UNITED STATES OF AMERICA
BEFORE FEDERAL TRADE COMMISSION

In the Matter of

GENEVA PHARMACEUTICALS, INC., a corporation.

FILE NO. 981-0395

AGREEMENT CONTAINING CONSENT ORDER

The Federal Trade Commission ("Commission"), having initiated an investigation of certain acts and practices of Abbott Laboratories ("Abbott") and Geneva Pharmaceuticals, Inc. (hereinafter referred to as "Proposed Respondent Geneva"), an indirect wholly-owned subsidiary of Novartis Corporation, and it now appearing that Proposed Respondent Geneva is willing to enter into this Agreement Containing Consent Order ("Consent Agreement") providing for relief with respect to such practices;

IT IS HEREBY AGREED by and between Proposed Respondent Geneva, by its duly authorized officers and its attorneys, and counsel for the Commission that:

1. Proposed Respondent Geneva is a corporation organized, existing, and doing business under and by virtue of the laws of the State of Colorado, with its office and principal place of business located at 2555 W. Midway Blvd., Broomfield, Colorado 80020. Geneva, an indirect wholly-owned subsidiary of Novartis Corporation, is one of the leading generic drug manufacturers in the United States.

 

2. Proposed Respondent Geneva admits all the jurisdictional facts set forth in the draft of Complaint here attached.

 

3. Proposed Respondent Geneva waives:

 

(a) any further procedural steps;

 

(b) the requirement that the Commission's Decision and Order ("Decision and Order"), here attached and made a part hereof, contain a statement of findings of fact and conclusions of law;

 

(c) all rights to seek judicial review or otherwise to challenge or contest the validity of the Order entered pursuant to this Consent Agreement; and

 

(d) any claim under the Equal Access to Justice Act.

 

4. Proposed Respondent Geneva shall submit an initial compliance report within twenty (20) days of the date it signs this Consent Agreement, pursuant to Commission Rule 2.33, 16 C.F.R. § 2.33, signed by the Proposed Respondent Geneva setting forth in detail the manner in which the Proposed Respondent Geneva has to date complied or has prepared to comply, and will comply with the Order. Such reports will not become part of the public record unless and until the accompanying Consent Agreement and Order are accepted by the Commission for public comment.

 

5. This Consent Agreement shall not become part of the public record of the proceeding unless and until it is accepted by the Commission. If this Consent Agreement is accepted by the Commission it, together with the draft of Complaint contemplated thereby, will be placed on the public record for a period of thirty (30) days and information in respect thereto publicly released. The Commission thereafter may either withdraw its acceptance of this Consent Agreement and so notify Proposed Respondent Geneva, in which event it will take such action as it may consider appropriate, or issue and serve its Complaint (in such form as the circumstances may require) and Order, in disposition of the proceeding.

 

6. This Consent Agreement is for settlement purposes only and does not constitute an admission by Proposed Respondent Geneva that the law has been violated as alleged in the draft Complaint here attached, or that the facts as alleged in the draft Complaint, other than jurisdictional facts, are true.

 

7. This Consent Agreement contemplates that, if it is accepted by the Commission, and if such acceptance is not subsequently withdrawn by the Commission pursuant to the provisions of Commission Rule 2.34, 16 C.F.R. § 2.34, the Commission may, without further notice to Proposed Respondent Geneva, (1) issue its Complaint corresponding in form and substance with the draft Complaint here attached and its Decision and Order in disposition of the proceeding, and (2) make information public in respect thereto. When final, the Order will have the same force and effect and may be altered, modified or set aside in the same manner provided by statute for Commission orders issued on a litigated or stipulated record. The Order shall become final upon service. Delivery of the Complaint and Decision and Order to Proposed Respondent Geneva's Counsel by any means specified in Commission Rule 4.4(a), 16 C.F.R. § 4.4(a), shall constitute service. Proposed Respondent Geneva waives any right it may have to any other manner of service. The Complaint may be used in construing the terms of the Order, and no agreement, understanding, representation, or interpretation not contained in the Decision and Order or the Consent Agreement may be used to vary or contradict the terms of the Decision and Order.

 

8. By signing this Consent Agreement, Proposed Respondent Geneva represents and warrants that it can accomplish the full relief contemplated by this Consent Agreement, and that all parents, subsidiaries, affiliates, and successors necessary to effectuate the full relief contemplated by this Consent Agreement shall take the steps required to effectuate the relief contemplated by this Consent Agreement and by the Decision and Order.

 

9. Proposed Respondent Geneva has read the proposed Complaint and Decision and Order contemplated hereby. Proposed Respondent Geneva understands that once the Decision and Order has been issued, it will be required to file one or more compliance reports showing that it has fully complied with the Decision and Order. Proposed Respondent Geneva agrees to comply with the terms of the proposed order from the date it signs this Consent Agreement. Proposed Respondent Geneva further understands that it may be liable for civil penalties in the amount provided by law for each violation of the Decision and Order after the Decision and Order becomes final.

 

10. Proposed Respondent Geneva is fully authorized to sign on behalf of the entities described in paragraph I.A. of the Decision and Order.

Signed this ____ day of ______, 2000.

Geneva Pharmaceuticals, Inc.

By: _______________________
David Hurley
President and Chief Executive Officer
Counsel for Geneva Pharmaceuticals, Inc.

By: _______________________

Federal Trade Commission

By: _______________________
Karen Bokat
Bradley S. Albert
Daniel Kotchen
Robin Moore
David Narrow
Martha Oppenheim

Approved:

_____________________
David Pender
Deputy Assistant Director

_____________________
Richard A. Feinstein
Assistant Director

____________________
Willard K. Tom
Deputy Director

________________________
Richard G. Parker
Director
Bureau of Competition