Free Motion for Miscellaneous Relief - District Court of Colorado - Colorado

Case 1:04-cv-01225-MSK-BNB

Document 200-4

Filed 10/18/2005

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Malik M. Hasan, M.D., et al. v. Goldman Sachs 1998 Exchange Place Fund, LP, et al.

EXHIBIT C T EN ME D F N A T ' TO F RP E L SO A D H A D E E D N S MO I N O R C U I N N OTHER RELIEF MALIK HASAN AFFIDAVIT

EXHIBIT C 04-cv-1225-MSK-BNB

Case 1:04-cv-01225-MSK-BNB

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Filed 10/18/2005

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UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK
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x

AEQ, LLC,

Plaintiff,
AFFIDAVIT

-againstMONUMENT SYSTEMS INC. and MALIK HASAN, Defendants.
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99 Civ. 4665 (WHP)

STATE OF COLORADO COUNTY OF EAGLE

)

) Ss.: )

MALIK HASAN, being first duly sworn, deposes and says: 1. I am the individual defendant named above and the Chairman and majority shareholder of defendant Monument Systems, Inc. ("Monument"). I have personal knowledge of the facts set forth below. This affidavit will show that I do not do business in New York, that there is no substantial nexus between plaintiffs claims and the limited contacts that I have had with New York, and that the action should be dismissed as against me pursuant to the legal authority which has been cited by my attorneys in the accompanying Memorandum of Law in Support of Motion to Dismiss. Background Facts 2. I do not now and have not at any time resided in or been employed in New York. Since February of this year, my principal residence has been in Nevada, where I am retired from active employment. Prior to February, 1999 (and for a continuous period of more than 25 years prior thereto), my principal residence was in Colorado, which is the location of the business where I was employed, full-time, from 1975 to August, 1998. 3. My permanent residence address in Nevada is the house that I own at 8821 Greensboro Lane, Las Vegas, Nevada. I also own homes in Colorado, but do not own or have any home in New York or any other state except Nevada and Colorado. AEQ Negotiations 4. In late September, 1998, Monument's President, John Peterson, reported to

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Case 1:04-cv-01225-MSK-BNB

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me concerning a presentation that had been made to him and Monument's Vice-President of Sales, David Syposs, concerning certain software products of plaintiff, AEQ, Ltd. ("AEQ"). Such presentation was made in Monument's offices in Tucson. 5. Based on the information received from Mr. Peterson about the initial meeting, I agreed to a meeting with one of AEQ's principals to discuss different scenarios involving the two companies, including a possible acquisition of AEQ's assets. Such meeting was held near AEQ's offices in Denver, Colo rado at the country club of Steve Steinberg, who, I was told, was the President of AEQ. Present at that meeting, which lasted approximately 4 hours, were Mr. Steinberg on behalf of AEQ and Mr. Peterson, Mr. Syposs and me. 6. Following the meeting at Mr. Steinberg's country club in Denver, a further meeting was agreed to and held at the Denver airport on or about October 15, 1998. The participants in such second meeting were me, Mr. Steinberg, an individual by the name of Morris Sandier, who was introduced to me as an investor in, and the Chairman of, AEQ, and Mark Ostrow, who, I was told, was an investor in AEQ. This meeting lasted approximately 4 'A2hours, and resulted in an agreement to pursue a proposed deal for the acquisition of AEQ by Monument.' 7. Over the next several months, from October, 1998 to March, 1999, there were approximately 25 or more meetings involving Monument executives and AEQ executives concerning the proposed acquisition of AEQ. I participated in approximately 10 meetings, including the two referred to above. Eight of the meetings in which I participated were held in Colorado (where AEQ and I then each had offices) or California (where AEQ had offices), and only two were held in New York. The first of the two New York meetings took place on or about October 22, 1998, and involved only a meeting with a group of venture capitalists about possible financing for Monument, and, because I happened to be in New York for such purpose, a discussion with Mr. Sandler and Mr. Ostrow of some of the issues first addressed in the Denver meetings. The second visit to New York involved a short meeting on or about November 9, 1998 between Patricia Lee, on behalf of AEQ, and Mr. Peterson, Mr. Syposs and me on behalf of Monument, to prepare for a presentation to the New York venture capital group, followed by the presentation to such group on that same day. Both visits lasted less than a day, and neither visit involved any discussion or disclosure of source codes or other

'Neither Monument nor AEQ contend that a final binding agreement was reached (See Complaint, jJ3). The proposal discussed at the Denver airport was subject to numerous conditions which were never satisfied, including the need for necessary venture capital financing
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Case 1:04-cv-01225-MSK-BNB

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Filed 10/18/2005

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proprietary data, or any work on or development of any competing computer product. Also, neither visit resulted in any final agreement between me, Monument, AEQ, or the venture capital group. 8. Following the two New York visits described above, there were an additional approximately 20 or more meetings between November, 1998 and March, 1999 involving a possible acquisition, but most of such meetings were in Colorado, Arizona or California, where the parties had their respective offices, and there were no further meetings in New York in which I participated.2 Like Mr. Peterson, I had been led to believe, based upon my discussions with 9. Mr. Steinberg and other representatives of AEQ with whom I communicated, that AEQ had only two offices, namely its main office in Denver Colorado and a satellite office in Prather, California. 10. In any event, I do not have any New York office to develop any software or computer products and have never sold or serviced any software or computer products in New York, or otherwise received any revenues from any New York source in connection with any software or computer products. 11. In addition, my extremely limited contacts with New York, as described above, were conducted solely on behalf of Monument in my capacity as Chairman thereof. 12. Briefly stated, I had almost no contacts with New York pertaining to the failed negotiations between Monument and AEQ, and what contacts I did have were extremely limited in scope and duration, completely tangential to the allegations of the Complaint and solely in a representative capacity on behalf of the corporate defendant.

Sworn to before me this day of September, 1999 otary ublic
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tig were Winston-Salem, The other states or municipalities where the temajority of the parties' ow North Carolina, the District of Columbia and Texas meetings were inColorado or California (where AEQ had offices) or Arizona (where Monument has its offices)
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