Terry Goddard, Attorney General
Nancy Bonnell, Unit Chief, ID #016382
Consumer Protection and Advocacy Section
Department of Law Building, Room #259
1275 West Washington Street
Phoenix, AZ 85007-2997
(602) 542-7728
      Attorneys for the State of Arizona

Andrew S. Gordon, ID #03660
Coppersmith Gordon Schermer & Brockelman PLC
2800 North Central Avenue, Suite 1000
Phoenix, AZ 85004
(602) 381-5460
Facsimile: (602) 224-6020
      Attorney for Arizona Hospital and Healthcare Association and
      AzHHA Service Corporation

United States of America and the State of    Arizona,                       Plaintiffs,                   v. Arizona Hospital and Healthcare Association and AzHHA Service Corporation,                   Defendants.

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CASE NO. CV07-1030-PHX STIPULATION

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 the parties, and venue of this action is proper in the District of Arizona

2. The parties stipulate that a proposed Final Judgment in the form attached as Exhibit A may be 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15 U.S.C. § 16, and without further notice to any party or other proceedings, provided that the United States has not withdrawn its consent, which it may do at any time before the entry of the proposed Final Judgment by serving notice thereof on Defendants and by filing that notice with the Court.

3. If the United States has withdrawn its consent or the proposed Final Judgment is not entered pursuant to this Stipulation, the time has expired for all appeals of any Court ruling declining entry of the proposed Final Judgment, and the Court has not otherwise ordered continued compliance with the terms and provisions of the proposed Final Judgment, then the parties are released from all further obligations under this Stipulation, and the making of this Stipulation shall be without prejudice to any party in this or any other proceeding.

FOR PLAINTIFF UNITED STATES OF AMERICA: _______________/s/________________ Ryan Danks Litigation I Section Antitrust Division U.S. Department of Justice 1401 H Street, N.W., Suite 4000 Washington, D.C. 20530 (202) 307-0001 Facsimile: (202) 307-5802

FOR PLAINTIFF STATE OF ARIZONA: _______________/s/________________ Terry Goddard, Attorney General Nancy Bonnell, Unit Chief, ID # 016382 Consumer Protection and Advocacy Section Department of Law Building, Room #259 1275 West Washington Street Phoenix, AZ 85007-2997 (602) 542-7728 Facsimile: (602) 542-9088 FOR DEFENDANTS ARIZONA HOSPITAL AND HEALTHCARE ASSOCIATION and AZHHA SERVICE CORPORATION: _______________/s/________________ Andrew S. Gordon, ID #03660 Coppersmith Gordon Schermer & Brockelman PLC 2800 North Central Avenue, Suite 1000 Phoenix, AZ 85004 (602) 381-5460 Facsimile: (602) 224-6020

CERTIFICATE OF SERVICE

I hereby certify that on May 22, 2007, I electronically transmitted the attached document to the Clerk's Office using the CM/ECF System for filing and transmittal of a Notice of Electronic Filing to the following CM/ECF registrants:

Nancy Bonnell, Antitrust Unit Chief, ID #016382
Consumer Protection and Advocacy Section
Department of Law Building, Room #259
1275 West Washington Street
Phoenix, AZ 85007-2997
(602) 542-7728
      Attorney for the State of Arizona

Andrew S. Gordon
Coppersmith Gordon Schermer & Brockelman PLC
2800 North Central Avenue, Suite 1000
Phoenix, AZ 85004
(602) 381-5460
Facsimile: (602) 224-6020
      Attorney for the Defendants