BARBARA J.

NELSON
PHILLIP R. MALONE
CARLA G. ADDICKS
Antitrust Division
U.S. Department of Justice
450 Golden Gate Avenue
Box 36046, 10th Floor
San Francisco, California 94102-3478
(415) 556-6300

Attorneys for the United States

IN THE UNITED STATES DISTRICT COURT

NORTHERN DISTRICT OF CALIFORNIA

UNITED STATES OF AMERICA, )

)
)
)
Plaintiff, )
)
) Civil No.
v. )
)
)
OREGON DENTAL SERVICE, )
)
Defendant. )
________________________________________ )

STIPULATION

It is stipulated by and between the undersigned parties, by their respective attorneys,

that:

1. The Court has jurisdiction over the subject matter of this action and over each of

the parties thereto, and venue of this action is proper in the Northern District of California;
 2. The parties consent that a Final Judgment in the form hereto attached may be

filed and entered by the Court, upon the motion of any party or upon the Court's own motion,

at any time after compliance with the requirements of the Antitrust Procedures and Penalties

Act (15 U.S.C. § 16), and without further notice to any party or other proceedings, provided

that plaintiff United States has not withdrawn its consent, which it may do at any time before

the entry of the proposed Final Judgment by serving notice thereof on the defendant and by

filing that notice with the Court. The parties represent that they have full authority to enter

into this Stipulation.

3. In the event plaintiff United States withdraws its consent or if the proposed

Final Judgment is not entered pursuant to this Stipulation, this Stipulation shall be of no effect

whatever and the making of this Stipulation shall be without prejudice to any party

in this or any other proceeding.

4. The parties agree that the Final Judgment resolves all disputes between the

parties as to the most favored nation clause and disclosure of the maximum allowable fees.

Plaintiff will not institute further investigation of ODS with regard to the most favored nation

clause or disclosure of maximum allowable fees so long as ODS remains in

compliance with the terms of the Final Judgment, except for the purposes of determining or

securing compliance with the Final Judgment.

STIPULATION -- Page 2
 5. ODS agrees to comply with the provisions of the Final Judgment pending entry

of the Final Judgment.

Dated:

FOR THE UNITED STATES:

____________________________

FOR THE DEFENDANT:

____________________________

STIPULATION -- Page 3