AMENDED & RESTATED TERM SHEET
Reorganization, Share Exchange, Dissolution, and Liquidation
to be Ordered by the Court pursuant to Settlement of Loch Harris Litigation
[Note: The parties executed a term sheet dated Jan. 7, 2003; an amendment dated
Feb. 13, 2003; and a second amendment dated Mar. 7, 2003. This Amended &
Restated Term Sheet combines & restates the original term sheet and the first
and second amendments.]
1. Resolution of Case. The settlement described in this Amended &
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Restated Term Sheet, if approved by the Court, will fully resolve the case
titled Mari L. Stassi and Robert Stewart, derivatively on behalf of Loch Harris,
Inc.; and Richard C. Miller, Michael White, and Randy Shillingburg, on behalf of
themselves and all others similarly situated, plaintiffs, v. Rodney A. Boone,
Mark E. Baker, Charles Blackwell, and Robert B. Baker, defendants, Loch Harris,
Inc., nominal defendant, No. GN200180 (Dist. Ct., 201st Jud. Dist., Travis
County, Tex.).
2. Non-Admission of Liability. By agreeing to settle, the individual
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defendants and nominal defendant Loch Harris do not admit any liability
whatsoever with regard to any of the allegations set forth in the complaint.
Similarly, plaintiffs and/or Loch Harris do not admit that any of their claims
lack merit. The parties are settling to resolve a disputed controversy.
3. Final Judgment; Affected Class. The parties intend that this
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settlement will result in a final judgment containing releases as described in
paragraph 4, below. For purposes of these releases, the class, if approved by
the Court, will consist of all Loch Harris shareholders as of the date of
preliminary approval of the settlement, except that the individual defendants
and nominal defendant Loch Harris are excluded from the class. For settlement
purposes, the individual defendants and Loch Harris will not contest this class.
The parties will recommend that, for settlement purposes, the Court certify the
class under Rule 42 of the Texas Rules of Civil Procedure.
4. Releases. The final judgment will contain general releases as
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follows:
(a) By all named plaintiffs, all members of the class (except any
members of the class who opt out of participation in the settlement), and
Loch Harris, for the benefit of the individual defendants and their counsel
and of nominal defendant Loch Harris and its counsel, of all claims that
relate to or arise under in any way the facts alleged or that could have
been alleged in the pleadings and/or the defendants' acts or omissions in
connection with this litigation or the business of Loch Harris at any time
prior to the date that this agreement receives final approval by the Court
(except as otherwise provided in paragraph
AMENDED & RESTATED
TERM SHEET REGARDING SETTLEMENT
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7(i), below), including but not limited to claims under Sec. 16 of the
Securities Exchange Act of 1934, 15 U.S.C. Sec. 78p.
(b) By all individual defendants and nominal defendant Loch
Harris, for the benefit of all named plaintiffs and their counsel, all
members of the class (except any members of the class who opt out of
participation in the settlement) and their counsel, and Loch Harris and its
counsel, of all claims that relate to or arise out of acts or omissions in
connection with this litigation or the business of Loch Harris at any time
prior to the date that this agreement receives final approval by the Court
(except as otherwise provided in paragraph 7(i), below). The final judgment
will also provide that the individual defendants may not assert any claim
they may have against Loch Harris to be collected, directly or indirectly,
against CDEX shares or the proceeds thereof or any assets of Loch Harris in
liquidation except as provided in paragraph 7(h) below. (This release does
not, however, affect in any way the individual defendants' claims as
shareholders of Loch Harris and participation in the distribution of CDEX
shares by Loch Harris.)
Notwithstanding the above, the releases will not cover claims to carry out the
terms of settlement.
5. Non-Effect on Governmental Action. This settlement, including the
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releases contemplated herein, is not intended to affect or compromise in any way
any investigation or proceeding brought or to be brought against individual
defendants or Loch Harris by any governmental agency.
6. Exemption from Registration. The settlement requires the exchange
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of freely tradable and unrestricted securities exempted from registration
pursuant to Sec. 3 of the Securities Act of 1933, 15 U.S.C. Sec. 77c, which
provides in relevant part as follows:
(a) Exempted securities. . . [T]he provisions of this title [15 U.S.C.
Sec. Sec. 77a et seq.] shall not apply to any of the following classes of
securities:
(10) . . . [A]ny security which is issued in exchange for one or more
bona fide outstanding securities, claims or property interests, where
the terms and conditions of such issuance and exchange are approved,
after a hearing upon the fairness of such terms and conditions at
which all persons to whom it is proposed to issue securities in such
exchange shall have the right to appear, by any court
All named parties, individually and behalf of Loch, agree to cooperate and to
use best efforts to comply with all applicable state blue sky laws pertaining to
this distribution, including the possibility of obtaining legal opinions as
necessary about compliance with exemptions under such blue sky laws, provided
that Loch shall not be required to undertake the expense of a registration in
any state unless, in the sole discretion of Loch's directors, the benefit to its
shareholders is commensurate with the expense. This agreement is contingent on
legality of the contemplated securities transactions
AMENDED & RESTATED
TERM SHEET REGARDING SETTLEMENT
-2-
under the blue sky laws of the most relevant states. If the
transactions are illegal under such laws and cannot be cured by
reasonable effort or payment of modest fees, this agreement will be
voidable by any of the undersigned.
7. Substantive Terms of Settlement. The individual defendants and Loch
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Harris will do the following, as soon as practicable or within the time frame
specified after the Effective Date:
(a) Each of the 48 million shares of CDEX that Loch Harris holds
as "Shareholders Shares," plus each of the approximately 12 million
remaining shares of CDEX that Loch Harris currently holds as "Loch's
Shares" and that are not otherwise reserved or allocated below, will be
issued and distributed to or on behalf of the Loch Harris shareholders
(except any members of the class who opt out of participation in the
settlement) through a reorganization and share exchange. The share exchange
will be in proportion to the number of Loch Harris shares that shareholders
(except any members of the class who opt out of participation in the
settlement) hold as reported to a transfer agent or designee pursuant to a
claim procedure. To the extent feasible, this will be done as a non-taxable
event. The procedure for the exchange will be in accordance with usual and
customary standards for transfer agents. That procedure will be set forth
in a "Plan of Distribution" to be mutually agreed to by the parties and
approved by the Court. All Loch Harris shareholders (except any members of
the class who opt out of participation in the settlement) as of a record
date to be determined by the Court will be eligible for the CDEX share
exchange. Due to the inclusion of certain of "Loch's Shares" and
Relinquished Shares (as defined below) in the distribution, the parties
contemplate that the distribution to shareholders (except any members of
the class who opt out of participation in the settlement) could exceed the
1 share of CDEX for every 10 shares of Loch Harris, as disclosed in Loch
Harris's previous securities filings.(1)
(b) Notwithstanding the above, the individual defendants and any
person or entity that the individual defendants directly or indirectly own
or control, wholly or in part, are referred to herein as "Restricted
Parties." (Loch Harris and CDEX are excepted from this definition.) All
CDEX shares that Restricted Parties directly or indirectly receive, own, or
have a beneficial interest in shall be restricted as follows: These CDEX
shares will be non-voting shares until such time as they are sold,
transferred, or assigned to persons other than Restricted Parties, at which
time the shares will become voting shares. This provision will supplant any
previous agreement involving a voting proxy granted to the CDEX Board of
Directors for certain shares, provided that CDEX agrees to release
defendants from the terms of this voting proxy. If CDEX does not release
defendants, then the restriction set forth above in this subparagraph will
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(1) The definitions for the terms "Shareholders Shares" and "Loch's Shares" are
incorporated from the Asset Purchase Agreement entered into between Loch Harris
and CDEX on August 4, 2001.
AMENDED & RESTATED
TERM SHEET REGARDING SETTLEMENT
-3-
only apply to the extent not inconsistent with the defendants obligations'
under the voting proxy. The transfer agent and any member(s) of the class
will have standing to seek enforcement of this provision.
(c) Restricted Parties will be permanently ineligible to serve as
a director, officer, employee, or consultant of CDEX, provided that
defendants Boone and Baker will be allowed to complete any consulting
agreements with CDEX (that predate the Jan. 7, 2003 Term Sheet) necessary
for the complete vesting of CDEX shares due them under those agreements,
unless CDEX waives completion of the contracts as a condition precedent for
vesting.
(d) The parties shall request that the Court dissolve Loch Harris
and appoint a mutually agreed liquidator to wind up the corporation's
affairs, without admission of liability, effective promptly after the
exchange or distribution described in paragraph 7(a), above. If the Court
does not do so, the individual defendants, in their capacity as officers or
directors of Loch Harris, and Loch Harris will undertake all necessary and
appropriate steps to effect the dissolution of Loch Harris under Nevada law
and appointment of a liquidator, effective promptly after such exchange or
distribution. In either event, the liquidator's duties will be restricted
solely to winding up the company's affairs as provided by Nevada law of
corporate dissolution, controlling the disposition of Loch Harris's
remaining assets, and paying legitimate debts owed by the corporation
(except to the extent that payment of particular debts is otherwise
prohibited by this agreement).
(e) In addition to the contribution of "Loch's Shares" as set
forth in subpart (a) above, at the Effective Date, (i) defendant Boone
shall relinquish 200,000 shares of CDEX and relinquish his right to 5
million shares of Loch Harris that had been previously paid for but never
issued; (ii) defendant Mark Baker shall relinquish 500,000 shares of CDEX;
and (iii) defendant Dr. R.B. Baker shall relinquish 1 million shares of
Loch Harris (in aggregate, the "Relinquished Shares"). The Relinquished
Shares will be returned to the Loch Harris treasury and will not
participate in the distribution of CDEX shares.
(f) Loch Harris will pay the costs of resolving creditor claims
and the costs of administering the settlement, including but not limited to
giving notice, exchanging shares, and all other legitimate and necessary
actions to effect the actions contemplated by this settlement. Initially,
after preliminary approval but before final approval of this settlement,
the cost of notice, other costs, and resolution of creditors' claims will
be funded by the sale, as necessary and permissible, of "Loch's Shares" of
CDEX. After the Effective Date of this settlement, payment of the remaining
costs necessitated by this agreement will be further funded by the sale, as
necessary and permissible, of "Loch's Shares," the Relinquished Shares,
and/or other shares excluded from the exchange pursuant to paragraph 7(g),
below.
AMENDED & RESTATED
TERM SHEET REGARDING SETTLEMENT
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(g) Upon dissolution of Loch Harris, either the liquidator or Loch
Harris's board of directors, as the case may be pursuant to paragraph 7(d),
will wind up the company's affairs, using the company's assets (which will
consist almost entirely of reserved "Loch's Shares" of CDEX) to pay the
company's necessary and appropriate business expenses and just debts. The
individual defendants and Loch Harris will ensure, however, that Loch
Harris will not use its remaining assets, including the "Loch's Shares" of
CDEX, to pay any debts or obligations, directly or indirectly, to the
individual defendants or any person or entity which they own or control, in
whole or in part, except as provided in paragraph 7(h), below. Following
the Court's preliminary approval of this settlement and subject to a
confidentiality agreement whereby, if necessary or appropriate, the
restricted person may apply to the Court for relief, the plaintiffs may
designate one of their attorneys to attend any board meetings of Loch
Harris, except that such person will be excluded from portions of meetings
that would be confidential under attorney-client privilege or the work
product doctrine. After final approval of the settlement by the Court and
no less than 30 days prior to scheduled reorganization and exchange of CDEX
shares to Loch Harris shareholders (except any members of the class who opt
out of participation in the settlement), the board of directors will
designate for inclusion in the exchange or distribution the maximum portion
of the "Loch's Shares" which, at the board's discretion, subject to
non-binding consultation in advance with plaintiffs' counsel concerning the
board's intention and the reasons therefor and an opportunity for
plaintiffs and/or defendants to petition the court for designation of a
lesser or greater amount, is not necessary to meet the company's
obligations in connection with this settlement and/or Loch Harris's
dissolution and winding up under Nevada law, leaving in reserve as "Loch's
Shares" no more than 2 million CDEX shares absent Court order authorizing
additional shares. Any of the "Loch's Shares" remaining after the
dissolution is completed shall be distributed supplementally and pro rata
to the shareholders participating in the exchange under this settlement and
class members who opted out of participation in the settlement.
(h) The individual defendants, in their capacities as officers and
directors of Loch Harris, and Loch Harris will prevent Loch Harris from
issuing any new Loch Harris shares commencing November 13, 2002 and will
revoke any shares issued to a Restricted Party after January 1, 2002. The
individual defendants, in their capacities as officers and directors of
Loch Harris, and Loch Harris will also prevent Loch from distributing any
benefit whatsoever (e.g., money, stock, repayment of loans or promissory
notes, compensation of any sort, or any other type of benefit) to the
individual defendants or Restricted Parties between November 13, 2002 and
the date of final judgment, inclusive, except (i) as specifically provided
for in this agreement or (ii) for repayment of funds advanced on or after
September 18, 2001 to or on behalf of Loch Harris to pay third-party claims
(but not including claims made by Restricted Parties or for money that
ended up in the hands of Restricted Parties).
AMENDED & RESTATED
TERM SHEET REGARDING SETTLEMENT
-5-
(i) The releases described in paragraph 4 are based on the
assumption that the parties will not violate this agreement prior to final
judgment. If a party breaches the terms of agreement, including but not
limited to paragraph 7(h), prior to final judgment and the settlement is
nevertheless approved, the releases in paragraph 4 of the breaching party
will not include acts constituting the breach from the date of this
agreement through the date of final judgment, inclusive.
(j) If the material relief described in this paragraph 7
cannot occur in due course as described herein and despite the parties'
best efforts, the final judgment will be vacated and the releases given
therein will be ineffective.
(k) As of the date of this agreement (see paragraph 22, below),
the parties will abate further litigation efforts except as appropriate to
obtain preliminary and final approval of this settlement and will withdraw
any pending requests for discovery.
8. Administration of Settlement. Loch Harris will administer the
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settlement and bear the expenses thereof, to the extent it is able to raise
funds from the sale of stock as provided herein.
9. Effect of Opt-outs. If the Court allows or requires a right to opt
------------------
out of the class (opt outs are not permitted from the derivative aspects of the
litigation), opt-outs will not alter or eliminate the parties' other obligations
under this agreement; except that if the opt-outs (not including Restricted
Parties) hold in excess of 5% of the outstanding Loch Harris shares, then the
individual defendants and Loch Harris, acting collectively, may void this
agreement. In the context of paragraphs 9 and 18 hereof, "acting collectively"
means that each individual defendant and nominal defendant Loch Harris will
participate in discussions relating to voiding the agreement; and the individual
defendants and nominal defendant Loch Harris may determine at that time, by a
majority vote, the procedure that they wish to use to act collectively.
Unanimity will not necessarily be required, though the individual defendants and
nominal defendant Loch Harris may choose unanimity as the procedure they wish to
employ for "acting collectively" to void the agreement.
10. Confirmatory Discovery. The individual defendants and Loch Harris
----------------------
will provide forthwith to plaintiffs' counsel, subject to an appropriate
confidentiality agreement and redaction of portions that are confidential under
attorney-client privilege or the work product doctrine, the following documents
and information: minutes of all meetings, consents in lieu of meetings, and
notices of all meetings scheduled or held from January 1, 1997 through the
present; articles, bylaws and all amendments thereto; and all stock ledgers.
Plaintiffs' counsel will destroy or return all such material promptly after the
Effective Date and, promptly thereafter, certify to all defendants' counsel that
this step is done. If plaintiffs' counsel believe in good faith that such
information is materially different from representations made to plaintiffs or
their counsel during the course of negotiating this settlement, plaintiffs'
counsel may request nonbinding mediation to recommend modifications without
nullifying the settlement. Expenses of such mediation will be borne by
plaintiffs' counsel.
AMENDED & RESTATED
TERM SHEET REGARDING SETTLEMENT
-6-
11. Verification. The individual defendants, nominal defendant Loch
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Harris, and, to the extent relevant, plaintiffs, will provide to the Court and
counsel reasonable verification, through affidavits, that to the best of their
knowledge they are complying with the terms of the settlement. Such
verifications will not include matters protected from disclosure by any
privilege. The verification will occur at 1-month intervals after the Effective
Date and through the date of the reorganization, CDEX share exchange or
distribution, filing of articles of dissolution, and appointment of a
liquidator; and at 3-month intervals thereafter until final completion of all
obligations under the settlement. At that time, the parties will move for entry
of an order recognizing that all such obligations have been completed.
12. Content of Notice. The content of the notice of settlement shall
-----------------
be as is customarily used required to be used in the settlement of class actions
in Texas and/or pursuant to 15 U.S.C. Sec. 77c(a)(10); neutrally written; and
approved by the Court. The notice shall be designed to avoid disparagement or
embarrassment of the parties and be user-friendly to accomplish its intended
purpose.
13. Cooperation in Effecting Settlement. The parties' counsel will
-----------------------------------
cooperate in good faith to obtain preliminary and final approval of the
settlement forthwith. The parties will schedule a joint motion (but not
necessarily joint briefs) for preliminary approval of the settlement and
approval of the form and manner of giving notice as soon as practical. If the
parties' counsel cannot timely agree on (i) the content of the notice, (ii) a
proposed order giving preliminary approval, or (iii) any other settlement
document, they shall each submit to the Court their respective proposals. The
parties will exercise their best efforts to arrange for and comply with the
following schedule, measured from the date of execution of the Jan. 7, 2003 Term
Sheet (not including holiday periods):
a) 3 weeks: Submission for preliminary approval
b) 5 weeks: Notice given
c) 9 weeks: (4 weeks after notice) Deadline for objections or
opt-outs
d) 12 weeks: Hearing on final approval
14. Non-Admissibility of Settlement Documents. If the settlement
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contemplated by this Amended & Restated Term Sheet does not result in a final
judgment, neither this agreement nor any settlement document (e.g., motions,
briefing) prepared to effectuate this agreement will be admissible as evidence
or used for any purpose in this litigation.
15. Plaintiffs' Counsel's Fees & Expenses. As an award for their time,
-------------------------------------
expenses, effort, and results on behalf of the class and derivatively on behalf
of Loch Harris, and subject to Court approval, the transfer agent will
distribute to plaintiffs' counsel, at the same time as the class share exchange,
(i) a base amount of 3.5 million shares of CDEX, or (ii) if the exchange ratio
actually realized by class members is 9:1 or better, 4.5 million shares of CDEX.
The individual defendants and Loch Harris will not
AMENDED & RESTATED
TERM SHEET REGARDING SETTLEMENT
-7-
contest a request for such awards. The individual defendants and Loch Harris
recognize that plaintiffs' counsel might apply to the Court for an award
consisting of the shares discussed above plus an amount of cash to cover the
estimated tax liability for receipt of the non-cash fee-and-expense award; and
the individual defendants, in their capacity as officers or directors of Loch
Harris, and Loch Harris agree that Loch Harris will be obligated to pay such
greater award if the Court approves it. The individual defendants and Loch
Harris reserve the right to oppose, support, or take no position with respect to
an application for such greater award; and in any event the individual
defendants and Loch Harris will support the award of shares described in
paragraph 15(i) and (ii) above.
16. Plaintiff Awards. As an award for their time, effort, and results
----------------
on behalf of the class and derivatively on behalf of Loch Harris, the transfer
agent will distribute to each plaintiff 25,000 additional shares of CDEX, or
such lesser amount that the Court may order, at the same time as the class share
exchange; and the individual defendants and Loch Harris will not contest a
request for such awards.
17. Modification by the Court. The affected party may void the
-------------------------
settlement if the Court substantially disapproves or modifies any material term
of the proposed settlement. Disapproval or modification in (i) the proposed
schedule of settlement proceedings; (ii) the form of the proposed order giving
preliminary approval; (iii) the proposed form of notice; (iv) the number of CDEX
shares withheld from the share exchange; or (v) attorneys' fees, expenses, or
plaintiffs' awards, will not be considered material terms for purposes of this
paragraph unless they exceed the amounts specified in paragraphs 15-16, above.
Disapproval or modification of (i) the consideration paid by the individual
defendants under the settlement; (ii) the terms of the releases; (iii) the
individual defendants' participation in the exchange of CDEX shares for Loch
shares on the same terms as other Loch Harris shareholders (except for voting
issues as per paragraph 7(b), above); or (iv) the 5% limit on opt-outs, if opt
outs are allowed (see paragraph 9, above), will be considered material terms.
18. Nullification of Settlement. The settlement will become null and
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void if (a) any party voids it under paragraph 17, above; (b) the Court does not
grant either preliminary or final approval of the settlement; (c) the Court
fails to certify the class; (d) any court rules that the contemplated
distribution is not eligible for the Sec. 3(a)(10) exemption; (e) one of the
undersigned voids it under paragraph 6, above; (f) defendants, acting
collectively, void it under paragraph 9, above; or (g) the parties are not able
to obtain final Court approval of the settlement within a period of 8 months
after the date of this agreement.
19. Non-Cooperation. Plaintiffs will not aid other individuals or
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classes that may file lawsuits against the individual defendants or Loch Harris
(concerning the business of Loch Harris) in the future. Notwithstanding the
above, this paragraph does not apply to any aid that may be given to any
governmental authority, nor does it prohibit plaintiffs from responding to any
subpoena or legal process.
AMENDED & RESTATED
TERM SHEET REGARDING SETTLEMENT
-8-
20. Continuing Jurisdiction. The Court will retain continuing
-----------------------
jurisdiction over this matter until all obligations under this agreement have
been met. Any member of the class will have continuing standing to seek
enforcement of any provision of this agreement or the final judgment, until that
person no longer owns any CDEX shares, up until the order regarding completion
referenced in paragraph 11, above.
21. Binding Agreement. Although the parties recognize the probability
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of executing a further written stipulation embodying the terms of the Jan. 7,
2003 Term Sheet in more detail, the parties intend that the Jan. 7, 2003 Term
Sheet, the amendments thereto, and this Amended & Restated Term Sheet are
binding and enforceable agreements. Any disagreement as to the meaning of this
Amended & Restated Term Sheet will be submitted to the Court or a mediator for
binding resolution without nullifying the settlement, provided that neither the
Court nor a mediator shall have the power to materially change the terms of the
Settlement without the consent of all parties. The parties, through counsel,
jointly negotiated the terms of the Jan. 7, 2003 Term Sheet, the amendments
thereto, and this Amended & Restated Term Sheet; and the doctrine of contra
proferentem shall not apply to any interpretation thereof.
22. Effective Date. The "Effective Date" of the settlement will be the
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date that a final judgment embodying the settlement contemplated herein becomes
non-appealable.
23. Revision of Clauses Referring To Numbers of CDEX shares or Ratios
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Involving CDEX Shares. Dated January 24, 2003, CDEX posted a "CEO Statement" on
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its web site at www.cdex-inc.com stating that CDEX is engaging in a transaction
that "will result in a 'reverse 5 - 1 stock split'." If this reverse 5 - 1 stock
split occurs before the share exchange and other acts contemplated in the
Amended & Restated Term Sheet, all numbers of CDEX shares and ratios of Loch
Harris shares to CDEX shares expressed in pre-reverse stock split terms in the
Amended & Restated Term Sheet, Amended Plan of Distribution, Notices, or any
other settlement-related documents will be considered modified proportionately
without further action of the parties, counsel, or the Court. See, e.g., Amended
& Restated Term Sheet at paragraphs 7(a), 7(e), 7(g), 15, & 16. As an example,
the reference in paragraph 7(a) of this Amended & Restated Term Sheet to "48
million shares of CDEX that Loch Harris holds as 'Shareholders Shares'" will be
considered to refer to 9.6 million shares of CDEX if the 48 million shares are
converted to 9.6 million shares pursuant to a reverse 5 - 1 stock split.
24. Date of Agreement; Counterparts; Faxed Signatures. For purposes of
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identification, this Amended & Restated Term Sheet will be considered "dated" on
the date of the last of the signatures indicated below. This agreement may be
signed in counterparts. Faxed signatures will have the same effect as
originals.
AMENDED & RESTATED
TERM SHEET REGARDING SETTLEMENT
-9-
IT IS SO AGREED.
John Courtade, P.C. Wechsler Harwood LLP
By: By:
--------------------------- ---------- ---------------------------- -------------
John Courtade Date Scott A. Kamber Date
4408 Spicewood Springs Rd. 488 Madison Ave.
Austin, TX 78759 New York, NY 10022
Tel: (512) 502-1135 Tel: (212) 935-7400
Fax: (512) 502-1138 Fax: (212) 753-3630
Counsel for defendants Rodney Boone, Mark Counsel for derivative plaintiffs, derivatively
Baker, and Robert Baker on behalf of Loch Harris
Law Office of Frank Arnold Law Offices of Clifford A. Cantor, P.C.
By: By:
--------------------------- ---------- ---------------------------- -------------
Frank Arnold Date Clifford A. Cantor Date
1515 S. Capitol of Texas Highway, Suite 415 627 208th Ave. SE
Austin, TX 78746 Sammamish, WA 98074
(512) 306-7287 Tel: (425) 868-7813
(512) 306-7371 Fax: (425) 868-7870
Counsel for Loch Harris Counsel for class plaintiffs
By:
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Charles Blackwell Date
P.O. Box 1488
Fredricksburg, TX 78624
Tel: (830) 997-3856
Fax: (830) 997-2974
Defendant pro se
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TERM SHEET REGARDING SETTLEMENT
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