Date of Execution. (1) The Parties have executed this Settlement Agreement as of the date on the cover page. Name of Authorized Signatory: ▇▇▇▇▇ ▇▇▇▇▇▇ Signature of Authorized Signatory: Siskinds LLP Ontario Counsel SHERIDAN CHEVROLET CADILLAC LTD. and THE PICKERING AUTO MALL Name of Authorized Signatory: Signature of Authorized Signatory: ▇▇▇▇-▇▇▇▇ ▇▇▇▇▇▇▇ pp: Sotos LLP Ontario Counsel Name of Authorized Signatory: ▇▇▇▇▇ ▇▇▇▇▇ Signature of Authorized Signatory: pp: Camp ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP BC Counsel Name of Authorized Signatory: ▇▇▇▇▇ ▇▇▇▇▇▇ Signature of Authorized Signatory: pp: Siskinds Desmeules s.e.n.c.r.l. Quebec Counsel Signature of Authorized Signatory: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP Counsel for the Settling Defendants ▇▇▇▇▇▇ ▇▇▇ on his own behalf and on behalf of the Quebec Settlement Class that he proposes to represent, by his counsel Name of Authorized Signatory: Signature of Authorized Signatory: Siskinds Desmeules s.e.n.c.r.l. Quebec Counsel ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP Counsel for the Settling Defendants Ontario Superior Court of Siskinds LLP and Sotos LLP Sheridan Chevrolet Cadillac Ltd., The Pickering Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇ Denso Corporation, Denso International America Inc., Denso Manufacturing Canada All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons and Persons who are included in the Quebec Settlement Class and the BC Settlement Class are excluded from the Ontario Settlement Class. Justice Court Inc., Denso Sales Canada Inc., File No. CV- Tokai Rika Co., Ltd., TRAM, 12-449233- Inc., TRMI, Inc., TRIN, Inc., 00CP Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Electric Wintec America, Inc., Sumitomo Wiring Systems (U.S.A.) Inc., K&S Wiring Systems, Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps Automotive Inc. Superior Court of Quebec (district of Québec), File No. 200-06- 000144-124 Siskinds Desmeules s.e.n.c.r.l ▇▇▇▇▇▇ ▇▇▇ Denso Corporation, Denso International America Inc., Denso Manufacturing Canada Inc., Denso Sales Canada Inc., Tokai Rika Co., Ltd., TRAM, Inc., TRMI, Inc., TRIN, Inc., Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Wiring Systems (U.S.A.) Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps All Persons in Quebec who, during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons are excluded from the Quebec Settlement Class. Automotive Inc. British Columbia Supreme Court File No. S-132957 (Vancouver Registry) Camp ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP ▇▇▇▇▇▇ ▇▇▇▇▇ Denso Corporation, Denso International America Inc., Denso Manufacturing Canada Inc., Denso Sales Canada Inc., Tokai Rika Co., Ltd., TRAM, Inc., TRMI, Inc., TRIN, Inc., Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Electric Wintec America, Inc., Sumitomo Wiring Systems (U.S.A.) Inc., K&S Wiring Systems, Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps All Persons in British Columbia who, during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons are excluded from the BC Settlement Class. Automotive Inc. Court File No. CV-12-449233-00CP ONTARIO THE HONOURABLE ) , THE DAY JUSTICE BELOBABA ) OF , 2020 BETWEEN: Proceeding under the Class ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇, S.O. 1992, c. 6 ON READING the materials filed, including the settlement agreement with the Settling Defendants dated as of , 2020 attached to this Order as Schedule “A” (the “Settlement Agreement”), and on reading the submissions of counsel for the Ontario Plaintiffs and Counsel for the Settling Defendants, the Non-Settling Defendants taking no position; 1. THIS COURT ORDERS that, for the purposes of this Order, except to the extent that they are modified in this Order, the definitions set out in the Settlement Agreement apply to and are incorporated into this Order. 2. THIS COURT ORDERS that the abbreviated, publication, and long-form notices of settlement approval hearing are hereby approved substantially in the forms attached respectively hereto as Schedules “B” to “D”. 3. THIS COURT ORDERS that the plan of dissemination for the abbreviated, publication, and long-form notices of settlement approval hearing (the “Plan of Dissemination”) is hereby approved in the form attached hereto as Schedule “E” and that the notices of settlement approval hearing shall be disseminated in accordance with the Plan of Dissemination. 4. THIS COURT ORDERS that the Ontario Action is certified as a class proceeding as against the Settling Defendants for settlement purposes only. 5. THIS COURT ORDERS that the “Ontario Settlement Class” is certified as follows: All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons and Persons who are included in the Quebec Settlement Class and the BC Settlement Class are excluded from the Ontario Settlement Class. 6. THIS COURT ORDERS that Sheridan Chevrolet Cadillac Ltd., The Pickering Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇ are appointed as the representative plaintiffs for the Ontario Settlement Class. 7. THIS COURT ORDERS that the following issue is common to the Ontario Settlement Class: Did the Settling Defendants, or any of them, conspire to fix, raise, maintain, and/or stabilize the prices of Heater Control Panels in Canada and/or elsewhere during the Class Period? If so, what damages, if any, did Settlement Class Members suffer? 8. THIS COURT ORDERS that this Order, including but not limited to the certification of the Ontario Action as against the Settling Defendants for settlement purposes and the definition of the Ontario Settlement Class and Common Issue, and any reasons given by the Court in connection with this Order, are without prejudice to the rights and defences of the Non-Settling Defendants in connection with the ongoing Ontario Action and, without restricting the generality of the foregoing, may not be relied on by any Person to establish jurisdiction, the criteria for certification (including class definition) or the existence or elements of the causes of action asserted in the Ontario Action, as against the Non-Settling Defendants. 9. THIS COURT ORDERS that paragraphs 2-7 of this Order are contingent upon parallel orders being made by the BC Court and the Quebec Court, and the terms of this Order shall not be effective unless and until such orders are made by the BC Court and the Quebec Court. The Honourable Justice Belobaba Court File No. CV-12-449233-00CP ONTARIO THE HONOURABLE ) , THE DAY JUSTICE BELOBABA ) OF , 2020 BETWEEN: Proceeding under the Class ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇, S.O. 1992, c. 6 AND ON READING the materials filed, including the settlement agreement dated , 2020, attached to this Order as Schedule “A” (the “Settlement Agreement”), and on hearing the submissions of counsel for the Ontario Plaintiffs and counsel for the Settling Defendants, the Non- Settling Defendants taking no position; AND ON BEING ADVISED that the deadline for objecting to the Settlement Agreement has passed and there have been  written objections to the Settlement Agreement; 1. THIS COURT ORDERS that, in addition to the definitions used elsewhere in this Order, for the purposes of this Order, the definitions set out in the Settlement Agreement apply to and are incorporated into this Order. 2. THIS COURT ORDERS that, in the event of a conflict between this Order and the Settlement Agreement, this Order shall prevail. 3. THIS COURT ORDERS that this Order, including the Settlement Agreement, is binding upon each member of the Ontario Settlement Class including those Persons who are minors or mentally incapable and the requirements of Rules 7.04(1) and 7.08(4) of the Rules of Civil Procedure are dispensed with in respect of the Ontario Action. 4. THIS COURT ORDERS that the Settlement Agreement is fair, reasonable and in the best interests of the Ontario Settlement Class. 5. THIS COURT ORDERS that the Settlement Agreement is hereby approved pursuant to section 29 of the Class Proceedings Act, 1992 and shall be implemented and enforced in accordance with its terms. 6. THIS COURT ORDERS that, upon the Effective Date, each member of the Ontario Settlement Class shall be deemed to have consented to the dismissal as against the Releasees of any Other Actions he, she or it has commenced, without costs and with prejudice. 7. THIS COURT ORDERS that, upon the Effective Date, each Other Action commenced in Ontario by any member of the Ontario Settlement Class shall be and is hereby dismissed against the Releasees, without costs and with prejudice. 8. THIS COURT ORDERS that, upon the Effective Date, subject to paragraph 10, each Releasor has released and shall be conclusively deemed to have forever and absolutely released the Releasees from the Released Claims. 9. THIS COURT ORDERS that, upon the Effective Date, each Releasor shall not now or hereafter institute, continue, maintain, intervene in or assert, either directly or indirectly, whether in Canada or elsewhere, on their own behalf or on behalf of any class or any other Person, any proceeding, cause of action, claim or demand against any Releasee, or any other Person who may claim contribution or indemnity, or other claims over relief, from any Releasee, whether pursuant to the Negligence Act, RSO 1990, c. N. 1 or other legislation or at common law or equity in respect of any Released Claim, except for the continuation of the Proceedings against the Non-Settling Defendants or named or unnamed co-conspirators that are not Releasees or, if the Proceedings are not certified or authorized as class proceedings with respect to the Non-Settling Defendants, the continuation of the claims asserted in the Proceedings on an individual basis or otherwise against any Non- Settling Defendant or named or unnamed co-conspirator that is not a Releasee. 10. THIS COURT ORDERS that the use of the terms “Releasors” and “Released Claims” in this Order does not constitute a release of claims by those members of the Ontario Settlement Class who are resident in any province or territory where the release of one tortfeasor is a release of all tortfeasors. 11. THIS COURT ORDERS that, upon the Effective Date, each member of the Ontario Settlement Class who is resident in any province or territory where the release of one tortfeasor is a release of all tortfeasors covenants and undertakes not to make any claim in any way nor to threaten, commence, participate in or continue any proceeding in any jurisdiction against the Releasees in respect of or in relation to the Released Claims. 12. THIS COURT ORDERS that 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 or any Other Actions, or otherwise, by any Non-Settling Defendant, any named or unnamed co-conspirator that is not a Releasee, any Settled Defendant or any other Person or 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 Order (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings). 13. THIS COURT ORDERS that if this Court ultimately determines that a claim for contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise is a legally recognized claim: (a) the Ontario Plaintiffs and the Ontario Settlement Class Members shall not be entitled to claim or recover from the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not 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 section 36 of the Competition Act, RSC 1985, c C-34) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (b) the Ontario Plaintiffs and the Ontario Settlement Class Members shall limit their claims against the Non-Settling Defendants and/or named or unnamed co- conspirators and/or any other Person or party that is not a Releasee to include only, and shall only seek to recover from the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, those claims for damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to section 36 of the Competition Act, RSC 1985, c C-34) 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 is not a Releasee to the Ontario Plaintiffs and Ontario Settlement Class Members, if any, and, for greater certainty, the Ontario Settlement Class Members shall be entitled to claim and seek to recover on a joint and several basis as between the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, if permitted by law; and (c) this Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the Ontario Action, whether or not the Releasees remain in the Ontario Action 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 Ontario Action and any determination by this Court in respect of the Proportionate Liability of the Releasees shall only apply in the Ontario Action and shall not be binding on the Releasees in any other proceeding. 14. THIS COURT ORDERS that nothing in this Order is intended to or shall limit, restrict or affect any arguments which the Non-Settling Defendants may make regarding the reduction of any assessment of damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to section 36 of the Competition Act, RSC 1985, c C-34) or judgment against them in favour of Ontario Settlement Class Members in the Ontario Action or the rights of the Ontario Plaintiffs and the Ontario Settlement Class Members to oppose or resist any such arguments, except as provided for in this Order. 15. THIS COURT ORDERS that a Non-Settling Defendant may, on motion to this Court determined as if the Settling Defendants remained parties to the Ontario Action, and on at least twenty (20) days’ notice to Counsel for the Settling Defendants, and not to be brought unless and until the Ontario Action against the Non-Se

Appears in 1 contract

Sources: Settlement Agreement

Date of Execution. (1) The Parties have executed this Settlement Agreement as of the date on the cover page. ~~Name~~ Ontario Heater Sheridan Denso Corporation, Denso All Persons in Canada who, Did the Settling Defendants January 1, 2000 to November Superior Control Chevrolet International America Inc., during the Class Period, (a) conspire to fix, raise, 2, 2016 Court of ~~Authorized Signatory: ▇▇▇▇▇~~ Panel Cadillac Ltd., Denso Manufacturing Canada purchased, directly or maintain, or stabilize the Justice The Pickering Inc., Denso Sales Canada Inc., indirectly, Heater Control prices of Heater Control Court File Auto Mall Tokai Rika Co., Ltd., TRAM, Panels; and/or (b) purchased or Panels in Canada and/or No. CV-12- Ltd., and Fady Inc., TRMI, Inc., TRIN, Inc., leased, directly or indirectly, a elsewhere during the Class 449233- ▇▇▇▇▇▇ ~~Signature of Authorized Signatory: Siskinds LLP~~ Calsonic Kansei Corporation, new or used Automotive Period? If so, what 00CP Calsonic Kansei North America, Vehicle containing Heater damages, if any did Inc., Sumitomo Electric Control Panels; and/or (c) Settlement Class Members Industries Ltd., Sumitomo purchased for import into suffer? Wiring Systems Ltd., Sumitomo Canada, a new or used Electric Wiring Systems Inc., Automotive Vehicle containing Sumitomo Electric Wintec Heater Control Panels. America, Inc., Sumitomo Wiring Excluded Persons and Persons Systems (U.S.A.) Inc., K&S who are included in the Quebec Wiring Systems, Inc., Alps Settlement Class and the BC Electric Co., Ltd., Alps Electric Settlement Class are excluded (North America), Inc., and Alps from the Ontario ~~Counsel SHERIDAN CHEVROLET CADILLAC LTD~~Settlement Automotive Inc. Class. ~~and THE PICKERING AUTO MALL Name of Authorized Signatory: Signature of Authorized Signatory: ▇▇▇▇-▇▇▇▇ ▇▇▇▇▇▇▇ pp: Sotos LLP~~ Ontario ~~Counsel Name of Authorized Signatory: ▇▇▇▇▇ ▇▇▇▇▇ Signature of Authorized Signatory: pp: Camp~~ Occupant ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP BC Counsel Name of Authorized Signatory: ▇▇▇▇▇ ▇▇▇▇▇▇ Signature of Authorized Signatory: pp: Siskinds Desmeules s.e.n.c.r.l. Quebec Counsel Signature of Authorized Signatory: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP Counsel for the Settling Defendants ▇▇▇▇▇▇ ▇▇▇ on his own behalf and on behalf of the Quebec Settlement Class that he proposes to representCorporation, by his counsel Name of Authorized Signatory: Signature of Authorized Signatory: Siskinds Desmeules s.e.n.c.r.l. Quebec Counsel ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP Counsel for the Settling Defendants Ontario Superior Court of Siskinds LLP and Sotos LLP Sheridan Chevrolet Cadillac Tokai Rika Co., Ltd., ~~The Pickering Auto Mall~~ TRQSS Inc., TRAM, Inc., TAC Manufacturing, Inc., Toyoda Gosei, Co., Ltd., ~~and ▇▇▇▇ ▇▇▇▇▇▇ Denso~~ Toyoda Gosei North America Corporation, ~~Denso International America Inc., Denso Manufacturing Canada~~ and TG Missouri Corporation All Persons in Canada who, Did the Settling Defendants January 1, 2003 to December Superior Safety Chevrolet during the Class Period, (a) conspire to fix, raise, 4, 2014 Court of Systems Cadillac Ltd., purchased, directly or maintain, or stabilize the Justice The Pickering indirectly, ~~Heater Control Panels~~Occupant Safety prices of Occupant Safety Court File Auto Mall Systems; and/or (b) purchased Systems in Canada and/or No. CV-13- Ltd., Fady or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons and Persons who are included in the Quebec Settlement Class and the BC Settlement Class are excluded from the Ontario Settlement Class. Justice Court Inc., Denso Sales Canada Inc., File No. CV- Tokai Rika Co., Ltd., TRAM, 12-449233- Inc., TRMI, Inc., TRIN, Inc., 00CP Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Electric Wintec America, Inc., Sumitomo Wiring Systems (U.S.A.) Inc., K&S Wiring Systems, Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps Automotive Inc. Superior Court of Quebec (district of Québec), File No. 200-06- 000144-124 Siskinds Desmeules s.e.n.c.r.l ▇▇▇▇▇▇ ▇▇▇ Denso Corporation, Denso International America Inc., Denso Manufacturing Canada Inc., Denso Sales Canada Inc., Tokai Rika Co., Ltd., TRAM, Inc., TRMI, Inc., TRIN, Inc., Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Wiring Systems (U.S.A.) Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps All Persons in Quebec who, elsewhere during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons are excluded from the Quebec Settlement Class. Automotive Inc. British Columbia Supreme Court File No. S-132957 (Vancouver Registry) Camp 472259- ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP ▇▇▇▇▇▇ ▇▇▇▇▇ Denso Corporation, Denso International America Inc., Denso Manufacturing Canada Inc., Denso Sales Canada Inc., Tokai Rika Co., Ltd., TRAM, Inc., TRMI, Inc., TRIN, Inc., Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Electric Wintec America, Inc., Sumitomo Wiring Systems (U.S.A.) Inc., K&S Wiring Systems, Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and ~~Alps All Persons in British Columbia who, during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly,~~ a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons are excluded from the BC Settlement Class. Automotive Inc. Court File No. CV-12-449233-00CP ONTARIO THE HONOURABLE ) , THE DAY JUSTICE BELOBABA ) OF , 2020 BETWEEN: Proceeding under the Class ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇, S.O. 1992, c. 6 ON READING the materials filed, including the settlement agreement with the Settling Defendants dated as of , 2020 attached to this Order as Schedule “A” (the “Settlement Agreement”), and on reading the submissions of counsel for the Ontario Plaintiffs and Counsel for the Settling Defendants, the Non-Settling Defendants taking no position; 1. THIS COURT ORDERS that, for the purposes of this Order, except to the extent that they are modified in this Order, the definitions set out in the Settlement Agreement apply to and are incorporated into this Order. 2. THIS COURT ORDERS that the abbreviated, publication, and long-form notices of settlement approval hearing are hereby approved substantially in the forms attached respectively hereto as Schedules “B” to “D”. 3. THIS COURT ORDERS that the plan of dissemination for the abbreviated, publication, and long-form notices of settlement approval hearing (the “Plan of Dissemination”) is hereby approved in the form attached hereto as Schedule “E” and that the notices of settlement approval hearing shall be disseminated in accordance with the Plan of Dissemination. 4. THIS COURT ORDERS that the Ontario Action is certified as a class proceeding as against the Settling Defendants for settlement purposes only. 5. THIS COURT ORDERS that the “Ontario Settlement Class” is certified as follows: All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons and Persons who are included in the Quebec Settlement Class and the BC Settlement Class are excluded from the Ontario Settlement Class. 6. THIS COURT ORDERS that Sheridan Chevrolet Cadillac Ltd., The Pickering Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇ are appointed as the representative plaintiffs for the Ontario Settlement Class. 7. THIS COURT ORDERS that the following issue is common to the Ontario Settlement Class: Did the Settling Defendants, or any of them, conspire to fix, raise, maintain, and/or stabilize the prices of Heater Control Panels in Canada and/or elsewhere during the Class Period? If so, what damages, if any, did Settlement Class Members suffer? 8. THIS COURT ORDERS that this Order, including but not limited to the certification of the Ontario Action as against the Settling Defendants for settlement purposes and the definition of the Ontario Settlement Class and Common Issue, and any reasons given by the Court in connection with this Order, are without prejudice to the rights and defences of the Non-Settling Defendants in connection with the ongoing Ontario Action and, without restricting the generality of the foregoing, may not be relied on by any Person to establish jurisdiction, the criteria for certification (including class definition) or the existence or elements of the causes of action asserted in the Ontario Action, as against the Non-Settling Defendants. 9. THIS COURT ORDERS that paragraphs 2-7 of this Order are contingent upon parallel orders being made by the BC Court and the Quebec Court, and the terms of this Order shall not be effective unless and until such orders are made by the BC Court and the Quebec Court. The Honourable Justice Belobaba Court File No. CV-12-449233-00CP ~~ONTARIO THE HONOURABLE ) , THE DAY JUSTICE BELOBABA ) OF , 2020 BETWEEN: Proceeding under the Class~~ ▇▇▇▇ ▇▇▇’▇▇▇▇▇ ▇▇▇, ▇▇▇▇, S.O. 1992, c. 6 AND ON READING the materials filed, including the settlement agreement dated , 2020, attached to this Order as Schedule “A” (the “Settlement Agreement”), and on hearing the submissions of counsel for the Ontario Plaintiffs and counsel for the Settling Defendants, the Non- Settling Defendants taking no position; AND ON BEING ADVISED that the deadline for objecting to the Settlement Agreement has passed and there have been  written objections to the Settlement Agreement; 1. THIS COURT ORDERS that, in addition to the definitions used elsewhere in this Order, for the purposes of this Order, the definitions set out in the Settlement Agreement apply to and are incorporated into this Order. 2. THIS COURT ORDERS that, in the event of a conflict between this Order and the Settlement Agreement, this Order shall prevail. 3. THIS COURT ORDERS that this Order, including the Settlement Agreement, is binding upon each member of the Ontario Settlement Class including those Persons who are minors or mentally incapable and the requirements of Rules 7.04(1) and 7.08(4) of the Rules of Civil Procedure are dispensed with in respect of the Ontario Action. 4. THIS COURT ORDERS that the Settlement Agreement is fair, reasonable and in the best interests of the Ontario Settlement Class. 5. THIS COURT ORDERS that the Settlement Agreement is hereby approved pursuant to section 29 of the Class Proceedings Act, 1992 and shall be implemented and enforced in accordance with its terms. 6. THIS COURT ORDERS that, upon the Effective Date, each member of the Ontario Settlement Class shall be deemed to have consented to the dismissal as against the Releasees of any Other Actions he, she or it has commenced, without costs and with prejudice. 7. THIS COURT ORDERS that, upon the Effective Date, each Other Action commenced in Ontario by any member of the Ontario Settlement Class shall be and is hereby dismissed against the Releasees, without costs and with prejudice. 8. THIS COURT ORDERS that, upon the Effective Date, subject to paragraph 10, each Releasor has released and shall be conclusively deemed to have forever and absolutely released the Releasees from the Released Claims. 9. THIS COURT ORDERS that, upon the Effective Date, each Releasor shall not now or hereafter institute, continue, maintain, intervene in or assert, either directly or indirectly, whether in Canada or elsewhere, on their own behalf or on behalf of any class or any other Person, any proceeding, cause of action, claim or demand against any Releasee, or any other Person who may claim contribution or indemnity, or other claims over relief, from any Releasee, whether pursuant to the Negligence Act, RSO 1990, c. N. 1 or other legislation or at common law or equity in respect of any Released Claim, except for the continuation of the Proceedings against the Non-Settling Defendants or named or unnamed co-conspirators that are not Releasees orVehicle containing Occupant damages, if the Proceedings are not certified or authorized as class proceedings with respect to the Non-Settling Defendants, the continuation of the claims asserted in the Proceedings on an individual basis or otherwise against any Non- Settling Defendant or named or unnamed co-conspirator that is not a Releasee. 10. THIS COURT ORDERS that the use of the terms “Releasors” and “Released Claims” in this Order does not constitute a release of claims by those members of the Ontario Settlement Class who are resident in any province or territory where the release of one tortfeasor is a release of all tortfeasors. 11. THIS COURT ORDERS that, upon the Effective Date, each member of the Ontario Settlement Class who is resident in any province or territory where the release of one tortfeasor is a release of all tortfeasors covenants and undertakes not to make any claim in any way nor to threaten, commence, participate in or continue any proceeding in any jurisdiction against the Releasees in respect of or in relation to the Released Claims. 12. THIS COURT ORDERS that 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 or any Other Actions, or otherwise, by any Non-Settling Defendant, any named or unnamed co-conspirator that is not a Releasee, any Settled Defendant or any other Person or 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 Order did Swinkels Safety Systems and/or (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings). 13. THIS COURT ORDERS that if this Court ultimately determines that a claim for contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise is a legally recognized claim: (ac) ~~the Ontario Plaintiffs and the Ontario~~ Settlement Class Members ~~shall not be entitled to claim~~ purchased for import into suffer? Canada, a new or recover from the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not 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 section 36 of the Competition Act, RSC 1985, c C-34) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (b) the Ontario Plaintiffs and the Ontario Settlement Class Members shall limit their claims against the Non-Settling Defendants and/or named or unnamed co- conspirators and/or any other Person or party that is not a Releasee to include only, and shall only seek to recover from the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, those claims for damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to section 36 of the Competition Act, RSC 1985, c C-34) 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 is not a Releasee to the Ontario Plaintiffs and Ontario Settlement Class Members, if any, and, for greater certainty, the Ontario Settlement Class Members shall be entitled to claim and seek to recover on a joint and several basis as between the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, if permitted by law; and (c) this Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the Ontario Action, whether or not the Releasees remain in the Ontario Action 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 Ontario Action and any determination by this Court in respect of the Proportionate Liability of the Releasees shall only apply in the Ontario Action and shall not be binding on the Releasees in any other proceeding. 14. THIS COURT ORDERS that nothing in this Order is intended to or shall limit, restrict or affect any arguments which the Non-Settling Defendants may make regarding the reduction of any assessment of damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to section 36 of the Competition Act, RSC 1985, c C-34) or judgment against them in favour of Ontario Settlement Class Members in the Ontario Action or the rights of the Ontario Plaintiffs and the Ontario Settlement Class Members to oppose or resist any such arguments, except as provided for in this Order. 15. THIS COURT ORDERS that a Non-Settling Defendant may, on motion to this Court determined as if the Settling Defendants remained parties to the Ontario Action, and on at least twenty (20) days’ notice to Counsel for the Settling Defendants, and not to be brought unless and until the Ontario Action against the Non-Seused

Appears in 1 contract

Sources: Settlement Agreement

Date of Execution. (1) The Parties have executed this Settlement Agreement as of the date on the cover page. Name of Authorized Signatory: ~~▇▇▇▇▇ ▇▇▇▇▇▇~~ Signature of Authorized Signatory: ~~Siskinds LLP Ontario Counsel~~ SHERIDAN CHEVROLET CADILLAC LTD. and THE ~~PICKERING~~ ▇▇▇▇▇▇▇▇▇ AUTO MALL Name of Authorized Signatory: Signature of Authorized Signatory: ~~▇▇▇▇-▇▇▇▇ ▇▇▇▇▇▇▇ pp:~~ Sotos LLP ~~Ontario~~ Class Counsel MIKUNI CORPORATION and MIKUNI AMERICAN CORPORATION, by their counsel Name of Authorized Signatory: ~~▇▇▇▇▇ ▇▇▇▇▇ Signature of Authorized Signatory: pp: Camp ▇▇~~▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ~~▇▇▇▇▇▇▇▇ LLP BC Counsel Name of Authorized Signatory: ▇▇▇▇▇ ▇▇▇▇▇▇ Signature of Authorized Signatory: pp: Siskinds Desmeules s.e.n.c.r.l. Quebec Counsel~~ Signature of Authorized Signatory: ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇& ▇▇▇▇▇▇▇ LLP Counsel for the Settling Defendants ~~▇▇▇▇▇▇ ▇▇▇ on his own behalf and on behalf of~~ Name: Title: I have authority to bind the ~~Quebec Settlement Class that he proposes~~ Partnership Name: Title: I have authority to represent, by his counsel Name of Authorized Signatory: Signature of Authorized Signatory: Siskinds Desmeules s.e.n.c.r.l. Quebec Counsel ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP Counsel for bind the ~~Settling Defendants~~ Partnership Ontario Superior Court of Justice Court File No. CV-14- 506683-00CP Fuel Injection Systems Siskinds LLP and Sotos LLP Sheridan Chevrolet Cadillac Ltd., The ~~Pickering~~ ▇▇▇▇▇▇▇▇▇ Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇ Hitachi, Ltd., Hitachi Automotive Systems, Ltd., Hitachi Automotive Systems Americas, Inc., Denso Corporation, Denso International ~~America~~ America, Inc., Denso Manufacturing Canada, Inc., Denso Sales Canada, Inc., Denso International Korea Corporation, Denso Korea Automotive Corporation, Mitsubishi Electric Corporation, Mitsubishi Electric Automotive America, Inc., Mitsubishi Electric Sales Canada Inc., All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, ~~Heater Control Panels~~a Fuel Injection System; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing ~~Heater Control Panels~~a Fuel Injection System; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing ~~Heater Control Panels~~a Fuel Injection System. Excluded Persons ~~and Persons who are included in the Quebec Settlement Class and the BC Settlement Class~~ are excluded from the ~~Ontario~~ Settlement Class. ~~Justice Court~~ Did the Settling Defendants, or any of them, conspire to fix, raise, maintain, and/or stabilize the prices of Fuel Injection Systems in Canada Mitsubishi Electric US Holdings, Inc., ~~Denso Sales Canada~~ Aisan Industry and/or elsewhere Co. Ltd., Franklin Precision Industry, Inc., ~~File No. CV- Tokai Rika~~ Aisan during the Class Corporation of America, Hyundam Industrial Co., Period? If so, what Ltd., Keihin Corporation, Keihin North America, Inc. damages, if any, Maruyasu Industries Co., Ltd., ~~TRAM, 12-449233- Inc., TRMI, Inc., TRIN, Inc., 00CP Calsonic Kansei~~ Mikuni Corporation, ~~Calsonic Kansei North America~~did Settlement Mikuni American Corporation, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Electric Wintec America, Inc., Sumitomo Wiring Systems (U.S.A.) Inc., K&S Wiring Systems, Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps Automotive Inc. Superior Court of Quebec (district of Québec), File No. 200-06- 000144-124 Siskinds Desmeules s.e.n.c.r.l ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, Class Members ▇▇▇▇▇▇ ▇▇▇▇▇ LLC, ▇▇▇▇▇▇ ▇▇▇▇▇ Inc., RBKB Bosch suffer? Electrical Drives Co., Ltd., Mitsuba Corporation and American Mitsuba Corporation Ontario Superior Court of Justice Court File No. CV-14- 506670-00CP Valve Timing Control Devices Sotos LLP Sheridan Chevrolet Cadillac Ltd. and The ▇▇▇▇▇▇▇▇▇ Auto Mall Ltd. Denso Corporation, Denso International ~~America~~ America, Inc., Denso Manufacturing ~~Canada~~ Canada, Inc., Denso Sales Canada, Inc., Denso International Korea Corporation, Mitsubishi Electric Corporation, Mitsubishi Electric Automotive America, Inc., Mitsubishi Electric Sales Canada Inc., ~~Tokai Rika~~ Aisin Seiki Co., Ltd., ~~TRAM, Inc., TRMI, Inc., TRIN, Inc., Calsonic Kansei Corporation, Calsonic Kansei North~~ Aisin Holdings of America, Inc., ~~Sumitomo Electric Industries Ltd.~~Aisin World Corp. of America, ~~Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Wiring Systems (U.S.A.) Inc., Alps Electric Co., Ltd., Alps Electric (North America)~~Aisin Automotive Casting Tennessee, Inc., ~~and Alps~~ Aisin All Persons in ~~Quebec~~ Canada who, during the Class Period, (a) purchased, directly or indirectly, ~~Heater~~ a Valve Timing Control ~~Panels~~Device; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing ~~Heater~~ a Valve Timing Control ~~Panels~~Device; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing ~~Heater~~ a Valve Timing Control ~~Panels~~Device. Excluded Persons are excluded from the ~~Quebec~~ Settlement Class. Did the Settling Defendants conspire to fix, raise, maintain, or stabilize the prices of Valve Timing Control Devices in Canada and/or Automotive ~~Inc. British Columbia Supreme~~ Casting, LLC, Aisin Canada, Inc., Delphi elsewhere during Automotive LLP, Delphi Automotive Systems, LLC, the Class Period? If Korea Delphi Automotive Systems Corp., Delphi so, what damages, Powertrain Systems Korea Ltd., Mikuni Corporation if any did and Mikuni American Corporation Settlement Class Members suffer? Court File No. ~~S-132957 (Vancouver Registry~~⚫ THE HONOURABLE ) ~~Camp~~ , THE DAY JUSTICE ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP ▇▇▇▇▇▇ ▇▇▇▇▇ Denso Corporation, Denso International America Inc., Denso Manufacturing Canada Inc., Denso Sales Canada Inc., Tokai Rika Co., Ltd., TRAM, Inc., TRMI, Inc., TRIN, Inc., Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Electric Wintec America, Inc., Sumitomo Wiring Systems (U.S.A.) Inc., K&S Wiring Systems, Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps All Persons in British Columbia who, during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons are excluded from the BC Settlement Class. Automotive Inc. Court File No. CV-12-449233-00CP ONTARIO THE HONOURABLE ) , THE DAY JUSTICE BELOBABA ) OF , 2020 BETWEEN: Proceeding under the Class ~~▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇~~Proceedings Act, ~~▇▇▇▇~~1992, S.O. 1992, c. 6 ON READING the materials filed, including the settlement agreement ~~with the Settling Defendants~~ dated ~~as of ~~⚫, ~~2020~~ 2020, attached to this Order as Schedule “A” (the “Settlement Agreement”), and on reading the submissions of counsel for the ~~Ontario~~ Plaintiffs and Counsel for the Settling Defendants, the Non-Settling Defendants taking no position; 1. THIS COURT ORDERS that, for the purposes of this Order, except to the extent that they are modified in this Order, the definitions set out in the Settlement Agreement apply to and are incorporated into this Order. 2. THIS COURT ORDERS that the abbreviated, publication, and long-form notices of settlement approval hearing are hereby approved substantially in the forms attached respectively hereto as Schedules “B” to “D”. 3. THIS COURT ORDERS that the plan of dissemination for the abbreviated, publication, and long-form notices of settlement approval hearing (the “Plan of Dissemination”) is hereby approved in the form attached hereto as Schedule “E” and that the notices of settlement approval hearing shall be disseminated in accordance with the Plan of Dissemination. 4. THIS COURT ORDERS that the ~~Ontario Action~~ Proceeding is certified as a class proceeding as against the Settling Defendants for settlement purposes only. 5. THIS COURT ORDERS that the “~~Ontario~~ Settlement Class” is certified as follows: All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, ~~Heater Control Panels~~[INSERT RELEVANT PART]; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing ~~Heater Control Panels~~[INSERT RELEVANT PART]; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing ~~Heater Control Panels~~[INSERT RELEVANT PART]. Excluded Persons ~~and Persons who are included in the Quebec Settlement Class and the BC Settlement Class~~ are excluded from the ~~Ontario~~ Settlement Class. 6. THIS COURT ORDERS that ~~Sheridan Chevrolet Cadillac Ltd., The Pickering Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇~~ [INSERT RELEVANT REPRESENTATIVE PLAINTIFFS] are appointed as the representative plaintiffs for the ~~Ontario~~ Settlement Class. 7. THIS COURT ORDERS that the following issue is common to the ~~Ontario~~ Settlement Class: Did the Settling Defendants, or any of them, conspire to fix, raise, maintain, and/or stabilize the prices of ~~Heater Control Panels~~ [INSERT RELEVANT PART] in Canada and/or elsewhere during the Class Period? If so, what damages, if any, did Settlement Class Members suffer? 8. THIS COURT ORDERS that this Order, including but not limited to the certification of the ~~Ontario Action~~ Proceeding as against the Settling Defendants for settlement purposes and the definition of the ~~Ontario~~ Settlement Class and Common Issue, and any reasons given by the Court in connection with this Order, are without prejudice to the rights and defences of the ~~Non-~~Non- Settling Defendants in connection with the ongoing ~~Ontario Action~~ Proceeding and, without restricting the generality of the foregoing, may not be relied on by any Person to establish jurisdiction, the criteria for certification (including class definition) or the existence or elements of the causes of action asserted in the ~~Ontario Action~~Proceeding, as against the Non-Settling Defendants. 9. THIS COURT ORDERS that paragraphs 2-7 of this Order are contingent upon parallel orders being made by the BC Court and the Quebec Court, and the terms of this Order shall not be effective unless and until such orders are made by the BC Court and the Quebec Court. The Honourable Justice ~~Belobaba~~ ▇▇▇▇▇▇▇▇ Court File No. ~~CV-12-449233-00CP ONTARIO~~ ⚫ THE HONOURABLE ) , THE DAY JUSTICE ~~BELOBABA~~ ▇▇▇▇▇▇▇▇ ) OF , 2020 BETWEEN: Proceeding under the Class ~~▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇~~Proceedings Act, ~~▇▇▇▇~~1992, S.O. 1992, c. 6 AND ON READING the materials filed, including the settlement agreement dated ⚫, 2020, attached to this Order as Schedule “A” (the “Settlement Agreement”), and on hearing the submissions of counsel for the ~~Ontario~~ Plaintiffs and counsel for the Settling Defendants, the ~~Non-~~ Non-Settling Defendants taking no position; AND ON BEING ADVISED that the deadline for objecting to the Settlement Agreement has passed and there have been  ⚫ written objections to the Settlement Agreement; 1. THIS COURT ORDERS that, in addition to the definitions used elsewhere in this Order, for the purposes of this Order, the definitions set out in the Settlement Agreement apply to and are incorporated into this Order. 2. THIS COURT ORDERS that, in the event of a conflict between this Order and the Settlement Agreement, this Order shall prevail. 3. THIS COURT ORDERS that this Order, including the Settlement Agreement, is binding upon each member of the ~~Ontario~~ Settlement Class including those Persons who are minors or mentally incapable and the requirements of Rules 7.04(1) and 7.08(4) of the Rules of Civil Procedure are dispensed with in respect of the ~~Ontario Action~~Proceeding. 4. THIS COURT ORDERS that the Settlement Agreement is fair, reasonable and in the best interests of the ~~Ontario~~ Settlement Class. 5. THIS COURT ORDERS that the Settlement Agreement is hereby approved pursuant to section 29 of the Class Proceedings Act, 1992 and shall be implemented and enforced in accordance with its terms. 6. THIS COURT ORDERS that, upon the Effective Date, each member of the ~~Ontario~~ Settlement Class shall be deemed to have consented to the dismissal as against the Releasees of any Other Actions he, she or it has commenced, without costs and with prejudice. 7. THIS COURT ORDERS that, upon the Effective Date, each Other Action commenced in Ontario by any member of the ~~Ontario~~ Settlement Class shall be and is hereby dismissed against the Releasees, without costs and with prejudice. 8. THIS COURT ORDERS that, upon the Effective Date, subject to paragraph 10, each Releasor has released and shall be conclusively deemed to have forever and absolutely released the Releasees from the Released Claims. 9. THIS COURT ORDERS that, upon the Effective Date, each Releasor shall not now or hereafter institute, continue, maintain, intervene in or assert, either directly or indirectly, whether in Canada or elsewhere, on their own behalf or on behalf of any class or any other Person, any proceeding, cause of action, claim or demand against any Releasee, or any other Person who may claim contribution or indemnity, or other claims over relief, from any Releasee, whether pursuant to the Negligence Act, RSO 1990, c. N. 1 or other legislation or at common law or equity in respect of any Released Claim, except for the continuation of the Proceedings against the Non-Settling Defendants or named or unnamed co-conspirators that are not Releasees or, if the Proceedings are not certified ~~or authorized~~ as class proceedings with respect to the Non-Settling Defendants, the continuation of the claims asserted in the Proceedings on an individual basis or otherwise against any ~~Non-~~ Non-Settling Defendant or named or unnamed co-conspirator that is not a Releasee. 10. THIS COURT ORDERS that the use of the terms “Releasors” and “Released Claims” in this Order does not constitute a release of claims by those members of the ~~Ontario~~ Settlement Class who are resident in any province or territory where the release of one tortfeasor is a release of all tortfeasors. 11. THIS COURT ORDERS that, upon the Effective Date, each member of the ~~Ontario~~ Settlement Class who is resident in any province or territory where the release of one tortfeasor is a release of all tortfeasors covenants and undertakes not to make any claim in any way nor to threaten, commence, participate in or continue any proceeding in any jurisdiction against the Releasees in respect of or in relation to the Released Claims. 12. THIS COURT ORDERS that 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~~ Proceedings, or any Other Actions, or otherwise, by any Non-Settling Defendant, any named or unnamed co-conspirator that is not a Releasee, any Settled Defendant or any other Person or 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 Order (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings). 13. THIS COURT ORDERS that if this Court ultimately determines that a claim for contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise is a legally recognized claim: (a) the ~~Ontario~~ Plaintiffs and the ~~Ontario~~ Settlement Class Members 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 is not 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 section 36 of the Competition Act, RSC 1985, c C-34) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (b) the ~~Ontario~~ Plaintiffs and the ~~Ontario~~ Settlement Class Members shall limit their claims against the Non-Settling Defendants and/or named or unnamed ~~co-~~ co-conspirators and/or any other Person or party that is not a Releasee to include only, and shall only seek to recover from the Non-Settling Defendants and/or named or unnamed ~~co-~~co- conspirators and/or any other Person or party that is not a Releasee, those claims for damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to section 36 of the Competition Act, RSC 1985, c C-34) 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 is not a Releasee to the ~~Ontario~~ Plaintiffs and ~~Ontario~~ Settlement Class Members, if any, and, for greater certainty, the ~~Ontario~~ Settlement Class Members shall be entitled to claim and seek to recover on a joint and several basis as between the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, if permitted by law; and (c) this Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the ~~Ontario Action~~Proceeding, whether or not the Releasees remain in the ~~Ontario Action~~ 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 ~~Ontario Action~~ Proceeding and any determination by this Court in respect of the Proportionate Liability of the Releasees shall only apply in the ~~Ontario Action~~ Proceeding and shall not be binding on the Releasees in any other proceeding. 14. THIS COURT ORDERS that nothing in this Order is intended to or shall limit, restrict or affect any arguments which the Non-Settling Defendants may make regarding the reduction of any assessment of damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to section 36 of the Competition Act, RSC 1985, c C-34) or judgment against them in favour of ~~Ontario~~ Settlement Class Members in the ~~Ontario Action~~ Proceeding or the rights of the ~~Ontario~~ Plaintiffs and the ~~Ontario~~ Settlement Class Members to oppose or resist any such arguments, except as provided for in this Order. 15. THIS COURT ORDERS that a Non-Settling Defendant may, on motion to this Court determined as if the Settling Defendants remained parties to the ~~Ontario Action~~Proceeding, and on at least twenty (20) days’ notice to Counsel for the Settling Defendants, and not to be brought unless and until the ~~Ontario Action~~ Proceeding against the Non-SeSettling Defendants has been certified and all appeals or times to appeal have been exhausted, seek orders for the following: (a) documentary discovery and affidavit(s) of documents from Settling Defendant(s) in accordance with the Rules of Civil Procedure, RRO 1990, Reg. 194; (b) oral discovery of representative(s) of Settling Defendant(s), the transcript of which may be read in at trial; (c) leave to serve request(s) to admit on Settling Defendant(s) in respect of factual matters; and/or (d) the production of representative(s) of Settling Defendant(s) to testify at trial, with such witness(es) to be subject to cross-examination by counsel for the Non-Settling Defendants. 16. THIS COURT ORDERS that the Settling Defendants retain all rights to oppose such motion(s) brought under paragraph 15. Moreover, nothing herein restricts the Settling Defendants from seeking a protective order to maintain confidentiality and protection of proprietary information in respect of documents to be produced and/or for information obtained from discovery in accordance with paragraph 15. Notwithstanding any provision in this Order, on any motion brought pursuant to paragraph 15, this Court may make such orders

Appears in 1 contract

Sources: Settlement Agreement

Date of Execution. (1) The Parties have executed this Settlement Agreement as of the date on the cover page. Name of Authorized Signatory: ~~▇▇▇▇▇ ▇▇▇▇▇▇~~ Signature of Authorized Signatory: Siskinds LLP Ontario Counsel SHERIDAN CHEVROLET CADILLAC LTD. and THE PICKERING AUTO MALL Name of Authorized Signatory: Signature of Authorized Signatory: ~~▇▇▇▇-▇▇▇▇ ▇▇▇▇▇▇▇ pp:~~ Sotos LLP Ontario Counsel Name of Authorized Signatory: ~~▇▇▇▇▇ ▇▇▇▇▇~~ Signature of Authorized Signatory~~: pp~~: Camp ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP BC Counsel Siskinds Desmeules s.e.n.c.r.l. Quebec Counsel Name of Authorized Signatory: Signature of Authorized Signatory: Name of Authorized Signatory: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ~~Signature of Authorized Signatory: pp: Siskinds Desmeules s.e.n.c.r.l. Quebec Counsel~~ Signature of Authorized Signatory: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP Counsel for the Settling Defendants ~~▇▇▇▇▇▇ ▇▇▇ on his own behalf and on behalf of~~ Name: Title: I have authority to bind the ~~Quebec Settlement Class that he proposes~~ Partnership I have authority to represent, by his counsel Name of Authorized Signatory: Signature of Authorized Signatory: Siskinds Desmeules s.e.n.c.r.l. Quebec Counsel ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP Counsel for bind the ~~Settling Defendants~~ Partnership Ontario Superior Court of Justice Court File No. CV- 14-506680- 00CP High Intensity Discharge Ballasts Siskinds LLP and Sotos LLP Sheridan Chevrolet Cadillac Ltd., The Pickering Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇ Panasonic Corporation, Panasonic Corporation of North America, Panasonic Canada Inc., ▇▇▇▇▇▇▇ Electric Co., Ltd., ▇▇▇▇▇▇▇ Electric U.S. Co., Inc., II ▇▇▇▇▇▇▇ Co., Inc., Denso Corporation, Denso ~~International America Inc., Denso Manufacturing Canada~~ All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, ~~Heater Control Panels~~a High Intensity Discharge Ballast; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing ~~Heater Control Panels~~a High Intensity Discharge Ballast; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons and Persons who are included in the Quebec Settlement Class and the BC Settlement Class are excluded from the Ontario Settlement Class. Justice Court Inc., Denso Sales Canada Inc., File No. CV- Tokai Rika Co., Ltd., TRAM, 12-449233- Inc., TRMI, Inc., TRIN, Inc., 00CP Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Electric Wintec America, Inc., Sumitomo Wiring Systems (U.S.A.) Inc., K&S Wiring Systems, Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps Automotive Inc. Superior Court of Quebec (district of Québec), File No. 200-06- 000144-124 Siskinds Desmeules s.e.n.c.r.l ▇▇▇▇▇▇ ▇▇▇ Denso Corporation, Denso International America Inc., Denso Manufacturing Canada Inc., Denso Sales Canada Inc., Tokai Rika Co., Ltd., TRAM, Inc., TRMI, Inc., TRIN, Inc., Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Wiring Systems (U.S.A.) Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps All Persons in Quebec who, during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly, a ~~new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels~~High Intensity Discharge Ballast. Excluded Persons are excluded from the ~~Quebec~~ Ontario High Intensity Discharge Ballasts Settlement Class. Automotive Inc. British Columbia Supreme Court File No. S-132957 (Vancouver Registry) Camp ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP ▇▇▇▇▇▇ ▇▇▇▇▇ Denso Corporation, Denso International America Inc., Denso Manufacturing Canada Inc., Denso Sales Canada Inc., Tokai Rika Co., Ltd., TRAM, Inc., TRMI, Inc., TRIN, Inc., Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Electric Wintec America, Inc., Sumitomo Wiring Systems (U.S.A.) Inc., K&S Wiring Systems, Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps All Persons in British Columbia who, during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons are excluded from the BC Settlement Class. Automotive Inc. Court File No. CV-12-449233-00CP ONTARIO THE HONOURABLE ) , THE DAY JUSTICE BELOBABA ) OF , 2020 BETWEEN: Proceeding under the Class ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇, S.O. 1992, c. 6 ON READING the materials filed, including the settlement agreement with the Settling Defendants dated as of , 2020 attached to this Order as Schedule “A” (the “Settlement Agreement”), and on reading the submissions of counsel for the Ontario Plaintiffs and Counsel for the Settling Defendants, the Non-Settling Defendants taking no position; 1. THIS COURT ORDERS that, for the purposes of this Order, except to the extent that they are modified in this Order, the definitions set out in the Settlement Agreement apply to and are incorporated into this Order. 2. THIS COURT ORDERS that the abbreviated, publication, and long-form notices of settlement approval hearing are hereby approved substantially in the forms attached respectively hereto as Schedules “B” to “D”. 3. THIS COURT ORDERS that the plan of dissemination for the abbreviated, publication, and long-form notices of settlement approval hearing (the “Plan of Dissemination”) is hereby approved in the form attached hereto as Schedule “E” and that the notices of settlement approval hearing shall be disseminated in accordance with the Plan of Dissemination. 4. THIS COURT ORDERS that the Ontario Action is certified as a class proceeding as against the Settling Defendants for settlement purposes only. 5. THIS COURT ORDERS that the “Ontario Settlement Class” is certified as follows: All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons and Persons who are included in the Quebec Settlement Class and the BC Settlement Class are excluded from the Ontario Settlement Class. 6. THIS COURT ORDERS that Sheridan Chevrolet Cadillac Ltd., The Pickering Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇ are appointed as the representative plaintiffs for the Ontario Settlement Class. 7. THIS COURT ORDERS that the following issue is common to the Ontario Settlement Class: Did the Settling Defendants, or any of them, conspire to fix, raise, maintain, and/or stabilize the prices of ~~Heater Control Panels~~ High Intensity Discharge Ballasts in Canada and/or elsewhere during the Class Period? If so, what damages, if any, did Settlement Class Members suffer~~? 8. THIS COURT ORDERS that this Order~~? July 1, ~~including but not limited~~ 1998 to ~~the certification of the~~ August 13, 2018 International America Inc., Denso Manufacturing Canada, Inc., Denso Sales Canada, Inc., Mitsubishi Electric Corporation, Mitsubishi Electric Automotive America, Inc., Mitsubishi Electric Sales Canada Inc., Koito Manufacturing Co. Ltd., North American Lighting, Inc. and Ichikoh Industries, Ltd. Ontario ~~Action as against the Settling Defendants for settlement purposes and the definition of the Ontario Settlement Class and Common Issue~~Autolights Siskinds Sheridan Koito Manufacturing Co., ~~and any reasons given by the Court in connection with this Order~~Ltd., ~~are without prejudice to the rights and defences of the Non-Settling Defendants in connection with the ongoing Ontario Action and~~North American Lighting, ~~without restricting the generality of the foregoing~~Inc., ~~may not be relied on by any Person to establish jurisdiction~~Ichikoh Industries, ~~the criteria for certification (including class definition) or the existence or elements of the causes of action asserted in the Ontario Action~~Ltd., as against the Non-Settling Defendants. 9. THIS COURT ORDERS that paragraphs 2-7 of this Order are contingent upon parallel orders being made by the BC Court and the Quebec Court, and the terms of this Order shall not be effective unless and until such orders are made by the BC Court and the Quebec Court. The Honourable Justice Belobaba Court File No. CV-12-449233-00CP ONTARIO THE HONOURABLE ) , THE DAY JUSTICE BELOBABA ) OF , 2020 BETWEEN: Proceeding under the Class ▇▇▇▇▇▇▇▇▇▇▇ ~~▇▇▇~~Electric Co., Ltd., ▇▇▇▇▇▇▇ Electric U.S. Co. Inc., ~~S.O. 1992~~II ▇▇▇▇▇▇▇ Co., ~~c. 6 AND ON READING~~ Inc., Mitsuba All Persons in Canada who, Did the ~~materials filed~~Settling June 1,1997 to Superior LLP and Chevrolet during the Class Period, ~~including~~ (a) Defendants, or any April 2, 2019. Court of Sotos LLP Cadillac Ltd., purchased, directly or of them, conspire to Justice The Pickering indirectly, Autolights; and/or fix, raise, maintain, Court File Auto Mall Ltd., (b) purchased or leased, and/or stabilize the ~~settlement agreement dated ~~No. CV- and Fady directly or indirectly, ~~2020, attached to this Order as Schedule “A” (the “Settlement Agreement”)~~a new or prices of Autolights ▇▇▇▇▇▇ used Automotive Vehicle in Canada and/or 13-478642- Corporation, and ~~on hearing~~ containing Autolights; and/or elsewhere during the ~~submissions of counsel~~ 00CP American Mitsuba (c) purchased for ~~the Ontario Plaintiffs~~ import into Class Period? If so, Corporation Canada, a new or used what damages, if Automotive Vehicle any, did Settlement containing Autolights. Class Members Excluded Persons and counsel for the Settling Defendants, the Non- Settling Defendants taking no position; AND ON BEING ADVISED that the deadline for objecting to the Settlement Agreement has passed and there have been  written objections to the Settlement Agreement; 1. THIS COURT ORDERS that, in addition to the definitions used elsewhere in this Order, for the purposes of this Order, the definitions set out Persons suffer? who are included in the Settlement Agreement apply to and are incorporated into this Order. 2. THIS COURT ORDERS that, in the event of a conflict between this Order and the Settlement Agreement, this Order shall prevail. 3. THIS COURT ORDERS that this Order, including the Settlement Agreement, is binding upon each member of the Ontario BC Settlement Class ~~including those Persons who~~ or the Quebec Settlement Class are minors or mentally incapable and the requirements of Rules 7.04(1) and 7.08(4) of the Rules of Civil Procedure are dispensed with in respect of the Ontario Action. 4. THIS COURT ORDERS that the Settlement Agreement is fair, reasonable and in the best interests of excluded from the Ontario Settlement Class. 5. THIS COURT ORDERS that the Settlement Agreement is hereby approved pursuant to section 29 of the Class Proceedings Act, 1992 and shall be implemented and enforced in accordance with its terms. 6. THIS COURT ORDERS that, upon the Effective Date, each member of the Ontario Settlement Class shall be deemed to have consented to the dismissal as against the Releasees of any Other Actions he, she or it has commenced, without costs and with prejudice. 7. THIS COURT ORDERS that, upon the Effective Date, each Other Action commenced in Ontario by any member of the Ontario Settlement Class shall be and is hereby dismissed against the Releasees, without costs and with prejudice. 8. THIS COURT ORDERS that, upon the Effective Date, subject to paragraph 10, each Releasor has released and shall be conclusively deemed to have forever and absolutely released the Releasees from the Released Claims. 9. THIS COURT ORDERS that, upon the Effective Date, each Releasor shall not now or hereafter institute, continue, maintain, intervene in or assert, either directly or indirectly, whether in Canada or elsewhere, on their own behalf or on behalf of any class or any other Person, any proceeding, cause of action, claim or demand against any Releasee, or any other Person who may claim contribution or indemnity, or other claims over relief, from any Releasee, whether pursuant to the Negligence Act, RSO 1990, c. N. 1 or other legislation or at common law or equity in respect of any Released Claim, except for the continuation of the Proceedings against the Non-Settling Defendants or named or unnamed co-conspirators that are not Releasees or, if the Proceedings are not certified or authorized as class proceedings with respect to the Non-Settling Defendants, the continuation of the claims asserted in the Proceedings on an individual basis or otherwise against any Non- Settling Defendant or named or unnamed co-conspirator that is not a Releasee. 10. THIS COURT ORDERS that the use of the terms “Releasors” and “Released Claims” in this Order does not constitute a release of claims by those members of the Ontario Settlement Class who are resident in any province or territory where the release of one tortfeasor is a release of all tortfeasors. 11. THIS COURT ORDERS that, upon the Effective Date, each member of the Ontario Settlement Class who is resident in any province or territory where the release of one tortfeasor is a release of all tortfeasors covenants and undertakes not to make any claim in any way nor to threaten, commence, participate in or continue any proceeding in any jurisdiction against the Releasees in respect of or in relation to the Released Claims. 12. THIS COURT ORDERS that 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 or any Other Actions, or otherwise, by any Non-Settling Defendant, any named or unnamed co-conspirator that is not a Releasee, any Settled Defendant or any other Person or 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 Order (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings). 13. THIS COURT ORDERS that if this Court ultimately determines that a claim for contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise is a legally recognized claim: (a) the Ontario Plaintiffs and the Ontario Settlement Class Members shall not be entitled to claim or recover from the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not 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 section 36 of the Competition Act, RSC 1985, c C-34) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (b) the Ontario Plaintiffs and the Ontario Settlement Class Members shall limit their claims against the Non-Settling Defendants and/or named or unnamed co- conspirators and/or any other Person or party that is not a Releasee to include only, and shall only seek to recover from the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, those claims for damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to section 36 of the Competition Act, RSC 1985, c C-34) 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 is not a Releasee to the Ontario Plaintiffs and Ontario Settlement Class Members, if any, and, for greater certainty, the Ontario Settlement Class Members shall be entitled to claim and seek to recover on a joint and several basis as between the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, if permitted by law; and (c) this Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the Ontario Action, whether or not the Releasees remain in the Ontario Action 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 Ontario Action and any determination by this Court in respect of the Proportionate Liability of the Releasees shall only apply in the Ontario Action and shall not be binding on the Releasees in any other proceeding. 14. THIS COURT ORDERS that nothing in this Order is intended to or shall limit, restrict or affect any arguments which the Non-Settling Defendants may make regarding the reduction of any assessment of damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to section 36 of the Competition Act, RSC 1985, c C-34) or judgment against them in favour of Ontario Settlement Class Members in the Ontario Action or the rights of the Ontario Plaintiffs and the Ontario Settlement Class Members to oppose or resist any such arguments, except as provided for in this Order. 15. THIS COURT ORDERS that a Non-Settling Defendant may, on motion to this Court determined as if the Settling Defendants remained parties to the Ontario Action, and on at least twenty (20) days’ notice to Counsel for the Settling Defendants, and not to be brought unless and until the Ontario Action against the Non-Se

Appears in 1 contract

Sources: Class Action Settlement Agreement

Date of Execution. (1) The Parties have executed this Settlement Agreement as of the date on the cover page. Name of Authorized Signatory: ~~▇▇▇▇▇ ▇▇▇▇▇▇~~ Signature of Authorized Signatory: Siskinds LLP Ontario Counsel ~~SHERIDAN CHEVROLET CADILLAC~~ GAZAREK REALTY HOLDINGS LTD. and ~~THE PICKERING AUTO MALL~~ 5045320 ONTARIO LTD., on their own behalf and on behalf of the Settlement Classes that they propose to represent, by their counsel Name of Authorized Signatory: Signature of Authorized Signatory: Sotos LLP Ontario Counsel Name of Authorized Signatory: Signature of Authorized Signatory: ▇▇▇▇~~-▇▇▇~~▇ ▇▇▇▇▇▇▇ pp: Sotos LLP Ontario Counsel Name of Authorized Signatory: ▇▇▇▇▇ ▇▇▇▇▇ Signature of Authorized Signatory: pp: Camp ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Lawyers LLP BC Counsel Name of Authorized Signatory: ▇▇▇▇▇ ▇▇▇▇▇▇▇ Signature of Authorized Signatory: pp: Siskinds Desmeules s.e.n.c.r.l. Quebec Counsel Signature of Authorized Signatory: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP Counsel for the Settling Defendants ▇▇▇▇▇▇ ▇▇▇ on his own behalf and on behalf of the Quebec Settlement Class that he proposes to represent, by his counsel Name of Authorized Signatory: Signature of Authorized Signatory: Siskinds Desmeules s.e.n.c.r.l. Quebec Counsel ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP Counsel for the Settling Defendants Ontario Superior Court of Justice Court File No. CV-16-564548- 00CP Power Window Switches Siskinds LLP and Sotos LLP Sheridan Chevrolet Cadillac Ltd., The Pickering Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇ Toyo Denso ~~Corporation~~Co., ~~Denso International America Inc.~~Ltd. and Weastec, ~~Denso Manufacturing Canada~~ Inc. All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, ~~Heater Control Panels~~a Power Window Switch; and/or (b) Did the Settling Defendants, or any of them, conspire to fix, raise, maintain, and/or stabilize the prices of Power June 1, 2003 to August 13, 2018 purchased or leased, Window Switches directly or indirectly, a in Canada and/or new or used elsewhere during Automotive Vehicle the Class Period? containing a Power Window Switch; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing a Power Window Switch. Excluded Persons are excluded from the Ontario Settlement Class. Ontario Superior Court of Justice Court File No. CV-14-506686- 00CP Ignition Coils Siskinds LLP and Sotos LLP Sheridan Chevrolet Cadillac Ltd., The Pickering Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇ Diamond Electric Mfg. Co. Ltd., Diamond Electric Mfg. Corporation, Denso Corporation, Denso International America, Inc., Denso Manufacturing Canada, Inc., Denso Sales All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, an Ignition Coil; and/or (b) purchased or Did the Settling Defendant conspire to fix, raise, maintain, and/or stabilize the prices of Ignition Coils in January 1, 2000 to March 20, 2017 Canada, Inc., Denso Products and leased, directly or Canada and/or Services Americas, Inc. (f/k/a indirectly, a new or elsewhere during Denso Sales California, Inc.), used Automotive the Class Period? Denso International Korea Vehicle containing an Corporation, Mitsubishi Electric Ignition Coil; and/or Corporation, Mitsubishi Electric (c) purchased for Automotive America, Inc., import into Canada, a Mitsubishi Electric Sales Canada new or used Inc. and Toyo Denso Co., Ltd. Automotive Vehicle containing an Ignition Coil. Excluded Persons and Persons who are included in the Quebec Settlement Class are excluded from the Ontario Settlement Class. Superior Court of Quebec (district of Québec), File No. 200-06- 000200-165 Ignition Coils Siskinds, Desmeules s.e.n.c.r.l ▇▇▇▇▇ ▇▇▇▇▇▇▇ Hitachi, Ltd., Hitachi Automotive Systems, Ltd., Hitachi Automotive Systems Americas, Inc., Denso Corporation, Denso International Korea Corporation, Denso Products and Services Americas, Inc., Denso International America, Inc., Denso Manufacturing Canada, Inc., Denso Sales Canada, Inc., Mitsubishi Electric Corporation, Mitsubishi Electric Automotive America, Inc., Mitsubishi Electric Sales Canada, Inc., Toyo Denso Co., Ltd., Diamond Electric Mfg. Co., Ltd., and Diamond Electric Mfg. Corporation All Persons in Quebec who, during the Class Period, (a) purchased, directly or indirectly, an Ignition Coil; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing ~~Heater Control Panels~~an Ignition Coil; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons and Persons who are included in the Quebec Settlement Class and the BC Settlement Class are excluded from the Ontario Settlement Class. Justice Court Inc., Denso Sales Canada Inc., File No. CV- Tokai Rika Co., Ltd., TRAM, 12-449233- Inc., TRMI, Inc., TRIN, Inc., 00CP Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Electric Wintec America, Inc., Sumitomo Wiring Systems (U.S.A.) Inc., K&S Wiring Systems, Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps Automotive Inc. Superior Court of Quebec (district of Québec), File No. 200-06- 000144-124 Siskinds Desmeules s.e.n.c.r.l ▇▇▇▇▇▇ ▇▇▇ Denso Corporation, Denso International America Inc., Denso Manufacturing Canada Inc., Denso Sales Canada Inc., Tokai Rika Co., Ltd., TRAM, Inc., TRMI, Inc., TRIN, Inc., Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Wiring Systems (U.S.A.) Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps All Persons in Quebec who, during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panelsan Ignition Coil. Excluded Persons are excluded from the Quebec Settlement Class. ~~Automotive Inc.~~ Did the Settling Defendant conspire to fix, raise, maintain, and/or stabilize the prices of Ignition Coils in Canada and/or elsewhere during the Class Period? January 1, 2000 to March 20, 2017 British Columbia Supreme Court File No. ~~S-132957~~ VLC-S- S-163898 (Vancouver Registry) ~~Camp~~ Power Window Switches ▇▇▇▇▇ Lawyers LLP ▇▇▇▇ ▇▇▇▇, ▇▇▇▇ ▇▇▇ and ▇▇▇ ▇▇▇▇ Toyo Denso Co. Ltd., Weastec, Inc., Denso Manufacturing Canada, Inc., Denso Sales Canada, Inc., Omron Automotive Electronics Co., Ltd., Omron Automotive Electronics, Inc., and Omron Automotive Technologies, Inc. n/a n/a n/a Court File No. ⚫ THE HONOURABLE ) , THE DAY JUSTICE ▇▇▇▇▇▇▇▇ ) OF , 2023 BETWEEN: Proceeding under the Class Proceedings Act, 1992, S.O. 1992, c. 6 THIS MOTION, made by the Ontario Plaintiffs for an Order approving the form and content of the notices of certification and settlement approval hearing (the “Notices”) and the method of dissemination of the Notices, and certifying this proceeding as a class proceeding for settlement purposes only as [INSERT RELEVANT SETTLING DEFENDANT(S)] was heard this day at Osgoode Hall, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇~~▇▇▇▇~~ , ▇▇▇▇▇▇▇▇ LLP ▇▇▇▇▇▇ ▇▇▇▇▇ Denso Corporation, Denso International America Inc., Denso Manufacturing Canada Inc., Denso Sales Canada Inc., Tokai Rika Co., Ltd., TRAM, Inc., TRMI, Inc., TRIN, Inc., Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Electric Wintec America, Inc., Sumitomo Wiring Systems (U.S.A.) Inc., K&S Wiring Systems, Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps All Persons in British Columbia who, during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons are excluded from the BC Settlement Class. Automotive Inc. Court File No. CV-12-449233-00CP ONTARIO THE HONOURABLE ) , THE DAY JUSTICE BELOBABA ) OF , 2020 BETWEEN: Proceeding under the Class ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇~~, S.O. 1992, c. 6~~ ▇▇▇. ON READING the materials filed, including the settlement agreement with the Settling Defendants dated as of ⚫, ~~2020~~ 2023 attached to this Order as Schedule “A” (the “Settlement Agreement”), and on ~~reading~~ hearing the submissions of counsel for the Ontario Plaintiffs and Counsel for the Settling Defendants; AND ON BEING ADVISED that the deadline for opting out of this action has passed, and ⚫ Persons validly exercised the right to opt out;1 AND WHEREAS a class proceeding relating to the pricing of Switches was commenced under Court File No. CV-16-549727- 00CP (the “Switches Action”) and is being cased managed with this proceeding;2 AND ON BEING ADVISED that Settlement Class Members (other than those resident in British Columbia) were permitted an opportunity to opt out of this action in the context of the Switches Action, the ~~Non-Settling Defendants taking~~ deadline to opt out of this action has passed, and two Persons validly and timely exercised the right to opt out;3 AND ON BEING ADVISED that Settlement Class Members resident in British Columbia were permitted an opportunity to opt out of the BC Power Window Switches Action, the deadline to opt out of the BC Power Window Switches Action has passed, and no ~~position;~~Settlement Class Members resident in British Columbia validly and timely exercised the right to opt out;4 1. THIS COURT ORDERS that, in addition to the definitions used elsewhere in this Order for the purposes of ~~this Order, except to the extent that they are modified in~~ this Order, the definitions set out in the Settlement Agreement apply to to, and are incorporated ~~into~~ into, this Order. ~~2. THIS COURT ORDERS that the abbreviated, publication, and long-form notices of settlement approval hearing are hereby approved substantially~~ 1 Included in the forms attached respectively hereto as Schedules “B” to “D”. 3. THIS COURT ORDERS that the plan of dissemination for the abbreviated, publication, and long-form notices of settlement approval hearing (the “Plan of Dissemination”) is hereby approved Ignition Coil Order only 3 Included in the ~~form attached hereto as Schedule “E” and that~~ Power Window Switches Order only 4 Included in the ~~notices of settlement approval hearing shall be disseminated in accordance with the Plan of Dissemination.~~Power Window Switches Order only 42. THIS COURT ORDERS that the Ontario Action is certified as a class proceeding as against the Settling Defendants for settlement purposes only. 53. THIS COURT ORDERS that the “Ontario Settlement Class” is ~~certified as follows~~defined as: All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, ~~Heater Control Panels~~[INSERT RELEVANT PART]; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing ~~Heater Control Panels; and/or~~ [INSERT RELEVANT PART]and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing ~~Heater Control Panels~~[INSERT RELEVANT PART]. Excluded Persons [and Persons who are included in the Quebec Settlement ~~Class and the BC Settlement Class~~ Class]5 are excluded from the Ontario Settlement Class. 64. THIS COURT ORDERS that ~~Sheridan Chevrolet Cadillac Ltd., The Pickering Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇~~ [INSERT RELEVANT REPRESENTATIVE PLAINTIFFS] are hereby appointed as the representative plaintiffs ~~for~~ on behalf of the ~~Ontario~~ Settlement Class. 5. THIS COURT ORDERS that [INSERT RELEVANT CLASS COUNSEL] are hereby appointed as Class Counsel in this action. 6. THIS COURT DECLARES that the following claims are asserted on behalf of the Settlement Class: (a) Claims for unlawful conspiracy pursuant to common law and s. 36 of the 7. THIS COURT DECLARES that the relief sought by the Settlement Class is: (a) Damages in the amount of any unlawful overcharge. 5 Included in the Ignition Coils Order only 8. THIS COURT ORDERS that the following issue is common to the ~~Ontario~~ Settlement Class: Did the Settling Defendants, or any of them, conspire to fix, raise, maintain, and/or stabilize the prices of ~~Heater Control Panels~~ [INSERT RELEVANT PART] in Canada and/or elsewhere during the Class Period~~? If so, what damages, if any, did Settlement Class Members suffer~~? 8. THIS COURT ORDERS that this Order, including but not limited to the certification of the Ontario Action as against the Settling Defendants for settlement purposes and the definition of the Ontario Settlement Class and Common Issue, and any reasons given by the Court in connection with this Order, are without prejudice to the rights and defences of the Non-Settling Defendants in connection with the ongoing Ontario Action and, without restricting the generality of the foregoing, may not be relied on by any Person to establish jurisdiction, the criteria for certification (including class definition) or the existence or elements of the causes of action asserted in the Ontario Action, as against the Non-Settling Defendants. 9. THIS COURT ORDERS that ~~paragraphs 2~~there shall be no other right to opt-7 out in this proceeding.6 10. THIS COURT ORDERS that the Settlement Class Members shall be given notice of the settlement approval hearing and the certification of this action in substantially the forms set out in Schedules “B” to “D” and in the manner set out in Schedule “E”. 11. THIS COURT ORDERS that if the Settlement Agreement is not approved, is terminated in accordance with its terms or otherwise fails to take effect for any reason, this Order, including certification for settlement purposes only, shall be set aside and declared null and void and of no force or effect without the need for any further order of this Court. 12. THIS COURT ORDERS that this Order ~~are~~ is contingent upon a parallel ~~orders~~ order being made by ~~the BC Court and~~ the Quebec Court, and the terms of this Order shall not be effective ~~unless and~~ until such ~~orders are~~ order is made by the ~~BC Court and the~~ Quebec ~~Court.~~ Court.7 The Honourable Justice ~~Belobaba~~ ▇▇▇▇▇▇▇▇ 6 Included in the Power Window Switches Order only 7 Included in the Ignition Coils Order only Court File No. ~~CV-12-449233-00CP ONTARIO~~ ⚫ THE HONOURABLE ) , THE DAY JUSTICE ~~BELOBABA~~ ▇▇▇▇▇▇▇▇ ) OF , ~~2020~~ 2023 BETWEEN: Proceeding under the Class Proceedings Act, 1992, S.O. 1992, c. 6 THIS MOTION, made by the Plaintiffs for an Order approving the settlement agreement entered into with [INSERT RELEVANT SETTLING DEFENDANT(S)] (collectively, the “Settling Defendants”) and dismissing this action as against the Settling Defendants, was heard this day at Osgoode Hall, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ~~S.O. 1992, c. 6~~ ▇▇▇▇▇▇▇. AND ON READING the materials filed, including the settlement agreement dated ⚫, ~~2020~~2023, attached to this Order as Schedule “A” (the “Settlement Agreement”), and on hearing the submissions of counsel for the Ontario Plaintiffs and counsel for the Settling Defendants~~, the Non- Settling Defendants taking no position~~; AND ON BEING ADVISED that the deadline for objecting to the Settlement Agreement has passed and there have been  written objections to the Settlement Agreement; 1. THIS COURT ORDERS that, in addition to the definitions used elsewhere in this Order, for the purposes opting out of this ~~Order~~action has passed, and ⚫ Persons validly exercised the ~~definitions set out in the Settlement Agreement apply~~ right to ~~and are incorporated into this Order. 2. THIS COURT ORDERS that, in the event of~~ opt out;8 AND WHEREAS a conflict between this Order and the Settlement Agreement, this Order shall prevail. 3. THIS COURT ORDERS that this Order, including the Settlement Agreement, is binding upon each member of the Ontario Settlement Class including those Persons who are minors or mentally incapable and the requirements of Rules 7.04(1) and 7.08(4) of the Rules of Civil Procedure are dispensed with in respect of the Ontario Action. 4. THIS COURT ORDERS that the Settlement Agreement is fair, reasonable and in the best interests of the Ontario Settlement Class. 5. THIS COURT ORDERS that the Settlement Agreement is hereby approved pursuant to section 29 of the Class Proceedings Act, 1992 and shall be implemented and enforced in accordance with its terms. 6. THIS COURT ORDERS that, upon the Effective Date, each member of the Ontario Settlement Class shall be deemed to have consented to the dismissal as against the Releasees of any Other Actions he, she or it has commenced, without costs and with prejudice. 7. THIS COURT ORDERS that, upon the Effective Date, each Other Action commenced in Ontario by any member of the Ontario Settlement Class shall be and is hereby dismissed against the Releasees, without costs and with prejudice. 8. THIS COURT ORDERS that, upon the Effective Date, subject to paragraph 10, each Releasor has released and shall be conclusively deemed to have forever and absolutely released the Releasees from the Released Claims. 9. THIS COURT ORDERS that, upon the Effective Date, each Releasor shall not now or hereafter institute, continue, maintain, intervene in or assert, either directly or indirectly, whether in Canada or elsewhere, on their own behalf or on behalf of any class or any other Person, any proceeding, cause of action, claim or demand against any Releasee, or any other Person who may claim contribution or indemnity, or other claims over relief, from any Releasee, whether pursuant to the Negligence Act, RSO 1990, c. N. 1 or other legislation or at common law or equity in respect of any Released Claim, except for the continuation of the Proceedings against the Non-Settling Defendants or named or unnamed co-conspirators that are not Releasees or, if the Proceedings are not certified or authorized as class proceedings with respect to the Non-Settling Defendants, the continuation of the claims asserted in the Proceedings on an individual basis or otherwise against any Non- Settling Defendant or named or unnamed co-conspirator that is not a Releasee. 10. THIS COURT ORDERS that the use of the terms “Releasors” and “Released Claims” in this Order does not constitute a release of claims by those members of the Ontario Settlement Class who are resident in any province or territory where the release of one tortfeasor is a release of all tortfeasors. 11. THIS COURT ORDERS that, upon the Effective Date, each member of the Ontario Settlement Class who is resident in any province or territory where the release of one tortfeasor is a release of all tortfeasors covenants and undertakes not to make any claim in any way nor to threaten, commence, participate in or continue any proceeding in any jurisdiction against the Releasees in respect of or in relation to the Released Claims. 12. THIS COURT ORDERS that 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~~ pricing of Switches was commenced under Court File No. CV-16-549727- 00CP (the ~~Proceedings or any Other Actions, or otherwise, by any Non-Settling Defendant, any named or unnamed co-conspirator~~ “Switches Action”) and is being cased managed with this proceeding;9 AND ON BEING ADVISED that is not a Releasee, any Settled Defendant or any other Person or 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 Order (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings). 13. THIS COURT ORDERS that if this Court ultimately determines that a claim for contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise is a legally recognized claim: (a) the Ontario Plaintiffs and the Ontario Settlement Class Members ~~shall not be entitled~~ (other than those resident in British Columbia) were permitted an opportunity to ~~claim or recover from~~ opt out of this action in the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not 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 section 36 context of the ~~Competition Act~~Switches Action, ~~RSC 1985, c C-34) that corresponds~~ the deadline to ~~the Proportionate Liability~~ opt out of the Releasees proven at trial or otherwise; (b) the Ontario Plaintiffs and the Ontario Settlement Class Members shall limit their claims against the Non-Settling Defendants and/or named or unnamed co- conspirators and/or any other Person or party that is not a Releasee to include onlythis action has passed, and ~~shall only seek~~ two Persons validly and timely exercised the right to recover from the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, those claims for damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to section 36 of the Competition Act, RSC 1985, c C-34) 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 is not a Releasee to the Ontario Plaintiffs and Ontario Settlement Class Members, if any, and, for greater certainty, the Ontario Settlement Class Members shall be entitled to claim and seek to recover on a joint and several basis as between the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, if permitted by law; and (c) this Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the Ontario Action, whether or not the Releasees remain in the Ontario Action 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 Ontario Action and any determination by this Court in respect of the Proportionate Liability of the Releasees shall only apply in the Ontario Action and shall not be binding on the Releasees in any other proceeding. 14. THIS COURT ORDERS that nothing in this Order is intended to or shall limit, restrict or affect any arguments which the Non-Settling Defendants may make regarding the reduction of any assessment of damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to section 36 of the Competition Act, RSC 1985, c C-34) or judgment against them in favour of Ontario Settlement Class Members in the Ontario Action or the rights of the Ontario Plaintiffs and the Ontario Settlement Class Members to oppose or resist any such arguments, except as provided for in this Order. 15. THIS COURT ORDERS that a Non-Settling Defendant may, on motion to this Court determined as if the Settling Defendants remained parties to the Ontario Action, and on at least twenty (20) days’ notice to Counsel for the Settling Defendants, and not to be brought unless and until the Ontario Action against the Non-Seopt out;10

Appears in 1 contract

Sources: Settlement Agreement

Date of Execution. (1) The Parties have executed this Settlement Agreement as of the date on the cover page. ▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇ on their own behalf and on behalf of the Settlement Classes that they propose to represent, by their counsel Name of Authorized Signatory: ▇▇▇▇▇ ▇▇▇▇▇▇ Signature of Authorized Signatory: Siskinds LLP Ontario Counsel ~~SHERIDAN CHEVROLET CADILLAC~~ GAZAREK REALTY HOLDINGS LTD. and ~~THE PICKERING AUTO MALL~~ 5045320 ONTARIO LTD., on their own behalf and on behalf of the Settlement Classes that they propose to represent, by their counsel Name of Authorized Signatory: Sotos LLP Ontario Counsel Signature of Authorized Signatory: Name of Authorized Signatory: Signature of Authorized Signatory: ▇▇▇▇~~-▇▇▇▇ ▇▇▇▇▇▇▇ pp: Sotos LLP Ontario Counsel Name of Authorized Signatory: ▇~~▇▇▇▇ ▇▇▇▇▇ ~~Signature of Authorized Signatory: pp:~~ pp Camp ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP BC Counsel Name of Authorized Signatory: ▇▇▇▇▇ ▇▇▇▇▇▇▇ Signature of Authorized Signatory: ppDocuSign Envelope ID: DEB15E8F-E938-4D46-965E-3A6296FE4589 Ontario Superior Court of Justice Court File No. CV-14-506637- 00CP Air Conditioning Systems Siskinds ~~Desmeules s.e.n.c.r.l. Quebec Counsel Signature of Authorized Signatory:~~ LLP and Sotos LLP Sheridan Chevrolet Cadillac Ltd., The ▇▇▇▇▇▇▇▇▇ Auto Mall Ltd., ▇▇▇▇ ▇▇▇▇▇▇, and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ~~LLP Counsel for the Settling Defendants ▇▇▇▇▇▇ ▇▇▇ on his own behalf and on behalf of the Quebec Settlement Class that he proposes to represent~~Valeo S.A., by his counsel Name of Authorized Signatory: Signature of Authorized Signatory: Siskinds Desmeules s.e.n.c.r.l. Quebec Counsel ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP Counsel for the Settling Defendants Ontario Superior Court of Siskinds LLP and Sotos LLP Sheridan Chevrolet Cadillac Valeo Incorporated, Valeo Japan Co. Ltd., ~~The Pickering Auto Mall~~ Valeo Climate Control Corp, Valeo Compressor North America, Inc., Valeo Electrical Systems, Inc., Mitsubishi Heavy Industries, Ltd., ~~and ▇▇▇▇ ▇▇▇▇▇▇ Denso Corporation, Denso International America Inc., Denso Manufacturing Canada~~ Mitsubishi Heavy Industries All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, ~~Heater Control Panels~~an Air Conditioning System; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons and Persons who are included in the Quebec Settlement Class and the BC Settlement Class are excluded from the Ontario Settlement Class. Justice Court Inc., Denso Sales Canada Inc., File No. CV- Tokai Rika Co., Ltd., TRAM, 12-449233- Inc., TRMI, Inc., TRIN, Inc., 00CP Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Electric Wintec America, Inc., Sumitomo Wiring Systems (U.S.A.) Inc., K&S Wiring Systems, Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps Automotive Inc. Superior Court of Quebec (district of Québec), File No. 200-06- 000144-124 Siskinds Desmeules s.e.n.c.r.l ▇▇▇▇▇▇ ▇▇▇ Denso Corporation, Denso International America Inc., Denso Manufacturing Canada Inc., Denso Sales Canada Inc., Tokai Rika Co., Ltd., TRAM, Inc., TRMI, Inc., TRIN, Inc., Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Wiring Systems (U.S.A.) Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps All Persons in Quebec who, during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons are excluded from the Quebec Settlement Class. Automotive Inc. British Columbia Supreme Court File No. S-132957 (Vancouver Registry) Camp ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP ▇▇▇▇▇▇ ▇▇▇▇▇ Denso Corporation, Denso International America Inc., Denso Manufacturing Canada Inc., Denso Sales Canada Inc., Tokai Rika Co., Ltd., TRAM, Inc., TRMI, Inc., TRIN, Inc., Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Electric Wintec America, Inc., Sumitomo Wiring Systems (U.S.A.) Inc., K&S Wiring Systems, Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps All Persons in British Columbia who, during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons are excluded from the BC Settlement Class. Automotive Inc. Court File No. CV-12-449233-00CP ONTARIO THE HONOURABLE ) , THE DAY JUSTICE BELOBABA ) OF , 2020 BETWEEN: Proceeding under the Class ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇, S.O. 1992, c. 6 ON READING the materials filed, including the settlement agreement with the Settling Defendants dated as of , 2020 attached to this Order as Schedule “A” (the “Settlement Agreement”), and on reading the submissions of counsel for the Ontario Plaintiffs and Counsel for the Settling Defendants, the Non-Settling Defendants taking no position; 1. THIS COURT ORDERS that, for the purposes of this Order, except to the extent that they are modified in this Order, the definitions set out in the Settlement Agreement apply to and are incorporated into this Order. 2. THIS COURT ORDERS that the abbreviated, publication, and long-form notices of settlement approval hearing are hereby approved substantially in the forms attached respectively hereto as Schedules “B” to “D”. 3. THIS COURT ORDERS that the plan of dissemination for the abbreviated, publication, and long-form notices of settlement approval hearing (the “Plan of Dissemination”) is hereby approved in the form attached hereto as Schedule “E” and that the notices of settlement approval hearing shall be disseminated in accordance with the Plan of Dissemination. 4. THIS COURT ORDERS that the Ontario Action is certified as a class proceeding as against the Settling Defendants for settlement purposes only. 5. THIS COURT ORDERS that the “Ontario Settlement Class” is certified as follows: All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons and Persons who are included in the Quebec Settlement Class and the BC Settlement Class are excluded from the Ontario Settlement Class. 6. THIS COURT ORDERS that Sheridan Chevrolet Cadillac Ltd., The Pickering Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇ are appointed as the representative plaintiffs for the Ontario Settlement Class. 7. THIS COURT ORDERS that the following issue is common to the Ontario Settlement Class: Did the Settling Defendants, or any of them, conspire to fix, raise, maintain, and/or stabilize the prices of ~~Heater Control Panels~~ Air Conditioning January 1, 2001 to December 10, 2019 Climate Control, Inc., Denso directly or indirectly, a Systems in Canada Corporation, Denso International new or used and/or elsewhere America, Inc., Denso Automotive Vehicle during the Class Manufacturing Canada, Inc., containing an Air Period? Denso Sales Canada, Inc., Conditioning System; Calsonic Kansei Corporation, and/or (c) purchased Calsonic Kansei North America, for import into Canada, Inc., ▇▇▇▇▇▇ Holdings a new or used Corporation, ▇▇▇▇▇▇ International Automotive Vehicle (USA) Inc., ▇▇▇▇▇▇ Automotive containing an Air Climate Systems Corporation, Conditioning System. ▇▇▇▇▇▇ Automotive Components Excluded Persons are Corporation, ▇▇▇▇▇ ▇▇▇▇ excluded from the GmbH & Co. KG, ▇▇▇▇▇ ▇▇▇▇ Ontario Settlement USA Inc., Panasonic Corporation, Class. Panasonic Corporation of North America, and Panasonic Canada, Inc. A. All Persons in Canada who, during the Class Period~~? If so~~, ~~what damages~~(a) purchased, ~~if any~~directly or indirectly, ~~did Settlement Class Members suffer? 8. THIS COURT ORDERS that this Order, including but not limited to the certification of the Ontario Action as against~~ Automotive Access Mechanisms; and/or Did the Settling ~~Defendants~~ Defendants, or any of them, conspire to fix, raise, maintain, and/or stabilize the prices of January 1, 2002 to June 2, 2020 (b) purchased or Automotive Access leased, directly or Mechanisms in indirectly, a new or Canada and/or used Automotive elsewhere during Vehicle containing the Class Period? Automotive Access Mechanisms; and/or (c) purchased for ~~settlement purposes and the definition of~~ import into Canada, a new or used Automotive Vehicle containing Automotive Access Mechanisms. Excluded Persons are excluded from the Ontario Settlement ~~Class and Common Issue, and any reasons given by the~~ Class. DocuSign Envelope ID: DEB15E8F-E938-4D46-965E-3A6296FE4589 Ontario Superior Court ~~in connection with this Order, are without prejudice to the rights and defences~~ of the Non-Settling Defendants in connection with the ongoing Ontario Action and, without restricting the generality of the foregoing, may not be relied on by any Person to establish jurisdiction, the criteria for certification (including class definition) or the existence or elements of the causes of action asserted in the Ontario Action, as against the Non-Settling Defendants. 9. THIS COURT ORDERS that paragraphs 2-7 of this Order are contingent upon parallel orders being made by the BC Court and the Quebec Court, and the terms of this Order shall not be effective unless and until such orders are made by the BC Court and the Quebec Court. The Honourable Justice ~~Belobaba~~ Court File No. ~~CV-12~~CV-14-~~449233-~~506680- 00CP ~~ONTARIO THE HONOURABLE )~~ High Intensity Discharge Ballasts Siskinds LLP and Sotos LLP Sheridan Chevrolet Cadillac Ltd., ~~THE DAY JUSTICE BELOBABA ) OF , 2020 BETWEEN: Proceeding under the Class ▇▇~~The ▇▇▇▇▇▇▇▇▇ Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇ Panasonic Corporation, Panasonic Corporation of North America, Panasonic Canada Inc., ▇▇▇▇▇▇▇ Electric Co., ~~S.O. 1992~~Ltd., ~~c. 6 AND ON READING~~ ▇▇▇▇▇▇▇ Electric U.S. Co., Inc., II ▇▇▇▇▇▇▇ Co., Inc., Denso Corporation, Denso All Persons in Canada who, during the ~~materials filed~~Class Period, ~~including the settlement agreement dated ~~(a) purchased, ~~2020~~directly or indirectly, ~~attached to this Order as Schedule “A” (the “Settlement Agreement”), and on hearing the submissions of counsel for the Ontario Plaintiffs and counsel for~~ a High Intensity Discharge Ballast; Did the Settling Defendants, or any of them, conspire to fix, raise, maintain, and/or stabilize the ~~Non- Settling Defendants taking no position~~prices of High July 1, 1998 to August 13, 2018 International America Inc., Denso and/or (b) purchased or Intensity Discharge Manufacturing Canada, Inc., leased, directly or Ballasts in Canada Denso Sales Canada, Inc., indirectly, a new or and/or elsewhere Mitsubishi Electric Corporation, used Automotive during the Class Mitsubishi Electric Automotive Vehicle containing a Period? If so, what America, Inc., Mitsubishi Electric High Intensity damages, if any, did Sales Canada Inc., Koito Discharge Ballast; ~~AND ON BEING ADVISED that the deadline~~ Settlement Class Manufacturing Co. Ltd., North and/or (c) purchased Members suffer? American Lighting, Inc. and for ~~objecting to the Settlement Agreement has passed and there have been  written objections to the Settlement Agreement; 1~~import into Canada, Ichikoh Industries, Ltd. a new or used Automotive Vehicle containing a High Intensity Discharge Ballast. ~~THIS COURT ORDERS that, in addition to the definitions used elsewhere in this Order, for the purposes of this Order, the definitions set out in the Settlement Agreement apply to and~~ Excluded Persons are incorporated into this Order. 2. THIS COURT ORDERS that, in the event of a conflict between this Order and the Settlement Agreement, this Order shall prevail. 3. THIS COURT ORDERS that this Order, including the Settlement Agreement, is binding upon each member of excluded from the Ontario Settlement Class. DocuSign Envelope ID: DEB15E8F-E938-4D46-965E-3A6296FE4589 Ontario Superior Court of Justice Court File No. CV-13-478642- 00CP Autolights Siskinds LLP and Sotos LLP Sheridan Chevrolet Cadillac Ltd., The ▇▇▇▇▇▇▇▇▇ Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇ Koito Manufacturing Co., Ltd., North American Lighting, Inc., Ichikoh Industries, Ltd., ▇▇▇▇▇▇▇ Electric Co., Ltd., ▇▇▇▇▇▇▇ Electric U.S. Co. Inc., II ▇▇▇▇▇▇▇ Co., Inc., Mitsuba Corporation, and American Mitsuba Corporation All Persons in Canada who, during the Class ~~including those~~ Period, (a) purchased, directly or indirectly, Autolights; and/or (b) purchased or leased, Did the Settling Defendants, or any of them, conspire to fix, raise, maintain, and/or stabilize the prices of Autolights June 1,1997 to April 2, 2019. directly or indirectly, a in Canada and/or new or used elsewhere during Automotive Vehicle the Class Period? If containing Autolights; so, what damages, and/or (c) purchased if any, did for import into Canada, Settlement Class a new or used Members suffer? Automotive Vehicle containing Autolights. Excluded Persons and Persons who are minors or mentally incapable and the requirements of Rules 7.04(1) and 7.08(4) of the Rules of Civil Procedure are dispensed with in respect of the Ontario Action. 4. THIS COURT ORDERS that the Settlement Agreement is fair, reasonable and included in the ~~best interests of~~ Quebec Settlement Class are excluded from the Ontario Settlement Class. 5. THIS COURT ORDERS that the Settlement Agreement is hereby approved pursuant to section 29 of the Class Proceedings Act, 1992 and shall be implemented and enforced in accordance with its terms. 6. THIS COURT ORDERS that, upon the Effective Date, each member of the Ontario Settlement Class shall be deemed to have consented to the dismissal as against the Releasees of any Other Actions he, she or it has commenced, without costs and with prejudice. 7. THIS COURT ORDERS that, upon the Effective Date, each Other Action commenced in Ontario by any member of the Ontario Settlement Class shall be and is hereby dismissed against the Releasees, without costs and with prejudice. 8. THIS COURT ORDERS that, upon the Effective Date, subject to paragraph 10, each Releasor has released and shall be conclusively deemed to have forever and absolutely released the Releasees from the Released Claims. 9. THIS COURT ORDERS that, upon the Effective Date, each Releasor shall not now or hereafter institute, continue, maintain, intervene in or assert, either directly or indirectly, whether in Canada or elsewhere, on their own behalf or on behalf of any class or any other Person, any proceeding, cause of action, claim or demand against any Releasee, or any other Person who may claim contribution or indemnity, or other claims over relief, from any Releasee, whether pursuant to the Negligence Act, RSO 1990, c. N. 1 or other legislation or at common law or equity in respect of any Released Claim, except for the continuation of the Proceedings against the Non-Settling Defendants or named or unnamed co-conspirators that are not Releasees or, if the Proceedings are not certified or authorized as class proceedings with respect to the Non-Settling Defendants, the continuation of the claims asserted in the Proceedings on an individual basis or otherwise against any Non- Settling Defendant or named or unnamed co-conspirator that is not a Releasee. 10. THIS COURT ORDERS that the use of the terms “Releasors” and “Released Claims” in this Order does not constitute a release of claims by those members of the Ontario Settlement Class who are resident in any province or territory where the release of one tortfeasor is a release of all tortfeasors. 11. THIS COURT ORDERS that, upon the Effective Date, each member of the Ontario Settlement Class who is resident in any province or territory where the release of one tortfeasor is a release of all tortfeasors covenants and undertakes not to make any claim in any way nor to threaten, commence, participate in or continue any proceeding in any jurisdiction against the Releasees in respect of or in relation to the Released Claims. 12. THIS COURT ORDERS that 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 or any Other Actions, or otherwise, by any Non-Settling Defendant, any named or unnamed co-conspirator that is not a Releasee, any Settled Defendant or any other Person or 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 Order (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings). 13. THIS COURT ORDERS that if this Court ultimately determines that a claim for contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise is a legally recognized claim: (a) the Ontario Plaintiffs and the Ontario Settlement Class Members shall not be entitled to claim or recover from the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not 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 section 36 of the Competition Act, RSC 1985, c C-34) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (b) the Ontario Plaintiffs and the Ontario Settlement Class Members shall limit their claims against the Non-Settling Defendants and/or named or unnamed co- conspirators and/or any other Person or party that is not a Releasee to include only, and shall only seek to recover from the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, those claims for damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to section 36 of the Competition Act, RSC 1985, c C-34) 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 is not a Releasee to the Ontario Plaintiffs and Ontario Settlement Class Members, if any, and, for greater certainty, the Ontario Settlement Class Members shall be entitled to claim and seek to recover on a joint and several basis as between the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, if permitted by law; and (c) this Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the Ontario Action, whether or not the Releasees remain in the Ontario Action 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 Ontario Action and any determination by this Court in respect of the Proportionate Liability of the Releasees shall only apply in the Ontario Action and shall not be binding on the Releasees in any other proceeding. 14. THIS COURT ORDERS that nothing in this Order is intended to or shall limit, restrict or affect any arguments which the Non-Settling Defendants may make regarding the reduction of any assessment of damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to section 36 of the Competition Act, RSC 1985, c C-34) or judgment against them in favour of Ontario Settlement Class Members in the Ontario Action or the rights of the Ontario Plaintiffs and the Ontario Settlement Class Members to oppose or resist any such arguments, except as provided for in this Order. 15. THIS COURT ORDERS that a Non-Settling Defendant may, on motion to this Court determined as if the Settling Defendants remained parties to the Ontario Action, and on at least twenty (20) days’ notice to Counsel for the Settling Defendants, and not to be brought unless and until the Ontario Action against the Non-Se

Appears in 1 contract

Sources: Settlement Agreement

Date of Execution. (1) The Parties have executed this Settlement Agreement as of the date on the cover page. Name of Authorized Signatory: ~~▇▇▇▇▇ ▇▇▇▇▇▇~~ Signature of Authorized Signatory: Siskinds LLP Ontario Counsel ~~SHERIDAN CHEVROLET CADILLAC~~ GAZAREK REALTY HOLDINGS LTD. and ~~THE PICKERING AUTO MALL~~ 5045320 ONTARIO LTD., on their own behalf and on behalf of the Settlement Classes that they propose to represent, by their counsel Name of Authorized Signatory: Signature of Authorized Signatory: Sotos LLP Ontario Counsel Name of Authorized Signatory: Signature of Authorized Signatory: ▇▇▇▇~~-▇▇▇~~▇ ▇▇▇▇▇▇▇ pp: Sotos LLP Ontario Counsel Name of Authorized Signatory: ▇▇▇▇▇ ▇▇▇▇▇ Signature of Authorized Signatory: pp: Camp ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Lawyers LLP BC Counsel Name of Authorized Signatory: ▇▇▇▇▇ ▇▇▇▇▇▇▇ Signature of Authorized Signatory: pp: Siskinds Desmeules s.e.n.c.r.l. Quebec Counsel Signature of Authorized Signatory: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP Counsel for the Settling Defendants ▇▇▇▇▇▇ ▇▇▇ on his own behalf and on behalf of the Quebec Settlement Class that he proposes to represent, by his counsel Name of Authorized Signatory: Signature of Authorized Signatory: Siskinds Desmeules s.e.n.c.r.l. Quebec Counsel ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP Counsel for the Settling Defendants Ontario Superior Court of Justice Court File No. CV-16-564548- 00CP Power Window Switches Siskinds LLP and Sotos LLP Sheridan Chevrolet Cadillac Ltd., The Pickering Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇ Toyo Denso ~~Corporation~~Co., ~~Denso International America Inc.~~Ltd. and Weastec, ~~Denso Manufacturing Canada~~ Inc. All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, ~~Heater Control Panels~~a Power Window Switch; and/or (b) Did the Settling Defendants, or any of them, conspire to fix, raise, maintain, and/or stabilize the prices of Power June 1, 2003 to August 13, 2018 purchased or leased, Window Switches directly or indirectly, a in Canada and/or new or used elsewhere during Automotive Vehicle the Class Period? containing a Power Window Switch; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing a Power Window Switch. Excluded Persons are excluded from the Ontario Settlement Class. Ontario Superior Court of Justice Court File No. CV-14-506686- 00CP Ignition Coils Siskinds LLP and Sotos LLP Sheridan Chevrolet Cadillac Ltd., The ▇▇▇▇▇▇▇▇▇ Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇ Diamond Electric Mfg. Co. Ltd., Diamond Electric Mfg. Corporation, Denso Corporation, Denso International America, Inc., Denso Manufacturing Canada, Inc., Denso Sales All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, an Ignition Coil; and/or (b) purchased or Did the Settling Defendant conspire to fix, raise, maintain, and/or stabilize the prices of Ignition Coils in January 1, 2000 to March 20, 2017 Canada, Inc., Denso Products and leased, directly or Canada and/or Services Americas, Inc. (f/k/a indirectly, a new or elsewhere during Denso Sales California, Inc.), used Automotive the Class Period? Denso International Korea Vehicle containing an Corporation, Mitsubishi Electric Ignition Coil; and/or Corporation, Mitsubishi Electric (c) purchased for Automotive America, Inc., import into Canada, a Mitsubishi Electric Sales Canada new or used Inc. and Toyo Denso Co., Ltd. Automotive Vehicle containing an Ignition Coil. Excluded Persons and Persons who are included in the Quebec Settlement Class are excluded from the Ontario Settlement Class. Superior Court of Quebec (district of Québec), File No. 200-06- 000200-165 Ignition Coils Siskinds, Desmeules s.e.n.c.r.l ▇▇▇▇▇ ▇▇▇▇▇▇▇ Hitachi, Ltd., Hitachi Automotive Systems, Ltd., Hitachi Automotive Systems Americas, Inc., Denso Corporation, Denso International Korea Corporation, Denso Products and Services Americas, Inc., Denso International America, Inc., Denso Manufacturing Canada, Inc., Denso Sales Canada, Inc., Mitsubishi Electric Corporation, Mitsubishi Electric Automotive America, Inc., Mitsubishi Electric Sales Canada, Inc., Toyo Denso Co., Ltd., Diamond Electric Mfg. Co., Ltd., and Diamond Electric Mfg. Corporation All Persons in Quebec who, during the Class Period, (a) purchased, directly or indirectly, an Ignition Coil; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing ~~Heater Control Panels~~an Ignition Coil; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons and Persons who are included in the Quebec Settlement Class and the BC Settlement Class are excluded from the Ontario Settlement Class. Justice Court Inc., Denso Sales Canada Inc., File No. CV- Tokai Rika Co., Ltd., TRAM, 12-449233- Inc., TRMI, Inc., TRIN, Inc., 00CP Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Electric Wintec America, Inc., Sumitomo Wiring Systems (U.S.A.) Inc., K&S Wiring Systems, Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps Automotive Inc. Superior Court of Quebec (district of Québec), File No. 200-06- 000144-124 Siskinds Desmeules s.e.n.c.r.l ▇▇▇▇▇▇ ▇▇▇ Denso Corporation, Denso International America Inc., Denso Manufacturing Canada Inc., Denso Sales Canada Inc., Tokai Rika Co., Ltd., TRAM, Inc., TRMI, Inc., TRIN, Inc., Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Wiring Systems (U.S.A.) Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps All Persons in Quebec who, during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panelsan Ignition Coil. Excluded Persons are excluded from the Quebec Settlement Class. ~~Automotive Inc.~~ Did the Settling Defendant conspire to fix, raise, maintain, and/or stabilize the prices of Ignition Coils in Canada and/or elsewhere during the Class Period? January 1, 2000 to March 20, 2017 British Columbia Supreme Court File No. ~~S-132957~~ VLC-S- S-163898 (Vancouver Registry) ~~Camp~~ Power Window Switches ▇▇▇▇▇ Lawyers LLP ▇▇▇▇ ▇▇▇▇, ▇▇▇▇ ▇▇▇ and ▇▇▇ ▇▇▇▇ Toyo Denso Co. Ltd., Weastec, Inc., Denso Manufacturing Canada, Inc., Denso Sales Canada, Inc., Omron Automotive Electronics Co., Ltd., Omron Automotive Electronics, Inc., and Omron Automotive Technologies, Inc. n/a n/a n/a Court File No. ⚫ THE HONOURABLE ) , THE DAY JUSTICE ▇▇▇▇▇▇▇▇ ) OF , 2023 BETWEEN: Proceeding under the Class Proceedings Act, 1992, S.O. 1992, c. 6 THIS MOTION, made by the Ontario Plaintiffs for an Order approving the form and content of the notices of certification and settlement approval hearing (the “Notices”) and the method of dissemination of the Notices, and certifying this proceeding as a class proceeding for settlement purposes only as [INSERT RELEVANT SETTLING DEFENDANT(S)] was heard this day at Osgoode Hall, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇~~▇▇▇▇~~ , ▇▇▇▇▇▇▇▇ LLP ▇▇▇▇▇▇ ▇▇▇▇▇ Denso Corporation, Denso International America Inc., Denso Manufacturing Canada Inc., Denso Sales Canada Inc., Tokai Rika Co., Ltd., TRAM, Inc., TRMI, Inc., TRIN, Inc., Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Electric Wintec America, Inc., Sumitomo Wiring Systems (U.S.A.) Inc., K&S Wiring Systems, Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps All Persons in British Columbia who, during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons are excluded from the BC Settlement Class. Automotive Inc. Court File No. CV-12-449233-00CP ONTARIO THE HONOURABLE ) , THE DAY JUSTICE BELOBABA ) OF , 2020 BETWEEN: Proceeding under the Class ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇~~, S.O. 1992, c. 6~~ ▇▇▇. ON READING the materials filed, including the settlement agreement with the Settling Defendants dated as of ⚫, ~~2020~~ 2023 attached to this Order as Schedule “A” (the “Settlement Agreement”), and on ~~reading~~ hearing the submissions of counsel for the Ontario Plaintiffs and Counsel for the Settling Defendants; AND ON BEING ADVISED that the deadline for opting out of this action has passed, and ⚫ Persons validly exercised the right to opt out;1 AND WHEREAS a class proceeding relating to the pricing of Switches was commenced under Court File No. CV-16-549727- 00CP (the “Switches Action”) and is being cased managed with this proceeding;2 AND ON BEING ADVISED that Settlement Class Members (other than those resident in British Columbia) were permitted an opportunity to opt out of this action in the context of the Switches Action, the ~~Non-Settling Defendants taking~~ deadline to opt out of this action has passed, and two Persons validly and timely exercised the right to opt out;3 AND ON BEING ADVISED that Settlement Class Members resident in British Columbia were permitted an opportunity to opt out of the BC Power Window Switches Action, the deadline to opt out of the BC Power Window Switches Action has passed, and no ~~position;~~Settlement Class Members resident in British Columbia validly and timely exercised the right to opt out;4 1. THIS COURT ORDERS that, in addition to the definitions used elsewhere in this Order for the purposes of ~~this Order, except to the extent that they are modified in~~ this Order, the definitions set out in the Settlement Agreement apply to to, and are incorporated ~~into~~ into, this Order. ~~2. THIS COURT ORDERS that the abbreviated, publication, and long-form notices of settlement approval hearing are hereby approved substantially~~ 1 Included in the forms attached respectively hereto as Schedules “B” to “D”. 3. THIS COURT ORDERS that the plan of dissemination for the abbreviated, publication, and long-form notices of settlement approval hearing (the “Plan of Dissemination”) is hereby approved Ignition Coil Order only 3 Included in the ~~form attached hereto as Schedule “E” and that~~ Power Window Switches Order only 4 Included in the ~~notices of settlement approval hearing shall be disseminated in accordance with the Plan of Dissemination.~~Power Window Switches Order only 42. THIS COURT ORDERS that the Ontario Action is certified as a class proceeding as against the Settling Defendants for settlement purposes only. 53. THIS COURT ORDERS that the “Ontario Settlement Class” is ~~certified as follows~~defined as: All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, ~~Heater Control Panels~~[INSERT RELEVANT PART]; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing ~~Heater Control Panels; and/or~~ [INSERT RELEVANT PART]and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing ~~Heater Control Panels~~[INSERT RELEVANT PART]. Excluded Persons [and Persons who are included in the Quebec Settlement ~~Class and the BC Settlement Class~~ Class]5 are excluded from the Ontario Settlement Class. 64. THIS COURT ORDERS that ~~Sheridan Chevrolet Cadillac Ltd., The Pickering Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇~~ [INSERT RELEVANT REPRESENTATIVE PLAINTIFFS] are hereby appointed as the representative plaintiffs ~~for~~ on behalf of the ~~Ontario~~ Settlement Class. 5. THIS COURT ORDERS that [INSERT RELEVANT CLASS COUNSEL] are hereby appointed as Class Counsel in this action. 6. THIS COURT DECLARES that the following claims are asserted on behalf of the Settlement Class: (a) Claims for unlawful conspiracy pursuant to common law and s. 36 of the 7. THIS COURT DECLARES that the relief sought by the Settlement Class is: (a) Damages in the amount of any unlawful overcharge. 5 Included in the Ignition Coils Order only 8. THIS COURT ORDERS that the following issue is common to the ~~Ontario~~ Settlement Class: Did the Settling Defendants, or any of them, conspire to fix, raise, maintain, and/or stabilize the prices of ~~Heater Control Panels~~ [INSERT RELEVANT PART] in Canada and/or elsewhere during the Class Period~~? If so, what damages, if any, did Settlement Class Members suffer~~? 8. THIS COURT ORDERS that this Order, including but not limited to the certification of the Ontario Action as against the Settling Defendants for settlement purposes and the definition of the Ontario Settlement Class and Common Issue, and any reasons given by the Court in connection with this Order, are without prejudice to the rights and defences of the Non-Settling Defendants in connection with the ongoing Ontario Action and, without restricting the generality of the foregoing, may not be relied on by any Person to establish jurisdiction, the criteria for certification (including class definition) or the existence or elements of the causes of action asserted in the Ontario Action, as against the Non-Settling Defendants. 9. THIS COURT ORDERS that ~~paragraphs 2~~there shall be no other right to opt-7 out in this proceeding.6 10. THIS COURT ORDERS that the Settlement Class Members shall be given notice of the settlement approval hearing and the certification of this action in substantially the forms set out in Schedules “B” to “D” and in the manner set out in Schedule “E”. 11. THIS COURT ORDERS that if the Settlement Agreement is not approved, is terminated in accordance with its terms or otherwise fails to take effect for any reason, this Order, including certification for settlement purposes only, shall be set aside and declared null and void and of no force or effect without the need for any further order of this Court. 12. THIS COURT ORDERS that this Order ~~are~~ is contingent upon a parallel ~~orders~~ order being made by ~~the BC Court and~~ the Quebec Court, and the terms of this Order shall not be effective ~~unless and~~ until such ~~orders are~~ order is made by the ~~BC Court and the~~ Quebec ~~Court.~~ Court.7 The Honourable Justice ~~Belobaba~~ ▇▇▇▇▇▇▇▇ 6 Included in the Power Window Switches Order only 7 Included in the Ignition Coils Order only Court File No. ~~CV-12-449233-00CP ONTARIO~~ ⚫ THE HONOURABLE ) , THE DAY JUSTICE ~~BELOBABA~~ ▇▇▇▇▇▇▇▇ ) OF , ~~2020~~ 2023 BETWEEN: Proceeding under the Class Proceedings Act, 1992, S.O. 1992, c. 6 THIS MOTION, made by the Plaintiffs for an Order approving the settlement agreement entered into with [INSERT RELEVANT SETTLING DEFENDANT(S)] (collectively, the “Settling Defendants”) and dismissing this action as against the Settling Defendants, was heard this day at Osgoode Hall, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ~~S.O. 1992, c. 6~~ ▇▇▇▇▇▇▇. AND ON READING the materials filed, including the settlement agreement dated ⚫, ~~2020~~2023, attached to this Order as Schedule “A” (the “Settlement Agreement”), and on hearing the submissions of counsel for the Ontario Plaintiffs and counsel for the Settling Defendants~~, the Non- Settling Defendants taking no position~~; AND ON BEING ADVISED that the deadline for objecting to the Settlement Agreement has passed and there have been  written objections to the Settlement Agreement; 1. THIS COURT ORDERS that, in addition to the definitions used elsewhere in this Order, for the purposes opting out of this ~~Order~~action has passed, and ⚫ Persons validly exercised the ~~definitions set out in the Settlement Agreement apply~~ right to ~~and are incorporated into this Order. 2. THIS COURT ORDERS that, in the event of~~ opt out;8 AND WHEREAS a conflict between this Order and the Settlement Agreement, this Order shall prevail. 3. THIS COURT ORDERS that this Order, including the Settlement Agreement, is binding upon each member of the Ontario Settlement Class including those Persons who are minors or mentally incapable and the requirements of Rules 7.04(1) and 7.08(4) of the Rules of Civil Procedure are dispensed with in respect of the Ontario Action. 4. THIS COURT ORDERS that the Settlement Agreement is fair, reasonable and in the best interests of the Ontario Settlement Class. 5. THIS COURT ORDERS that the Settlement Agreement is hereby approved pursuant to section 29 of the Class Proceedings Act, 1992 and shall be implemented and enforced in accordance with its terms. 6. THIS COURT ORDERS that, upon the Effective Date, each member of the Ontario Settlement Class shall be deemed to have consented to the dismissal as against the Releasees of any Other Actions he, she or it has commenced, without costs and with prejudice. 7. THIS COURT ORDERS that, upon the Effective Date, each Other Action commenced in Ontario by any member of the Ontario Settlement Class shall be and is hereby dismissed against the Releasees, without costs and with prejudice. 8. THIS COURT ORDERS that, upon the Effective Date, subject to paragraph 10, each Releasor has released and shall be conclusively deemed to have forever and absolutely released the Releasees from the Released Claims. 9. THIS COURT ORDERS that, upon the Effective Date, each Releasor shall not now or hereafter institute, continue, maintain, intervene in or assert, either directly or indirectly, whether in Canada or elsewhere, on their own behalf or on behalf of any class or any other Person, any proceeding, cause of action, claim or demand against any Releasee, or any other Person who may claim contribution or indemnity, or other claims over relief, from any Releasee, whether pursuant to the Negligence Act, RSO 1990, c. N. 1 or other legislation or at common law or equity in respect of any Released Claim, except for the continuation of the Proceedings against the Non-Settling Defendants or named or unnamed co-conspirators that are not Releasees or, if the Proceedings are not certified or authorized as class proceedings with respect to the Non-Settling Defendants, the continuation of the claims asserted in the Proceedings on an individual basis or otherwise against any Non- Settling Defendant or named or unnamed co-conspirator that is not a Releasee. 10. THIS COURT ORDERS that the use of the terms “Releasors” and “Released Claims” in this Order does not constitute a release of claims by those members of the Ontario Settlement Class who are resident in any province or territory where the release of one tortfeasor is a release of all tortfeasors. 11. THIS COURT ORDERS that, upon the Effective Date, each member of the Ontario Settlement Class who is resident in any province or territory where the release of one tortfeasor is a release of all tortfeasors covenants and undertakes not to make any claim in any way nor to threaten, commence, participate in or continue any proceeding in any jurisdiction against the Releasees in respect of or in relation to the Released Claims. 12. THIS COURT ORDERS that 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~~ pricing of Switches was commenced under Court File No. CV-16-549727- 00CP (the ~~Proceedings or any Other Actions, or otherwise, by any Non-Settling Defendant, any named or unnamed co-conspirator~~ “Switches Action”) and is being cased managed with this proceeding;9 AND ON BEING ADVISED that is not a Releasee, any Settled Defendant or any other Person or 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 Order (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings). 13. THIS COURT ORDERS that if this Court ultimately determines that a claim for contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise is a legally recognized claim: (a) the Ontario Plaintiffs and the Ontario Settlement Class Members ~~shall not be entitled~~ (other than those resident in British Columbia) were permitted an opportunity to ~~claim or recover from~~ opt out of this action in the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not 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 section 36 context of the ~~Competition Act~~Switches Action, ~~RSC 1985, c C-34) that corresponds~~ the deadline to ~~the Proportionate Liability~~ opt out of the Releasees proven at trial or otherwise; (b) the Ontario Plaintiffs and the Ontario Settlement Class Members shall limit their claims against the Non-Settling Defendants and/or named or unnamed co- conspirators and/or any other Person or party that is not a Releasee to include onlythis action has passed, and ~~shall only seek~~ two Persons validly and timely exercised the right to recover from the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, those claims for damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to section 36 of the Competition Act, RSC 1985, c C-34) 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 is not a Releasee to the Ontario Plaintiffs and Ontario Settlement Class Members, if any, and, for greater certainty, the Ontario Settlement Class Members shall be entitled to claim and seek to recover on a joint and several basis as between the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, if permitted by law; and (c) this Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the Ontario Action, whether or not the Releasees remain in the Ontario Action 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 Ontario Action and any determination by this Court in respect of the Proportionate Liability of the Releasees shall only apply in the Ontario Action and shall not be binding on the Releasees in any other proceeding. 14. THIS COURT ORDERS that nothing in this Order is intended to or shall limit, restrict or affect any arguments which the Non-Settling Defendants may make regarding the reduction of any assessment of damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to section 36 of the Competition Act, RSC 1985, c C-34) or judgment against them in favour of Ontario Settlement Class Members in the Ontario Action or the rights of the Ontario Plaintiffs and the Ontario Settlement Class Members to oppose or resist any such arguments, except as provided for in this Order. 15. THIS COURT ORDERS that a Non-Settling Defendant may, on motion to this Court determined as if the Settling Defendants remained parties to the Ontario Action, and on at least twenty (20) days’ notice to Counsel for the Settling Defendants, and not to be brought unless and until the Ontario Action against the Non-Seopt out;10

Appears in 1 contract

Sources: Settlement Agreement

Date of Execution. (1) The Parties have executed this Settlement Agreement as of the date on the cover page. ~~Name of Authorized Signatory:~~ ▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇ on their own behalf and on behalf of the Ontario Settlement Classes that they propose to represent, by their counsel Name of Authorized Signatory: Signature of Authorized Signatory: Siskinds LLP Ontario Counsel SHERIDAN CHEVROLET CADILLAC LTD. and THE PICKERING AUTO MALL Sotos LLP Ontario Counsel Name of Authorized Signatory: Signature of Authorized Signatory: ▇▇▇▇~~-▇▇▇▇ ▇▇▇▇▇▇▇ pp: Sotos LLP Ontario Counsel Name of Authorized Signatory: ▇▇▇~~▇▇ ▇▇▇▇▇ on his own behalf and on behalf of the BC Settlement Class that he proposes to represent, by his counsel Name of Authorized Signatory: Signature of Authorized Signatory~~: pp~~: Camp ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP BC Counsel Name of Authorized Signatory: ▇▇▇▇▇ ▇▇▇▇▇▇ Signature of Authorized Signatory: pp: Siskinds Desmeules s.e.n.c.r.l. Quebec Counsel Signature of Authorized Signatory: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP Counsel for the Settling Defendants ▇▇▇▇▇▇ ▇▇▇ on his own behalf and on behalf of the Quebec Settlement Class that he proposes to represent, by his counsel Name of Authorized Signatory: Signature of Authorized Signatory: Siskinds Desmeules s.e.n.c.r.l. Quebec Counsel JTEKT CORPORATION, JTEKT NORTH AMERICA CORPORATION, JTEKT AUTOMOTIVE NORTH AMERICA, INC., KOYO DEUTSCHLAND GMBH, KOYO CORPORATION OF U.S.A. and KOYO CANADA INC. by their counsel Name of Authorized Signatory: Signature of Authorized Signatory: SISKINDS DESMEULES s.e.n.c.r.l. Norton ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Canada LLP Counsel for the Settling Defendants ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ For: ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Canada LLP Counsel for the Settling Defendants I have authority to bind the Partnership Name: Title: I have authority to bind the Partnership Ontario Electric Sheridan JTEKT Corporation, JTEKT All Persons in Canada who, Did the Settling Defendants January 1, 2005 to August Superior Powered Chevrolet Automotive North America, during the Class Period, (a) conspire to fix, raise, 13, 2018 Court of Steering Cadillac Ltd., Inc., NSK Ltd., NSK Americas, purchased, directly or maintain, or stabilize the Justice Assemblies The Pickering Inc., NSK Canada Inc., NSK indirectly, Electric Powered prices of Electric Powered Court File Auto Mall Steering Systems Co., Ltd., NSK Steering Assemblies; and/or (b) Steering Assemblies in No. CV-14- Ltd., Fady Steering Systems America, Inc., purchased or leased, directly or Canada and/or elsewhere 506652- ▇▇▇▇▇▇, and Showa Corporation, American indirectly, a new or used during the Class Period? If 00CP Jordan Showa, Inc., Showa Canada Inc., Automotive Vehicle containing so, what damages, if any did ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ~~LLP Counsel~~ Manufacturing Co., Electric Powered Steering Settlement Class Members Ltd., and Yamada North Assemblies; and/or (c) suffer? America, Inc. purchased for import into Canada, a new or used Automotive Vehicle containing Electric Powered Steering Assemblies. Excluded Persons are excluded from the ~~Settling Defendants~~ Ontario Settlement Class. Ontario Superior Court of ~~Siskinds LLP and Sotos LLP~~ Justice Court File No. CV-13- 478644-CP Bearings Sheridan Chevrolet Cadillac Ltd., The Pickering Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇ ~~Denso~~ JTEKT Corporation, ~~Denso International~~ JTEKT North America Corporation, Koyo Corporation of U.S.A., Koyo Canada Inc., Koyo Deutschland GmbH, Nachi- Fujikoshi Corp., Nachi America Inc., ~~Denso Manufacturing~~ Nachi Canada Inc., Nachi Europe GmbH, Nachi Technology Inc., NSK Ltd., NSK Corporation, NSK All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, ~~Heater Control Panels~~Bearings; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing ~~Heater Control Panels;~~ Bearings and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing ~~Heater Control Panels~~Bearings. Excluded Persons and Persons who are included in the Quebec Settlement Class and the BC Did the Settling Defendants conspire to fix, raise, maintain, or stabilize the prices of Bearings in Canada and/or elsewhere during the Class Period? If so, what damages, if any did Settlement Class Members suffer? April 20, 1998 to the date of the order certifying the Ontario Action against the Settling Defendants for settlement purposes. Americas, Inc., NSK Canada Inc., NSK Europe Ltd., ▇▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇▇▇▇▇ Group USA Inc., Schaeffler Canada Court and File No. Part Plaintiff(s) Defendants Settlement Class Common Issues Class Period Inc., Schaeffler Technologies GmbH & Co. KG, FAG Kugelfischer GmbH, AB SKF, SKF USA Inc., SKF Canada Limited, SKF GmbH, NTN Corporation, NTN USA Corporation, NTN Bearing Corp. of America, NTN Bearing Corp. of Canada Ltd., NTN Wälzlager (Europa) GmbH, NTN-SNR Roulements SA, MinebeaMitsumi Inc. and NMB Technologies Corporation Settlement Class are excluded from the Ontario Settlement Class. Justice Court Inc., Denso Sales Canada Inc., File No. CV- Tokai Rika Co., Ltd., TRAM, 12-449233- Inc., TRMI, Inc., TRIN, Inc., 00CP Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Electric Wintec America, Inc., Sumitomo Wiring Systems (U.S.A.) Inc., K&S Wiring Systems, Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps Automotive Inc. Quebec Superior Court of ~~Quebec (district of Québec),~~ Justice Court File No. 200-06- ~~000144~~000159-~~124 Siskinds Desmeules s.e.n.c.r.l~~ 130 Bearings ▇▇▇▇▇▇ ▇▇▇ ~~Denso~~ JTEKT Corporation, ~~Denso International~~ JTEKT North America ~~Inc.~~Corporation, ~~Denso Manufacturing Canada Inc., Denso Sales Canada Inc., Tokai Rika Co., Ltd., TRAM~~Koyo Canada, Inc., ~~TRMI~~Nachi- Fujikoshi Corp., ~~Inc., TRIN, Inc., Calsonic Kansei Corporation, Calsonic Kansei North~~ Nachi America, Inc., ~~Sumitomo Electric Industries~~ Nachi Canada, Inc., NSK Ltd., ~~Sumitomo Wiring Systems Ltd.~~NSK Americas, ~~Sumitomo Electric Wiring Systems~~ Inc., ~~Sumitomo Wiring Systems (U.S.A.)~~ NSK Canada, Inc., ~~Alps Electric Co.~~▇▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇▇▇▇▇ Group USA, Inc., Schaeffler Canada, Inc., AB SKF, SKF USA, Inc., SKF Canada Limited, NTN Corporation, NTN USA Corporation, NTN Bearing Corp. of America, NTN Bearing Corp. of Canada, Ltd., ~~Alps Electric (North America), Inc.,~~ MinebeaMitsumi Inc. and ~~Alps~~ NMB Technologies Corporation All Persons in Quebec who, during the Class Period, (a) purchased, directly or indirectly, ~~Heater Control Panels~~Bearings; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing ~~Heater Control Panels~~Bearings; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing ~~Heater Control Panels~~Bearings. Excluded Persons are excluded from the Quebec Settlement Class. ~~Automotive Inc.~~ Did the Settling Defendants conspire to fix, raise, maintain, or stabilize the prices of Bearings in Canada and/or elsewhere during the Class Period? If so, what damages, if any did Settlement Class Members suffer? April 20, 1998 to the date of the order certifying the Ontario Action against the Settling Defendants for settlement purposes. British Columbia Supreme Court File No. ~~S-132957~~ S- 132958 (Vancouver Registry) ~~Camp ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP~~ Bearings ▇▇▇▇▇▇ ▇▇▇▇▇ ~~Denso~~ JTEKT Corporation, ~~Denso International~~ Koyo Canada Inc., Koyo Corporation of USA, Nachi-Fujikoshi Corp., Nachi America Inc., ~~Denso Manufacturing~~ Nachi Canada Inc., ~~Denso Sales~~ NSK Ltd., NSK Americas, Inc., NSK Canada Inc., ~~Tokai Rika Co.~~▇▇▇▇▇▇▇▇▇▇ ▇▇, ~~Ltd.~~▇▇▇▇▇▇▇▇▇▇ Group USA Inc., ~~TRAM~~Schaeffler Canada Inc., AB SKF, SKF USA, Inc., ~~TRMI~~SKF Canada Limited, ~~Inc., TRIN, Inc., Calsonic Kansei~~ NTN Corporation, ~~Calsonic Kansei North~~ NTN USA Corporation, NTN Bearing Corp. of America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Electric Wintec America, Inc., Sumitomo Wiring Systems (U.S.A.) Inc., K&S Wiring Systems, Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and ~~Alps~~ NTN Bearing Corp. of Canada Ltd. All Persons in British Columbia who, during the Class Period, (a) purchased, directly or indirectly, ~~Heater Control Panels~~Bearings; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing ~~Heater Control Panels~~Bearings; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing ~~Heater Control Panels~~Bearings. Excluded Persons are excluded from the BC Settlement Class. ~~Automotive Inc.~~ Did the Settling Defendants conspire to fix, raise, maintain, or stabilize the prices of Bearings in Canada and/or elsewhere during the Class Period? If so, what damages, if any did Settlement Class Members suffer? April 20, 1998 to the date of the order certifying the Ontario Action against the Settling Defendants for settlement purposes. Court File No. ~~CV-12-449233-00CP ONTARIO~~ • THE HONOURABLE ) , THE DAY JUSTICE ~~BELOBABA~~ ▇▇▇▇▇▇▇▇ ) OF , 2020 BETWEEN: Proceeding under the Class Proceedings Act, 1992, S.O. 1992, c. 6 THIS MOTION made by the Ontario Plaintiffs for an Order approving the abbreviated, publication, and long-form notices of settlement approval hearings and the method of dissemination of said notices, and certifying this proceeding as a class proceeding for settlement purposes as against [NAMED SETTLING DEFENDANT(S)] (the “Settling Defendants”) was heard this day at Osgoode Hall, ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, S.O. 1992, c. 6 ON READING the materials filed, including the settlement agreement with the Settling Defendants dated as of , 2020 attached to this Order as Schedule “A” (the “Settlement Agreement”), and on reading the ▇▇▇▇▇▇▇. submissions of counsel for the Ontario Plaintiffs and Counsel for the Settling Defendants, the ~~Non-~~Non- Settling Defendants taking no position; 1. THIS COURT ORDERS that, for the purposes of this Order, except to the extent that they are modified in this Order, the definitions set out in the Settlement Agreement apply to and are incorporated into this Order. 2. THIS COURT ORDERS that the abbreviated, publication, and long-form notices of settlement approval hearing are hereby approved substantially in the forms attached respectively hereto as Schedules “B” to “D”. 3. THIS COURT ORDERS that the plan of dissemination for the abbreviated, publication, and long-form notices of settlement approval hearing (the “Plan of Dissemination”) is hereby approved in the form attached hereto as Schedule “E” and that the notices of settlement approval hearing shall be disseminated in accordance with the Plan of Dissemination. 4. THIS COURT ORDERS that the Ontario Action is certified as a class proceeding as against the Settling Defendants for settlement purposes only. 5. THIS COURT ORDERS that the “Ontario Settlement Class” is certified as follows: All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, ~~Heater Control Panels~~[INSERT RELEVANT PART]; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing ~~Heater Control Panels~~[INSERT RELEVANT PART]; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing ~~Heater Control Panels~~[INSERT RELEVANT PART]. Excluded Persons and Persons who are included in the Quebec Settlement Class and the BC Settlement Class are excluded from the Ontario Settlement Class. 6. THIS COURT ORDERS that ~~Sheridan Chevrolet Cadillac Ltd., The Pickering Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇~~ [INSERT RELEVANT REPRESENTATIVE PLAINTIFFS] are appointed as the representative plaintiffs for the Ontario Settlement Class. 7. THIS COURT ORDERS that the following issue is common to the Ontario Settlement Class: Did the Settling Defendants, or any of them, conspire to fix, raise, maintain, and/or stabilize the prices of ~~Heater Control Panels~~ [INSERT RELEVANT PART] in Canada and/or elsewhere during the Class Period? If so, what damages, if any, did Settlement Class Members suffer? 8. THIS COURT ORDERS that this Order, including but not limited to the certification of the Ontario Action as against the Settling Defendants for settlement purposes and the definition of the Ontario Settlement Class and Common Issue, and any reasons given by the Court in connection with this Order, are without prejudice to the rights and defences of the Non-Settling Defendants in connection with the ongoing Ontario Action and, without restricting the generality of the foregoing, may not be relied on by any Person to establish jurisdiction, the criteria for certification (including class definition) or the existence or elements of the causes of action asserted in the Ontario Action, as against the Non-Settling Defendants. 9. THIS COURT ORDERS that putative members of the Ontario Settlement Class can opt out of the Ontario Action by sending a written request to opt out to Ontario Counsel, postmarked on or before the Opt-Out Deadline. The written election to opt out must be signed by the Person or the Person’s designee and must include the following information: (a) the Person’s full name, current address and telephone number; (b) if the Person seeking to opt out is a corporation, the name of the corporation and the position of the individual submitting the request to opt out on behalf of the corporation; and (c) a statement to the effect that the Person wishes to be excluded from the Ontario Action. 10. THIS COURT ORDERS that where the postmark is not visible or legible, the request to opt out shall be deemed to have been postmarked four (4) business days prior to the date that it is received by Ontario Counsel. 11. THIS COURT ORDERS that any putative member of the Ontario Settlement Class who validly opts out of the Ontario Action shall have no further right to participate in the Ontario Action or to share in the distribution of any funds received as a result of a judgment or settlement in the Ontario Action. 12. THIS COURT ORDERS that no further right to opt out of the Ontario Action will be provided. 13. THIS COURT ORDERS that, within thirty (30) days of the Opt-Out Deadline, Ontario Counsel shall provide to the Defendants in the Ontario Action a report containing the names of each Person who has validly and timely opted out of the Ontario Action and a summary of the information delivered by such Persons pursuant to paragraph 9 above.1 1 Paragraphs 9-13 relating to opt-out procedures will appear only in the notice approval orders for the Bearings Proceeding. 14. THIS COURT ORDERS that paragraphs 2-7 of this Order are contingent upon parallel orders being made by the BC Court and the Quebec Court, and the terms of this Order shall not be effective unless and until such orders are made by the BC Court and the Quebec Court. 1 The Honourable Justice ~~Belobaba~~ ▇▇▇▇▇▇▇▇ 1 To be deleted in the Electric Powered Steering Assemblies Proceeding. Court File No. ~~CV-12-449233-00CP ONTARIO~~ • THE HONOURABLE ) , THE DAY JUSTICE ~~BELOBABA~~ ▇▇▇▇▇▇▇▇ ) OF , 2020 BETWEEN: Proceeding under the Class ~~▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇~~Proceedings Act, ~~▇▇▇▇~~1992, S.O. 1992, c. 6 AND ON READING the materials filed, including the settlement agreement dated , 2020, attached to this Order as Schedule “A” (the “Settlement Agreement”), and on hearing the submissions of counsel for the Ontario Plaintiffs and counsel for the Settling Defendants, the Non- Settling Defendants taking no position; AND ON BEING ADVISED that the deadline for objecting to the Settlement Agreement has passed and there have been  written objections to the Settlement Agreement;6 1. THIS COURT ORDERS that, in addition to the definitions used elsewhere in this Order, for the purposes of this Order, the definitions set out in the Settlement Agreement apply to and are incorporated into this Order. 2. THIS COURT ORDERS that, in the event of a conflict between this Order and the Settlement Agreement, this Order shall prevail. 3. THIS COURT ORDERS that this Order, including the Settlement Agreement, is binding upon each member of the Ontario Settlement Class including those Persons who are minors or mentally incapable and the requirements of Rules 7.04(1) and 7.08(4) of the Rules of Civil Procedure are dispensed with in respect of the Ontario Action. 4. THIS COURT ORDERS that the Settlement Agreement is fair, reasonable and in the best interests of the Ontario Settlement Class. 5. THIS COURT ORDERS that the Settlement Agreement is hereby approved pursuant to section 29 of the Class Proceedings Act, 1992 and shall be implemented and enforced in accordance with its terms. 6. THIS COURT ORDERS that, upon the Effective Date, each member of the Ontario Settlement Class shall be deemed to have consented to the dismissal as against the Releasees of any Other Actions he, she or it has commenced, without costs and with prejudice. 7. THIS COURT ORDERS that, upon the Effective Date, each Other Action commenced in Ontario by any member of the Ontario Settlement Class shall be and is hereby dismissed against the Releasees, without costs and with prejudice. 8. THIS COURT ORDERS that, upon the Effective Date, subject to paragraph 10, each Releasor has released and shall be conclusively deemed to have forever and absolutely released the Releasees from the Released Claims. 9. THIS COURT ORDERS that, upon the Effective Date, each Releasor shall not now or hereafter institute, continue, maintain, intervene in or assert, either directly or indirectly, whether in Canada or elsewhere, on their own behalf or on behalf of any class or any other Person, any proceeding, cause of action, claim or demand against any Releasee, or any other Person who may claim contribution or indemnity, or other claims over relief, from any Releasee, whether pursuant to the Negligence Act, RSO 1990, c. N. 1 or other legislation or at common law or equity in respect of any Released Claim, except for the continuation of the Proceedings against the Non-Settling Defendants or named or unnamed co-conspirators that are not Releasees or, if the Proceedings are not certified or authorized as class proceedings with respect to the Non-Settling Defendants, the continuation of the claims asserted in the Proceedings on an individual basis or otherwise against any Non- Settling Defendant or named or unnamed co-conspirator that is not a Releasee. 10. THIS COURT ORDERS that the use of the terms “Releasors” and “Released Claims” in this Order does not constitute a release of claims by those members of the Ontario Settlement Class who are resident in any province or territory where the release of one tortfeasor is a release of all tortfeasors. 11. THIS COURT ORDERS that, upon the Effective Date, each member of the Ontario Settlement Class who is resident in any province or territory where the release of one tortfeasor is a release of all tortfeasors covenants and undertakes not to make any claim in any way nor to threaten, commence, participate in or continue any proceeding in any jurisdiction against the Releasees in respect of or in relation to the Released Claims. 12. THIS COURT ORDERS that 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 or any Other Actions, or otherwise, by any Non-Settling Defendant, any named or unnamed co-conspirator that is not a Releasee, any Settled Defendant or any other Person or 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 Order (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings). 13. THIS COURT ORDERS that if this Court ultimately determines that a claim for contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise is a legally recognized claim: (a) the Ontario Plaintiffs and the Ontario Settlement Class Members shall not be entitled to claim or recover from the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not 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 section 36 of the Competition Act, RSC 1985, c C-34) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (b) the Ontario Plaintiffs and the Ontario Settlement Class Members shall limit their claims against the Non-Settling Defendants and/or named or unnamed co- conspirators and/or any other Person or party that is not a Releasee to include only, and shall only seek to recover from the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, those claims for damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to section 36 of the Competition Act, RSC 1985, c C-34) 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 is not a Releasee to the Ontario Plaintiffs and Ontario Settlement Class Members, if any, and, for greater certainty, the Ontario Settlement Class Members shall be entitled to claim and seek to recover on a joint and several basis as between the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, if permitted by law; and (c) this Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the Ontario Action, whether or not the Releasees remain in the Ontario Action 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 Ontario Action and any determination by this Court in respect of the Proportionate Liability of the Releasees shall only apply in the Ontario Action and shall not be binding on the Releasees in any other proceeding. 14. THIS COURT ORDERS that nothing in this Order is intended to or shall limit, restrict or affect any arguments which the Non-Settling Defendants may make regarding the reduction of any assessment of damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to section 36 of the Competition Act, RSC 1985, c C-34) or judgment against them in favour of Ontario Settlement Class Members in the Ontario Action or the rights of the Ontario Plaintiffs and the Ontario Settlement Class Members to oppose or resist any such arguments, except as provided for in this Order. 15. THIS COURT ORDERS that a Non-Settling Defendant may, on motion to this Court determined as if the Settling Defendants remained parties to the Ontario Action, and on at least twenty (20) days’ notice to Counsel for the Settling Defendants, and not to be brought unless and until the Ontario Action against the Non-Secould

Appears in 1 contract

Sources: National Settlement Agreement

Date of Execution. (1) The Parties have executed this Settlement Agreement as of the date on the cover page. ▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇ on their own behalf and on behalf of the Settlement Classes that they propose to represent, by their counsel Name of Authorized Signatory: ▇▇▇▇▇ ▇▇▇▇▇▇ Signature of Authorized Signatory: Siskinds LLP Ontario Counsel ~~SHERIDAN CHEVROLET CADILLAC~~ GAZAREK REALTY HOLDINGS LTD. and ~~THE PICKERING AUTO MALL~~ 5045320 ONTARIO LTD., on their own behalf and on behalf of the Settlement Classes that they propose to represent, by their counsel Name of Authorized Signatory: Sotos LLP Ontario Counsel Signature of Authorized Signatory: Name of Authorized Signatory: Signature of Authorized Signatory: ▇▇▇▇~~-▇▇▇▇ ▇▇▇▇▇▇▇ pp: Sotos LLP Ontario Counsel Name of Authorized Signatory: ▇~~▇▇▇▇ ▇▇▇▇▇ ~~Signature of Authorized Signatory: pp:~~ pp Camp ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP BC Counsel Name of Authorized Signatory: ▇▇▇▇▇ ▇▇▇▇▇▇▇ Signature of Authorized Signatory: ppDocuSign Envelope ID: DEB15E8F-E938-4D46-965E-3A6296FE4589 Ontario Superior Court of Justice Court File No. CV-14-506637- 00CP Air Conditioning Systems Siskinds ~~Desmeules s.e.n.c.r.l. Quebec Counsel Signature of Authorized Signatory:~~ LLP and Sotos LLP Sheridan Chevrolet Cadillac Ltd., The Pickering Auto Mall Ltd., ▇▇▇▇ ▇▇▇▇▇▇, and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ~~LLP Counsel for~~ Valeo S.A., Valeo Incorporated, Valeo Japan Co. Ltd., Valeo Climate Control Corp, Valeo Compressor North America, Inc., Valeo Electrical Systems, Inc., Mitsubishi Heavy Industries, Ltd., Mitsubishi Heavy Industries All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, an Air Conditioning System; and/or (b) purchased or leased, Did the Settling ~~Defendants~~ Defendants, or any of them, conspire to fix, raise, maintain, and/or stabilize the prices of Air Conditioning January 1, 2001 to December 10, 2019 Climate Control, Inc., Denso directly or indirectly, a Systems in Canada Corporation, Denso International new or used and/or elsewhere America, Inc., Denso Automotive Vehicle during the Class Manufacturing Canada, Inc., containing an Air Period? Denso Sales Canada, Inc., Conditioning System; Calsonic Kansei Corporation, and/or (c) purchased Calsonic Kansei North America, for import into Canada, Inc., Sanden Holdings a new or used Corporation, Sanden International Automotive Vehicle (USA) Inc., Sanden Automotive containing an Air Climate Systems Corporation, Conditioning System. ▇▇▇▇▇▇ ~~▇▇▇ on his own behalf and on behalf of the Quebec Settlement Class that he proposes to represent~~Automotive Components Excluded Persons are Corporation, ~~by his counsel Name of Authorized Signatory: Signature of Authorized Signatory: Siskinds Desmeules s.e.n.c.r.l. Quebec Counsel ▇▇▇~~▇▇▇▇▇ ▇▇▇▇ excluded from the GmbH & Co. KG, ▇▇▇▇▇ ~~LLP Counsel for~~ ▇▇▇▇ Ontario Settlement USA Inc., Panasonic Corporation, Class. Panasonic Corporation of North America, and Panasonic Canada, Inc. A. All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, Automotive Access Mechanisms; and/or Did the Settling ~~Defendants~~ Defendants, or any of them, conspire to fix, raise, maintain, and/or stabilize the prices of January 1, 2002 to June 2, 2020 (b) purchased or Automotive Access leased, directly or Mechanisms in indirectly, a new or Canada and/or used Automotive elsewhere during Vehicle containing the Class Period? Automotive Access Mechanisms; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Automotive Access Mechanisms. Excluded Persons are excluded from the Ontario Settlement Class. DocuSign Envelope ID: DEB15E8F-E938-4D46-965E-3A6296FE4589 Ontario Superior Court of Justice Court File No. CV-14-506680- 00CP High Intensity Discharge Ballasts Siskinds LLP and Sotos LLP Sheridan Chevrolet Cadillac Ltd., The Pickering Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇ Panasonic Corporation, Panasonic Corporation of North America, Panasonic Canada Inc., ▇▇▇▇▇▇▇ Electric Co., Ltd., ▇▇▇▇▇▇▇ Electric U.S. Co., Inc., II ▇▇▇▇▇▇▇ Co., Inc., Denso Corporation, Denso ~~International America Inc., Denso Manufacturing Canada~~ All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, ~~Heater Control Panels~~a High Intensity Discharge Ballast; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons and Persons who are included in the Quebec Settlement Class and the BC Settlement Class are excluded from the Ontario Settlement Class. Justice Court Inc., Denso Sales Canada Inc., File No. CV- Tokai Rika Co., Ltd., TRAM, 12-449233- Inc., TRMI, Inc., TRIN, Inc., 00CP Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Electric Wintec America, Inc., Sumitomo Wiring Systems (U.S.A.) Inc., K&S Wiring Systems, Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps Automotive Inc. Superior Court of Quebec (district of Québec), File No. 200-06- 000144-124 Siskinds Desmeules s.e.n.c.r.l ▇▇▇▇▇▇ ▇▇▇ Denso Corporation, Denso International America Inc., Denso Manufacturing Canada Inc., Denso Sales Canada Inc., Tokai Rika Co., Ltd., TRAM, Inc., TRMI, Inc., TRIN, Inc., Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Wiring Systems (U.S.A.) Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps All Persons in Quebec who, during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons are excluded from the Quebec Settlement Class. Automotive Inc. British Columbia Supreme Court File No. S-132957 (Vancouver Registry) Camp ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ LLP ▇▇▇▇▇▇ ▇▇▇▇▇ Denso Corporation, Denso International America Inc., Denso Manufacturing Canada Inc., Denso Sales Canada Inc., Tokai Rika Co., Ltd., TRAM, Inc., TRMI, Inc., TRIN, Inc., Calsonic Kansei Corporation, Calsonic Kansei North America, Inc., Sumitomo Electric Industries Ltd., Sumitomo Wiring Systems Ltd., Sumitomo Electric Wiring Systems Inc., Sumitomo Electric Wintec America, Inc., Sumitomo Wiring Systems (U.S.A.) Inc., K&S Wiring Systems, Inc., Alps Electric Co., Ltd., Alps Electric (North America), Inc., and Alps All Persons in British Columbia who, during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons are excluded from the BC Settlement Class. Automotive Inc. Court File No. CV-12-449233-00CP ONTARIO THE HONOURABLE ) , THE DAY JUSTICE BELOBABA ) OF , 2020 BETWEEN: Proceeding under the Class ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇, S.O. 1992, c. 6 ON READING the materials filed, including the settlement agreement with the Settling Defendants dated as of , 2020 attached to this Order as Schedule “A” (the “Settlement Agreement”), and on reading the submissions of counsel for the Ontario Plaintiffs and Counsel for the Settling Defendants, the Non-Settling Defendants taking no position; 1. THIS COURT ORDERS that, for the purposes of this Order, except to the extent that they are modified in this Order, the definitions set out in the Settlement Agreement apply to and are incorporated into this Order. 2. THIS COURT ORDERS that the abbreviated, publication, and long-form notices of settlement approval hearing are hereby approved substantially in the forms attached respectively hereto as Schedules “B” to “D”. 3. THIS COURT ORDERS that the plan of dissemination for the abbreviated, publication, and long-form notices of settlement approval hearing (the “Plan of Dissemination”) is hereby approved in the form attached hereto as Schedule “E” and that the notices of settlement approval hearing shall be disseminated in accordance with the Plan of Dissemination. 4. THIS COURT ORDERS that the Ontario Action is certified as a class proceeding as against the Settling Defendants for settlement purposes only. 5. THIS COURT ORDERS that the “Ontario Settlement Class” is certified as follows: All Persons in Canada who, during the Class Period, (a) purchased, directly or indirectly, Heater Control Panels; and/or (b) purchased or leased, directly or indirectly, a new or used Automotive Vehicle containing Heater Control Panels; and/or (c) purchased for import into Canada, a new or used Automotive Vehicle containing Heater Control Panels. Excluded Persons and Persons who are included in the Quebec Settlement Class and the BC Settlement Class are excluded from the Ontario Settlement Class. 6. THIS COURT ORDERS that Sheridan Chevrolet Cadillac Ltd., The Pickering Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇ are appointed as the representative plaintiffs for the Ontario Settlement Class. 7. THIS COURT ORDERS that the following issue is common to the Ontario Settlement Class: Did the Settling Defendants, or any of them, conspire to fix, raise, maintain, and/or stabilize the prices of ~~Heater Control Panels~~ High July 1, 1998 to August 13, 2018 International America Inc., Denso and/or (b) purchased or Intensity Discharge Manufacturing Canada, Inc., leased, directly or Ballasts in Canada Denso Sales Canada, Inc., indirectly, a new or and/or elsewhere Mitsubishi Electric Corporation, used Automotive during the Class Mitsubishi Electric Automotive Vehicle containing a Period? If so, what America, Inc., Mitsubishi Electric High Intensity damages, if any, did Sales Canada Inc., Koito Discharge Ballast; Settlement Class Manufacturing Co. Ltd., North and/or (c) purchased Members suffer~~? 8~~? American Lighting, Inc. and for import into Canada, Ichikoh Industries, Ltd. a new or used Automotive Vehicle containing a High Intensity Discharge Ballast. ~~THIS COURT ORDERS that this Order, including but not limited to the certification of the Ontario Action as against the Settling Defendants for settlement purposes and the definition of~~ Excluded Persons are excluded from the Ontario Settlement ~~Class and Common Issue, and any reasons given by the~~ Class. DocuSign Envelope ID: DEB15E8F-E938-4D46-965E-3A6296FE4589 Ontario Superior Court ~~in connection with this Order, are without prejudice to the rights and defences~~ of the Non-Settling Defendants in connection with the ongoing Ontario Action and, without restricting the generality of the foregoing, may not be relied on by any Person to establish jurisdiction, the criteria for certification (including class definition) or the existence or elements of the causes of action asserted in the Ontario Action, as against the Non-Settling Defendants. 9. THIS COURT ORDERS that paragraphs 2-7 of this Order are contingent upon parallel orders being made by the BC Court and the Quebec Court, and the terms of this Order shall not be effective unless and until such orders are made by the BC Court and the Quebec Court. The Honourable Justice ~~Belobaba~~ Court File No. ~~CV-12~~CV-13-~~449233-~~478642- 00CP ~~ONTARIO THE HONOURABLE )~~ Autolights Siskinds LLP and Sotos LLP Sheridan Chevrolet Cadillac Ltd., ~~THE DAY JUSTICE BELOBABA ) OF , 2020 BETWEEN: Proceeding under the Class ▇▇~~The ▇▇▇▇▇▇▇▇▇ Auto Mall Ltd., and ▇▇▇▇ ▇▇▇▇▇▇ Koito Manufacturing Co., Ltd., North American Lighting, Inc., Ichikoh Industries, Ltd., ▇▇▇▇▇▇▇ Electric Co., ~~S.O. 1992~~Ltd., ~~c. 6 AND ON READING the materials filed~~▇▇▇▇▇▇▇ Electric U.S. Co. Inc., ~~including the settlement agreement dated ~~II ▇▇▇▇▇▇▇ Co., ~~2020~~Inc., ~~attached to this Order as Schedule “A” (the “Settlement Agreement”)~~Mitsuba Corporation, and ~~on hearing~~ American Mitsuba Corporation All Persons in Canada who, during the ~~submissions of counsel for the Ontario Plaintiffs and counsel for~~ Class Period, (a) purchased, directly or indirectly, Autolights; and/or (b) purchased or leased, Did the Settling Defendants, or any of them, conspire to fix, raise, maintain, and/or stabilize the ~~Non- Settling Defendants taking no position; AND ON BEING ADVISED that the deadline for objecting~~ prices of Autolights June 1,1997 to ~~the Settlement Agreement has passed and there have been  written objections to the Settlement Agreement; 1~~April 2, 2019. ~~THIS COURT ORDERS that~~directly or indirectly, a in ~~addition to the definitions~~ Canada and/or new or used elsewhere ~~in this Order~~during Automotive Vehicle the Class Period? If containing Autolights; so, what damages, and/or (c) purchased if any, did for ~~the purposes of this Order~~import into Canada, the definitions set out in the Settlement Agreement apply to and are incorporated into this Order. 2. THIS COURT ORDERS that, in the event of a conflict between this Order and the Settlement Agreement, this Order shall prevail. 3. THIS COURT ORDERS that this Order, including the Settlement Agreement, is binding upon each member of the Ontario Settlement Class ~~including those~~ a new or used Members suffer? Automotive Vehicle containing Autolights. Excluded Persons and Persons who are minors or mentally incapable and the requirements of Rules 7.04(1) and 7.08(4) of the Rules of Civil Procedure are dispensed with in respect of the Ontario Action. 4. THIS COURT ORDERS that the Settlement Agreement is fair, reasonable and included in the ~~best interests of~~ Quebec Settlement Class are excluded from the Ontario Settlement Class. 5. THIS COURT ORDERS that the Settlement Agreement is hereby approved pursuant to section 29 of the Class Proceedings Act, 1992 and shall be implemented and enforced in accordance with its terms. 6. THIS COURT ORDERS that, upon the Effective Date, each member of the Ontario Settlement Class shall be deemed to have consented to the dismissal as against the Releasees of any Other Actions he, she or it has commenced, without costs and with prejudice. 7. THIS COURT ORDERS that, upon the Effective Date, each Other Action commenced in Ontario by any member of the Ontario Settlement Class shall be and is hereby dismissed against the Releasees, without costs and with prejudice. 8. THIS COURT ORDERS that, upon the Effective Date, subject to paragraph 10, each Releasor has released and shall be conclusively deemed to have forever and absolutely released the Releasees from the Released Claims. 9. THIS COURT ORDERS that, upon the Effective Date, each Releasor shall not now or hereafter institute, continue, maintain, intervene in or assert, either directly or indirectly, whether in Canada or elsewhere, on their own behalf or on behalf of any class or any other Person, any proceeding, cause of action, claim or demand against any Releasee, or any other Person who may claim contribution or indemnity, or other claims over relief, from any Releasee, whether pursuant to the Negligence Act, RSO 1990, c. N. 1 or other legislation or at common law or equity in respect of any Released Claim, except for the continuation of the Proceedings against the Non-Settling Defendants or named or unnamed co-conspirators that are not Releasees or, if the Proceedings are not certified or authorized as class proceedings with respect to the Non-Settling Defendants, the continuation of the claims asserted in the Proceedings on an individual basis or otherwise against any Non- Settling Defendant or named or unnamed co-conspirator that is not a Releasee. 10. THIS COURT ORDERS that the use of the terms “Releasors” and “Released Claims” in this Order does not constitute a release of claims by those members of the Ontario Settlement Class who are resident in any province or territory where the release of one tortfeasor is a release of all tortfeasors. 11. THIS COURT ORDERS that, upon the Effective Date, each member of the Ontario Settlement Class who is resident in any province or territory where the release of one tortfeasor is a release of all tortfeasors covenants and undertakes not to make any claim in any way nor to threaten, commence, participate in or continue any proceeding in any jurisdiction against the Releasees in respect of or in relation to the Released Claims. 12. THIS COURT ORDERS that 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 or any Other Actions, or otherwise, by any Non-Settling Defendant, any named or unnamed co-conspirator that is not a Releasee, any Settled Defendant or any other Person or 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 Order (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings). 13. THIS COURT ORDERS that if this Court ultimately determines that a claim for contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise is a legally recognized claim: (a) the Ontario Plaintiffs and the Ontario Settlement Class Members shall not be entitled to claim or recover from the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not 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 section 36 of the Competition Act, RSC 1985, c C-34) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (b) the Ontario Plaintiffs and the Ontario Settlement Class Members shall limit their claims against the Non-Settling Defendants and/or named or unnamed co- conspirators and/or any other Person or party that is not a Releasee to include only, and shall only seek to recover from the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, those claims for damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to section 36 of the Competition Act, RSC 1985, c C-34) 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 is not a Releasee to the Ontario Plaintiffs and Ontario Settlement Class Members, if any, and, for greater certainty, the Ontario Settlement Class Members shall be entitled to claim and seek to recover on a joint and several basis as between the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, if permitted by law; and (c) this Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the Ontario Action, whether or not the Releasees remain in the Ontario Action 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 Ontario Action and any determination by this Court in respect of the Proportionate Liability of the Releasees shall only apply in the Ontario Action and shall not be binding on the Releasees in any other proceeding. 14. THIS COURT ORDERS that nothing in this Order is intended to or shall limit, restrict or affect any arguments which the Non-Settling Defendants may make regarding the reduction of any assessment of damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and costs (including investigative costs claimed pursuant to section 36 of the Competition Act, RSC 1985, c C-34) or judgment against them in favour of Ontario Settlement Class Members in the Ontario Action or the rights of the Ontario Plaintiffs and the Ontario Settlement Class Members to oppose or resist any such arguments, except as provided for in this Order. 15. THIS COURT ORDERS that a Non-Settling Defendant may, on motion to this Court determined as if the Settling Defendants remained parties to the Ontario Action, and on at least twenty (20) days’ notice to Counsel for the Settling Defendants, and not to be brought unless and until the Ontario Action against the Non-Se

Appears in 1 contract

Sources: Settlement Agreement

Common use of Date of Execution Clause in Contracts