1
UCB
has
filed
a
motion
to
substitute
parties
with
the
court,
but
the
court
has
not
yet
ruled
on
the
motion.
IN
THE
UNITED
STATES
COURT
OF
APPEALS
FOR
THE
DISTRICT
OF
COLUMBIA
CIRCUIT
)
UCB
FILMS,
INC.,
et
al.,
)
)
Petitioners,
)
Docket
No.
02­
1250
)
(
consolidated
with
No.
02­
1252)
v.
)
)
UNITED
STATES
ENVIRONMENTAL
)
PROTECTION
AGENCY,
)
)
Respondent.
)
)

SETTLEMENT
AGREEMENT
WHEREAS
Petitioners
UCB
Films,
Inc.
("
UCB")
and
Teepak
LLC
("
Teepak")

(
collectively
"
Petitioners")
filed
petitions
for
review
Nos.
02­
1250
and
02­
1252
("
the
petitions")

in
the
United
States
Court
of
Appeals
for
the
District
of
Columbia
Circuit;

WHEREAS
UCB
recently
sold
its
Tecumseh,
Kansas
plant
to
Innovia
Films,
Inc.

("
Innovia")
and
Innovia,
as
the
current
owner
of
the
plant,
is
now
the
party
with
an
interest
in
the
outcome
of
this
appeal;
and
whereas
both
UCB
and
Innovia
are,
therefore,
parties
to
this
Settlement
Agreement;
1
WHEREAS
the
petitions
seek
review
of
the
United
States
Environmental
Protection
Agency's
final
rule
"
National
Emission
Standards
for
Hazardous
Air
Pollutants:
Cellulose
Products
Manufacturing,"
("
the
rule")
promulgated
under
the
Clean
Air
Act
by
the
Respondent
the
United
States
Environmental
Protection
Agency
("
EPA")
and
published
at
67
Fed.
Reg.

40,043
(
June
11,
2002);
2
WHEREAS
EPA
intends
to
undertake
a
rulemaking
to
make
certain
amendments
to
portions
of
the
rule
that
may
resolve
the
claims
raised
by
Petitioners
in
their
petitions
for
review;

WHEREAS
EPA
intends
to
issue
a
notice
correcting
a
typographical
error
in
the
rule's
definition
of
"
viscose
process
change;"

WHEREAS
EPA,
Petitioners
and
Innovia
(
collectively
the
"
Parties")
wish
to
implement
this
Settlement
Agreement
("
Agreement")
to
avoid
protracted
and
costly
litigation
and
to
preserve
judicial
resources;

NOW,
THEREFORE,
the
Parties,
intending
to
be
bound
by
this
Agreement,
hereby
stipulate
and
agree
as
follows:

1.
Within
10
(
ten)
days
after
this
Agreement
has
been
signed
by
counsel
for
each
party,
but
before
this
Agreement
becomes
final
pursuant
to
paragraph
2
of
this
Agreement,
the
Parties
shall
file
a
joint
motion
with
the
Court
notifying
it
of
this
Agreement
and
requesting
that
the
consolidated
petitions
for
review
be
held
in
abeyance
pending
implementation
of
the
terms
of
this
Settlement
Agreement.

2.
EPA
and
Petitioners
agree
and
acknowledge
that
before
this
Agreement
is
final
or
filed
with
the
Court,
EPA
must
provide
notice
in
the
Federal
Register
and
an
opportunity
for
comment
pursuant
to
Clean
Air
Act
section
113(
g),
42
U.
S.
C.
§
7413(
g).
EPA
shall
submit
said
notice
of
this
Agreement
to
the
Federal
Register
for
publication
as
expeditiously
as
possible.

After
this
Agreement
has
undergone
a
30­
day
period
for
notice
and
comment,
the
Administrator
and/
or
the
Attorney
General,
as
appropriate,
shall
promptly
consider
any
such
written
comments
in
determining
whether
to
withdraw
or
withhold
her
or
his
consent
to
the
Agreement,
in
accordance
with
section
113(
g)
of
the
Clean
Air
Act.
EPA
will
notify
Petitioners
promptly
of
any
3
such
determination
or
of
the
finality
of
the
Agreement.
This
Agreement
shall
become
final
on
the
date
that
EPA
provides
written
notice
of
such
finality
to
Petitioners.

3.
No
later
than
three
months
from
the
date
this
Agreement
becomes
final
pursuant
to
paragraph
2,
EPA
will
sign
a
notice
of
proposed
rulemaking
or
a
direct
final
rule
with
a
concurrent
proposal,
proposing
or
stating,
as
applicable,
that
40
C.
F.
R.
Part
63,
Subpart
UUUU
shall
be
amended
as
provided
in
Appendix
A
to
this
Agreement
(
hereinafter
the
"
Appendix
A
changes").
EPA
will
forward
such
notice
and
direct
final
rule,
if
any,
to
the
Federal
Register
expeditiously
upon
signature.

4.
No
later
than
three
months
from
the
date
this
Agreement
becomes
final
pursuant
to
paragraph
2,
EPA
will
issue
a
notice
correcting
a
typographical
error
in
the
rule's
definition
of
"
viscose
process
change."
EPA
will
forward
such
notice
to
the
Federal
Register
expeditiously
upon
signature.

5.
If,
with
respect
to
the
Appendix
A
changes,
EPA
signs
only
a
notice
of
proposed
rulemaking,
then
no
later
than
120
days
after
the
date
on
which
the
comment
period
for
the
notice
of
proposed
rulemaking
closes,
EPA
shall
sign
a
notice
of
final
agency
action
on
the
proposed
rulemaking.
EPA
will
forward
such
notice
to
the
Federal
Register
expeditiously
upon
signature.

6.
If,
with
respect
to
the
Appendix
A
changes,
EPA
signs
a
direct
final
rule
with
a
concurrent
proposal,
the
rule
shall
automatically
become
effective
if
no
timely
adverse
comments
are
received.
If
any
timely
adverse
comments
are
received
on
all
or
part
of
any
such
direct
final
rule
and
concurrent
proposal,
the
Administrator
will
(
i)
publish
a
timely
withdrawal
of
the
direct
final
rule
or
of
that
part
of
the
rule
on
which
adverse
comments
were
received
and
(
ii)
no
later
than
120
days
after
the
date
on
which
the
comment
period
for
the
direct
final
rule
and
concurrent
4
proposal
closes,
sign
a
notice
of
final
rulemaking
for
the
rule
or
that
portion
of
the
rule
on
which
adverse
comments
were
received.
EPA
will
forward
such
notice
to
the
Federal
Register
expeditiously
upon
signature.
Within
20
(
twenty)
days
of
the
end
of
the
30­
day
comment
period
on
the
direct
final
rule
and
concurrent
proposal,
EPA
will
send
written
notification
to
Petitioners'

counsel
at
the
addresses
below
regarding
whether
any
timely
adverse
comments
have
been
received
and
whether
EPA
will
publish
a
withdrawal
of
the
direct
final
rule
or
any
part
of
the
direct
final
rule.

7.
If
EPA
takes
final
action
through
either
the
procedure
described
in
paragraph
5
or
the
procedure
described
in
paragraph
6
and
issues
an
amendment
to
40
C.
F.
R.
Part
63,
Subpart
UUUU
the
same
in
substance
as
the
Appendix
A
changes,
the
Parties
shall
file
an
appropriate
pleading
for
the
dismissal
of
Petitioners'
petitions
for
review
with
prejudice
in
accordance
with
Rule
42(
b)
of
the
Federal
Rules
of
Appellate
Procedure,
with
each
party
to
bear
its
own
costs
and
attorneys'
fees,
and
Petitioners
shall
not
challenge
the
validity
of
such
final
amendment
in
any
court
or
administrative
proceeding.
Such
filing
shall
occur
within
30
(
thirty)
days
of:
(
a)
the
date
of
publication
of
EPA's
final
action
on
the
proposed
rulemaking,
if
EPA
uses
the
procedure
in
paragraph
5;
(
b)
the
date
on
which
the
comment
period
for
the
direct
final
rule
and
concurrent
proposal
closes
if
EPA
uses
the
procedure
in
paragraph
6
and
no
timely
adverse
comments
are
received;
(
c)
the
publication
of
final
action
on
the
concurrent
proposal
if
EPA
uses
the
procedure
in
paragraph
5
and
the
direct
final
rule
is
withdrawn
in
whole
or
in
part
due
to
the
receipt
of
timely
adverse
comments.

7.
If,
within
nine
months
from
the
date
this
Agreement
becomes
final
pursuant
to
Paragraph
2,
EPA
does
not
promulgate
in
final
form
an
amendment
that
includes
a
change
that
is
5
the
same
in
substance
to
the
Appendix
A
changes,
then
Petitioners
shall
have
the
right
to
reactivate
their
petitions
for
review
and
to
seek
imposition
of
a
schedule
for
briefing
and
oral
argument,
and
this
right
shall
be
their
sole
remedy
for
EPA's
failure
to
carry
out
its
commitments
under
this
Agreement.

8.
No
provision
of
this
Agreement
shall
be
interpreted
as
or
constitute
a
commitment
or
requirement
that
EPA
obligate
funds
in
contravention
of
the
Anti­
Deficiency
Act,
31
U.
S.
C.
§
1341.
Furthermore,
nothing
in
this
Agreement
shall
be
construed
to
limit
EPA's
authority
to
alter,
amend
or
revise
any
final
rule
EPA
may
issue
pursuant
to
paragraphs
5
or
6
or
to
promulgate
superseding
regulations,
nor
shall
the
terms
of
this
Agreement
be
construed
to
limit
Petitioners'
right
to
challenge
any
such
action
by
EPA.

9.
The
Parties
may
extend
the
dates
set
forth
in
this
Agreement,
or
otherwise
modify
this
Agreement,
by
written
stipulation
executed
by
counsel
for
each
of
the
Parties.

10.
Nothing
in
the
terms
of
this
Settlement
Agreement
shall
be
construed
to
limit
or
modify
the
discretion
accorded
EPA
under
the
Clean
Air
Act
or
by
general
principles
of
administrative
law.

11.
The
undersigned
representatives
of
each
party
certify
that
they
are
fully
authorized
by
the
party
that
they
represent
to
bind
that
respective
party
to
the
terms
of
this
Agreement.

Dated:
_________________
By:

KATY
LARKINS
Shook,
Hardy
&
Bacon
L.
L.
P.
2555
Grand
Blvd.
Kansas
City,
MO
64108
Tel.
(
816)
559­
2493
6
Attorney
for
UCB
Films,
Inc.
and
Innovia
Films,
Inc.

Dated:
_________________
By:

ERIC
E.
BOYD
Seyfarth
Shaw
LLP
55
East
Monroe
Street
Suite
4200
Chicago,
Il
60603
Tel.
(
312)
269­
8903
Attorney
for
Teepak
LLC
KELLY
A.
JOHNSON
Acting
Assistant
Attorney
General
Environment
and
Natural
Resources
Division
Dated:
By:
LAUREL
A.
BEDIG
U.
S.
Department
of
Justice
Environment
&
Natural
Resources
Division
Environmental
Defense
Section
P.
O.
Box
23986
Washington,
D.
C.
20026­
3986
Tel:
(
202)
305­
0331
Fax:
(
202)
514­
8865
DIANE
McCONKEY
Office
of
General
Counsel
U.
S.
Environmental
Protection
Agency
1200
Pennsylvania
Ave.,
N.
W.
Mail
Code
2344A
Washington,
D.
C.
20460
(
202)
564­
5588
Attorneys
for
EPA
