UNITED STATES DISTRICT COURTFOR THE EASTERN DISTRICT OF PENNSYLVANIA

TiVo Inc., a Delaware corporation,Plaintiff,vs.Verizon Communications Inc.,

et al.

Defendants.Miscellaneous Case No. ______________ Pending in the United States DistrictCourt for the Eastern District of Texasas Civil Action No. 2:09-cv-257-DF

Declaration of Peter M. Routhier

I, Peter M. Routhier, declare and state as follows:1. I am an attorney licensed to practice in the State of Minnesota. I am amember of the law firm Robins, Kaplan, Miller & Ciresi, L.L.P., attorneys of record forTiVo Inc. in the above-named patent infringement action, and I am familiar with thevarious files and records pertaining to this matter. I submit this Declaration in Supportof TiVo’s Motion to Compel the Production of Motorola Source Code.2. TiVo’s patent action involves digital video recorders and associatedtechnology and patents, including Verizon’s FiOS digital video recorders. Motorolamanufactured and created part of these products, including some of the source code. Asa result, TiVo has subpoenaed Motorola and I have personal knowledge of the facts andcircumstances surrounding this subpoena and TiVo’s related communications withMotorola. Attached as Exhibit A is a true and correct copy of part of the subpoena that

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TiVo served on Motorola that is at issue in this motion, along with the correspondingaffidavit of service.3. I also have personal knowledge of the facts and circumstancessurrounding TiVo’s communications with Verizon about Motorola’s source code.Verizon has represented that it cannot produce the Motorola source code at issue in thismotion. It did so in the attached Exhibit B, which is a true and correct copy of a letterfrom Kiran Raj to Loren Hansen, dated December 10, 2010. Verizon has more recentlyindicated (in telephone calls) that it does not have in-depth knowledge aboutMotorola’s source code.4. Motorola initially made two versions of its source code available to TiVoin March 2011. According to Motorola, these two versions together represent Motorola’smost recently deployed source code for Verizon’s FiOS DVRs. Once TiVo had theopportunity to review these versions of source code, Verizon’s related source code, anddocuments produced by both Verizon and Motorola, it became apparent to TiVo thatthere were many more versions of Motorola source code that would need to beanalyzed in this case. As such, on April 15, my colleague Lauren Galgano sent a letter toBrian Erickson, counsel for Motorola, requesting all the versions of Motorola sourcecode. A true and correct copy of that letter is attached as Exhibit C.5. Motorola replied to TiVo’s request in an April 25 letter from BrianErickson to Lauren Galgano. A true and correct copy of that letter is attached as ExhibitD. In his reply Mr. Erickson indicated that, despite producing only two versions of theMotorola source code, Motorola considered its production to be complete.

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6. In May TiVo issued a new subpoena to Motorola in order to eliminate alldoubt regarding the scope of TiVo’s requests. A true and correct copy of that subpoenais the attached Exhibit A.7. Attached as Exhibit E is a true and correct copy of a letter from myself toBrian Erickson dated June 20, memorializing a telephone call we had that day. On June20 Mr. Erickson told us that Motorola was not withholding any documents based on itsobjections, that it was in the process of making its collection, and that it should be ableto make a complete production by the end of the following week: July 1. On that callMr. Erickson also promised to send us a list of the versions of software that Motorolawas collecting for production so that TiVo could understand how many versions therewere and what it could do to reduce the burden on Motorola. Motorola still has not sentthat list of software versions.8. On July 5 TiVo received a package from Motorola that included a letterand a disc containing Motorola’s document production. Attached as Exhibit F is a trueand correct copy of that letter, from Brian Erickson and addressed to Lauren Galgano,dated July 1. This document production did not include any source code.9. Before Motorola made this supplemental document production, andthroughout the month of June, I repeatedly contacted Mr. Erickson to request thatMotorola either comply with TiVo’s subpoena by producing all of its source code, orthat Motorola work with TiVo to find a way to reduce the need to produce all theseversions. Some of that correspondence is contained in Exhibit G, which is a true andcorrect copy of an email chain between myself, Brian Erickson, and my colleague