Common use of ATTORNEYS’ FEES, EXPENSES, AND COSTS Clause in Contracts

ATTORNEYS’ FEES, EXPENSES, AND COSTS. A. Except as provided in Section VII.C, the payment made by DTA pursuant to Section VII.A. of the DTA Settlement Agreement shall constitute the full compromise and settlement of all claims for attorneys’ fees and litigation expenses and costs related to this Action: (i) that Plaintiffs have, as of the Execution Date of this Agreement against MassHealth and EOHHS; and (ii) that Plaintiffs might have made against MassHealth and EOHHS for activities occurring after the Execution Date of this Agreement, including without limitation for activities to obtain the [Proposed] Order of Final Judgment (Exhibit E), or to monitor the implementation of, and MassHealth’s and EOHHS’s compliance with, this Agreement. This Agreement is not an admission or evidence that any Defendant is liable to Plaintiffs for the payment of attorneys’ fees and litigation expenses or costs in, or related to, this Action, but rather represents only the compromise and settlement of a disputed claim. B. The compromise and settlement of Plaintiffs’ claim for attorneys’ fees and litigation expenses and costs against any Defendant shall not establish, or be evidence of: (1) a “reasonable” hourly rate for Plaintiffs’ counsel or any other counsel; (2) the “reasonableness” of any legal services or activities performed by Plaintiffs’ counsel in this or any other action; or (3) the “reasonableness” of any item of litigation expenses or costs in this or any other action. C. If Plaintiffs file a noncompliance motion following the dispute resolution procedures set forth in Section VII and prevail, Plaintiffs shall be entitled to request attorneys’ fees and litigation expenses and costs related to litigating the claim of noncompliance. Plaintiffs shall only be considered to have prevailed for purposes of this subsection if the Court makes a finding of substantial noncompliance under Section VII.B above. If Plaintiffs seek attorneys’ fees and litigation expenses and costs under this Section VIII.C., they shall first submit their request to MassHealth or EOHHS. If MassHealth or EOHHS and Plaintiffs cannot agree on the amount to be paid within thirty (30) calendar days following the submission of the request, the dispute shall be submitted to the Court for formal resolution.

ATTORNEYS’ FEES, EXPENSES, AND COSTS. A. Except as provided in Section VII.C(a) Plaintiffs’ Counsel intend to seek, solely from the Settlement Fund, attorneys’ fees of up to one third of the total Settlement Fund (including any interest accrued thereon), the payment made by DTA pursuant to Section VII.A. reimbursement of reasonable costs and expenses incurred in the prosecution of the DTA Actions, and service awards to the named Plaintiffs (“Fee and Expense Award”). Plaintiffs’ Counsel shall file a motion for approval of the Fee and Expense Award (“Motion for Fee and Expense Award”) after the Court has granted preliminary approval to the Settlement Agreement but sufficiently before the deadline set for filing of objections, and Defendants agree to take no position with respect to the Motion for Fee and Expense Award, or on any other application by Plaintiffs’ Counsel for fees and/or expenses as may be necessary to effectuate this Settlement Agreement. Defendants also agree not to oppose any request by Plaintiffs’ Counsel that the Court order that any Fee and Expense Award be disbursed only to the Court appointed Co-Lead Counsel for the Class for allocation among the various counsel to the Class that have participated in this litigation. Plaintiffs’ Counsel shall constitute be reimbursed and paid solely out of the full compromise Settlement Fund for all such fees and settlement expenses. In no event shall any Fee and Expense Award be paid before the Effective Date. (b) The procedures for and the allowance or disallowance by the Court of all claims the application by Plaintiffs’ Counsel for attorneys’ fees fees, costs and litigation expenses and costs related to this Action: (i) that Plaintiffs have, as be paid out of the Execution Date of this Agreement against MassHealth and EOHHS; and (ii) that Plaintiffs might have made against MassHealth and EOHHS for activities occurring after the Execution Date Settlement Fund are not part of this Agreement, including without limitation for activities and are to obtain be considered by the [Proposed] Order Court separately from the Court’s consideration of Final Judgment (Exhibit E)the fairness, reasonableness, and adequacy of the settlement. Any order or proceeding relating to the Fee and Expense Application, or any appeal from any such order, shall not operate to monitor the implementation of, and MassHealth’s and EOHHS’s compliance with, terminate or cancel this Agreement. This Agreement is not an admission , affect or evidence that any Defendant is liable to Plaintiffs for delay the finality of the judgment approving settlement, or affect or delay the payment of attorneys’ the Fee and Expense Award as provided in Paragraph 10(a). (c) If the Court’s award of such fees and litigation expenses or costs inis vacated, reversed, or related toreduced subsequent to the disbursement of any Fee and Expense Award, Plaintiffs’ Counsel shall within ten (10) business days after receiving written notice from the Court or from Defendants of such vacatur, reversal, or reduction, make a refund to the Escrow Account in the amount of such vacatur, reversal, or reduction with interest, and further provided that if Plaintiffs and/or Defendants elect to terminate the Settlement Agreement pursuant to Paragraphs 14(b) or 15 below, Plaintiffs’ Counsel shall within ten (10) business days after giving notice to or receiving notice from Defendants of such rescission, make a refund to the Escrow Account in the amount of any such Fee and Expense Award with interest. The interest rate applicable to any refund made to the Escrow Account pursuant to this ActionParagraph shall be the same interest rate earned by the Settlement Fund during the period between the disbursement of Litigation Expenses and any refund required by this Paragraph. Plaintiffs’ Counsel and their respective law firms shall be jointly and severally liable to each other, but rather represents only the compromise and settlement of a disputed claim. B. The compromise and settlement of Plaintiffs’ claim for attorneys’ fees and litigation expenses and costs against any Defendant shall not establish, or be evidence of: (1) a “reasonable” hourly rate for Plaintiffs’ counsel or to any other counsel; (2) the “reasonableness” of any legal services Class Counsel or activities performed by Plaintiffs’ counsel in this or any other action; or (3) the “reasonableness” of any item of litigation expenses or costs in this or any other actionlaw firm, for such repayment. C. If Plaintiffs file a noncompliance motion following the dispute resolution procedures set forth in Section VII and prevail, Plaintiffs shall be entitled to request attorneys’ fees and litigation expenses and costs related to litigating the claim of noncompliance. Plaintiffs shall only be considered to have prevailed for purposes of this subsection if the Court makes a finding of substantial noncompliance under Section VII.B above. If Plaintiffs seek attorneys’ fees and litigation expenses and costs under this Section VIII.C., they shall first submit their request to MassHealth or EOHHS. If MassHealth or EOHHS and Plaintiffs cannot agree on the amount to be paid within thirty (30) calendar days following the submission of the request, the dispute shall be submitted to the Court for formal resolution.

ATTORNEYS’ FEES, EXPENSES, AND COSTS. A. Except as provided in Section VII.CClass counsel intend to seek, solely from the payment made by DTA pursuant to Section VII.A. Settlement Fund, attorneys’ fees of 33½% of the DTA Settlement Agreement shall constitute Fund plus the full compromise reimbursement of reasonable costs and settlement expenses incurred in the prosecution of all claims this action plus interest thereon, and an incentive award of $100,000.00 for each of LWD and Meijer in the Class Action. Defendants agree to take no position with respect to the application by Class counsel for the attorneys’ fees, expense payments and incentive award set forth above. Defendants agree, subject to any order of the Court, that Class counsel will be paid any Court-approved attorneys’ fees and litigation expenses and any Court-approved incentive award within five (5) business days after this Settlement becomes final pursuant to paragraph 4 of this Settlement Agreement. Any attorneys’ fees, expenses, costs related to this Action: (i) that Plaintiffs have, as and incentive awards approved by the Court shall be payable solely out of the Execution Date of this Agreement against MassHealth and EOHHS; and (ii) that Plaintiffs might have made against MassHealth and EOHHS for activities occurring after the Execution Date of this Agreement, including without limitation for activities to obtain the [Proposed] Order of Final Judgment (Exhibit E), or to monitor the implementation ofSettlement Fund, and MassHealth’s Plaintiffs, members of the Class, and EOHHS’s compliance withtheir respective counsel shall not seek payment of any attorneys’ fees, this Agreementexpenses, costs or incentive awards from any source other than the Settlement Fund. This Agreement is not an admission The Released Parties (as defined in paragraph 10 hereof) shall have no responsibility for, and no liability whatsoever with respect to, any payment or evidence that any Defendant is liable to Plaintiffs for the payment disbursement of attorneys’ fees and litigation expenses fees, expenses, costs or incentive awards, any allocation of attorneys’ fees, expenses, costs inor incentive awards among Class counsel and/or Plaintiffs, or related to, this Action, but rather represents only the compromise and settlement with respect to any allocation of a disputed claim. B. The compromise and settlement of Plaintiffs’ claim for attorneys’ fees and litigation expenses and fees, expenses, costs against any Defendant shall not establish, or be evidence of: (1) a “reasonable” hourly rate for Plaintiffs’ counsel or incentive awards to any other counsel; (2) the “reasonableness” of person or entity who may assert any legal services or activities performed by Plaintiffs’ counsel in this or any other action; or (3) the “reasonableness” of any item of litigation expenses or costs in this or any other actionclaim thereto. C. If Plaintiffs file a noncompliance motion following the dispute resolution procedures set forth in Section VII and prevail, Plaintiffs shall be entitled to request attorneys’ fees and litigation expenses and costs related to litigating the claim of noncompliance. Plaintiffs shall only be considered to have prevailed for purposes of this subsection if the Court makes a finding of substantial noncompliance under Section VII.B above. If Plaintiffs seek attorneys’ fees and litigation expenses and costs under this Section VIII.C., they shall first submit their request to MassHealth or EOHHS. If MassHealth or EOHHS and Plaintiffs cannot agree on the amount to be paid within thirty (30) calendar days following the submission of the request, the dispute shall be submitted to the Court for formal resolution.

ATTORNEYS’ FEES, EXPENSES, AND COSTS. A. Except as provided in Section VII.C‌ a. Plaintiff’s Counsel intend to seek, solely from the payment made by DTA pursuant Settlement Fund, attorneys’ fees (including any interest accrued thereon), up to Section VII.A. 33 1/3% of the DTA Settlement Agreement Fund plus reimbursement of reasonable costs and expenses incurred in the prosecution of the Action, and an incentive award to the named Plaintiff. Plaintiff’s Counsel may file a motion for approval of the attorneys’ fees, reimbursement of expenses, and incentive award after the Court has granted preliminary approval to the Settlement but sufficiently before the Court’s final fairness hearing on the Settlement. Xxxxxxx and Merz agree to take no position with respect to such motion. Xxxxxxx and Merz also agree to take no position with respect to the allocation among the various counsel to the Class that have participated in this litigation. In no event shall constitute any attorneys’ fees, reimbursement of expenses, or incentive award be paid before the full compromise Effective Date. Plaintiff, Class Members, and settlement their respective counsel, shall not seek payment of all claims any attorneys’ fees, expenses, costs, or service awards from Actavis and Merz in this Action, or in any other action related to the Released Claims, from any source other than the Settlement Fund. b. The procedures for and the allowance or disallowance by the Court of the application by Plaintiff’s Counsel for attorneys’ fees and litigation expenses and costs related fees, reimbursement of expenses, and/or incentive award to this Action: (i) that Plaintiffs have, as be paid out of the Execution Date Settlement Fund are not part of this Agreement against MassHealth and EOHHS; and (ii) that Plaintiffs might have made against MassHealth and EOHHS for activities occurring after the Execution Date of this Agreement, including without limitation for activities to obtain the [Proposed] Order of Final Judgment (Exhibit E), or to monitor the implementation of, and MassHealth’s and EOHHS’s compliance with, this Settlement Agreement. This Agreement is not an admission Notwithstanding any right of termination in Paragraph 13, any order or evidence that proceeding relating solely to the application by Plaintiff’s Counsel for any Defendant is liable to Plaintiffs for the payment award of attorneys’ fees, reimbursement of expenses, and incentive award, or any appeal from any such order, shall not operate or provide a basis to terminate or cancel this Settlement Agreement. c. If the Court’s award of such fees and litigation expenses or costs inis reduced subsequent to the disbursement of any attorneys’ fees, or related toreimbursement of expenses, and/or incentive award, Plaintiff’s Counsel shall within ten (10) business days after receiving written notice from the Court refund to the Escrow Account the amount of any such reduction in attorneys’ fees, reimbursement of expenses, and/or incentive award with interest. The interest rate applicable to any refund made to the Escrow Account pursuant to this ActionParagraph shall be the same interest rate earned by the Settlement Fund during the period between the disbursement of any attorneys’ fees, but rather represents only reimbursement of expenses, and/or incentive award and any refund required by this Paragraph. The amount deposited into the compromise Escrow Account shall be solely for the benefit of the Class and settlement shall be included in the Settlement Fund and be distributed according to the Plan of a disputed claimAllocation. B. The compromise and settlement d. If the Court’s award of Plaintiffs’ claim for such fees, expenses, and/or incentive is vacated or reversed, subsequent to the disbursement of any attorneys’ fees fees, reimbursement of expenses, and/or incentive award, Plaintiff’s Counsel shall within ten (10) business days after receiving written notice from the Court or from Actavis and litigation expenses and costs against any Defendant shall not establish, Merz of such vacatur or be evidence of: (1) a “reasonable” hourly rate for Plaintiffs’ counsel or any other counsel; (2) reversal refund to the “reasonableness” Escrow Account the amounts of any legal services such attorneys’ fees, reimbursement of expenses, and/or incentive award with earned and paid interest, and further provided that if the Settlement Agreement is terminated pursuant to Paragraph 13 below, Plaintiff’s Counsel shall within ten (10) business days after giving notice to or activities performed by Plaintiffs’ counsel in this or any other action; or (3) receiving notice from Actavis and Merz of such termination, refund to the “reasonableness” Escrow Account the amounts of any item such attorneys’ fees, reimbursement of litigation expenses or costs in expenses, and/or incentive award with earned and paid interest. The interest rate applicable to any refund made to the Escrow Account pursuant to this or any other action. C. If Plaintiffs file a noncompliance motion following the dispute resolution procedures set forth in Section VII and prevail, Plaintiffs Paragraph shall be entitled to request the same interest rate earned by the Settlement Fund during the period between the disbursement of any attorneys’ fees fees, reimbursement of expenses, and/or incentive award and litigation expenses and costs related to litigating the claim of noncompliance. Plaintiffs shall only be considered to have prevailed for purposes of any refund required by this subsection if the Court makes a finding of substantial noncompliance under Section VII.B above. If Plaintiffs seek attorneys’ fees and litigation expenses and costs under this Section VIII.C., they shall first submit their request to MassHealth or EOHHS. If MassHealth or EOHHS and Plaintiffs cannot agree on the amount to be paid within thirty (30) calendar days following the submission of the request, the dispute shall be submitted to the Court for formal resolutionParagraph.

ATTORNEYS’ FEES, EXPENSES, AND COSTS. A. Class Counsel intend to seek, solely from the Settlement Fund, attorneys’ fees of up to one-third (i.e. 33.33%) of the Settlement Fund plus the reimbursement of reasonable costs and expenses incurred in the prosecution of the Class Action against Allergan plus interest thereon, and a service award for each named Plaintiff (“Fee and Expense Award”). Class Counsel shall file a motion for approval of the Fee and Expense Award after the Court has granted preliminary approval to the settlement but sufficiently before the deadline set for filing of objections, and Allergan agrees to take no position with respect to the application by Class Counsel for a Fee and Expense Award as set forth above. Any Fee and Expense Award approved by the Court shall be payable solely out of the Settlement Fund, and Plaintiffs, members of the Class, and their respective counsel shall not seek payment of any attorneys’ fees, expenses, costs, or service awards from Allergan or any source other than the Settlement Fund. The Released Parties (as defined in paragraph 11 hereof) shall have no responsibility for, and no liability whatsoever with respect to, any payment or disbursement of attorneys’ fees, expenses, costs, or service awards, any allocation of attorneys’ fees, expenses, costs, or service awards among Class Counsel and/or Plaintiffs, or with respect to any allocation of attorneys’ fees, expenses, costs, or service awards to any other person or entity who may assert any claim thereto. Except as provided in Section VII.Cparagraph 8(a)(iii) hereto, in no event shall any Fee and Expense Award be paid before the payment made by DTA pursuant to Section VII.A. later of the DTA Settlement Agreement shall constitute Effective Date and the full compromise date on which the Fee and settlement of all claims Expense Award is final and the period for attorneys’ fees and litigation expenses and costs related to this Action: (i) that Plaintiffs have, as of the Execution Date of this Agreement against MassHealth and EOHHS; and (ii) that Plaintiffs might have made against MassHealth and EOHHS for activities occurring after the Execution Date of this Agreement, including without limitation for activities to obtain the [Proposed] Order of Final Judgment (Exhibit E), any appeal or to monitor the implementation of, and MassHealth’s and EOHHS’s compliance with, this Agreement. This Agreement is not an admission or evidence that any Defendant is liable to Plaintiffs for the payment of attorneys’ fees and litigation expenses or costs in, or related to, this Action, but rather represents only the compromise and settlement of a disputed claimother review thereof has expired with no appeal being filed. B. The compromise and settlement of Plaintiffs’ claim for attorneys’ fees and litigation expenses and costs against any Defendant shall not establish, or be evidence of: (1) a “reasonable” hourly rate for Plaintiffs’ counsel or any other counsel; (2) the “reasonableness” of any legal services or activities performed by Plaintiffs’ counsel in this or any other action; or (3) the “reasonableness” of any item of litigation expenses or costs in this or any other action. C. If Plaintiffs file a noncompliance motion following the dispute resolution procedures set forth in Section VII and prevail, Plaintiffs shall be entitled to request attorneys’ fees and litigation expenses and costs related to litigating the claim of noncompliance. Plaintiffs shall only be considered to have prevailed for purposes of this subsection if the Court makes a finding of substantial noncompliance under Section VII.B above. If Plaintiffs seek attorneys’ fees and litigation expenses and costs under this Section VIII.C., they shall first submit their request to MassHealth or EOHHS. If MassHealth or EOHHS and Plaintiffs cannot agree on the amount to be paid within thirty (30) calendar days following the submission of the request, the dispute shall be submitted to the Court for formal resolution.