over 
the age of 18 and not a party to the within action. My business address is 
200 Page Mill Road, Second Floor, Palo Alto, California 94306. 
 
On July 25, 1994, I served the following documents: 
 
MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT OF 
MOTION TO DISMISS UNDER Rule 12(b)(7) 
 
to the following: 
Liza X. Toth, Esq. 
Jon Micha-lson, Esq. 
Hopkins & Carley 
150 klmaden Boulevard, 15th Fl. 
San Jose, California 95113-2089 
 
[X] BY MAIL 
[ ] I deposited such envelope in the mail at Palo Alto, California. The 
envelope was mailed with postage thereon fully prepaid. 
[X] As follows: I am readily familiar with the firm's practice of 
collection and processing correspondence for mailing. Under that practice 
it would be deposited with the U.S. postal service on that same day with 
postage thereon fully prepaid at Palo Alto, California in the ordinary 
course of business. I am aware that on motion of the party served, service 
is presumed invalid if postal cancellation date or postage meter date is 
more than one day after date of deposit for mailing in affidavit.  Executed 
on July 25, 1994, at Palo Alto, California. 
[X] STATE: I declare under penalty of perjury under the laws of the State 
of California that the above is true and correct. 
[ ] FEDERAL: I declare that I am employed in the office of a member of the 
bar of this Court at whose direction the service was made. 
 
Sharon L. Sotelo 

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