Scottish Equity Partners LLP v. Riverbed Technolog
Defendants Riverbed Technology, Inc. and Riverbed Technology Limited (collectively Riverbed) appeal an adverse judgment, following a bench trial, holding them liable for breach of an agreement under which they purchased a software company, Zeus Technology Limited (Zeus), from its shareholders, plaintiffs Scottish Equity Partners LLP and others (collectively plaintiffs). Under the agreement, Riverbed agreed to pay for the company a base price of $110 million, which it paid, plus an additional contingent sum based on first-year revenues as defined in complex contractual provisions. The controversy centers on whether the proceeds from Riverbed’s license to another company, Juniper Networks (Juniper), during the first year following the purchase, of the source code to one of Zeus’s primary products, the “Zeus Traffic Manager,” qualifies for inclusion in the earn-out formula. The trial court concluded that the proceeds of the license agreement, $75 million, do qualify and that River
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