SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|Date of Report (Date of Earliest Event Reported):||April 1, 2009|
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
2145 Hamilton Avenue, San Jose, California
(Address of principal executive offices)
|Registrants telephone number, including area code:||(408) 376-7400|
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Item 8.01 Other Events.
As previously disclosed, Skype has been in a dispute with the licensor of certain key technologies and had terminated a "standstill" agreement that had been entered into between the parties, permitting either to take action against the other with effect from March 2009. On March 12, 2009, Skype Technologies S.A. filed a claim in the English High Court of Justice (No. HC09C00756) against Joltid Limited, a BVI company.
In connection with the license agreement between the two companies, Skype licenses peer-to-peer communication technology from Joltid, and Joltid has claimed that Skype has breached the terms of the license agreement. Following the filing of the claim, Joltid purported to terminate the license agreement. In particular, Joltid has alleged that Skype should not possess, use or modify certain software code (the "Code") and that, by doing so, and by disclosing the Code in certain U.S. patent cases, pursuant to orders from U.S. courts, it has breached the license agreement.
On the basis of, among other things, the parties’ mutual dealings since the execution of the licence agreement, Skype is asking the English High Court for declaratory relief, including findings that:
(i) Skype is lawfully accessing, in possession of, using and modifying the Code so that Skype is not in breach of the license agreement with Joltid and accordingly Joltid's notice of breach and subsequent notice of termination are invalid;
(ii) Skype lawfully disclosed the Code in the U.S. patent cases so that Skype is not in breach of the license agreement with Joltid and accordingly Joltid's notice of breach and subsequent notice of termination are invalid; and
(iii) Joltid has certain indemnity obligations in relation to the U.S. patent proceedings.
Although Skype is confident of its legal position, as with any litigation there is the possibility of an adverse result if the matter is not resolved through negotiation. In such event, Skype would be adversely affected and the continued operation of Skype's business as currently conducted would likely not be possible.
This filing contains forward-looking statements relating to the litigation between Skype and Joltid, including the possibility of an adverse result and its potential impact on the operation of Skype’s business. Those statements involve risks and uncertainties, and actual results could differ materially from those discussed. All forward-looking statements are based on information available to eBay on the date hereof, and eBay assumes no obligation to update such statements.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|April 1, 2009||By:||
Brian H. Levey
|Name: Brian H. Levey|
|Title: Vice President, Deputy General Counsel, and Assistant Secretary|
|Press Release dated April 1, 2009|
SKYPE FILES CLAIM AGAINST JOLTID OVER LICENSE AGREEMENT
San Jose, Calif., April 1, 2009 Skype, a division of eBay Inc. (NASDAQ: EBAY), is asking a U.K. court to resolve a dispute with Joltid Limited, which owns peer-to-peer communication technology licensed by Skype for use in its software. In a recently filed claim with the English High Court of Justice in London, Skype is asking the Court to find that Joltids efforts to terminate the agreement are invalid and that Skype is not in breach of the licensing agreement.
The licensing agreement dispute was previously disclosed by eBay in its most recent annual report, issued February 20. The report states that Skype terminated a standstill agreement, allowing either party to take action against the other beginning in March. Joltid is attempting to terminate the agreement based on allegations that Skype has breached its terms. Skype strongly refutes those allegations and is confident of its legal position.
Founded in 2003, Skype is revolutionizing the way people communicate around the world. Skype has more than 405 million registered users globally who use Skype software to communicate for free through voice and video calls as well as instant messages. Skype generates revenue through its premium offerings, such as calls made to and from landlines and mobiles, voicemail, call forwarding, and SMS. Skype is used in almost every country on Earth, and people have made more than 100 billion minutes worth of free Skype-to-Skype calls. Conversations over Skype can take place on computers, mobile devices and Skype Certified hardware. Skype certifies and sells hundreds of hardware products from more than 50 partners, and works with hundreds of third-party developers who have created plug-ins to extend Skypes functionality.
About eBay Inc.
Founded in 1995, eBay Inc. connects hundreds of millions of people around the world every day, empowering them to explore new opportunities and innovate together. eBay Inc. does this by providing the Internet platforms of choice for global commerce, payments and communications. Since its inception, eBay Inc. has expanded to include some of the strongest brands in the world, including eBay, PayPal, Skype, StubHub, Shopping.com, and others. eBay Inc. is headquartered in San Jose, California.
Forward Looking Statements
This filing contains forward-looking statements relating to the litigation between Skype and Joltid. Those statements involve risks and uncertainties, including the possibility of an adverse result and its potential impact on the operation of Skypes business, and actual results could differ materially from those discussed. More information about factors that could affect eBays operating results can be found in the companys most recent annual report on its Form 10-K and its subsequent quarterly reports on Form 10-Q (available at http://investor.ebay.com or at the SECs website at www.sec.gov .). All forward-looking statements are based on information available to eBay on the date hereof, and eBay assumes no obligation to update such statements.
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