Common use of Distribution of the Settlement Fund Clause in Contracts

Distribution of the Settlement Fund. After the Settlement becomes Final, the Settlement Fund (net of Court-approved fees, expenses, and any other Court-approved deductions) will be distributed to the extent possible according to an allocation plan that will permit members of the Class to be paid out on a weighted pro rata basis based on the damages analysis completed by Plaintiffs’ experts, Xx. Xxxxx Xxxx and Xxxxxxxxx Xxxxxx X. Hall, Ph.D., which based the amount of damages on the vehicle make and model, and the month and year of purchase. Each purchase or lease made by a Class Member who makes a valid claim (“Authorized Claimant”) will be assigned a Recognized Claim Amount based on the vehicle’s make, model, and month of purchase. The Recognized Claim Amount equates to the estimated damages assigned to that particular vehicle by Plaintiffs’ experts resulting from the alleged unlawful conduct at issue in the Action. The claims administrator will sum up the total Recognized Claim Amounts for all purchases or leases made by an Authorized Claimant, which will be the Authorized Claimant’s Total Recognized Claim Amount. The Authorized Claimant’s share of the settlement proceeds will be calculated by multiplying the Settlement Fund (net of Court-approved fees, expenses, or any other Court-approved deductions) by the ratio of the Authorized Claimant’s Total Recognized Claim Amount to the sum of all Authorized Claimants’ Total Recognized Claim Amounts. Plaintiffs will create a proposed plan of allocation, in consultation with Ford Canada, and it shall to the extent possible provide payments to Authorized Claimants, and any residual amount shall be handled subject to approval by the Court, with all reasonable efforts made to distribute any residual to Authorized Claimants until further distributions to Authorized Claimants are not economically feasible. Under no circumstance will any residual be paid back to Ford Canada. Should the number of vehicle purchases or leases claimed by all Authorized Claimants by the Court-ordered claims filing deadline be less than 45,000 vehicles in the aggregate, Plaintiffs, in consultation with Ford Canada, will petition the Court to approve an acceptable plan to make a supplemental distribution to Class Members. Plaintiffs will move for the plan of allocation’s approval at the appropriate time in the Court, subject to any award of attorneys’ fees and costs, service awards to named Plaintiffs, and any notice and administration costs as approved by the Court.

Distribution of the Settlement Fund. After Upon the Effective Date, the Net Settlement Amount will be disbursed by the Paying Agent to the Settlement becomes Final, Payment Recipients and will be allocated on a per-share basis amongst the Settlement Fund (net Payment Recipients who have returned a valid Proof of Court-approved feesClaim, expensesattached hereto, and any other Court-approved deductions) will be distributed to the extent possible according to an allocation plan that will permit members of the Class to be paid out on a weighted pro rata basis based on the damages analysis completed number of shares of Del Monte common stock, held by Plaintiffs’ expertsthe applicable Settlement Payment Recipient upon the Closing (provided that if a Settlement Payment Recipient held shares of Del Monte common stock in registered form and has not submitted a letter of transmittal as of the Effective Date, Xxsuch payment shall be allocated to such Settlement Payment Recipient but will not be remitted until such Settlement Payment Recipient has submitted its letter of transmittal and its share certificates for exchange) (the “Initial Distribution”). Xxxxx Xxxx and Xxxxxxxxx Xxxxxx X. HallDefendants shall have no input, Ph.D.responsibility or liability for any claims, which based payments or determinations by the Paying Agent in respect of Class Member claims for payment under this Settlement. If, after Lead Plaintiff and/or the Paying Agent have made reasonable efforts to have Settlement Payment Recipients claim their payments, the amount of damages on the vehicle make and model, and Net Settlement Amount that remains unclaimed by the month and year of purchase. Each purchase or lease made by a Class Member who makes a valid claim Settlement Payment Recipients (the “Authorized ClaimantUnclaimed Amount”) exceeds $500,000 after a period of six (6) months after the Initial Distribution, then the Unclaimed Amount will be assigned re-disbursed by the Paying Agent for payment to all Settlement Payment Recipients, who claimed their payments in the Initial Distribution, on a Recognized Claim pro rata basis. If, however, after a period of six (6) months after the Initial Distribution, the amount of the Unclaimed Amount based on is equal to or less than $500,000, or if any of the vehicle’s makeUnclaimed Amount remains unclaimed after the re-disbursement described in the preceding sentence, model, and month then any such unclaimed amount of purchase. The Recognized Claim the Net Settlement Amount equates shall be donated to the estimated damages assigned to that particular vehicle by Plaintiffs’ experts resulting from the alleged unlawful conduct at issue in the Action. The claims administrator will sum up the total Recognized Claim Amounts Delaware Combined Campaign for all purchases or leases made by an Authorized Claimant, which will be the Authorized Claimant’s Total Recognized Claim Amount. The Authorized Claimant’s share of the settlement proceeds will be calculated by multiplying the Settlement Fund (net of Court-approved fees, expenses, or any other Court-approved deductions) by the ratio of the Authorized Claimant’s Total Recognized Claim Amount to the sum of all Authorized Claimants’ Total Recognized Claim Amounts. Plaintiffs will create Justice as a proposed plan of allocation, in consultation with Ford Canada, and it shall to the extent possible provide payments to Authorized Claimants, and any residual amount shall be handled subject to approval by the Court, with all reasonable efforts made to distribute any residual to Authorized Claimants until further distributions to Authorized Claimants are not economically feasible. Under no circumstance will any residual be paid back to Ford Canada. Should the number of vehicle purchases or leases claimed by all Authorized Claimants by the Court-ordered claims filing deadline be less than 45,000 vehicles in the aggregate, Plaintiffs, in consultation with Ford Canada, will petition the Court to approve an acceptable plan to make a supplemental distribution to Class Members. Plaintiffs will move for the plan of allocation’s approval at the appropriate time in the Court, subject to any award of attorneys’ fees and costs, service awards to named Plaintiffs, and any notice and administration costs as approved by the Courtcharitable donation.

Distribution of the Settlement Fund. After 3. Subject to the approval of the Court, Plaintiff shall retain the Administrator to oversee the administration of the Settlement becomes Finaland distribution of the Settlement Fund. 4. As soon as practicable after the Effective Date, the Administrator shall distribute the Net Settlement Fund to the Settlement Payment Recipients as set forth in this Section C. 5. The Net Settlement Fund will be allocated and distributed on a per- share basis among the Settlement Payment Recipients, (the “Initial Distribution”). For the avoidance of doubt, the Net Settlement Fund will be paid to the holders of The Fresh Market common stock who received Acquisition consideration, whether through the voluntary Tender Offer or the mandatory Merger, other than Excluded Persons. 6. Provided that DTC first receives all the necessary payment suppression letters from the DTC Participants that received Acquisition consideration on behalf of Excluded Persons, the Administrator shall distribute to DTC the pro rata amount of the Net Settlement Fund attributable to the Eligible Beneficial Holders, with instructions to DTC to distribute it to each DTC Participant pro rata on the basis of the number of shares attributable to each DTC Participant at the time of the Acquisition, less any shares that are the subject of a payment suppression letter received by DTC from such DTC Participant, in accordance with DTC rules and procedures. The Administrator shall further take all appropriate steps to instruct DTC Participants to distribute the portion of the Net Settlement Fund that they receive to the Eligible Beneficial Holders, according to the number of shares attributable to the Eligible Beneficial Holders who are customers of such DTC Participant, in a similar manner to that in which the DTC Participants distributed proceeds in connection with the Tender Offer and Merger. The Excluded Persons shall make commercially reasonable efforts to cooperate with Plaintiff’s Counsel and the Administrator to obtain payment suppression letters from the applicable DTC Participants in order to ensure that no portion of the Net Settlement Fund is distributed to any Excluded Person. DTC’s sole obligation in connection with the Settlement shall be to distribute Net Settlement Funds to DTC Participants in accordance with the instructions DTC receives from the Administrator in accordance with DTC rules and procedures, and DTC shall not be responsible to any Person for any errors in the calculation of the pro rata amount of the Net Settlement Fund or for any failure by the Administrator, the Released Defendant Parties, or Plaintiff’s Counsel to obtain payment suppression letters. 7. The Administrator shall distribute the pro rata amount of the Net Settlement Fund attributable to the Eligible Record Holders by paying directly to each Eligible Record Holder an amount equal to such holder’s pro rata share, based on relative share ownership, of the Net Settlement Fund. 8. If there is any balance remaining in the Net Settlement Fund six (6) months after the date of distribution of the Net Settlement Fund (net whether by reason of Courttax refunds, uncashed checks, amounts returned by Excluded Persons who erroneously receive settlement payments, or otherwise), the Administrator shall, if feasible, distribute such balance among the Settlement Payment Recipients who deposited the checks sent in the initial distribution, in the same manner as the initial distribution. If the cost of making such a further distribution or distributions is unreasonably high relative to the amount remaining in the Net Settlement Fund, Plaintiff’s Counsel may instruct the Administrator to distribute any balance which still remains in the Net Settlement Fund, after provision for all anticipated expenses, in accordance with Delaware’s unclaimed property law. Neither the Released Defendant Parties nor their indemnitors or insurers shall have any reversionary interest in the Net Settlement Fund. 9. All Administrative Costs, including the costs of any re-approved feesdistribution of the Net Settlement Fund, expensesshall be paid from the Account. 10. The Settlement is not a claims-made settlement. Upon the occurrence of the Effective Date, all Defendants, Released Defendant Parties, and any other Court-approved deductions) will be distributed person or entity who or which paid any portion of the Settlement Amount shall have no right to the extent possible according to an allocation plan that will permit members return of the Settlement Amount or any portion thereof for any reason whatsoever, including the inability to locate Class Members or the failure of Settlement Payment Recipients to be paid out on a weighted pro rata basis based on deposit settlement funds distributed by the damages analysis completed Administrator. 11. Defendants shall have no input, responsibility, or liability for any claims, payments, or determinations by Plaintiffs’ experts, Xx. Xxxxx Xxxx and Xxxxxxxxx Xxxxxx X. Hall, Ph.D., which based the amount of damages on Administrator concerning the vehicle make and model, and the month and year of purchase. Each purchase or lease made by a Class Member who makes a valid claim (“Authorized Claimant”) will be assigned a Recognized Claim Amount based on the vehicle’s make, model, and month of purchase. The Recognized Claim Amount equates to the estimated damages assigned to that particular vehicle by Plaintiffs’ experts resulting from the alleged unlawful conduct at issue in the Action. The claims administrator will sum up the total Recognized Claim Amounts for all purchases or leases made by an Authorized Claimant, which will be the Authorized Claimant’s Total Recognized Claim Amount. The Authorized Claimant’s share distribution of the settlement proceeds will be calculated by multiplying the Settlement Fund (net of Court-approved feesFund, expenses, or any other Court-approved deductions) by the ratio of the Authorized Claimant’s Total Recognized Claim Amount except with respect to the sum of all Authorized Claimants’ Total Recognized Claim Amounts. Plaintiffs will create a proposed plan of allocation, in consultation with Ford Canada, and it shall obtaining payment suppression letters pursuant to the extent possible provide payments to Authorized Claimants, and any residual amount shall be handled subject to approval by the Court, with all reasonable efforts made to distribute any residual to Authorized Claimants until further distributions to Authorized Claimants are not economically feasible. Under no circumstance will any residual be paid back to Ford Canada. Should the number of vehicle purchases or leases claimed by all Authorized Claimants by the Court-ordered claims filing deadline be less than 45,000 vehicles in the aggregate, Plaintiffs, in consultation with Ford Canada, will petition the Court to approve an acceptable plan to make a supplemental distribution to Class Members. Plaintiffs will move for the plan of allocation’s approval at the appropriate time in the Court, subject to any award of attorneys’ fees and costs, service awards to named Plaintiffs, and any notice and administration costs as approved by the Court¶6 above.