UNITED STATES DISTRICT COURT FOR THE EASTERN DISTRICT OF WISCONSIN WOODWAY USA, INC., Plaintiff, v. AUREL A.

ASTILEAN, Defendant. ) ) ) ) ) ) )

Case No. _______

COMPLAINT FOR DECLARATORY JUDGMENT OF PATENT INVALIDITY AND CORRECTION OF INVENTORSHIP

Woodway USA, Inc. (Woodway) alleges to the Court as follows: PARTIES 1. Woodway is a company organized and existing under the laws of the State of

Wisconsin, with a principal place of business located in this District at W229 N591 Foster Court, Waukesha, Wisconsin 53186. 2. Woodway is informed and believes that Astilean is an individual who resides in

East Hampton, New York. JURISDICTION AND VENUE 3. This is an action for a declaratory judgment seeking a declaration that United

States Patent Nos. 8,308,619 (the 619 patent) and 8,343,016 (the 016 patent) (collectively patents-in-suit), purportedly owned by Aurel A. Astilean (Astilean), are invalid. To the extent the claims of the patents-in-suit are not invalid, Woodway seeks an order pursuant to 35 U.S.C. 256 correcting inventorship of the 619 and 016 patents. 4. This action arises under the laws of the United States, specifically Title 35 of the

United States Code. This Court, therefore, has jurisdiction over the subject matter of this action

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pursuant to 28 U.S.C. 1331 and 1338(a). Further, because this action presents an actual controversy with respect to the invalidity and inventorship of the patents-in-suit, the Court may grant the declaratory relief sought pursuant to 28 U.S.C. 2201 and 2202. 5. Venue properly lies in this District pursuant to 28 U.S.C. 1391(b) and (c).

Astilean is subject to personal jurisdiction in this District. Astilean has substantial and not isolated activities in this District, including soliciting, creating, and attempting to maintain a business relationship with Woodway, who resides in this District. Astilean personally visited Wisconsin, and this District in particular, on at least one occasion to meet with representatives of Woodway as well as contacted Woodway personnel by phone, email, and in writing. Astilean further directed communications into this District to discuss Astileans various business relationships with Woodway whereby, among other things, Woodway provided assistance to Astilean in developing and commercializing Astileans leg-powered treadmill, which was subsequently displayed at an industry tradeshow at least as early as March 17, 2009. BACKGROUND 6. On October 29, 2010, Astilean filed a patent application for a leg-powered

treadmill, which issued on November 13, 2012, as the 619 patent. The 619 patent purports to claim priority to a patent application filed on November 2, 2009. Astilean is the only named inventor of the 619 patent. A copy of the 619 patent is attached as Exhibit A. 7. On November 1, 2010, Astilean filed a second patent application for a leg-

powered treadmill, which issued on January 1, 2013, as the 016 patent. The 016 patent is a continuation-in-part of the application that led to the 619 patent. Astilean is the only named inventor of the 016 patent. A copy of the 016 patent is attached as Exhibit B.

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8.

On March 11, 2013, Astilean and SpeedFit LLC, which upon information and

belief is a fitness company in which Astilean is a member, initiated a lawsuit against Woodway and its President in the United States District Court for the Eastern District of New York, Case No. 13:cv-01276-KAM-AKT, alleging breach of contract, unjust enrichment, constructive trust, breach of fiduciary duty, and conversion claims. These claims purport to stem from Astileans and Woodways business dealings surrounding Woodways development and commercialization of Astileans leg-powered treadmill. 9. On May 13, 2013, Woodway and its President notified the Court in the Eastern

District of New York that they intended to move to dismiss the asserted claims for lack of subject matter jurisdiction and for failure to state a claim. 10. On May 17, 2013, counsel for Astilean and SpeedFit LLC verbally represented to

Woodways counsel that Astilean intends to amend the complaint in the Eastern District of New York case to allege that Woodways Curve treadmill infringes the 619 and 016 patents. Woodway denies any alleged infringement and asserts that the 619 and 016 patents are invalid and unenforceable. 11. Woodway has been manufacturing and selling the Curve, which is a manual,

motorless treadmill that is self-propelled and allows a runner to control his or her speed or pace without pressing any buttons, since at least 2009. Woodway filed U.S. Patent Application No. 13/235,065 (the 065 Application) for its Curve treadmill. The 065 Application was filed on March 17, 2009 and is currently being examined by the United States Patent and Trademark Office. 12. Astilean and SpeedFit LLC have not yet asserted any infringement claims against

Woodway in their case pending in the Eastern District of New York.

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FIRST CLAIM FOR RELIEF DECLARATORY JUDGMENT OF INVALIDITY OF THE PATENTS-IN-SUIT 13. Woodway repeats and realleges each and every allegation contained in paragraphs

1-12, inclusive, as though fully set forth herein. 14. Based on Astileans accusations, Woodway believes, in good faith, that Astilean

will amend its complaint in the case pending in the Eastern District of New York or otherwise commence suit against Woodway for patent infringement of the patents-in-suit. 15. If the claims of the patents-in-suit are interpreted to cover Woodways Curve

treadmill, then these claims of the 619 and 016 patents are invalid for failure to meet one or more of the requirements of Title 35 of the United States Codes, including, but not limited to, 35 U.S.C. 102. 16. There exists, therefore, an actual justiciable controversy between Woodway and

Astilean with respect to the invalidity of each and every claim of the patents-in-suit. 17. Pursuant to 28 U.S.C. 2201 and 2202, Woodway seeks a declaratory judgment

that each and every claim of the patents-in-suit is invalid. SECOND CLAIM FOR RELIEF CORRECTION OF INVENTORSHIP OF THE PATENTS-IN-SUIT 18. Woodway repeats and realleges each and every allegation contained in paragraphs

1-17, inclusive, as though fully set forth herein. 19. To the extent the patents-in-suit are not invalid, Woodway personnel, including at

least Nick Oblamski, contributed to the claimed inventions by conceiving of and providing, among other things, the theory, design, and implementation of incorporating a timing belt into the manual treadmill and corresponding means claimed in the 619 and 016 patents. Because

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this contribution to the alleged inventions set forth in the patents-in-suit originated with employees of Woodway, the inventorship of the patents-in-suit must be corrected. 20. Woodway is entitled to a judgment under 35 U.S.C. 256 directing Astilean to

add the relevant Woodway personnel, including at least Nick Oblamski, as the sole or joint inventors on the patents-in-suit, and for damages and any other relief that the Court deems necessary to compensate Woodway. REQUEST FOR RELIEF Wherefore, Woodway respectfully prays for entry of a judgment: A. B. That the claims of the patents-in-suit are invalid; To the extent the claims of the patents-in-suit are not invalid, adjudging that

Woodway, including at least Nick Oblamski, should be named as an inventor on the patents-insuit; C. That the Court find this case exceptional pursuant to 35 U.S.C. 285 and award

Woodway its reasonable attorneys fees and costs; and D. Awarding to Woodway such other and further relief as the Court may deem just

and proper under the circumstances. DEMAND FOR JURY TRIAL Woodway desires a trial by jury on all issues so triable and respectfully requests the same.

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Dated: June 13, 2013

FOLEY & LARDNER LLP By: s/ Kadie M. Jelenchick Jeffrey N. Costakos, WI Bar No. 1008225 Kadie M. Jelenchick, WI Bar No. 1056506 FOLEY & LARDNER LLP 777 East Wisconsin Avenue Milwaukee, WI 53202 Telephone: 414.271.2400 Facsimile: 414.297.4900 E-mail: jcostakos@foley.com kjelenchick@foley.com

Attorneys for Woodway USA, Inc.

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