SETTLEMENT AND LICENSE AGREEMENT
This
Settlement and License Agreement (“Agreement”) is effective and entered into as
of September 19, 2005 (the “Effective Date”), by and between GE Healthcare Ltd.
f/k/a Amersham plc, Amersham Health, Inc., and Amersham Health AS, (collectively
“Amersham”), IMCOR Pharmaceutical Co. f/k/a Photogen Technologies, Inc.
(“IMCOR”), Alliance Pharmaceutical Corp. (“Alliance”), and Molecular Biosystems,
Inc. (“MBI”), (Amersham, IMCOR, Alliance, and MBI, collectively “the Parties”).
WHEREAS,
Amersham possesses intellectual property relating to the formulation, method
of
preparing or use of ultrasound contrast products;
WHEREAS,
until 2003 Alliance possessed intellectual property relating to the formulation,
method of preparing or use of ultrasound contrast products;
WHEREAS,
on June 18, 2003, Alliance and IMCOR entered into an Asset Purchase Agreement
(the “Asset Purchase Agreement”) pursuant to which Alliance sold, conveyed,
transferred, assigned and delivered to IMCOR all of Alliance’s right, title and
interest in and to all of Alliance’s tangible and intangible assets for all
imaging modalities, including (without limitation) (i) all rights related
to the
Imagent product, (ii) all patents and other intellectual property related
to
such assets, (iii) all claims and causes of action (whether or not then
asserted) related to such products, patents or intellectual property, and
(iv)
all claims and causes of action arising or related to Alliance’s business of
designing, developing, manufacturing, marketing, selling, licensing, supporting
and maintaining imaging modalities in connection with Alliance’s imaging and
diagnostic imaging business;
WHEREAS,
the Asset Purchase Agreement granted Alliance certain rights with respect
to the
Imagent business and related intellectual property after the closing of such
sale under the conditions, circumstances and terms specified in the Asset
Purchase Agreement;
WHEREAS,
IMCOR currently possesses intellectual property relating to the formulation,
method of preparing or use of ultrasound contrast products;
WHEREAS,
there is pending in the United States District Court for the District of
New
Jersey a litigation captioned IMCOR
Pharmaceutical Co. and Alliance Pharmaceutical Corp. v. Amersham Health Inc.,
Amersham Health AS, and Amersham plc. v. Molecular Biosystems
Inc.,
Civil
Action No. 03-2853 (SRC), (the “Action”), and;
WHEREAS,
the Parties desire to settle the Action and all existing and potential
intellectual property disputes relating to certain products.
NOW,
THEREFORE, in consideration of the foregoing and the covenants, acknowledgements
and representations contained in this Agreement, the Parties hereby agree
as
follows:
1/11
ARTICLE
I. DEFINITIONS
1.1. Definitions.
For
purposes of this Agreement, the terms defined here shall have the meanings
specified below. These terms are intended to encompass both singular and
plural
forms.
| 1.1.1. |
“Affiliate”
shall mean an entity that directly, or indirectly through one or
more
intermediaries, controls, or is controlled by, or is under common
control
with a Party. Without limiting the generality of the foregoing,
“control”
shall mean the ownership, directly or indirectly, of fifty percent
(50%)
or more of the issued share capital or shares of stock entitled
to vote
for the election of directors, in the case of a corporation, or
fifty
percent (50%) or more of the equity interests in the case of any
other
entity or the legal power to direct or cause the direction of the
general
management and policies of the entity in
question.
|
| 1.1.2. |
“Amersham
Licensed Patents”
shall mean Licensed Patents that are owned, obtained, acquired,
purchased
by or licensed to with a right to sublicense, or in any way under
the
control or disposal of Amersham, including, but not limited to,
all
patents asserted by Amersham in the Action, including United States
Patent
Nos. 5,558,856, 5,558,857, 5,567,412, 5,567,413, 5,569,449, 5,614,169,
5,618,514, 5,637,289,, 5,648,062, 5,670,135, 5,817,291, 5,827,502,
6,106,806, 6,153,172, and
6,544,496.
|
| 1.1.3. |
“Field”
shall mean ultrasound diagnostic imaging in humans and animals.
|
| 1.1.4. |
“Imagent”
shall mean the ultrasound contrast product that is the subject
of NDA
21-191 together with such modification thereto as may be made in
connection with such application.
|
| 1.1.5. |
“IMCOR/Alliance
Licensed Patents”
shall mean Licensed Patents that are owned, obtained, acquired,
purchased
by or licensed to, with a right to sublicense, or in any way under
the
control or disposal of IMCOR and/or Alliance, including but not
limited to
all patents asserted by IMCOR and/or Alliance in the Action including
United Sates Patent Nos. 5,540,909, 5,733,527, 6,019,960, 6,056,943,
6,280,704, 6,285,339, 6,287,539, and
6,706,253.
|
| 1.1.6. |
“Licensed
Patents”
shall mean all present patents and patent applications worldwide,
which
are issued or pending as of the Effective Date, together with all
future
patents and patent applications that claim priority (directly or
indirectly through other applications) to any patent or patent
application
pending as of or before the Effective
Date.
|
2/11
| 1.1.7. |
“Optison”
shall mean the ultrasound contrast product that is the subject
of NDA
20-899 together with such modification thereto as may be made in
connection with such application.
|
| 1.1.8. |
“Party”
shall mean Amersham, Alliance, IMCOR, and/or
MBI.
|
| 1.1.9. |
“Sonazoid”
shall mean any phospholipid-containing ultrasound contrast products
that
include gaseous C4F10,
whether or not combined or modified with any other ingredients,
elements
or materials.
|
| 1.1.10. |
“Territory”
shall mean the entire world.
|
| 1.1.11. |
“Third
Party”
shall mean any entity other than Alliance, Amersham, IMCOR, MBI
or their
Affiliates.
|
ARTICLE
II. WORLDWIDE
GRANT OF INTELLECTUAL PROPERTY RIGHTS
2.1. IMCOR
hereby grants Amersham and its Affiliates a fully paid-up, irrevocable
royalty-free, nonexclusive license, with the right to sublicense, under the
IMCOR/Alliance Licensed Patents to develop, make, have made, use, sell, offer
to
sell, import, or export Optison and/or Sonazoid in the Field in the Territory.
2.2. Alliance
hereby grants Amersham and its Affiliates a fully paid-up, irrevocable
royalty-free, nonexclusive license, with the right to sublicense, under the
IMCOR/Alliance Licensed Patents to develop, make, have made, use, sell, offer
to
sell, import, or export Optison and/or Sonazoid in the Field in the Territory.
2.3. Amersham
hereby grants IMCOR and its Affiliates a fully paid-up, irrevocable
royalty-free, nonexclusive license, with the right to sublicense, under the
Amersham Licensed Patents to develop, make, have made, use, sell, offer to
sell,
import, or export Imagent in the Field in the Territory.
2.4. The
rights granted hereunder shall extend to IMCOR’s and Amersham’s respective
distributors, manufacturers, sales agents, exporters, and importers with
respect
to activities authorized by and for the benefit of such Party or its Affiliates
and related to the manufacture, sale, distribution, exportation or importation
of Imagent, Optison or Sonazoid (as applicable) for or under the direction
of
the applicable Party or its Affiliates. The Parties acknowledge that nothing
in
this Agreement shall be construed to convey any title or ownership rights
to the
Licensed Patents. With the exception of the licenses explicitly granted in
paragraphs 2.1 through 2.3, no license, release or other right, title or
interest is granted by implication, estoppel or otherwise.
3/11
ARTICLE
III. SETTLEMENT
OF INTELLECTUAL PROPERTY DISPUTES
3.1. It
is the
intention of the Parties to settle current and potential intellectual property
disputes pertaining to the Licensed Patents therefore the Parties have
voluntarily entered into this Agreement. In that connection, the Parties
shall:
| 3.1.1. |
promptly
cause their respective claims in the Action to be dismissed with
prejudice
by directing their respective counsel to execute and file a Stipulation
of
Dismissal with prejudice and without costs in the form annexed
as Exhibit
A; and
|
| 3.1.2. |
withdraw,
to the maximum extent allowed by the law in each specific case,
all
current oppositions brought within or outside the United States
against
any Licensed Patent with claims which embrace Imagent, Optison,
and/or
Sonazoid in the Field;
|
3.2. Amersham
hereby releases IMCOR, its current Affiliates, and their respective current
and
former officers, directors, employees, agents, and attorneys from all claims,
allegations, damages, obligations, liabilities or expenses of any kind or
nature
that it may have against any of them. This releases all claims and obligations
resulting from anything which has happened up to now, including claims of
which
Amersham is not aware, and specifically including without limitation all
claims
that were or could have been asserted in the Action, including but not limited
to all claims of breach of contract, breach of duties of good faith and fair
dealing, unfair competition, fraud, conversion, unjust enrichment,
misappropriation of trade secrets, tortious interference with contract,
antitrust violations, bad faith enforcement and sham litigation, and
infringement of Amersham Licensed Patents on account of the manufacture,
use,
sale, offer for sale, and importation of Imagent up to and including the
Effective Date.
3.3. Amersham
hereby releases Alliance, its current Affiliates, and their respective current
and former officers, directors, employees, agents, and attorneys from all
claims, allegations, damages, obligations, liabilities or expenses of any
kind
or nature that it may have against any of them. This releases all claims
and
obligations resulting from anything which has happened up to now, including
claims of which Amersham is not aware, and specifically including without
limitation all claims that were or could have been asserted in the Action,
including but not limited to all claims of breach of contract, breach of
duties
of good faith and fair dealing, unfair competition, fraud, conversion, unjust
enrichment, misappropriation of trade secrets, tortious interference with
contract, antitrust violations, bad faith enforcement and sham litigation,
and
infringement of Amersham Licensed Patents on account of the manufacture,
use,
sale, offer for sale, and importation of Imagent up to and including the
Effective Date.
3.4. IMCOR
hereby releases Amersham, its current Affiliates, and their respective current
and former officers, directors, employees, agents, and attorneys from all
claims, allegations, damages, obligations, liabilities or expenses of any
kind
or nature that it may have against any of them. This releases all claims
and
obligations resulting from anything which has happened up to now, including
claims of which IMCOR is not aware, and specifically including without
limitation all claims that were or could have been asserted in the Action,
including but not limited to all claims of breach of contract, breach of
duties
of good faith and fair dealing, unfair competition, fraud, conversion, unjust
enrichment, misappropriation of trade secrets, tortious interference with
contract, antitrust violations, bad faith enforcement and sham litigation,
and
infringement of IMCOR/Alliance Licensed Patents on account of the manufacture,
use, sale, offer for sale, and importation of Optison and/or Sonazoid up
to and
including the Effective Date.
4/11
3.5. Alliance
hereby releases Amersham, its current Affiliates, and their respective current
and former officers, directors, employees, agents, and attorneys from all
claims, allegations, damages, obligations, liabilities or expenses of any
kind
or nature that it may have against any of them. This releases all claims
and
obligations resulting from anything which has happened up to now, including
claims of which Alliance is not aware, and specifically including without
limitation all claims that were or could have been asserted in the Action,
including but not limited to all claims of breach of contract, breach of
duties
of good faith and fair dealing, unfair competition, fraud, conversion, unjust
enrichment, misappropriation of trade secrets, tortious interference with
contract, antitrust violations, bad faith enforcement and sham litigation,
and
infringement of IMCOR/Alliance Licensed Patents on account of the manufacture,
use, sale, offer for sale, and importation of Optison and/or Sonazoid up
to and
including the Effective Date.
3.6.
Alliance
and IMCOR hereby release Amersham, Hafslund Nycomed ASA, and all successors
of
Hafslund Nycomed ASA and their respective current Affiliates, and their
respective current and former officers, directors, employees, agents, and
attorneys from any claims related to that certain agreement dated February
9,
1995, between Hafslund Nycomed and Alliance entitled “Non-Disclosure and Non-Use
Agreement.”
3.7. Amersham
releases MBI and its respective current and former officers, directors,
employees, agents, and attorneys from all claims that were or could have
been
asserted in the Action including but not limited to claims of breach of
contract, and breach of duties of good faith and fair dealing.
3.8. MBI
releases Amersham, its current Affiliates, and their respective current and
former officers, directors, employees, agents, and attorneys from all claims
of
any kind or nature that it may have against them. This releases all claims
and
obligations resulting from anything which has happened up to now, including
claims of which MBI is not aware, and specifically including without limitation
all claims that were or could have been asserted in the Action.
3.9. For
avoidance of doubt, none of the releases above shall be construed in any
way to
limit the ongoing responsibilities and obligations of any Party under that
certain Settlement Agreement dated May 5, 2000, between Amersham Health AS
f/k/a
Nycomed Imaging AS, Amersham Health Inc., f/k/a Nycomed Inc., Mallinckrodt
Medical Inc., Sonus Pharmaceuticals, Inc. and Molecular Biosystems, Inc (“The
May 5, 2000 Settlement Agreement”).
5/11
3.10. For
avoidance of doubt, none of the releases above shall be construed in any
way to
limit the ongoing responsibilities and obligations of any Party under the
Optison Product Rights Agreement dated April 9, 2000 between Mallinckrodt
Inc.
and MBI, including all amendments thereto (“OPRA”).
3.11.
None of
the releases above shall be construed in any way as being a release of any
indebtedness to any General Electric Affiliate under any loan agreement,
security interest, agreement of indebtedness, security interest, or other
agreement for the loan of money or extension of credit.
3.12. To
the
extent that it may apply to Agreement, the parties waive any and all rights
under California Civil Code § 1542 (as well as any similar statute or law in any
other jurisdiction), which section has been duly explained to each of the
parties by their respective counsel, and which reads as follows: “A general
release does not extend to claims which the creditor does not know or suspect
to
exist in his favor at the time of executing the release, which if known by
him
must have materially affected his settlement with the debtor.”
ARTICLE
IV. FEES,
PAYMENTS, WARRANTIES, INDEMNIFICATION
4.1. Amersham
shall make a one-time payment of $1,200,000 within five business days after
execution of this Agreement. Said payment shall be by wire transfer of same
day
federal funds. Amersham shall make the $1,200,000 payment to the following
accounts in the following amounts:
| 4.1.1. |
The
sum of $1,000,000 to IMCOR
|
Bank
Name: Bank One
Bank
Address: 000 Xxxxx XxXxxxx Xxxxxx, Xxxxxxx, XX 00000-0000
Name
on
Account: Xxxxxx & Xxxxx LLC Client Funds Account
ABA
Routing #000000000
Account
No. 00000000
Contact:
Xxxxx Xxxxxxxx
Contact
Phone: (000) 000-0000
| 4.1.2. |
The
sum of $200,000 to Alliance
|
Beneficiary
Name: Alliance Pharmaceutical Corp.
Beneficiary
Account number: 4721-117554
Beneficiary
Bank Routing number: 000000000
Beneficiary
Bank: Xxxxx
Fargo Bank
000
X
Xxxxxx, Xxxxx 0000
Xxx
Xxxxx, XX 00000
Contact: Xxxx
X.
Xxxxx
Assistant
Vice President
Relationship
Manager
Xxxxx
Fargo
San
Diego
Regional
Commercial
Banking Group
(000)
000-0000 Direct
(000)
000-0000 Fax
6/11
4.2. Other
than as set forth in paragraph 4.1 no Party shall have any obligation to
make
any payments to the other Party pursuant to this Agreement. Each Party shall
bear its own costs and expenses, including, without limitation, its attorneys
fees, relating to any action to be taken or having been taken in respect
to this
Agreement.
4.3. Each
Party makes the following warranties and representations to the other
Party:
| 4.3.1. |
each
Party is a corporation duly organized and validly existing and
in good
standing under the laws of the state or country in which it is
organized
and has all requisite power and authority to enter into and perform
this
Agreement and the transactions contemplated hereby and to require
its
Affiliates to abide by its terms and
conditions;
|
| 4.3.2. |
all
requisite corporate action on the part of each Party has been completed
for the authorization of the execution and delivery of this Agreement
and
the performance of the transaction contemplated
hereunder;
|
| 4.3.3. |
this
Agreement is, and such other transactions will be, valid and binding
obligations of each Party enforceable in accordance with their
respective
terms; and
|
| 4.3.4. |
the
execution, delivery and performance of this Agreement and the consummation
of transactions contemplated hereby do not and will not violate
the
provisions of any Party’s certificate of incorporation or bylaws or
similar type documents or the provisions of any note, indenture,
lease,
license permit or other instrument or obligation or violate any
law,
order, rule or regulation applicable to it.
|
ARTICLE
V. DURATION
5.1. The
term
of the licenses granted by IMCOR and Alliance shall be until the last to
expire
of the IMCOR/Alliance Licensed Patents.
5.2. The
term
of the license granted by Amersham shall be until the last to expire of the
Amersham Licensed Patents.
7/11
ARTICLE
VI. CONFIDENTIALITY
6.1. No
Party
shall disclose the contents of this Agreement to any other person or entity
and
each Party shall retain in confidence the terms and conditions of this
Agreement, except as necessary to comply with law or the valid order of a
court
or agency of competent jurisdiction of a state or federal authority; or to
the
extent necessary in any action, suit or proceeding to enforce this Agreement;
or
to their respective Affiliates, banks, auditors, accountants, lawyers, and
any
other representative of a Party who has a good faith need to know, provided
that
any such person or entity to whom disclosure is made must be advised of the
confidentiality of the information disclosed and agree to keep such information
confidential.
6.2. No
public
statements of any kind pertaining to this Agreement may be made except as
required by law, such as that enforced by the Securities Exchange Commission
of
the United States of America, unless the parties otherwise mutually agree
in
writing. IMCOR may include a copy of this Agreement with its filings with
the
Securities and Exchange Commission.
ARTICLE
VII. MISCELLANEOUS
7.1. Notice:
All
notices or communications required pursuant to this Agreement shall be in
writing and shall be deemed to have been duly given upon the date of receipt
if
delivered by hand, international overnight courier, confirmed facsimile
transmission, or registered or certified mail (return receipt requested,
postage
prepaid) to the following addresses or facsimile numbers:
For
Amersham: GE
Healthcare Ltd.
000
Xxxxxxxx Xxxxxx
Xxxxxxxxx,
Xxx Xxxxxx 00000-000
Attn:
General Counsel
For
Imcor: IMCOR
Pharmaceutical Co.
0000
Xx
Xxxxx Xxxxxxx Xxxxx, Xxxxx 000
Xxx
Xxxxx, XX 00000
Attn.:
Xxxx Xx Xxxxxx, Chief Operating Officer
with
copies to: Xxxxxxx X. Xxxxxx
Xxxxxx
& Xxxxx LLC
000
Xxxxx
Xxxxxx Xxxxx, Xxxxx 0000
Xxxxxxx,
XX 00000
8/11
For
Alliance: Alliance
Pharmaceutical Corp.
0000
Xx
Xxxxx Xxxxxxx Xxxxx, Xxxxx 000
Xxx
Xxxxx, XX 00000
Facsimile
No.: (000) 000-0000
Telephone
No.: (000) 000-0000
Attention:
Xxxxx Xxxx, Chief Executive Officer
For
MBI: Molecular
Biosystems, Inc.
0000
Xx
Xxxxx Xxxxxxx Xxxxx, Xxxxx 000
Xxx
Xxxxx, Xxxxxxxxxx 00000
Facsimile
No.: (000) 000-0000
Telephone
No.: (000) 000-0000
Attention:
Xxxxx Xxxx, President & Chief Executive Officer
7.2. Choice
of Law and Forum:
The
Parties agree that this Agreement shall be governed by the laws of the State
of
New Jersey without reference to its conflict of laws principles. Any legal
action or proceeding arising out of or in connection with this Agreement
shall
be brought only in the courts of the State of New Jersey or in the United
States
District Court for the District of New Jersey, and each Party hereby accepts
the
exclusive jurisdiction of such courts for any such matter.
7.3. Entire
Agreement:
This
Agreement, including all Exhibits attached hereto and all documents delivered
concurrently herewith, set forth all the licenses, covenants, promises,
agreements, warranties, representations, conditions, and understandings between
the Parties hereto and supersede all prior agreements and understandings
between
the Parties relating to the subject matter hereof. Notwithstanding the previous
sentence, this Agreement does not revoke or supersede The May 5, 2000 Settlement
Agreement, OPRA, or any protective order entered in the Action, all of which
shall survive the execution of this Agreement. This Agreement, including,
without limitation, the Exhibits attached hereto, is intended to define the
full
extent of the legally enforceable undertakings of the Parties hereto.
7.4. Severability:
In the
event that any provision of this Agreement shall, for any reason, be held
to be
invalid or unenforceable in any respect, such invalidity or unenforceability
shall not affect any other provision hereof, and the Parties shall negotiate
in
good faith to modify the Agreement to preserve their original
intent.
7.5. Amendment
and Waiver:
This
Agreement may be amended, supplemented, or otherwise modified only by means
of a
written instrument signed by all Parties. Any waiver of any rights or failure
to
act in a specific instance shall relate only to such instance and shall not
be
construed as an agreement to waive any rights or fail to act in any other
instance, whether or not similar.
7.6. Headings:
The
sections and paragraphs headings contained herein are for the purposes of
convenience only and are not intended to define or limit the contents of
said
sections or paragraphs.
9/11
7.7. Counterparts:
This
Agreement may be signed in counterpart, each of which shall be deemed to
be an
original. Signatures shall be provided by facsimile transmission, with original
signatures following by mail.
7.8. Assignment:
Neither
this Agreement nor the licenses granted herein may be assigned to any Third
Party, except a Party may assign this Agreement to a successor by merger,
acquisition, or corporate reorganization, and/or in connection with the sale
or
other disposition by license, joint venture or otherwise of the entire business
unit or product(s) to which this Agreement pertains. No Party shall assign,
by
operation of law or otherwise, any Licensed Patents to a Third Party without
such Third Party agreeing to be bound in writing by the licenses granted
hereunder.
7.9. Subsequent
Acquisitions:
If,
after the Effective Date, a Party or its Affiliate either acquires an entity
or
acquires substantially all of the assets from an entity, and said entity
is,
immediately prior to the date of acquisition, licensed by the other party
("Licensor") under one or more Licensed Patents through an existing agreement
pursuant to which royalties or other payments are made by said entity to
Licensor, then the license and other rights granted herein to the Acquiring
Party with respect to said Licensed Patents shall apply to products manufactured
by said entity or through the use of said assets, provided that such royalties
or other payments shall continue to be made by the Acquiring Party or said
entity to the Licensor with respect to such products notwithstanding that
the
Acquiring Party may have been licensed for the same products before the
acquisition.
10/11
IN
WITNESS WHEREOF, the undersigned Parties have duly executed and delivered
this
Agreement as of the date first written above.
|
GE
Healthcare Ltd.
By:
/s/
Xxxxxxx X. Xxxxxxxx
Name:
Xxxxxxx X. Xxxxxxxx
Title:
Attorney-in-fact
Date:
9/20/05
|
Amersham
Health AS
By:
/s/
Ase Aulie Michalet
Name:
Ase Aulie Michalet
Title:
President
Date:
9/21/05
|
|
Amersham
Health Inc.
By:
/s/
Xxxxxx X. Xxxxxx
Name:
Xxxxxx X. Xxxxxx
Title:
President
Date:
9/20/05
|
By:
/s/
Xxxxx X. Xxxxxxxxx
Name:
Xxxxx X. Xxxxxxxxx
Title:
Chairman of the Board
Date:
9/19/05
|
|
Alliance
Pharmaceutical Corp.
By:
/s/
Xxxxx X. Xxxx
Name:
Xxxxx X. Xxxx
Title:
Chairman & CEO
Date:
9/19/05
|
Molecular
Biosystems, Inc.
By:
/s/
Xxxxx X. Xxxx
Name:
Xxxxx X. Xxxx
Title:
Manager
Date:
9/19/05
|
11/11
EXHIBIT A
UNITED
STATES DISTRICT COURT
DISTRICT
OF NEW JERSEY
|
ALLIANCE
PHARMACEUTICAL CORPORATION,
Plaintiffs/Counterclaim-Defendants,
v.
AMERSHAM
HEALTH INC.,
AMERSHAM
HEALTH AS,
and
AMERSHAM plc,
Defendants/Counterclaim-Plaintiffs,
v.
MOLECULAR
BIOSYSTEMS, INC.,
Counter-Claim
Defendant.
|
Civil
Action No. 03-2853 (SRC)
Xxxxxxxxx
Xxxxxxx X. Xxxxxxx
Magistrate
Judge Xxxxxxxx Xxxxxxxxxxx
|
STIPULATION
OF DISMISSAL WITH PREJUDICE
This
matter having been amicably adjusted by and between the parties, it is hereby
stipulated and agreed that the above-captioned action, and all claims and
counterclaims asserted herein, shall be and hereby are dismissed with prejudice
and without costs.
|
XXXXXX & XXXXXX
0 Xxxxxxxx
Xxx Xxxx, XX 00000-0000
By:____________________
DATED: September , 2005
|
NORTON
& XXXXX LLC
00
Xxxxx Xxxxxx, Xxxxx 000
Xxxxx,
Xxx Xxxxxx 00000
By:____________________
DATED:
September , 2005
|
SO
ORDERED this __________ day of September, 2005.
___________________________________
XXXXXXX
X. XXXXXXX, U.S.D.J.
