Nuvia: don’t hold your breath

The Flame said:
OP has reposted it:

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I’m tempted to start a new topic on this, but we’re considerably less formal about such things here than at the Other Place.

In any event, I’m going to go re-read the Complaint and some other documents on the docket.

I’ve attached the Complaint, in case anyone wants to read it. Happy to answer questions, without providing legal advice.
 

Attachments

www.forbes.com

Arm Squares Off Against Qualcomm: Day 1

After eight months, both companies let the negotiations lapse and discontinued communication until Arm notified Qualcomm of the intent to terminate the Nuvia license
www.forbes.com www.forbes.com

This part stuck out to me:

Among the suggestions by Arm was not letting the Nuvia engineers work on Arm designs for three years
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They wanted the Nuvia engineers to sit around and do nothing for 3 years? Are they mad?
 
The Flame said:
www.forbes.com

Arm Squares Off Against Qualcomm: Day 1

After eight months, both companies let the negotiations lapse and discontinued communication until Arm notified Qualcomm of the intent to terminate the Nuvia license
www.forbes.com www.forbes.com

This part stuck out to me:



They wanted the Nuvia engineers to sit around and do nothing for 3 years? Are they mad?
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well, it’s not completely crazy. it’s the sort of thing that happens all the time. In fact, nearly every time I work on a case, I am agreeing not to do certain things involving the same technology for a few years (specifically, I’m often forced to agree not to assist in patenting anything involving that technology). The theory is that I am going to receive highly secret technical documents from the other side, and there’s a risk I could accidentally or intentionally help my own clients craft patents that read on that technology, for example. The theory here would be similar - the Nuvia folk got information, assistance, etc. from Arm in exchange for Nuvia promising to pay a certain percentage of sales back to Arm in the future. Should they be allowed to leverage all that they received from Arm and instead only pay a much lower percentage of sales back to Arm?

Of course, the obvious questions are (1) what did they actually get from Arm and (2) are they really paying less overall to Arm? I mean, one would assume that Qualcomm’s volumes will be many times higher than NuVia’s would have been, so even at the lower percentage for QC, is Arm actually receiving more money this way? I don’t know.

All of this raises another legal question for me - Arm is asking for equitable relief (e.g. make the Nuvia engineers sit around for 3 years). But courts don’t like to grant equitable relief unless monetary relief is not a possibility. Here, couldn’t Arm just receive the NuVia royalty rate from chips on which NuVia engineers worked? Wouldn’t that make Arm whole? (I don’t know. But it might).
 
Cmaier said:
you’re telling me that only 1% of the die area is dedicated to executing Arm’s ISA?
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In terms of literally implementing the ISA, that might not be too far off the mark. The decoders are very lightweight. However, ARMv9 is quite a bit more than the ISA. There are behaviors, like memory sharing protocols and exception handling and page mapping and numerous other features that cannot be assessed in terms of die space. Qualcomm could design a SoC that does not exctly match the underlying ARM protocols, but it would be a fraught strategy.
 
Yoused said:
In terms of literally implementing the ISA, that might not be too far off the mark. The decoders are very lightweight. However, ARMv9 is quite a bit more than the ISA. There are behaviors, like memory sharing protocols and exception handling and page mapping and numerous other features that cannot be assessed in terms of die space. Qualcomm could design a SoC that does not exctly match the underlying ARM protocols, but it would be a fraught strategy.
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I disagree wholeheartedly (to the extent the idea is to limit it to the decoders - not with the rest). Even when I was at AMD, nobody there would say that only 1% of the die reflected Intel’s technology. That’s silly. You don’t just count the decoders. Everything that is there is there in service to the ISA.

By the way, we wouldn’t count transistors or die area, either. What % of an Opteron is Intel technology? The instruction set is either Intel’s or highly influenced by intel, and that’s a large part of what makes an Opteron an Opteron. Sure the microarchitecture is ours, but, frankly, Intel probably had some patents on things we were doing (we never bothered to check, because we had a license). The circuit designs were all ours (except where we stepped on intel patents without knowing it). Depending on our mood, I bet we’d have said 20-40% of “Opteron” was derived from Intel technology. It’s unquantifiable, but it’s more than 1%.
 
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The Flame said:
www.tantraanalyst.com

Qualcomm vs. Arm trial, Day 2 – Is processor design derivative of Instructing set architecture (ISA)? – Tantra Analyst

www.tantraanalyst.com www.tantraanalyst.com

This article has more details.
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This is an exceedingly stupid take. Whether something is a “derivative” or not, in this case, has meaning only the context of the specific contracts that are at issue here. It’s a matter of law. Calling something a “derivative” in this context has no implications outside the specific legal framework arising out of contract law and the ALA. It shouldn’t send a “chill” anywhere. Instead of calling it a Derivative, they could have defined it as a Snoofywaffle, and it would have the same effect. They needed to invent some term for it, because other clauses of the ALA specify what the obligations are if you make a Snoofywaffle.

This was an agreement negotiated between companies who had lawyers to protect their rights. This isn’t a shrink-wrap license or a click-through on a website. NuVia accepted the terms - if they make something using the license, such that it falls within the definition of “Derivative” in the ALA, then they were obliged to do certain things and pay certain $$. They agreed to all that.

And even Williams seems to have agreed that what they made was a Derivative as defined in the ALA.

Moreover, the shocked “oh my gosh, Arm is claiming if you make an Arm chip it is derived from Arm technology! The whole industry is fucked!” thing is silly. If one doesn’t think that a chip implementing Arm’s ISA contains Arm technology, then put your money where your mouth is. Don’t get yourself a license - after all, why would you need one? - and watch what happens.
 
KingOfPain said:
arstechnica.com

Arm says it’s losing $50M a year in revenue from Qualcomm’s Snapdragon X Elite SoCs

At issue: Arm SoC designs that Qualcomm acquired when it bought Nuvia in 2021.
arstechnica.com arstechnica.com
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I was talking to someone about this and made the same point as the author at the end. If all it takes to make ARM whole is $50 million a year, well … that is almost trivial for Qualcomm and not even that much for ARM. Okay sure in the future as ARM PCs get bigger that could grow substantially, but still these are multi-billion dollar companies, especially Qualcomm. That $50 million per year could increase by 10x and Qualcomm’s net profit would barely notice even now not to mention what their profits would be if Snapdragon sales skyrocketed to warrant such an increase in royalties. Unless I’m missing something here it really feels like Qualcomm is fighting not to hand over loose change after spending billions on Nuvia. Admittedly ARM’s net income is considerably lower than Qualcomm’s and as others have pointed out their entire business model relies on people paying them royalties. So the fight is maybe a touch more understandable from their perspective, but still I’m struggling to see why this has escalated so much.
 
dada_dave said:
I was talking to someone about this and made the same point as the author at the end. If all it takes to make ARM whole is $50 million a year, well … that is almost trivial for Qualcomm and not even that much for ARM. Okay sure in the future as ARM PCs get bigger that could grow substantially, but still these are multi-billion dollar companies, especially Qualcomm. That $50 million per year could increase by 10x and Qualcomm’s net profit would barely notice even now not to mention what their profits would be if Snapdragon sales skyrocketed to warrant such an increase in royalties. Unless I’m missing something here it really feels like Qualcomm is fighting not to hand over loose change after spending billions on Nuvia. Admittedly ARM’s net income is considerably lower than Qualcomm’s and as others have pointed out their entire business model relies on people paying them royalties. So the fight is maybe a touch more understandable from their perspective, but still I’m struggling to see why this has escalated so much.
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And Arm isn’t asking for the $50M/year (which, as I have mentioned, may be a fatal flaw in their suit. You can’t get equitable relief when monetary damages would suffice). Arm did cancel the license with Qualcomm, and the 60 days notice period ends soon. (Next week?). I don’t see anything that can happen in this lawsuit that can force Arm to keep licensing Qualcomm.

So, indeed, what is really going on here?

QC has suggested in court that Arm intends to sell physical die to compete with QC, but there doesn’t seem to be any evidence that Arm will do that - they considered it of course, but in the end they would be competing with their customers.

So it seems more likely to me that the situation is sort of the reverse. Arm is worried that QC will start to compete with *them.*
 
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