IN THE UNITED STATES DISTRICT COURT FOR THE EASTERN DISTRICT OF TENNESSEE AT KNOXVILLE

AEROFLEX USA, INC. Plaintiff, v. ARMACELL ENTERPRISE GMBH ; ARMACELL, LLC; and ARMACELL UNITED STATES HOLDINGS, INC. Defendants.

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Case Number

-CV-

COMPLAINT Comes now your Plaintiff, AEROFLEX USA, INC., and alleges as follows:

JURISDICTION AND VENUE 1. Plaintiff, AEROFLEX USA, INC., hereinafter Aeroflex, is a corporation of the

State of Tennessee having its principal place of business at 232 Industrial Park Road, Sweetwater, Tennessee, 37874. 2. Upon information and belief, defendant ARMACELL ENTERPRISE GMBH is a

German limited liability company doing business with a principal place of business at RobertBosch-Strae 10, 48153 Mnster, Germany, and is doing business in the United States of America through its subsidiaries, defendants, ARMACELL, LLC and ARMACELL UNITED STATES HOLDINGS, INC.. Both subsidiaries share a principal place of business at 7600

Oakwood Street Extension, Mebane, North Carolina, 27302. Hereinafter, defendants are collectively referred to as Armacell. 3. This is an action for a Declaratory Judgment that United States Patent No.

6,902,784 is invalid and/or unenforceable and not infringed by Aeroflex. This action arises under the Patent Laws of the United States. Jurisdiction is based upon 28 U.S.C. 1338(a), 2201 and 2202. Venue is proper under 28 U.S.C. 1391. 4. Personal jurisdiction over Armacell is conferred in that, on information and belief,

products manufactured and sold by Armacell can be, and on information and belief have been, purchased by residents of Tennessee and residents of this judicial district through Armacells authorized dealers who sell into Tennessee and through mail and online order systems made available to residents of Tennessee and residents of this judicial district. 5. Upon information and belief, Armacell is the assignee of United States Patent No.

6,902,784, which issued on June 7, 2005. A copy of United States Patent No. 6,902,784 (hereinafter the 784 patent) is attached hereto as Exhibit A. The 784 patent is a utility patent which issued from Application Serial No. 10/427,365, which claimed priority to Provisional Application Serial No. 60/381,308 filed on May 17, 2002. 6. The plaintiff, Aeroflex, manufactures and offers for sale among other things, pipe

insulation, including adhesive tapes for use in installing pipe insulation, in competition with the defendants. 7. Defendant Armacell accused Aeroflex, in a letter dated August 16, 2010, of

infringing the 784 patent regarding Aeroflexs Cel-Link line of products. Such letter is attached

as Exhibit B. On learning of the 784 patent, Aeroflex complied with Armacells demands to cease testing, marketing, sales, and distribution of Cel-Link. In a letter dated November 11, 2010, Aeroflex informed Armaflex of the de minimis revenue associated with Cel-Link sales and revenue, $756.18, and Aeroflexs intention and efforts to cease all testing, marketing, sales, and distribution until patent-related issues were resolved, after which Aeroflex did not receive any further correspondence regarding Armaflexs initial accusation, and considered the matter closed. Such letter is attached as Exhibit C. 8. Aeroflex worked to redesign the Cel-Link product to avoid any reasonable claim

that its products could infringe the 784 patent. 9. By letter dated August 5, 2013, counsel for the defendant, Armacell, wrote to

Aeroflex again accusing Aeroflex of infringing the 784 patent, and threatening legal action if Aeroflex does not cease its legitimate business activities and turn over sworn records confirming that Aeroflex has ceased its legitimate business activities by August 12, 2013. Such letter is attached as Exhibit D. 10. As a result of the aforementioned letter, Aeroflex has a reasonable fear and

apprehension that patent infringement litigation will be brought against it. An actual justiciable controversy therefore exists between the parties. 11. Aeroflex has neither infringed nor induced infringement of the 784 patent since

Armacells waiver of enforcement regarding the de minimis sale of Cel-Link product in 2010, and is not currently infringing the 784 patent, either directly or contributorily.

12.

The 784 patent is invalid and of no force and effect as to any claim thereof for

failure to meet the requirements of the patent laws of the United States, including, but not limited to, the requirements of 35 U.S.C. 102, 103 and 112. 13. Aeroflex reserves the right to raise a claim of inequitable conduct if the discovery

and proof support such a claim. 14. The allegations of Armacell that Aeroflex has infringed the 784 patent are

frivolous and this is an exceptional case within the meaning of 35 U.S.C. 285 entitling Aeroflex to an award of its attorney fees and costs of this litigation. WHEREFORE, Aeroflex USA, Inc. prays: (a) That the Court enter an Order permanently enjoining Armacell Enterprise GmbH,

Armacell, LLC, and Armacell United States Holdings, Inc., and their officers, agents, servants, subcontractors, suppliers, and employees and others controlled by Armacell Enterprise GmbH, Armacell, LLC or Armacell United States Holdings, Inc., from making further allegations or claims that plaintiff has infringed the 784 patent; (b) that U.S. Patent 6,902,784 be declared invalid and/or unenforceable, and declared

not infringed by any product of Aeroflex; (c) (d) that the Court award Aeroflex its attorney fees and cost of the action; and for such other and further relief as the Court may deem just and equitable.

Respectfully submitted, AEROFLEX USA, INC. /s/ Robert E. Pitts Robert E. Pitts (TN Reg.# 1,610) rpitts@pl-iplaw.com Andrew C. Lake (TN Reg. # 29,952) alake@pl-iplaw.com Jacob G. Horton (TN Reg. #25,467) jhorton@pl-iplaw.com PITTS & LAKE, P.C. 1319 Old Weisgarber Road Knoxville, Tennessee 37950-1295 T: (865) 584-0105 and Stephen R. Moseley (TN Reg. # 5,178) smoseley@moseleyragle.com Allen Ragle (TN Reg. # 13,390) aragle@moseleyragle.com MOSELEY & RAGLE, PLLC 8904 Sony Lane Knoxville, Tennessee 37923 (865)584-4040 Attorneys for Plaintiff