Common use of Effect of Opt-Outs Clause in Contracts

Effect of Opt-Outs. Southfield represents that it has not encouraged, and agrees that it will not, directly or indirectly, encourage any potential Class Member to exercise their right to exclude themselves from this settlement. Southfield further represents that it has not provided, and except with the prior consent of Class Counsel will not provide assistance, advice, counsel or information to any potential Class Member related to the potential Class Member's right to request exclusion from this settlement. Within ten (10) days after the deadline for Class Members to exclude themselves from the Settlement Class, Class Counsel shall deliver to Southfield Corporation's counsel of record in the Action a list of the potential Class Members who submitted requests for exclusion from the Settlement Class (including requests for exclusion deemed by Class Counsel to be untimely or otherwise invalid) together with Class Counsel's good faith computation, based on data provided by Defendants, of the total amount of Defendants' collective dollar sales of Ready-Mixed Concrete from facilities within the Central Indiana Area during the Class Period to those members of the Class who submitted timely and valid requests for exclusion from this Settlement ("Opt-Out Sales"). If the amount of Opt-Out Sales, as agreed by the parties or determined by the Court, is $26,800,000 or less, then the Settlement Amount shall not be adjusted and shall remain at $19,000,000. If the amount of Opt- Out Sales, as agreed by the parties or determined by the Court, is greater than $26,800,000 but less than $134,000,000, then the Settlement Amount and Settlement Fund shall be reduced by an amount equal to $15.00 for every $1,000 by which the amount of Opt-Out Sales exceeds $26,800,000 (the "Refund Amount"). For purposes of illustration, if the Opt-Out Sales were $56,342,111, then the Refund Amount would be $443,130, calculated by rounding the amount of Opt-Out Sales downward to the nearest even thousand dollar increment (in this illustration, $56,342,000), then subtracting $26,800,000 from $56,342,000 to arrive at the amount by which the rounded amount of Opt-Sales exceeds $26,800,000 (in this illustration, $29,542,000), then multiplying $29,542,000 by 1.5% (0.015) to arrive at the Refund Amount of $443,130. The Refund Amount, if any, together with all interest earned on the Refund Amount while held in the Settlement Fund shall be promptly paid to Southfield Corporation by wire transfer to an account designated by Southfield Corporation; provided, however, that if the amount of Opt-Out Sales is $134,000,000 or more, then Plaintiffs and Southfield Corporation shall each have the right, at their/its sole option and discretion, and without incurring any liability to each other or to any other party to this Agreement, to elect at any time prior to final Court approval of this settlement to rescind this Agreement in its entirety, in which case any and all amounts then constituting the Settlement Fund (including all interest earned thereon) shall be returned forthwith to Southfield Corporation, less only such disbursements properly made in accordance with this Agreement. Southfield Corporation shall have the right to dispute the accuracy of Class Counsel's computation of Opt-Out Sales and the right to receive copies of all requests for exclusion from the Settlement Class (including requests for exclusion deemed by Class Counsel to be untimely or otherwise invalid). If there is any dispute regarding the timeliness or validity of any requests for exclusion, the amount of Opt-Out Sales or calculation of the Refund Amount, the parties shall attempt in good faith to resolve the dispute. If the dispute cannot be resolved by the parties, then it shall be submitted to the Court for final determination pursuant to Paragraph 33 of this Agreement, in connection with which the Court may direct the parties to exchange any non- privileged information, data or data compilations relevant to a determination of the amount of Opt-Out Sales or the Refund Amount.

Effect of Opt-Outs. Southfield Xxxxxxxxxx represents that it has not encouraged, and agrees that it will not, directly or indirectly, encourage any potential Class Member to exercise their right to exclude themselves from this settlement. Southfield Xxxxxxxxxx further represents that it has not provided, and except with the prior consent of Class Counsel will not provide assistance, advice, counsel or information to any potential Class Member related to the potential Class Member's right to request exclusion from this settlement. Within ten (10) days after the deadline for Class Members to exclude themselves from the Settlement Class, Class Counsel shall deliver to Southfield Corporation's counsel of record in the Action a list of the potential Class Members who submitted requests for exclusion from the Settlement Class (including requests for exclusion deemed by Class Counsel to be untimely or otherwise invalid) together with Class Counsel's good faith computation, based on data provided by Defendants, of the total amount of Defendants' collective dollar sales of Ready-Mixed Concrete from facilities within the Central Indiana Area during the Class Period to those members of the Class who submitted timely and valid requests for exclusion from this Settlement ("Opt-Out Sales"). If the amount of Opt-Out Sales, as agreed by the parties or determined by the Court, is $26,800,000 or less, then the Settlement Amount shall not be adjusted and shall remain at $19,000,000. If the amount of Opt- Out Sales, as agreed by the parties or determined by the Court, is greater than $26,800,000 but less than $134,000,000, then the Settlement Amount and Settlement Fund shall be reduced by an amount equal to $15.00 for every $1,000 by which the amount of Opt-Out Sales exceeds $26,800,000 (the "Refund Amount"). For purposes of illustration, if the Opt-Out Sales were $56,342,111, then the Refund Amount would be $443,130, calculated by rounding the amount of Opt-Out Sales downward to the nearest even thousand dollar increment (in this illustration, $56,342,000), then subtracting $26,800,000 from $56,342,000 to arrive at the amount by which the rounded amount of Opt-Sales exceeds $26,800,000 (in this illustration, $29,542,000), then multiplying $29,542,000 by 1.5% (0.015) to arrive at the Refund Amount of $443,130. The Refund Amount, if any, together with all interest earned on the Refund Amount while held in the Settlement Fund shall be promptly paid to Southfield Corporation by wire transfer to an account designated by Southfield Corporation; provided, however, that if the amount of Opt-Out Sales is $134,000,000 or more, then Plaintiffs and Southfield Corporation shall each have the right, at their/its sole option and discretion, and without incurring any liability to each other or to any other party to this Agreement, to elect at any time prior to final Court approval of this settlement to rescind this Agreement in its entirety, in which case any and all amounts then constituting the Settlement Fund (including all interest earned thereon) shall be returned forthwith to Southfield Corporation, less only such disbursements properly made in accordance with this Agreement. Southfield Corporation shall have the right to dispute the accuracy of Class Counsel's computation of Opt-Out Sales and the right to receive copies of all requests for exclusion from the Settlement Class (including requests for exclusion deemed by Class Counsel to be untimely or otherwise invalid). If there is any dispute regarding the timeliness or validity of any requests for exclusion, the amount of Opt-Out Sales or calculation of the Refund Amount, the parties shall attempt in good faith to resolve the dispute. If the dispute cannot be resolved by the parties, then it shall be submitted to the Court for final determination pursuant to Paragraph 33 of this Agreement, in connection with which the Court may direct the parties to exchange any non- privileged information, data or data compilations relevant to a determination of the amount of Opt-Out Sales or the Refund Amount.

Effect of Opt-Outs. Southfield represents that it has not encouraged, and agrees that it will not, directly or indirectly, encourage any potential Class Member to exercise their right to exclude themselves from this settlement. Southfield further represents that it has not provided, and except with the prior consent of Class Counsel will not provide assistance, advice, counsel or information to any potential Class Member related to the potential Class Member's right to request exclusion from this settlement. Within ten (10) days after the deadline for Class Members to exclude themselves from the Settlement Class, Class Counsel shall deliver to Southfield Corporation's counsel of record in the Action a list of the potential Class Members who submitted requests for exclusion from the Settlement Class (including requests for exclusion deemed by Class Counsel to be untimely or otherwise invalid) together with Class Counsel's good faith computation, based on data provided by Defendants, of the total amount of Defendants' collective dollar sales of Ready-Mixed Concrete from facilities within the Central Indiana Area during the Class Period to those members of the Class who submitted timely and valid requests for exclusion from this Settlement ("Opt-Out Sales"). If the amount of Opt-Out Sales, as agreed by the parties or determined by the Court, is $26,800,000 or less, then the Settlement Amount shall not be adjusted and shall remain at $19,000,000. If the amount of Opt- Opt-Out Sales, as agreed by the parties or determined by the Court, is greater than $26,800,000 but less than $134,000,000, then the Settlement Amount and Settlement Fund shall be reduced by an amount equal to $15.00 for every $1,000 by which the amount of Opt-Out Sales exceeds $26,800,000 (the "Refund Amount"). For purposes of illustration, if the Opt-Out Sales were $56,342,111, then the Refund Amount would be $443,130, calculated by rounding the amount of Opt-Out Sales downward to the nearest even thousand dollar increment (in this illustration, $56,342,000), then subtracting $26,800,000 from $56,342,000 to arrive at the amount by which the rounded amount of Opt-Sales exceeds $26,800,000 (in this illustration, $29,542,000), then multiplying $29,542,000 by 1.5% (0.015) to arrive at the Refund Amount of $443,130. The Refund Amount, if any, together with all interest earned on the Refund Amount while held in the Settlement Fund shall be promptly paid to Southfield Corporation by wire transfer to an account designated by Southfield Corporation; provided, however, that if the amount of Opt-Out Sales is $134,000,000 or more, then Plaintiffs and Southfield Corporation shall each have the right, at their/its sole option and discretion, and without incurring any liability to each other or to any other party to this Agreement, to elect at any time prior to final Court approval of this settlement to rescind this Agreement in its entirety, in which case any and all amounts then constituting the Settlement Fund (including all interest earned thereon) shall be returned forthwith to Southfield Corporation, less only such disbursements properly made in accordance with this Agreement. Southfield Corporation shall have the right to dispute the accuracy of Class Counsel's computation of Opt-Out Sales and the right to receive copies of all requests for exclusion from the Settlement Class (including requests for exclusion deemed by Class Counsel to be untimely or otherwise invalid). If there is any dispute regarding the timeliness or validity of any requests for exclusion, the amount of Opt-Out Sales or calculation of the Refund Amount, the parties shall attempt in good faith to resolve the dispute. If the dispute cannot be resolved by the parties, then it shall be submitted to the Court for final determination pursuant to Paragraph 33 of this Agreement, in connection with which the Court may direct the parties to exchange any non- non-privileged information, data or data compilations relevant to a determination of the amount of Opt-Out Sales or the Refund Amount.