TeleNav 2012 Annual Report Download - page 16

Table of Contents
We also generate revenue from advertisers for the delivery of search and display advertising impressions based on the specific terms of the
advertising contract.
As of June 30, 2013, we had entered into agreements with wireless carriers to provide our navigation services in certain countries. Our revenue
from the United States comprised 95% , 94% and 92% of our total revenue for fiscal 2011, 2012 and 2013, respectively.
We are substantially dependent on AT&T and Ford for our revenue. For fiscal 2011, 2012 and 2013, AT&T represented 37% , 35% and 28%
of
our revenue, respectively. In fiscal 2011, 2012 and 2013, Ford represented 6%, 13% and 36% of our revenue, respectively. We expect AT&T and
Ford to represent a significant portion of our revenue for the foreseeable future. In addition, for fiscal 2011, 2012 and 2013, Sprint Nextel
Corporation, or Sprint, represented 41% , 36% and 16% of our revenue, respectively; however, we do not anticipate material amounts of revenue
from Sprint in fiscal 2014.
As amended in January 2011, our agreement with AT&T, the initial term of which expired in March 2013, automatically renews at the end of
the initial term for successive one year periods unless either party provides notice of termination at least 60 days prior to the expiration of the
applicable term. Our agreement with AT&T was automatically renewed in March 2013 for one year. During the term of our agreement, we are the
exclusive provider of white label GPS navigation services to AT&T. AT&T is not required to offer our navigation services. Our agreement with
AT&T also allows either party to terminate the agreement if the other party is insolvent or materially breaches its obligations and fails to cure such
breach. We are also required to give AT&T preferred pricing during the term of our agreement.
We provide automotive-grade GPS navigation software to Ford pursuant to an agreement dated October 12, 2009. We are the preferred
provider for GPS on-board navigation integrated with Ford's second-generation SYNC platform during the term of the agreement, which expires on
May 31, 2014, but which may be renewed for successive 12-month periods if either party provides notice of renewal at least 45 days prior to the
expiration of the applicable term and the other party agrees to such renewal. Our agreement with Ford also allows either party to terminate the
agreement if the other party is insolvent or materially breaches its obligations and fails to cure such breach.
Under our agreements with AT&T and Ford, we have obligations to indemnify each of them against, among other things, losses arising out of
or in connection with any claim that our technology or services infringe third party proprietary or intellectual property rights. Our agreements with
AT&T and Ford may be terminated in the event an infringement claim is made against us and it is reasonably determined that there is a possibility
our technology or service infringed upon a third party's rights.
We employ administrative, physical and technical safeguards to prevent unauthorized collection, access, use and disclosure of our end users'
private data and to comply with applicable federal, state and local laws, rules and regulations. We do not use any end user data for direct marketing
or promotions without the consent of the user and do not store any user location information that is specifically identifiable with an end user except to
deliver and support our services. We are also required to comply with our customers' stringent privacy policies and standards.
Intellectual property
We rely on a combination of patent, copyright, trademark and trade secret laws, as well as confidentiality procedures and contractual
restrictions, to establish and protect our proprietary rights. These laws, procedures and restrictions provide only limited protection and the legal
standards relating to the validity, enforceability and scope of protection of intellectual property rights are uncertain and still evolving. Furthermore,
effective patent, trademark, copyright and trade secret protection may not be available in every country in which our services and products are
available.
We seek to patent key concepts, components, protocols, processes and other inventions. As of July 31, 2013, we held 27 U.S. patents and 42
foreign patents expiring between April 11, 2020 and December 30, 2031, and have 112 U.S. and 78 foreign patent applications pending. Of the
pending 112 U.S. patent applications, 107 are nonprovisional patent applications, which are patent applications that are examined on their merits by
the U.S. Patent and Trademark Office, and 5 are provisional patent applications, which are filed for purposes of establishing priority but cannot result
in an issued U.S. patent unless they are first converted to nonprovisional patents. These patents and patent applications may relate to features and
functions of our navigation services and the technology platform we use to provide them. We have filed, and will continue to file, patent applications
in the United States and other countries where there exists a strategic technological or business reason to do so. Any future patents issued to us may
be challenged, invalidated or circumvented. Any patents that may issue in the future with respect to pending or future patent applications may not
provide sufficiently broad protection or may not prove to be enforceable in actions against alleged infringers.
11