SETTLEMENT AND RELEASE AGREEMENT
`
`This Settlement and Release Agreement is effective as of」
`the date of last execution hereof) (the "Effective Date"), as follows
`
`014 (to be
`
`1. (cid:9)
`
`1.1 (cid:9)
`
`Parties
`
`The following are the parties to this Settlement and Release Agreement:
`
`(a)
`Continental Wire Cloth, LLC ("CWC"), a limited liability company
`established under the laws of the State of Oklahoma with its principal place of business in Jenks,
`Oklahoma.
`
`(b)
`Derrick Corporation ("Derrick"), an entity incorporated under the laws of
`the State of New York with its principal place of business in Buffalo, New York.
`
`2. (cid:9)
`
`Definitions
`
`2.1 (cid:9)
`The following definitions shall apply for the purposes of this Settlement and
`Release Agreement:
`
`（の
`
`"Agreement" shall mean this Settlement and Release Agreement.
`
`(b)
`
`"Parties" shall mean the parties enumerated in 1.1(a) and 1.1(b).
`
`"Action" 血all mean the lawsuit styled, Continental Wire Cloth, LLC v. Derrick
`(c)
`Corporation, Case No. 4:09-cv-00474, pending in the United States District Court for the
`Northern District of Oklahoma,
`
`"the '971 Patent" shall mean United States Patent No. 7,228,971 B2 (issued on
`(d)
`June 12, 2007).
`
`(e)
`
`3一 (cid:9)
`
`"Derrick Mark" shall mean the trademark DERRICK.
`
`Recitals
`
`On or about July 21, 2009, CWC commenced the Action by filing a complaint against
`Derrick, seeking declaratory relief finding the '971 Patent invalid, unenforceable, or not
`infringed by CWC's activities and further finding the Derrick Mark invalid, unenforceable or not
`infringed by CWC's activities. CWC subsequently amended to seek damages and fees under
`claims of false marking and false description. Derrick counterclaimed against CWC, seeking
`injunctive relief, damages, treble damages, attorney's fees and costs in connection with alleged
`patent and trademark infringement regarding the sale, offers to sell, and manufacturing of
`replacement screens covered by the '971 Patent and identified with the Derrick Mark. Derrick
`amended to add additional claims for false advertising and deceptive trade practices arising out
`of CWC's labeling of its replacement screens.
`
`Page 1 of 14 (cid:9)
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`(cid:9)
`(cid:9)
`

`
`4. (cid:9)
`
`Agreement
`
`The Parties, desiring to settle all claims and differences that were or that could have been
`asserted against any party or person arising out of the facts alleged in the Action, agree to the
`terms as set forth herein.
`
`4.1 (cid:9)
`CWC admits that the '971 patent is valid and enforceable and agrees to the terms
`of the Consent Judgment attached as Exhibit A, which shall be executed, filed and entered by the
`Court. CWC agrees not to challenge the validity or enforceability of the '971 patent, directly or
`indirectly
`
`4.2 (cid:9)
`CWC agrees not to manufacture or have manufactured in the United States, or
`import into the United States (a) replacement screens for Derrick's 500 series machines that are
`covered by and infringe the claims of the '971 patent, including flat and undulating type screens
`that arc covered by and infringe the claims of the '971 patent, and (b) the replacement screens for
`Derrick's 500 series machines that CWC has manufactured and sold up to the Effcctive Date,
`including those screens as identified by Exhibit B.
`
`4.3 (cid:9)
`CWC will be free to manufacture replacement screens covered by the '971 patent,
`including the screens identified in Exhibit B, in the event that the '97] patent lapses, expires or is
`found invalid or unenforceable in a proceeding brought by a third party. CWC and its successors
`and assigns agree not to induce or assist a third party in challenging the '971 patent.
`
`4.4 (cid:9)
`CWC will pay Derrick one million two hundred and fifty thousand dollars
`(SI ,250,000) with six hundred twenty five thousand dollars ($625,000) payable upon execution
`of this Agreement and six hundred twenty five thousand dollars ($625,000) payable within 120
`days of execution of this Agreement. The dismissal and release of claims and counterclaims, as
`set forth in Sections 4.7, 4'8, and 4.9 below, is conditioned upon Derrick being paid in full. In
`the event that CWC defaults on the second payment Derrick would receive reasonable attorney's
`fees that it incurs in connection with any action required to collect the second payment,
`
`4.5 (cid:9)
`CWC may sell up to 250 flat replacement screens for Derrick's 500 series
`machines that are in CWC's inventory at the Effective Date. Any remaining Derrick 500 series
`screens will be destroyed. Before execution of this Agreement, CWC's counsel will provide
`evidence to Derrick's counsel under the Attorneys Eyes Only provisions of the Protective Order
`to establish that CWC has not flooded the market with the screens at issue in anticipation of
`settlement.
`
`4.6 (cid:9)
`The Parties mutually represent that they are not presently aware of and have no
`current plans of bringing any claims against each other.
`
`4.7 (cid:9)
`The Parties dismiss with prejudice all claims, counterclaims and claims that have
`been raised, or attempted to be raised, or that could have been raised in the present lawsuit and
`release each other with respect thereto, this includes all claims raised in CWC's original
`complaint, amended complaint and attempted to be raised in CWC's proposed Second Amended
`Complaint, and all claims raised in Derrick's counterclaims and amended counterclaims.
`
`Page 2 of 14 (cid:9)
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`(cid:9)
`(cid:9)
`(cid:9)
`(cid:9)
`(cid:9)
`(cid:9)
`(cid:9)
`

`
`4.8 (cid:9)
`CWC, for and on behalf of itself and its managers, members, managers of
`members, officers, directors, attorneys, agents, successors and assigns hereby forever releases
`and discharges Derrick, its subsidiaries, affiliates, divisions, partners, and related entities and
`their managers, members, managers of members, officers, directors, principals, owners,
`employees, attorneys, agents, distributors, customers, successors and assigns from all claims and
`liability and all injunctive and monetary relief arising out of any and all claims andlor defenses
`that were raised or attempted to be raised or that could have been raised in the Action (including
`all claims raised in CWC's original complaint, amended complaint and attempted to be raised in
`CWC's proposed Second Amended Complaint) and that occurred prior to the Effective Date
`
`4.9 (cid:9)
`Derrick, for and on behalf of itself and its managers, members, managers of
`members, officers, directors, attorneys, agents, successors and assigns hereby forever releases
`and discharges CWC, its subsidiaries, affiliates, divisions, partners, and related entities and their
`managers, members, managers of members, officers, directors, principals, owners, employees,
`attorneys, agents, distributors, customers, successors and assigns from all claims and liability and
`all injunctive and monetary relief arising out of any and all claims and/or defenses that were
`raised or attempted to be raised or that could have been raised in the Action (including all claims
`raised in Derrick's counterclaims and amended counterclaims) and that occurred prior to the
`Effective Date.
`
`4.10 This Agreement shall be binding on, and inure to the benefit of; the Parties and
`their successor(s) in interest and assigns
`
`4.11 By entering into this Agreement, no Party admits any liability or wrongdoing.
`
`4.12 This Agreement embodies the entire understanding of the Parties. There are no
`promises, terms, conditions, or obligations other than those contained expressly in this
`Agreement. This Agreement supersedes all previous communications, representations, or
`agreements, either verbal or written, between the Parties
`
`5, (cid:9)
`
`MiscelLaneous
`
`5.1 (cid:9)
`This Agreement has been approved and executed by the Parties hereto after
`consultation with their respective counsel. In entering into this Agreement, the Parties represent
`that they have relied upon the advice of personally selected counsel, that the terms of the
`Agreement have been completely read and explained, and that those terms are fully understood
`No provision of this Agreement shall be construed against the party that is the author thereof.
`
`5.2 (cid:9)
`Neither this Agreement nor any provision of the Agreement can be modified or
`waived in any way, except in writing by all Parties to the Agreement.
`
`5.3 (cid:9)
`The Parties agree that the U.S. District Court Northern District of Oklahoma shall
`retain jurisdiction over this matter only to the extent necessary to resolve disputes or enforcement
`actions arising from this Agreement.
`
`5,4 (cid:9)
`
`'l'his Agreement shall be governed by the laws of the State of Texas
`
`PageS of 14 (cid:9)
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`(cid:9)
`(cid:9)
`(cid:9)
`(cid:9)
`(cid:9)
`(cid:9)
`(cid:9)
`

`
`5.5 (cid:9)
`This Agreement may be executed in any number of counterparts, each of which
`shall be an original with the same effect as if the signature thereto and hereto were upon the same
`instrumcnt.
`
`5.6 (cid:9)
`If any portion of this Agreement is declared by a court of competent jurisdiction
`to be invalid or unenforceable, such portion shall be deemed severed from this Agreement, and
`the remaining parts shall remain in full force and effect as if the invalid or unenforceable
`provision had not been a part of this Agreement.
`
`5.7 (cid:9)
`Any written notice given or required pursuant to this Agreement shall be sent by
`registered mail, mailed to each of the addressees given below for the party to be notified, unless
`another address is substituted by written notice in accordance with this paragraph
`
`A. (cid:9)
`
`Notices to CWC
`
`Continental Wire Cloth, LLC
`Attn: George Martinez
`11240 3. James Avenue
`Jenks, OK 74037
`
`&
`
`Clifford C. Dougherty, III
`McAfee & Taft
`Two Leadership Square, 10th Floor
`211 N. Robinson
`Oklahoma City, OK 73102-7103
`
`B, (cid:9)
`
`Notices to Derrick
`
`Mutahare S. Engin
`590 Duke Road
`Buffalo, NY 14225
`
`&
`
`Jason P. Mueller
`701 Poydras St., Ste. 4500
`New Orleans, LA 70139
`
`Page 4 of 14 (cid:9)
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`(cid:9)
`(cid:9)
`(cid:9)
`

`
`Agreed and Accepted as of the Effective Date by:
`
`Continental Wire Cloth. LLC
`
`Derrick Corporation
`
`B
`
`Geoえe M;rtinez
`Title: Managcr
`
`Date: z伽メJ叱ルy (cid:9)
`
`舞移
`
`pくJ "w /
`
`-m
`Date: (cid:9)
`
`Page 5 of 14
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`(cid:9)
`

`
`Exhibit A
`
`IN THE UNITED STATES DISTRICT COURT
`NORTHERJ DISTRICT OF OKLAHOMA
`
`Case No. 09-CV-474-GKF-PJC
`
`、 ？ 、 ノ 、 ノ 、ー 、 ノ 、ー 、？ 、 ） 、 I 、
`
`)
`
`CONTINENTAL WIRE CLOTH, LLC, an
`Oklahoma limited liability company,
`
`Plainti比
`
`V.
`
`DERRICK CORPORATION, a New York
`corporation,
`
`Defendants. (cid:9)
`
`CONSENT JUDGMENT AND ORDER OF DISMISSAL
`
`The parties to this Civil Action having entered into a Settlement Agreement and
`
`compromised and settled their claims and demands against each other with Continental Wire
`
`Cloth, LLC ("CWC") having acknowledged the validity and enforceability of U.S. Patent No.
`
`7,228,971; and with CWC and Derrick Corporation having agreed to entry of this Consent
`
`Judgment
`
`IT IS ORDERED, ADJUDGED AND DECREED that U.S. Patent No. 7,228,971 is valid
`
`and enfbrceable
`
`IT IS FURTHER ORDERED that this Civil Action, including all causes of action,
`
`claims, counterclaims, demands and defenses that were raised or attempted to be raised or that
`
`could have been raised, including all claims attempted to be raised in CWC's proposed Second
`
`Page 6 of 14 (cid:9)
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`

`
`Amended Complaint, be and they are hereby dismissed with prejudice, with each party
`
`responsible for paying its own attorneys' fees, costs, and expenses incurred in the Civil Action.
`
`IT IS FURTHER ORDERED, that this Court shall retain jurisdiction over the Settlement
`
`Agreement for the purpose of resolving any disputes between the parties regarding or otherwise
`
`enforcing the Settlement Agreement.
`
`Judgment read, rendered, and signed in (cid:9)
`
`, Oklahoma, this一
`
`dayof (cid:9)
`
`,2014.
`
`United States District Judge
`
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`(cid:9)
`

`
`See attached photographs showing consnuction of screens and listing below of screens manuthetured and
`sold by CWC.
`
`EXHIBIT B
`
`Part Number
`MB-CRXDRKS0006O
`MB-CRXDRKS00084
`MB-CRXDRKS001ュ0
`M B-CRXDRKSOO14O
`MB-CRXDRK500ュ7S
`MB-CRXDRKSOO21O
`M8-CRXDRK5002SO
`MB-CRXDRKSOO27O
`MB-CRXDRK50032S
`MB-CRXDRKSOO400
`M B-DK5000SO
`MB・H PDRK50004O
`MB-HPDRK50004S
`MB-HPDRKS000SO
`MB・HPDRKS0006O
`MB-HPDRK50007O
`MB-H PaR (500080
`M B-HPDR K500100
`MB-HPDRKSOO12S
`MB-HPDRKSOO15O
`MB-HPDRKSOO18O
`MB・HPDRK500200
`MB-H PDR K500230
`MB-H PD S K500265
`M B-H PD R K5003 10
`MB-MGDRKS000ュO
`MB-0BDK500045
`MB-OBDKS000SO
`MB-0B0K500060
`M8-OBDKSOOロ70
`MB-OBDKS0008O
`MB-OBDKSOO100
`MB・OBDK500ュ25
`MB-OBDK5001SO
`MB-OBDK50018O
`MB-OBDK500200
`
`Screen Description
`500 SERIES CRX 60 MESH
`500 SERIES CRX 84 MESH
`500 SERIES CRX 110 MESH
`500 SERIES CRX 140 MESH
`500 SERIES CRX 175 MESH
`500 SERIES CRX 210 MESH
`500 SERIES CRX 250 MESH
`500 SERIES CRX 270 MESH
`500 SERIES CRX 325 MESH
`500 SERIES CRX 400 MESH
`REPL SCREEN 500 SERIES 50 MESH
`500 SERIES HP 40 MESH
`500 SERIES HP 45 MESH
`500 SERIES HP 50 MESH
`500 SERIES HP 60 MESH
`500 SERIES HP 70 MESH
`500 SERIES HP 80 MESH
`500 SERIES HP 100 MESH
`500 SERIES HP 125 MESH
`500 SERIES HP 150 MESH
`500 SERIES HP 180 MESH
`500 SERIES HP 200 MESH
`500 SERIES HP 230 MESH
`500 SERIES HP 265 MESH
`500 SERIES HP 310 MESH
`I 500 SERIES MG 10 MESH
`REPL SCREEN 500 SERIES 45 MESH
`REPL SCREEN 500 SERIES 50 MESH
`REPL SCREEN 500 SERIES 60 MESH
`REPL SCREEN 500 SERIES 70 MESH
`REPL SCREEN 500 SERIES 80 MESH
`REPLSCREEN 500 SERIES 100 MESH
`REPL SCREEN 500 SERIES 125 MESH
`REPL SCREEN 500 SERIES 150 MESH
`REPL SCREEN 500 SERIES 180 MESH
`REPL SCREEN 500 SERIES 200 MESH
`
`Page 8 of 14 (cid:9)
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`
`MB・0B0K500230
`MB-OBDKSOO2SS
`MB-OBDKS0OBュ0
`M6-TBDRKS00018
`MB-TBDRK50027O
`MB-UFDK5001ュO
`MB-UF0K500140
`MB-UFDKSOO17S
`MB-UFOK50021O
`MB-UFDKSOO23O
`MB-UFDKS0O2SO
`M B-UFDRKS00018
`MB-UFPRKS0002O
`MB-UFORKS00024
`M B-U FDRKS0003O
`MB-UFDRK50003S
`MB-UFDRK5000SO
`MB-UFDRKS00070
`MB・UFDRKS00084
`MB-UFDRKSOO11O
`MB-UFDRKSOOエ40
`MB-UFDRKSOO17S
`MB-UFORKSOO21O
`MB-U F0RK500230
`MB-UFDRKSOO2SO
`MB-U FDRKSOO27O
`MB-OFDRKS0032S
`MB-UFDRK500400
`MB-U FO RK500350
`
`REPL SCREEN 500 SERIES 230 MESH
`RERL SCREEN 500 SERIES 265 MESH
`REPL SCREEN 500 SERIES 310 MESH
`500 SERIES TB 18 MESH
`500SERIESTB27OMESH
`REPL SCREEN 500 SERIES 110 MES
`REPL SCREEN 500 SERIES 140 MES
`REPL SCREEN 500 SERIES 175 MES
`REPL SCREEN 500 SERIES 210 MES
`REPL SCREEN 500 SERIES 230 MES
`REPL SCREEN 500 SERIES 250 MES
`500 SERIES TB 18 MESH
`500 SERIES OF 20 MESH
`500 SERIES UP 24 MESH
`500 SERIES OF 30 MESH
`500 SERIES UF 38 MESH
`500 SERIES UF 50 MESH
`500 SERIES OF 70 MESH
`500 SERIES OF 84 MESH
`500 SERIES OF 110/API 80
`500 SERIES OF 140/API 100
`500 SERIES OF 175/API 120
`500 SERIES UP 210/API 140
`500 SERIES OF 230/API 170
`500 SERIES OF 250/API 200
`500 SERIES OF 270/API 230
`500 SERIES UF 325 MESH
`500 SERIES OF 400 MESH
`
`Page 9 of 14
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`(cid:9)
`

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`1PR2016-00642
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`

`
`N曹
`c8師
`
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`・ 中”ON”比一
`
`flSflflnaaaaaaaa.a.aaaawsnnanan-
`ananan
`t*fl*flan . . *aaaaaaaaasnaSsn
`__ $SSSRBaas (cid:9)
`nasal
`MBS*aasa . t:
`anaa (cid:9)
`4 Inn
`. 1 SMURISM 1 T : *0110 t
`:N$$$$flSt F Y' 1 atOMS (cid:9)
`*00*
`: : s.ssannw u...n.nnnnaas
`s. saasansnaaaaasaannsanassa
`r . . snas.aas.aa..s.asaaaa.asaa.as
`flaaauassaaaaaaauaaaaaanas*nsaa
`
`' 1I
`
`・一’・~
`
`,
`
`誠苔sn.nasan000Sflt*Sfl
`嬢 (cid:9)
`‘
`
`・・ ．・・“（・・一 ・・A『
`
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`

`
`IN THE UNITED STATES DISTRICT COURT
`NORTHERN DISTRICT OF OKLAHOMA
`
`CONTINENTAL WIRE CLOTH, LLC, an
`Oklahoma limited liability company,
`
`Plainti鱗
`
`v. (cid:9)
`
`DERRICK CORPORATION, a New York
`corporation,
`
`Defendants.
`
`Case No. 09-CV-474-GKF-PJC
`
`DECLARATION OF GEORGE MARTINEZ
`
`I, George Martinez, am a Manager of Continental Wire Cloth, LLC, an Oklahoma limited
`
`liability company ("CWC").
`
`1.
`
`On today's date, on behalf of CWC, I am signing a Settlement and Release
`
`Agreement between CWC and Derrick Corporation ("Derrick") (the "Settlement and Release
`
`Agreement") in order to fully settle the above-referenced case.
`
`2.
`
`In paragraph 4.5 of the Settlement and Release Agreement, it is stated that CWC
`
`may sell up to 250 flat replacement screens for Derrick's 500 Series machines that are in CWC's
`
`inventory at the Effective Date. This paragraph further states that any remaining Derrick 500
`
`Series screens will be destroyed
`
`2. (cid:9)
`
`I hereby certify that as of today's date, all Derrick 500 screens remaining in
`
`CWC's inventory have been destroyed
`
`I declare under penalty of perjury that the foregoing is1 rue and co/ ect.
`
`Date ノ1.右c-/t241 V
`
`George' artinez, Member
`
`I)eckn'ion ofOcomo M,,ii,,,rl 4)
`
`Page 14 of 14
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`(cid:9)