IN THE CIRCUIT COURT OF THE TWELFTH JUDICIAL CIRCUIT,
IN AND FOR SARASOTA COUNTY, FLORIDA
CIVIL DIVISION
CORPORATE DEBT SOLUTIONS I, INC.,
Plaintiff,
v. CASE NO. 2008 CA 7664 NC
XXXXXXXXX.XXX,
Defendant
ORDER GRANTING APPROVAL OF SETTLEMENT AGREEMENT
This matter having come before me for consideration to approve the
Settlement Agreement entered into as of May 23, 2008 (the "Settlement
Agreement") between Plaintiff, CORPORATE DEBT SOLUTIONS I, INC.
("Corporate Debt") and Defendant, XXXXXXXXX.XXX ("Pricester"), the
("Parties"), and the Court having held a hearing as to the fairness of
the terms and conditions of the Settlement Agreement and being
otherwise fully advised in the premises, the Court hereby finds as
follows:
1. The Court has been advised that the parties intended that the sale
of the Settlement Shares (as defined by the Settlement Agreement, and
hereinafter, the ("settlement Shares") to, and the resale of the
Settlement Shares by, Corporate Debt within the United States of
America, assuming satisfaction of all other applicable securities laws
and regulations, will be exempt from registration under the Securities
Act of 1933 (the "Securities Act") in reliance upon Section 3(a)(10) of
the Securities Act based upon the Court's finding herein that the terms
and conditions of the issuance of the Settlement Shares by Pricester to
Corporate Debt are fair to Corporate Debt;
2. The hearing having been scheduled upon the consent of Corporate
Debt and Pricester. Corporate Debt has had adequate notice of the
hearing and Corporate Debt is the only party to whom Settlement Shares
will be issued pursuant to the Settlement Agreement;
3. The terms and conditions of the issuance of the Settlement Shares
in exchange for the release of certain claims as set forth in the
Settlement Agreement are fair to Corporate Debt, the only party to whom
the Settlement Shares will be issued;
4. The fairness hearing was open to Corporate Debt. Corporate Debt
was represented by counsel at the hearing who acknowledged that
adequate notice of the hearing was given and consented to the entry of
this order.
It is therefore, ORDERED AND ADJUDGED that the Settlement Agreement
is hereby approved as fair to the party to whom the settlement shares
will be issued, within the meaning of Section 3(a)(10), of the
Securities Act and that sale of the Settlement Shares to, and the
resale of the Settlement Shares in the United States of America by,
Corporate Debt, assuming satisfaction of all other applicable
securities laws and regulations, will be exempt from registration under
the Securities Act.,
SO ORDERED this day of May, 2008.
/s/Xxxxxx XxXxxxxx
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Circuit Judge
Cc: Xxxxxxx Xxxxxxx, Esquire
Xxxxxx X. Xxxxxx, Esquire