Selectica v Versata, et al;DelChanc
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4241-VCN - Trial Transcript - Volume IV - 4/30/09
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IN THE COURT OF CHANCERY OF TilE STATE OF DELAWARE
SELECTICA, INC
corporation
v
: Delaware
Plaintiff,
, ,
VERSATA ENTERPRISES, INC  /I )
Delaware corporation, and TRILOGY,)
INC, a Delaware corporation ,)
Defendants, I
-and-
VERSATA ENTERPRISES INC
TRILOGY, INC
and
,
Countorclaim-Plaintiffs, )
v
SELECTICA, INC  JAMES ARNOLD
ALAN B HOWE, LLOYD SEMS, JIM
THANOS and BRENOA ZAWATSKI
,,
Countorclllim-DofondDntn I
C A No 4241-VCN
Chancery courtroom No 128
Now CautIo County CourthouBO
Wilmington, Dolaware
Thuroday April 30 2009
9:31 a m
BEFORE: HON JOHN W NOBLE, Vice Chancellor
TRIAl TRANSCRIPT - VOLUME IV
CHANCERY COURT REPORTERS
500 North King Stroot - Suite 11400
Wilmington, Delaware 19801-3759
(302) 255-0525
,- PAGE 2
1 APPEARANCES:
2 GREGORY V VARALLO, ESQ
  LISA A SCHMIDT, ESQ
3 JOHN O HENDERSHOT, ESQ
  ETHAN A SHANER, ESQ
4 Richards, Layton & Finger PA
  -and-
5 JONATHAN S KITCHEN, ESQ
  CHRISTIAN H CEBRIAN, ESQ
6 of the California Bar
  Cox, Castle and Nicholson LLP
7 for plaintiff and Counterclaim Defendants

8 MARTIN P TULLY, ESQ
  MEGAN WARD CASCIO, ESQ
9 LESLIE A POLIZOTI, ESQ
  RYAN D STOTTMANN, ESQ
10  Morris, Nichols, Arsht & Tunnell LLP
  -and-
11 NOEL M HENSLEY, ESQ
   NICHOLAS EVEN ESQ
12 JOHN TANCABEL, ESQ
   SARA FRANKFURT GAIL, ESQ
13 of the Texas Bar
   Haynes and Boone LLP
14  for Defendants and Counterclaim-Plaintiffs

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1 THE COURT: Good morning
2 MR, EVEN: Good morning, Your Honor,
3 THE COURT: I presume there are no
4 housekeeping details
5 MR, VARALLO: There are a few, Your
6 Honor, but I think we are going to take them up after
1 Mr, Even finishes his examination,
8 THE COURT: That's fine, You may
9 proceed,
10 JAMES W THANOS, resumes
11 CROSS-EXAMINATION, Continued
12 BY MR EVEN:
13 Q Good morning, Mr, Thanos
14 A Good morning
15 Q Just to make sure, you still have in
16 front of you the plaintiff's exhibit binder that you
17 were provided yesterday, and also our exhibit binder?
18 A Yes Yes, I do,
19 Q Great, Do you recall learning by
20 e-mail from Mr, Sems on November 13th, 2008 that
21 Trilogy had filed a 130 reflecting a five percent
22 interest in Selectica?
23 A Yes
24 Q Could you turn to OX 613 in the





1 defendants' binder, Do you have that document in
2 front of you?
3 A I do,
4 Q And is this the e-mail corrununication
5 at the bottom of the page from Mr, Sems to you and
6 others, alerting you to the filing of the 130?
7 A What I have is from Lloyd Sems to a
8 bunch of us; subject, "Trilogy files five percent
9 130," but there is no text
10 Q Whether or not there is text, was that
11 a notification that you received from Mr Sems on the
12 morning of November 13th that Trilogy had filed a 130
13 in the subject matter line?
14 A Yes,
15 MR EVEN: Your Honor, the top portion
16 of Defendants' Exhibit 13 was previously moved and
17 admitted under examination of, I believe,
18 Ms, Zawatski, but the bottom portion was not, I would
19 now move the admission of the entire document,
20 MR VARALLO: No objection, Your
21 Honor
22 THE COURT: All of OX 13 is admitted
23 without objection,
24 (Defendants' Exhibit No, 613 is

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1 THE COURT: Thank you, sir You may
2 step down Hr Hendershot, are you out of witnesses?
3 MR VARALLO: Your Honor, it's not
4 that we are out of witnesses, We are not calling any
5 further witnesses, but we will be taking the
6 testimony, within our case, of the other side's
7 witnesses So we are not closing our case at this
8 pOint, Your Honor
9 MR EVEN: Is Your Honor prepared for
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us to begin?
THE COURT: I'm prepared to go for a
few minutes, yes,
MR EVEN: Okay,
TMR COURT: Call your first witness,
guess,
MR, EVEN: Yes Your Honor, we call
Professor Allen Ferrell,
FRANK ALLEN FERRELL, III, having been
duly sworn, was eKamined and testified as follows:
MR EVEN: Your Honor, we have a few
binders to pass out before we begin
May I proceed, Your Honor?
THE COURT: You may,
DIRECT ERAMINATION
F, A, Ferrell, III - Direct
I Q Outside of Harvard, do you hold any
2 other positions?
3 A I do
4 Q What other positions do you currently
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IS
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hold?
A I'm a member of the American Law
Institute project on the application of U,S, financial
regulations to foreign firms and cross-border
transactions, I'm a member of the ABA task force on
corporate governance, I'm an academic consultant to
the committee on capital market regulation, I'm a
academic fellow at the Financial Industry Regulatory
Author