Common use of Bar Order, Waiver of Solidarity Order and Other Claims Clause in Contracts

Bar Order, Waiver of Solidarity Order and Other Claims. 9.1 British Columbia and Ontario Bar Order (1) Class Counsel shall seek bar orders from the BC Court and the Ontario Court providing for the following: (a) all claims for contribution, indemnity or other claims over, whether asserted, unasserted or asserted in a representative capacity, inclusive of interest, taxes and costs, relating to the Released Claims, which were or could have been brought in the Proceedings, by any Non-Settling Defendant by any named or unnamed co- conspirators or by any other Person or party, against a Releasee, or by a Releasee against any Non-Settling Defendant, are barred, prohibited and enjoined in accordance with the terms of this Section; (b) if the BC or Ontario Court ultimately determines that there is a right of contribution and indemnity among the Defendants, the Plaintiffs and the Settlement Class Members in the relevant Proceeding shall not be entitled to claim or recover from the Non-Settling Defendants and/or named or unnamed co- conspirators that are not Releasees that portion of any damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to s. 36 of the Competition Act) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (c) the Ontario and BC Plaintiffs and the Settlement Class Members in the relevant Proceeding shall limit their claims against the Non-Settling Defendants and/or unnamed co-conspirators that are not Releasees to, and shall be entitled to recover from the Non-Settling Defendants and/or unnamed co-conspirators that are not Releasees, only those claims for damages, costs and interest attributable to the aggregate of the several liability of the Non-Settling Defendants and/or unnamed co-conspirators that are not Releasees to the Ontario and BC Plaintiffs and the Settlement Class Members in the relevant Proceeding, if any, and, for greater certainty, the Settlement Class Members in the relevant Proceeding shall be entitled to claim and recover on a joint and several basis as between the Non- Settling Defendants and/or unnamed co-conspirators that are not Releasees, to the extent provided by law; (d) the Ontario and BC Courts shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the relevant Proceeding, whether or not the Releasees remain in the relevant Proceeding or appear at the trial or other disposition, and the Proportionate Liability of the Releasees shall be determined as if the Releasees are parties to the relevant Proceeding and any determination by this Court in respect of the Proportionate Liability of the Releasees shall only apply in the relevant Proceeding and shall not be binding on the Releasees in any other proceedings; and (e) a Non-Settling Defendant may, on application to the BC Court or to the Ontario Court, as applicable, determined as if the Settling Defendants remained parties to the relevant Proceedings, and on at least ten (10) days notice to Counsel for the Settling Defendants, and not to be brought unless and until the relevant Proceedings against the Non-Settling Defendants has been certified and all appeals or times to appeal have been exhausted, seek orders for the following: (A) documentary discovery and an affidavit of documents in accordance with that Court’s rules of procedure; (B) oral discovery of a representative of the Settling Defendants, the transcript of which may be read in at trial; (C) leave to serve a request to admit on the Settling Defendants in respect of factual matters; and/or (D) the production of a representative of the Settling Defendants to testify at trial, with such witness to be subject to cross-examination by counsel for the Non-Settling Defendants. (f) the Settling Defendants retain all rights to oppose any application brought pursuant to Section 9.1(1)(e), including any such application brought at trial seeking an order requiring the Settling Defendants to produce a representative to testify at trial; (g) on any application brought pursuant to Section 9.1(1)(e), the BC or Ontario Court, as applicable, may make such orders as to costs and other terms as it considers appropriate; (h) to the extent that such an order is granted and discovery is provided to a Non- Settling Defendant, a copy of all discovery provided, whether oral or documentary in nature, shall be provided by the Settling Defendants to the Plaintiffs and Class Counsel within ten (10) days of such discovery being provided to a Non-Settling Defendant; (i) the BC and Ontario Courts will retain an ongoing supervisory role over the discovery process and the Settling Defendants will attorn to the jurisdiction of the BC and Ontario Courts for these (but no other) purposes; and (j) a Non-Settling Defendant may effect service of the application(s) referred to in Section 9.1(1)(e) on a Settling Defendant by service on Counsel for the Settling Defendants in the relevant Proceedings.

Bar Order, Waiver of Solidarity Order and Other Claims. 9.1 8.1 British Columbia and Ontario Bar Order (1) Class Counsel shall seek bar orders from the BC Court and the Ontario Court providing for the following: (a) all claims for contribution, indemnity or other claims over, whether asserted, unasserted or asserted in a representative capacity, inclusive of interest, taxes and costs, relating to the Released Claims, which were or could have been brought in the Proceedings, by any Non-Settling Defendant by any named or unnamed co- conspirators or by any other Person person or party, against a Releasee, or by a Releasee against any Non-Settling Defendant, are barred, prohibited and enjoined in accordance with the terms of this Section; (b) if the BC or Ontario Court ultimately determines that there is a right of contribution and indemnity among the Defendants, the Plaintiffs and the Settlement Class Members in the relevant Proceeding shall not be entitled to claim or recover from the Non-Settling Defendants and/or named or unnamed co- conspirators that are not Releasees that portion of any damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to s. 36 of the Competition Act) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (c) the Ontario and BC Plaintiffs and the Settlement Class Members in the relevant Proceeding shall limit their claims against the Non-Settling Defendants and/or unnamed co-conspirators that are not Releasees to, and shall be entitled to recover from the Non-Settling Defendants and/or unnamed co-conspirators that are not Releasees, only those claims for damages, costs and interest attributable to the aggregate of the several liability of the Non-Settling Defendants and/or unnamed co-conspirators that are not Releasees to the Ontario and BC Plaintiffs and the Settlement Class Members in the relevant Proceeding, if any, and, for greater certainty, the Settlement Class Members in the relevant Proceeding shall be entitled to claim and recover on a joint and several basis as between the Non- Settling Defendants and/or unnamed co-conspirators that are not Releasees, to the extent provided by law; (d) the Ontario and BC Courts shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the relevant Proceeding, whether or not the Releasees remain in the relevant Proceeding or appear at the trial or other disposition, and the Proportionate Liability of the Releasees shall be determined as if the Releasees are parties to the relevant Proceeding and any determination by this Court in respect of the Proportionate Liability of the Releasees shall only apply in the relevant Proceeding and shall not be binding on the Releasees in any other proceedings; and (e) a Non-Settling Defendant may, on application motion to the BC Court or to the Ontario Court, as applicable, determined as if the Settling Defendants remained parties to the relevant Proceedings, and on at least ten (10) days notice to Counsel for the Settling Defendants, and not to be brought unless and until the relevant Proceedings against the Non-Settling Defendants has been certified and all appeals or times to appeal have been exhausted, seek orders for the following: (A) documentary discovery and an affidavit of documents in accordance with that Court’s rules of procedure; (B) oral discovery of a representative of the Settling Defendants, the transcript of which may be read in at trial; (C) leave to serve a request to admit on the Settling Defendants in respect of factual matters; and/or (D) the production of a representative of the Settling Defendants to testify at trial, with such witness to be subject to cross-examination by counsel for the Non-Settling Defendants. (f) the Settling Defendants retain all rights to oppose any application motion brought pursuant to Section 9.1(1)(e8.1(1)(e), including any such application motion brought at trial seeking an order requiring the Settling Defendants to produce a representative to testify at trial; (g) on any application motion brought pursuant to Section 9.1(1)(e8.1(1)(e), the BC or Ontario Court, as applicable, may make such orders as to costs and other terms as it considers appropriate; (h) to the extent that such an order is granted and discovery is provided to a Non- Settling Defendant, a copy of all discovery provided, whether oral or documentary in nature, shall be provided by the Settling Defendants to the Plaintiffs and Class Counsel within ten (10) days of such discovery being provided to a Non-Settling Defendant; (i) the BC and Ontario Courts will retain an ongoing supervisory role over the discovery process and the Settling Defendants will attorn to the jurisdiction of the BC and Ontario Courts for these (but no other) purposes; and (j) a Non-Settling Defendant may effect service of the application(smotion(s) referred to in Section 9.1(1)(e8.1(1)(e) on a Settling Defendant by service on Counsel for the Settling Defendants in the relevant Proceedings.

Bar Order, Waiver of Solidarity Order and Other Claims. 9.1 British Columbia and Ontario Bar Order (1) Class Counsel shall seek bar orders from the BC Court and the Ontario Court providing for the following: (a) all claims for contribution, indemnity or other claims over, whether asserted, unasserted or asserted in a representative capacity, inclusive of interest, taxes and costs, relating to the Released Claims, which were or could have been brought in the ProceedingsProceedings or any Other Actions, or otherwise, by any Non-Settling Defendant by Defendant, any named or unnamed co- conspirators co-conspirator that is not a Releasee, any Settled Defendant or by any other Person or party, party against a Releasee, or by a Releasee against any Non-Settling Defendant, any named or unnamed co- conspirator that is not a Releasee, any Settled Defendant, or any other Person or party, are barred, prohibited and enjoined in accordance with the terms of this SectionSection (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings); (b) if the BC Court or Ontario Court Court, as applicable, ultimately determines that there is a right of claim for contribution and indemnity among or other claim over, whether in equity or in law, by statute or otherwise is a legally recognized claim: (A) the Defendants, the BC and Ontario Plaintiffs and the Settlement Class Members in the relevant Proceeding shall not be entitled to claim or recover from the Non-Settling Defendants and/or named or unnamed co- co-conspirators and/or any other Person or party that are is not Releasees a Releasee that portion of any damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to s. section 36 of the Competition Act) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (cB) the BC and Ontario and BC Plaintiffs and the Settlement Class Members in the relevant Proceeding shall limit their claims against the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that are is not Releasees toa Releasee to include only, and shall be entitled only seek to recover from the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that are is not Releaseesa Releasee, only those claims for damages (including punitive damages, costs if any), restitutionary award, disgorgement of profits, costs, and interest attributable to the aggregate of the several liability of the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that are is not Releasees a Releasee to the BC and Ontario and BC Plaintiffs and the Settlement Class Members in the relevant ProceedingMembers, if any, and, for greater certainty, the Ontario and BC Settlement Class Members in the relevant Proceeding shall be entitled to claim and seek to recover on a joint and several basis as between the Non- Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that are is not Releaseesa Releasee, to the extent provided if permitted by law;; and (dC) the BC and Ontario and BC Courts shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the relevant Proceeding, whether or not the Releasees remain in the relevant Proceeding or appear at the trial or other disposition, and the Proportionate Liability of the Releasees shall be determined as if the Releasees are parties to the relevant Proceeding and any determination by this the BC Court or Ontario Court, as applicable, in respect of the Proportionate Liability of the Releasees shall only apply in the relevant Proceeding and shall not be binding on the Releasees in any other proceedings; andproceeding; (ec) a Non-Settling Defendant may, on application to the BC Court or to the Ontario Court, as applicable, determined as if the Settling Defendants remained parties to the relevant Proceedings, and on at least ten (10) days notice to Counsel for the Settling Defendants, and not to be brought unless and until the relevant Proceedings Proceeding against the Non-Settling Defendants has been certified and all appeals or times to appeal have been exhausted, seek orders for the following: (A) documentary discovery and an affidavit of documents (list of documents in British Columbia) from the Settling Defendants in accordance with that Court’’s rules of procedure; (B) oral discovery of a representative of the Settling Defendants, the transcript of which may be read in at trial; (C) leave to serve a request to admit on the Settling Defendants (notice to admit in British Columbia) in respect of factual matters; and/or (D) the production of a representative of the Settling Defendants to testify at trial, with such witness to be subject to cross-examination by counsel for the Non-Settling Defendants. (fd) the Settling Defendants retain all rights to oppose any application brought pursuant to Section 9.1(1)(e9.1(1)(c), including any such application brought at trial seeking an order requiring the Settling Defendants to produce a representative to testify at trial; (ge) on any application brought pursuant to Section 9.1(1)(e9.1(1)(c), the BC or Ontario Court, as applicable, may make such orders as to costs and other terms as it considers appropriate; (hf) to the extent that such an order is granted and discovery is provided to a Non- Settling Defendant, a copy of all discovery provided, whether oral or documentary in nature, shall be provided by the Settling Defendants to the Plaintiffs and Class Counsel within ten (10) days of such discovery being provided to a Non-Settling Defendant; (ig) the BC and Ontario Courts will retain an ongoing supervisory role over the discovery process and the Settling Defendants will attorn to the jurisdiction of the BC and Ontario Courts for these (but no other) purposes; and (jh) a Non-Settling Defendant may effect service of the application(s) referred to in Section 9.1(1)(e9.1(1)(a) on a Settling Defendant by service on Counsel for the Settling Defendants in the relevant Proceedings.

Bar Order, Waiver of Solidarity Order and Other Claims. 9.1 7.1 British Columbia and Ontario Bar Order (1) Class Counsel shall seek bar orders from the BC Court and the Ontario Court providing for the following: (a) all claims for contribution, indemnity or other claims over, whether asserted, unasserted or asserted in a representative capacity, inclusive of interest, taxes and costs, relating to the Released Claims, which were or could have been brought in the Proceedings, by any Non-Settling Defendant by any named or unnamed co- conspirators or by any other Person person or party, against a Releasee, or by a Releasee against any Non-Settling Defendant, are barred, prohibited and enjoined in accordance with the terms of this Section; (b) if the BC or Ontario Court ultimately determines that there is a right of contribution and indemnity among the Defendants, the Plaintiffs and the Settlement Class Members in the relevant Proceeding shall not be entitled to claim or recover from the Non-Settling Defendants and/or named or unnamed co- conspirators that are not Releasees that portion of any damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to s. 36 of the Competition Act) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (c) the Ontario and BC Plaintiffs and the Settlement Class Members in the relevant Proceeding shall limit their claims against the Non-Settling Defendants and/or unnamed co-conspirators that are not Releasees to, and shall be entitled to recover from the Non-Settling Defendants and/or unnamed co-conspirators that are not Releasees, only those claims for damages, costs and interest attributable to the aggregate of the several liability of the Non-Settling Defendants and/or unnamed co-conspirators that are not Releasees to the Ontario and BC Plaintiffs and the Settlement Class Members in the relevant Proceeding, if any, and, for greater certainty, the Settlement Class Members in the relevant Proceeding shall be entitled to claim and recover on a joint and several basis as between the Non- Settling Defendants and/or unnamed co-conspirators that are not Releasees, to the extent provided by law; (d) the Ontario and BC Courts shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the relevant Proceeding, whether or not the Releasees remain in the relevant Proceeding or appear at the trial or other disposition, and the Proportionate Liability of the Releasees shall be determined as if the Releasees are parties to the relevant Proceeding and any determination by this Court in respect of the Proportionate Liability of the Releasees shall only apply in the relevant Proceeding and shall not be binding on the Releasees in any other proceedings; and (e) a Non-Settling Defendant may, on application motion to the BC Court or to the Ontario Court, as applicable, determined as if the Settling Defendants remained parties to the relevant Proceedings, and on at least ten (10) days notice to Counsel for the Settling Defendants, and not to be brought unless and until the relevant Proceedings against the Non-Settling Defendants has been certified and all appeals or times to appeal have been exhausted, seek orders for the following: (A) documentary discovery and an affidavit of documents in accordance with that Court’s rules of procedure; (B) oral discovery of a representative of the Settling Defendants, the transcript of which may be read in at trial; (C) leave to serve a request to admit on the Settling Defendants in respect of factual matters; and/or (D) the production of a representative of the Settling Defendants to testify at trial, with such witness to be subject to cross-examination by counsel for the Non-Settling Defendants. (f) the Settling Defendants retain all rights to oppose any application motion brought pursuant to Section 9.1(1)(e7.1(1)(e), including any such application motion brought at trial seeking an order requiring the Settling Defendants to produce a representative to testify at trial. Moreover, nothing herein restricts the Settling Defendants from seeking a protective order, to which the Plaintiffs shall not opose, to maintain the confidentiality and protection of proprietary information in respect of documents to be produced and/or for information obtained from discovery in accordance with Section 7.1(1)(e); (g) on any application motion brought pursuant to Section 9.1(1)(e7.1(1)(e), the BC or Ontario Court, as applicable, may make such orders as to costs and other terms as it considers appropriate; (h) to the extent that such an order is granted and discovery is provided to a Non- Settling Defendant, a copy of all discovery provided, whether oral or documentary in nature, shall be provided by the Settling Defendants to the Plaintiffs and Class Counsel within ten (10) days of such discovery being provided to a Non-Settling Defendant; (i) the BC and Ontario Courts will retain an ongoing supervisory role over the discovery process and the Settling Defendants will attorn to the jurisdiction of the BC and Ontario Courts for these (but no other) purposes; and (j) a Non-Settling Defendant may effect service of the application(smotion(s) referred to in Section 9.1(1)(e7.1(1)(e) on a Settling Defendant by service on Counsel for the Settling Defendants in the relevant Proceedings.