1
EXHIBIT 10.13 PAGE 27
SETTLEMENT AGREEMENT
THIS SETTLEMENT AGREEMENT (the "Agreement"), is entered into as of this 23rd of
April, 1998, by and among Alfin, Inc.("Arpel") and Adrien Arpel, Inc. ("Arpel")
(collectively, the "Alfin Parties"), and Xxxxxxxx Xxxxxx ("Xxxxxx"), A.A.N.
Services Inc. ("A. A. N. ") and Signature Club A, Ltd. ("SCA") (collectively,
the "Xxxxxx Parties"). Alfin, Arpel, Xxxxxx, A. A. N. and SCA shall be
collectively referred to herein as the "Parties".
WHEREAS, in January of 1997, Xxxxxx commenced an action in the Supreme
Court of the State of New York against Alfin, captioned Xxxxxxxx Xxxxxx x.
Xxxxx. Inc., Index No.600405/97 (the "Action");
WHEREAS, in March of 1997, Alfin filed an answer and asserted
counterclaims against Xxxxxx in the Action;
WHEREAS, in April of 1997, Alfin filed an amended answer and amended
counterclaims against Xxxxxx in the Action;
WHEREAS, in June of 1997, the Court dismissed Alfin's counterclaims for
counterclaims interference with contract, for tortious interference with
prospective economic advantage and for defamation; and
WHEREAS, the Parties hereto desire to settle all claims and causes of
actions which were or could have been asserted against any of them in the Action
without the need for further protracted litigation and the accompanying costs
and risks thereof, on the terms and conditions set forth herein:
NOW, THEREFORE, in consideration of the foregoing and the mutual
agreements, promises and representations set forth herein, and intending to be
legally bound, it is hereby agreed by and among the Parties hereto as follows:
1. The Parties will execute general releases in the form of the
releases annexed hereto as Exhibits A, B, C, D and E, respectively.
2. Xxxxxx and Alfin hereby consent to the entry of the Stipulation of
Dismissal in the form annexed hereto as Exhibit F.
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3. Simultaneously with the execution of this Agreement, the Parties
shall exchange the general releases referred to in paragraph 1 herein. Within
five (5) business days of the date of the execution of this Agreement, the
Stipulation of Dismissal referred to in paragraph 2 herein shall be filed with
the Supreme Court of the State of New York, County of New York.
4. In consideration of this Agreement, SCA agrees to pay to Alfin the
principal sum of One Million Dollars ($1,000,000) (the "Principal") payable as
follows:
a. Simultaneously with the execution of this Agreement, SCA shall pay
to Alfin $150,000 (the "Pre-Certification Lump Sum Payment").
b. On the first business day of the month immediately following the
date of the execution of this Agreement, and on the first business day of every
subsequent month, SCA shall pay $25,000 to Alfin (the "Pre-Certification Monthly
Payments") until
(1) the Principal has been paid in full, or (2) Alfin has received the sum of $2
Million Dollars ($2,000,000) in cash as an equity investment in Alfin and has
certified that fact to the Xxxxxx parties (the "Alfin Certificate").
c. If at any time before SCA has made twenty-eight (28)
Pre-Certification Monthly Payments, as described in paragraph 4(b), Alfin
delivers the Alfin Certificate to the Xxxxxx Parties, then SCA shall cease
making the Pre-Certification Monthly Payments and shall act as follows:
1. SCA shall pay $150,000 to Alfin within five business days
after the date on which the Xxxxxx Parties receive the Alfin Certificate. The
$150,000 payment described in this subparagraph shall be referred to herein as
the "Post-Certification Lump Sum Payment";
ii. On the first business day of the month immediately
following the date on which the Xxxxxx Parties receive the Alfin Certificate,
and on the first business day of every subsequent month, SCA shall pay $50,000
to Alfin (the "Post-Certification Monthly Payments") until the sum of (a) the
Pre-Certification Lump Sum Payment; (b) the product of the Pre-Certification
Monthly Payments multiplied by the
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number of those payments; (c) the Post-Certification Lump Sum Payment; and (d)
the product of the Post-Certification Monthly Payments multiplied by the number
of those payments equal the Principal. If, while making payments pursuant to
paragraph 4(c)(ii), the amount of unpaid Principal falls below $50,000 then SCA
shall pay, on the first business day of the next month, the full amount of the
unpaid Principal; and
iii. SCA shall pay simple interest on the unpaid Principal
which shall begin accruing on the first business day of the month immediately
following the date on which the Xxxxxx Parties receive the Alfin Certificate.
SCA shall pay the simple interest, accrued on the unpaid Principal during the
prior month, on the first business day of each month, until the entire Principal
is paid. Interest on the unpaid Principal shall be calculated using the prime
rate in effect at Citibank N.A. on the first business day of each month.
d. If SCA has made exactly twenty-eight (28) Pre-Certification Monthly
Payments when Alfin delivers the Alfin Certificate to the Xxxxxx parties, SCA
shall cease making the Pre-Certification Monthly Payments described in paragraph
4(b), and shall, within five (5) business days, pay the lump sum of $150,000 to
Alfin which shall constitute the final payment by SCA to Alfin under this
Agreement.
e. If SCA has made twenty-nine (29) to thirty-three (33)
Pre-Certification Monthly Payments when Alfin delivers the Alfin Certificate to
the Xxxxxx Parties, then SCA shall cease making the Pre-Certification Monthly
Payments described in paragraph 4(b), and shall, within five (5) business days,
pay a lump sum in the amount equal to the Principal less the sum of (a) the
Pre-Certification Lump Sum Payment and (b) the product of the Pre-Certification
Monthly Payments multiplied by the number of those payments. This payment shall
constitute the final payment by SCA to Alfin under this Agreement.
f. If SCA defaults in the making of any payment due hereunder and such
default continues for 15 days after notice of default is given to the Xxxxxx
Parties, the whole of the principal sum shall become due, together with any
interest described in paragraph 4(c)(iii).
x. Xxxxxx guarantees the full performance of SCA's payment obligations
pursuant to this paragraph 4. This guarantee is intended to be a guarantee by
Xxxxxx of payment of all of SCA's payment obligations hereunder.
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5. In no event shall the payments to Alfin total more than $1,000,000,
plus the interest generated on the unpaid Principal described in paragraph
4(c)(iii).
6. SCA may prepay all or a portion of the Principal at any time without
penalty.
7. Neither the making of this Agreement nor any of the provisions
herein shall constitute an admission of, and the Parties do not admit, any of
the substantive allegations asserted by either Xxxxxx or Alfin in the Action or
any liability on account thereof.
8. This Agreement constitutes the entire understanding among the
Parties hereto concerning the subject matter hereof and supersedes any prior or
contemporaneous representations or agreements not contained herein concerning
the subject matter of this Agreement.
9. This Agreement may be executed in one or more counterparts, each of
which shall constitute an original and all of which taken together shall
constitute one agreement.
10. This Agreement shall be deemed to have been mutually prepared by
the Parties hereto and shall not be construed against any of them solely by
reason of authorship.
11. This Agreement shall be construed and enforced in accordance with
and governed by the laws of the State of New York and may only be modified or
amended by a written instrument signed by each of the undersigned Parties. All
notices hereunder, including the Alfin Certificate, shall be in writing and be
delivered by hand or by registered mail, return receipt requested. All notices
to the Xxxxxx Parties shall be addressed separately to Xxxxxxxx Xxxxxx, A.A.N.
Services Inc., 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 with copy to Xxxxx
X. Xxxxxxxxxxx, Esq., Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP, 000 Xxxxx
Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000. All notices to the Alfin Parties shall be
addressed to Alfin, Inc., X.X. Xxx 000, Xxxxxxx, X.X. 00000, attention Xxxxxxx
Xxxxx, CFO with copy to Xxxx X. Xxxxx, Esq., Xxxxxx & Xxxxx, 000 Xxxxx Xxxxxx,
Xxx Xxxx, Xxx Xxxx 00000.
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IN WITNESS WHEREOF, the Parties hereto now execute and deliver this
Agreement as of April 23, 1998.
XXXXXXXX XXXXXX
By: /s/
------------------------------------
Xxxxxxxx Xxxxxx
SIGNATURE CLUB A, LTD.
By: /s/
------------------------------------
Xxxxxxx Xxxxxxxx
Chief Financial Officer
of Signature Club A, Ltd.
A.A.N. SERVICES, INC.
By: /s/
------------------------------------
Xxxxxxx Xxxxxxxx
Chief Financial Officer
Of A.A.N. Services
ALFIN, INC.
By: /s/ Xxxxxxx X. Xxxxx
------------------------------------
Name:
Title:
ADRIEN ARPEL, INC.
By: /s/ Xxxxxxx X. Xxxxx
------------------------------------
Name:
Title:
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RELEASE FROM ALFIN, INC TO XXXXXXXX XXXXXX,
A.A.N. SERVICES INC. AND SIGNATURE CLUB A. LTD.
ALFIN, INC. ("ALFIN"), intending to be legally bound and in exchange
for good and valuable consideration, receipt of which is hereby acknowledged,
hereby releases and discharges Xxxxxxxx Xxxxxx, A.A.N. Services Inc. and
Signature Club A, Ltd. and each of their predecessors, officers, board members,
parents, subsidiaries, companies, divisions, affiliates, predecessors, agents,
attorneys, employees, heirs, executors, administrators, successors, past and
present shareholders, partners, indemnities and assigns, and their respective
heirs, executors, administrators, successors and assigns (all of whom shall be
hereinafter referred to as "RELEASEES"), from all actions, causes of action,
suits, debts, dues, sums of money, accounts, reckonings, bonds, bills,
specialties, covenants, contracts, controversies, agreements, promises,
variances, trespasses, damages, judgments, extents, executions, claims, and
demands whatsoever, whether known or unknown, in law, in admiralty or equity, in
any jurisdiction in the world, which against the RELEASEES or any of them,
ALFIN, ALFIN's parents, subsidiaries, companies, divisions, affiliates,
predecessors, agents, attorneys, employees, officers, board members, partners,
indemnities, and their respective heirs, executors, administrators, successors
and assigns ever had, now have or hereafter can, shall or may have for, upon, or
by reason of any matter, cause or thing whatsoever, including but not limited
to, any claims ALFIN may have against the RELEASEES arising out of or relating
in any way to (i) Xxxxxxxx Xxxxxx'x employment, affiliation or association with
ALFIN or Adrien Arpel, Inc.; (ii) any claims asserted or that could have been
asserted by Alfin against Xxxxxx in the action entitled Xxxxxxxx Xxxxxx v.
Alfin. Inc., Index Number 600405/97; or (iii) any claim that the RELEASEES have
infringed or otherwise violated ALFIN's trademark, copyright or patent rights.
This RELEASE shall be governed by the laws of the State of New York and
may only be modified or amended by a written instrument signed by each of the
undersigned. This release may not be changed orally.
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PAGE 33
ALFIN has carefully read the foregoing RELEASE and understands the
contents thereof ALFIN represents, declares and decrees that it relies solely on
the judgment of its officers and agents in entering into the settlement and in
executing this RELEASE.
This RELEASE is not intended to, and does not, release the RELEASEES
from the obligations set forth in the SETTLEMENT AGREEMENT dated as of April 23,
1998, to which this RELEASE is an exhibit.
Whenever the text hereof requires, the use of the singular shall
include the appropriate plural.
IN WITNESS WHEREOF, ALFIN has caused this RELEASE to be signed by its
duly authorized officer and agent on the ___ day of April, 1998.
IN WITNESS WHEREOF, ALFIN has duly executed this RELEASE.
ALFIN, INC.
By: /s/ Xxxxxxxx Xxxxxx
_____________________________
Name:
Title:
STATE OF NEW YORK )
: ss.:
COUNTY OF NEW YORK )
On the ________ day of April, 1998, before me personally came
____________________ to me known, who, being by me duly sworn, did depose and
say that he reside at ___________________________ that he is the duly appointed
__________________________ of Alfin, Inc., the corporation described in the
foregoing Release, and that he has been given full authority to prosecute or
dispose of the claims of Alfin, Inc. and to execute the foregoing release.
/s/ Xxxx Xxxxxxx
_____________________________
Notary Public
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RELEASE FROM ADRIEN ARPEL, INC TO XXXXXXXX XXXXXX,
A.A.N. SERVICES INC AND SIGNATURE CLUB A LTD
ADRIEN ARPEL, INC. ("ARPEL"), intending to be legally bound and in
exchange for good and valuable consideration, receipt of which is hereby
acknowledged, hereby releases and discharges Xxxxxxxx Xxxxxx, A.A.N. Services
Inc. and Signature Club A, Ltd. and each of their predecessors, officers, board
members, parents, subsidiaries, companies, divisions, affiliates, predecessors,
agents, attorneys, employees, heirs, executors, administrators, successors, past
and present shareholders, partners, indemnities and assigns, and their
respective heirs, executors, administrators, successors and assigns (all of whom
shall be hereinafter referred to as ("RELEASEES"), from all actions, causes of
action, suits, debts, dues, sums of money, accounts, reckonings, bonds, bills,
specialties, covenants, contracts, controversies, agreements, promises,
variances, trespasses, damages, judgments, extents, executions, claims, and
demands whatsoever, whether known or unknown, in law, in admiralty or equity, in
any jurisdiction in the world, which against the RELEASEES or any of them,
ARPEL, ARPEL's parents, subsidiaries, companies, divisions, affiliates,
predecessors, agents, attorneys, employees, officers, board members, partners,
indemnities, and their respective heirs, executors, administrators, successors
and assigns ever had, now have or hereafter can, shall or may have for, upon, or
by reason of any matter, cause or thing whatsoever, including but not limited
to, any claims ARPEL may have against the RELEASEES arising out of or relating
in any way to (i) Xxxxxxxx Xxxxxx'x employment, affiliation or association with
ARPEL or Alfin, Inc.; (ii) any claims asserted or that could have been asserted
by ARPEL against Xxxxxx in the action entitled Xxxxxxxx Xxxxxx v. Alfin Inc.,
Index Number 600405/97; or (iii) any claim that the RELEASEES have infringed or
otherwise violated ARPEL's trademark, copyright or patent rights.
This RELEASE shall be governed by the laws of the State of New York and
may only be modified or amended by a written instrument signed by each of the
undersigned. This release may not be changed orally.
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PAGE 35
ARPEL has carefully read the foregoing RELEASE and understands the
contents thereof ARPEL represents, declares and decrees that it relies solely on
the judgment of its officers and agents in entering into the settlement and in
executing this RELEASE.
This RELEASE is not intended to, and does not, release the RELEASEES
from the obligations set forth in the SETTLEMENT AGREEMENT dated as of April 23,
1998, to which this RELEASE is an exhibit.
Whenever the text hereof requires, the use of the singular shall
include the appropriate plural.
IN WITNESS WHEREOF, ARPEL has caused this RELEASE to be signed by its
duly authorized officer and agent on the ___ day of April, 1998.
IN WITNESS WHEREOF, ARPEL has duly executed this RELEASE. ADRIEN ARPEL,
INC
ADRIEN ARPEL, INC
By: /s/ Xxxxxxx X. Xxxxx
_____________________________
Name:
Title:
STATE OF NEW YORK )
: ss.:
COUNTY OF NEW YORK )
On the ________ day of April, 1998, before me personally came
____________________ to me known, who, being by me duly sworn, did depose and
say that he reside at ___________________________ that he is the duly appointed
__________________________ of Adrien Arpel, Inc., the corporation described in
the foregoing Release, and that he has been given full authority to prosecute or
dispose of the claims of Adrien Arpel, Inc. and to execute the foregoing
release.
/s/ Xxxx Xxxxxxx
_____________________________
Notary Public
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RELEASE FROM XXXXXXXX XXXXXX
TO ALFIN, INC AND ADRIEN ARPEL INC
XXXXXXXX XXXXXX ("XXXXXX"), intending to be legally bound and in
exchange for good and valuable consideration, receipt of which is hereby
acknowledged, hereby releases and discharges Alfin, Inc. and Adrien Arpel, Inc.
and each of their predecessors, officers, board members, parents, subsidiaries,
companies, divisions, affiliates, predecessors, agents, attorneys, employees,
heirs, executors, administrators, successors, past and present shareholders,
partners, indemnities and assigns, and their respective heirs, executors,
administrators, successors and assigns (all of whom shall be hereinafter
referred to as "RELEASEES"), from all actions, causes of action, suits, debts,
dues, sums of money, accounts, reckonings, bonds, bills, specialties, covenants,
contracts, controversies, agreements, promises, variances, trespasses, damages,
judgments, extents, executions, claims, and demands whatsoever, whether known or
unknown, in law, in admiralty or equity, in any jurisdiction in the world, which
against the RELEASEES or any of them, XXXXXX, XXXXXX'x companies, divisions,
affiliates, predecessors, agents, attorneys, employees, officers, partners,
indemnities, and their respective heirs, executors, administrators, successors
and assigns ever had, now have or hereafter can, shall or may have for, upon, or
by reason of any matter, cause or thing whatsoever, including but not limited
to, any claims XXXXXX may have against the RELEASEES arising out of or relating
in any way to (i) her employment, affiliation or association with Adrien Arpel,
Inc. or Alfin, Inc.; (ii) any claims asserted or that could have been asserted
by XXXXXX against Adrien Arpel, Inc. or Alfin, Inc. in the action entitled
Xxxxxxxx Xxxxxx x. Xxxxx Inc., Index Number 600405/97; (iii) any claim that the
RELEASEES have infringed or otherwise violated XXXXXX'x trademark, copyright or
patent rights; or (iv) warrants issued to XXXXXX by Alfin, Inc. pursuant to a
warrant agreement, dated as of November 19, 1993.
This RELEASE shall be governed by the laws of the State of New York and
may only be modified or amended by a written instrument signed by each of the
undersigned. This release may not be changed
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PAGE 37
orally.
XXXXXX has carefully read the foregoing RELEASE and understands the
contents thereof XXXXXX represents, declares and decrees that it relies solely
on the judgment of its officers and agents in entering into the settlement and
in executing this RELEASE.
This RELEASE is not intended to, and does not, release the RELEASEES
from the obligations set forth in the SETTLEMENT AGREEMENT dated as of April 23,
1998, to which this release is an exhibit.
Whenever the text hereof requires, the use of the singular shall
include the appropriate plural.
IN WITNESS WHEREOF, XXXXXX has duly executed this RELEASE on this 28,
day of April, 1998.
By: /s/ Xxxx Xxxxx
-----------------------------
Name:
Title:
STATE OF NEW YORK )
: ss.:
COUNTY OF NEW YORK )
On the 28th day of April, 1998, before me personally came Xxxxxxxx
Xxxxxx to me known, who, being by me duly sworn, did depose and say that she
reside at 000 Xxxxxxx Xxxxxx, NYC and that deponent to execute the foregoing
release.
/s/ Xxxx Xxxxxxx
-----------------------------
Notary Public
ss.:
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RELEASE FROM A.A.N. SERVICES INC.
TO ALFIN, INC. AND ADRIEN ARPEL, INC.
A.A.N. SERVICES INC. ("A.A.N."), intending to be legally bound and in
exchange for good and valuable consideration, receipt of which is hereby
acknowledged, hereby releases and discharges Alfin, Inc. and Adrien Arpel, Inc.
and each of their predecessors, officers, board members, parents, subsidiaries,
companies, divisions, affiliates, predecessors, agents, attorneys, employees,
heirs, executors, administrators, successors, past and present shareholders,
partners, indemnities and assigns, and their respective heirs, executors,
administrators, successors and assigns (all of whom shall be hereinafter
referred to as "RELEASEES"), from all actions, causes of action, suits, debts,
dues, sums of money, accounts, reckonings, bonds, bills, specialties, covenants,
contracts, controversies, agreements, promises, variances, trespasses, damages,
judgments, extents, executions, claims, and demands whatsoever, whether known or
unknown, in law, in admiralty or equity, in any jurisdiction in the world, which
against the RELEASEES or any of them, A.A.N., A.A.N.'s parents, subsidiaries,
companies, divisions, affiliates, predecessors, agents, attorneys, employees,
officers, board members, partners, indemnities, and their respective heirs,
executors, administrators, successors and assigns ever had, now have or
hereafter can, shall or may have for, upon, or by reason of any matter, cause or
thing whatsoever, including but not limited to, any claims A.A.N. may have
against the RELEASEES arising out of or relating in any way to (i) Xxxxxxxx
Xxxxxx'x employment, affiliation or association with Adrien Arpel, Inc. or
Alfin, Inc.; (ii) any claims asserted or that could have been asserted by A.A.N.
against the RELEASEES in the action entitled Xxxxxxxx Xxxxxx x. Xxxxx Inc.,
Index Number 600405/97; or (iii) any claim that the RELEASEES have infringed or
otherwise violated A.A.N.'s trademark, copyright or patent rights.
This RELEASE shall be governed by the laws of the State of New York and
may only be modified or amended by a written instrument signed by each of the
undersigned. This release may not be changed orally.
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PAGE 39
A.A.N. has carefully read the foregoing RELEASE and understands the
contents thereof A.A.N. represents, declares and decrees that it relies solely
on the judgment of its officers and agents in entering into the settlement and
in executing this RELEASE.
This RELEASE is not intended to, and does not, release the RELEASEES
from the obligations set forth in the SETTLEMENT AGREEMENT dated as of April 23,
1998, to which this RELEASE is an exhibit.
Whenever the text hereof requires, the use of the singular shall
include the appropriate plural.
IN WITNESS WHEREOF, XXX. has caused this RELEASE to be signed by its
duly authorized officer and agent on the 28 day of April, 1998.
IN WITNESS WHEREOF, A.A.N. has duly executed this RELEASE.
A.A.N. SERVICES INC.
By: /s/ Xxxxxxx Xxxxxxxx
Xxxxxxx Xxxxxxxx
Chief Financial Officer
of A.A.N. Services Inc.
STATE OF NEW YORK )
: ss.:
COUNTY OF NEW YORK )
On the 28 day of April, 1998, before me personally came Xxxxxxx
Xxxxxxxx to me known, who, being by me duly sworn, did depose and say that he
reside at 000 Xxxxxxx Xxxxxx, XXX that he is the duly appointed Chief Financial
Officer of A.A.N. Services Inc., the corporation described in the foregoing
Release, and that he has been given full authority to prosecute or dispose of
the claims of Alfin, Inc. and to execute the foregoing release.
/S/ Rite Xxxxxxx
Notary Public
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PAGE 40
RELEASE FROM SIGNATURE CLUE A, LTD.
TO ALFIN INC AND ADRIEN ARPEL, INC.
SIGNATURE CLUB A, LTD. ("SCA"), intending to be legally bound and in
exchange for good and valuable consideration, receipt of which is hereby
acknowledged, hereby releases and discharges Alfin, Inc. and Adrien Arpel, Inc.
and each of their predecessors, officers, board members, parents, subsidiaries,
companies, divisions, affiliates, predecessors, agents, attorneys, employees,
heirs, executors, administrators, successors, past and present shareholders,
partners, indemnities and assigns, and their respective heirs, executors,
administrators, successors and assigns (all of whom shall be hereinafter
referred to as "RELEASEES"), from all actions, causes of action, suits, debts,
dues, sums of money, accounts, reckonings, bonds, bills, specialties, covenants,
contracts, controversies, agreements, promises, variances, trespasses, damages,
judgments, extents, executions, claims, and demands whatsoever, whether known or
unknown, in law, in admiralty or equity, in any jurisdiction in the world, which
against the RELEASEES or any of them, SCA, SCA's parents, subsidiaries,
companies, divisions, affiliates, predecessors, agents, attorneys, employees,
officers, board members, partners, indemnities, and their respective heirs,
executors, administrators, successors and assigns ever had, now have or
hereafter can, shall or may have for, upon, or by reason of any matter, cause or
thing whatsoever, including but not limited to, any claims SCA may have against
the RELEASEES arising out of or relating in any way to (i) Xxxxxxxx Xxxxxx'x
employment, affiliation or association with Adrien Arpel, Inc. or Alfin, Inc.;
(ii) any claims asserted or that could have been asserted by SCA against the
RELEASEES in the action entitled Xxxxxxxx Xxxxxx x. Xxxxx, Inc., Index Number
600405/97; or (iii) any claim that the RELEASEES have infringed or otherwise
violated SCA's trademark, copyright or patent rights.
This RELEASE shall be governed by the laws of the State of New York and
may only be modified or amended by a written instrument signed by each of the
undersigned. This release may not be changed orally.
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PAGE 41
SCA has carefully read the foregoing RELEASE and understands the
contents thereof SCA represents, declares and decrees that it relies solely on
the judgment of its officers and agents in entering into the settlement and in
executing this RELEASE.
This RELEASE is not intended to, and does not, release the
RELEASEES from the obligations set forth in the SETTLEMENT AGREEMENT dated as of
April 23, 1998, to which this RELEASE is an exhibit.
Whenever the text hereof requires, the use of the singular shall
include the appropriate plural.
IN WITNESS WHEREOF, SCA has caused this RELEASE to be signed by its
duly authorized officer and agent on the 28 day of April, 1998.
IN WITNESS WHEREOF, SCA has duly executed this RELEASE.
SIGNATURE CLUB A, LTD
By: /s/ Xxxxxxx Xxxxxxxx
-----------------------------
Xxxxxxx Xxxxxxxx
of Signature Club A, Ltd.
STATE OF NEW YORK )
: ss.:
COUNTY OF NEW YORK )
On the 28 of April, 1998, before me personally came Xxxxxxx Xxxxxxxx by
me duly sworn, did depose and say that he reside at 000 Xxxxxxx Xxxxxx, XXX,
that he is Chief Financial Officer of Signature Club A, Ltd., the corporation
described in the foregoing Release, and that he has been given full authority to
prosecute or dispose of the claims of Signature Club A,. and to execute the
foregoing release.
----------------------------
Notary Public
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SUPREME COURT OF NEW YORK
COUNTY OF NEW YORK
XXXXXXXX XXXXXX,
Index No. 600405/97
Plaintiff,
-against-
STIPULATION OF
ALFIN, INC. DISCONTINUANCE
Defendant.
No party hereto is an infant or incompetent person for whom a committee
has been appointed or a conservate and no person not a party has an interest in
the subject matter of this action, it is hereby stipulated and agreed, by and
between the undersigned attorneys for the respective parties that the
above-entitled action, including the counterclaims asserted therein, be, and the
same hereby is discontinued with prejudice without costs to either party as
against the other.
Dated: New York, New York
April , 1998
SKADDEN, ARPS, SLATE, XXXXXX & XXXXX
XXXXXXX & XXXX LLP Attorneys for Defendant
Attorneys for Plaintiff Alfin, Inc.
Xxxxxxxx Xxxxxx By: Xxxx X. Xxxxx
By: Xxxxx X. Xxxxxxxxxxx
