UNITED STATES DISTRICT COURT FOR THE DISTRICT OF COLUMBIA

-----------------------------------------MILLEPEDE MARKETING LIMITED, 6 Hazelwood Road Northampton, NN1 1LW United Kingdom a United Kingdom company, Plaintiff, v. ANDREW J. HARSLEY a United Kingdom citizen, and : RAPSTRAP, LIMITED, a United Kingdom company, Defendants. -----------------------------------------COMPLAINT Plaintiff Millepede Marketing Limited, by its undersigned attorneys, alleges as follows: NATURE OF ACTION 1. This is an action by Millepede Marketing Limited (Millepede Marketing), a company : : X X : : : : : : :

Case No._____________

Demand for Jury Trial

that develops and continues to commercialize quick-fit fasteners, which is based in the United Kingdom, against its former employee Andrew John Harsley (Harsley) and his privately-held company Rapstrap Limited (Rapstrap), also of the United Kingdom. The action arises out of Harselys having both breached his implied-in-fact contract with Millepede Marketing and failed to fulfill his fiduciary duty to Millepede Marketing, to assign to Millepede Marketing all right, title and interest in inventions disclosed and claimed in U.S. Patent No. 7,704,587 (the 587 patent) entitled Tie Strips, which were invented by Harsley, either by himself or in

collaboration with others, within the scope of his employment at Millepede Marketing during his tenure there as Director of Technology and which were developed by him using Millepede Marketings resources. Such obligations owed by Harsley to Millepede Marketing also arose out of Harsleys having been, at the time of his employment, the single largest shareholder of, and a member of senior management at, Millepede International Limited, which held a majority ownership interest in Millepede Marketing and which was formed to acquire patents and other intellectual property rights relating to earlier fastener designs previously assigned by Harsley to another Millepede company namely, Millepede Cable Ties Limited. 2. For the foregoing reasons, and as enumerated more fully below, Millepede Marketing

seeks relief from this Court to remedy Harsleys breach of implied-in-fact contract and failure of fiduciary duty and requests a declaration that the entire, right title and interest in and to the 587 patent is the property of Millepede Marketing and an order requiring Harsley and/or Rapstrap to execute an assignment to Millepede Marketing of all equitable and legal rights to the 587 patent. THE PARTIES 3. Millepede Marketing is a United Kingdom company. Millepede Marketing has its

registered office at 6 Hazelwood Road, Northampton, NN1 1LW, United Kingdom. Millepede Marketing designed, developed and continues to commercialize the Mille-Tie strip, which is a quick-fit fastener for cables and the like. 4. Upon information and belief, Andrew John Harsley (Harsley) is a United Kingdom

citizen residing at 161 Queensway, Grantham, Lincolnshire NG31 9RB, United Kingdom.

5.

Upon information and belief, Rapstrap Limited (Rapstrap) is a United Kingdom

company, registered in England and Wales, company no. 05861045. Rapstrap has its global headquarters at Expo House, Mead Lane, Hertford, Hertfordshire, 5G13 7AP, United Kingdom. Rapstrap has a registered office at Five Ways, 57/59 Hartfield Road, Potters Bar, Hertfordshire, EN6 1HS, United Kingdom. Rapstrap commercializes the rapstrap fastener (see www. rapstrap.com). JURISDICTION AND VENUE 6. Millepede Marketing incorporates the allegations contained in Paragraphs 1 through 5

above as though fully set forth herein. 7. This Court has original and exclusive subject matter jurisdiction over this action under 28

U.S.C. 1331 and 1338(a), and 35 U.S.C. 293. 8. This Court has supplemental jurisdiction over the state law claims in this action under 28

U.S.C. 1367(a) because the state law claims arise out of the same operative facts as Millepede Marketings federal claims. 9. This Court has personal jurisdiction over Harsley by virtue of his purported ownership

rights in United States Patent No. 7,704,587 (the 587 patent) pursuant to 35 U.S.C. 293 and/or by virtue of Harsley transacting business in the District of Columbia by way of his pursuing prosecution of the 587 patent. 10. This Court has personal jurisdiction over Rapstrap by virtue of any purported ownership

rights in the United States Patent No. 7,704,587 pursuant to 35 U.S.C. 293 and/or by virtue of Rapstrap transacting business in the District of Columbia by way of its website www.rapstrap.com. 3

11.

Venue is proper in this judicial district under 28 U.S.C. 1391(b). FACTS

12.

On June 24, 1994, Harsley filed United Kingdom patent application serial no. 9412759

which was directed to an integrally formed tie strip made of a semi-rigid resiliently bendable material. 13. In about 1995, Millepede Cable Ties Limited was founded by Harsley and Vincent

DeVillers. 14. By an agreement dated June 20, 1995, Harsley assigned all of his ownership rights in

United Kingdom patent application serial no. 9412759 to Millepede Cable Ties Limited. 15. On June 23, 1995, Harsley filed International Patent Application No. PCT/GB95/01487,

which claims priority from the United Kingdom Application No. 9412759, as they are both directed to the same invention. 16. By Agreement dated September 10, 1995, Harsley assigned all of his ownership rights in

International Patent Application No. PCT/GB95/01487 to Millepede Cable Ties Limited. Harsley also assigned to Millepede Cable Ties Limited his right, title, and interest in the Invention throughout the world; and the right to apply for patent or other protection in respect of the Invention in all parts of the world whether by way of national or supranational patents and whether or not claiming the priority date(s) of the United Kingdom Application on the International Application.

17.

On March 3, 1997, Harsley filed Patent Application serial no. 08/765,560 in the United

States Patent and Trademark Office which claimed priority to United Kingdom Patent Application No. 9412759 and International Patent Application No. PCT/GB95/01487. Ultimately, this application issued on September 1, 1998 as United States Patent No. 5,799,376 (the 376 patent). Figure 3 of the 376 patent, which is reproduced below, depicts a tie strip that embodies the invention claimed in the 376 patent.

18.

By Agreement dated August 25, 1998, Harsley assigned all of his ownership rights in

United States patent application serial no. 08/765,560 to Millepede Cable Ties Limited. 19. In February 2001, Millepede International Limited was formed to acquire patents and

other intellectual property rights relating both to the Millepede Mille-Tie fastener designs and to Continuous Injection Moulding technology from Millepede Cable Ties Limited. Harsley was the single largest shareholder of Millepede International Limited. Harsley was part of the senior management of Millepede International Limited, Research & Development, Millepede Marketing Ltd. (UK). 20. By Assignment dated September 4, 2001, Millepede Cable Ties Limited assigned all of

its ownership rights in the 376 patent to Millepede International Limited. 21. The Plaintiff Millepede Marketing is a majority-owned subsidiary of Millepede

International Limited.

22.

Harsley was employed by Millepede Marketing as its Technical Director. Harsley

received a regular salary from Millepede Marketing from at least September 30, 2001 to March 31, 2004. 23. Harsley was hired by Millepede Marketing to invent improvements on the Millepede

Mille-Tie depicted in the 376 patent. On June 10, 2003, while still employed by Millepede Marketing, Harsley filed United Kingdom Patent Application No. 0313319.6, which was directed to a very narrow improvement to the Millepede Mille-Tie depicted in the 376 patent. 24. 25. On April 30, 2004, Harsley ceased being employed by Millepede Marketing. On December 9, 2005, Harsley filed patent application serial no. 10/560,137 in the

United States Patent and Trademark Office which claimed priority to United Kingdom Patent Application No. 0313319.6, as they are both directed to the same invention. Ultimately, this application issued on April 27, 2010 as United States Patent No. 7,704,587 (the 587 patent). Figure 7 of the 587 patent, which is reproduced below, depicts a tie strip that embodies the invention claimed in the 587 patent.

26.

Harsley, through his patent prosecution attorney, told the United States Patent and

Trademark Office that the notch 15 in the tie strip depicted in Figure 7 of the 587 patent was the patentable improvement over the tie strip disclosed in the earlier 376 patent. This notch in the rear wall of the penetrant cell was invented by Harsley, by himself and/or in collaboration with others, during the course of his employment by Millepede Marketing using tools and dies ultimately paid for by Millepede Marketing. 27. Harsley allowed the 587 patent to issue in his name only, without recognizing the

ownership rights of Millepede Marketing to the 587 patent. Consequently, on the date of its issuance, the 587 patent was purported to be owned by Harsley, not Millepede Marketing. 28. Upon information and belief, Harsley assigned his purported ownership rights to the 587

patent to Rapstrap in exchange for funding by investors. COUNT I (Breach of Implied Contract) 29. Millepede Marketing incorporates the allegations contained in Paragraphs 1 through 28

above as though fully set forth herein. 30. Harsley was employed by Millepede Marketing at least from September 30, 2001 to

March 31, 2004, for the specific purpose of inventing improvements to the tie strip disclosed in the earlier 376 patent. 31. The improvements to the tie strip disclosed in the 376 patent, which are claimed in the

587 patent, were invented by Harsley, by himself or in collaboration with others, on or before June 10, 2003, while employed by Millepede Marketing using tools and dies, and other resources, ultimately paid for by Millepede Marketing. 7

32.

There was, therefore, an implied-in-fact contract requiring Harsley to assign his rights

in the invention claimed in the 587 patent to his then employer, Millepede Marketing. See Teets v. Chromalloy Gas Turbine Corp., 83 F.3d 403, 407-09 (Fed. Cir. 1996). 33. Harsley breached this implied-in-fact contract by failing to assign his ownership rights

in the invention claimed in the 587 patent, to Millepede Marketing. 34. Harsley should be required to specifically perform his obligations under this implied-in-

fact contract. COUNT II (Breach of Fiduciary Duty) 35. Millepede incorporates the allegations contained in Paragraphs 1 through 34 above as

though fully set forth herein. 36. During his tenure with Millepede Marketing, as Technical Director, Harsley owed

Millepede Marketing a fiduciary duty to act with the utmost good faith, fairness, and honesty with respect to Millepede Marketing. 37. By virtue of being the single largest shareholder of Millepede International Limited,

Harsley owed its subsidiary, Millepede Marketing, a fiduciary duty to act with the utmost good faith, fairness, and honesty with respect to Millepede Marketing. 38. Harsley breached his fiduciary duty to act in the utmost good faith, fairness and honesty

with respect to Millepede Marketing by failing to assign his ownership interest in the invention claimed in the 587 patent to Millepede Marketing.

PRAYER FOR RELIEF WHEREFORE, Plaintiff Millepede Marketing Limited requests relief against Defendants Andrew J. Harsley and Rapstrap, Limited, as follows: A. A judgment that Harsley has breached the implied-in-fact contract with Millepede Marketing; B. C. A judgment that Harsley has breached his fiduciary duty to Millepede Marketing; A declaration that the entire right, title and interest in and to United States Patent No. 7,704,587 is determined to be the property of Millepede Marketing; D. An order requiring Defendants to execute an assignment to Millepede Marketing of all equitable and legal rights to United States Patent No. 7,704,587; and E. Such further and other relief as the Court may deem just and appropriate.

JURY DEMAND Millepede Marketing demands a trial by jury on all issues triable to a jury.

Dated: April 27, 2012

Respectfully submitted, LOCKE LORD LLP By: /s/ Matthew T. Eggerding Matthew T. Eggerding (Bar No. 983703) 701 8th Street NW Suite 700 Washington, D.C. 20001 Telephone: (202) 220-6977 Fax: (202) 315-3873 meggerding@lockelord.com

Attorneys for Plaintiff Millepede Marketing Limited

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