Common use of Incentive Payment B Clause in Contracts

Incentive Payment B. Incentive Payment B shall be available to Settling States that are not eligible for Incentive Payment A for the applicable Payment Year. Incentive Payment B shall be equal to up to twenty-five percent (25%) of the Net Abatement Amount multiplied by the aggregate Overall Allocation Percentage of the W <HDU Settling States. Incentive Payment B will be due to a Settling State as part of the Annual Payment in each of the eighteen (18) Payment Years that a Settling State is eligible for Incentive Payment B and equal a total potential maximum of $4,638,503,423 if all States DUH HOLJLEOH IRU DOO HLJKWHHQ 3D\PHQW Incentive Payment B in a given year shall equal the total maximum amount available for Incentive Payment B for that year as reflected in Exhibit M WLPHV WKH 6HWWOLQJ Overall Allocation Percentage. Eligibility for Incentive Payment B is as follows: a. A Settling State is not eligible for Incentive Payment B for a Payment Year for which it is eligible for Incentive Payment A. b. Subject to Section IV.F.2.a, the amount of Incentive Payment B for which a Settling State is eligible in a Payment Year shall be a percentage of that 6WDWH¶V PD[LncePntXivePPayVmeKntDBUbaHsed oRn Ithe e,xtent to which (A) Litigating Subdivisions in the State are Participating Subdivisions or (B) there is a Case-Specific Resolution against Litigating Subdivisions in the State, FROOHFInWceLntYiveHBOEl\igible S³ubdivisions ´ 7KH SHUFHQWDJH R maximum share of Incentive Payment B that the State is eligible for in a Payment Year shall be determined according to the table below: Percentage of Litigating Subdivision Population that is Incentive B Eligible Subdivision Population5 Incentive Payment B Eligibility Percentage 85%+ 30% 86+ 40% 91+ 50% 95+ 60% 99%+ 95% 100% 100% 5 7KH ³3HUFHQWDJH RI /LWLJDInWceLntQiveJ% 6(XOELGJLLYELOVHLR6QXE3GRLSYXLOVDLWRLQRQ3RW determLQHG E\ WKH DJJUHJDWH SRSXODWLRQ RI InWcenKtivHe B 6EliHgiWbleWOLQJ 6W Subdivisions GLYLGHG E\ WKH DJJUHJDWH SRSXODWLRQ RI WKH 6HWWOL 6HWWOLQJ 6WWDKWDHW¶VUHSVRLSGXHOVDWLQRQ/LWLJDWLQJ 6XEGLYLVLRQV D Subdivisions shall be the sum of the population of all Litigating Subdivisions in the Settling State, notwithstanding that persons may be included within the population of more than one Litigating Subdivision, and (b) the population that resides in Incentive B Eligible Subdivisions shall be the sum of the population of the Incentive B Eligible Subdivisions, notwithstanding that persons may be included within the population of more than one Incentive B Eligible Subdivision. An individual Litigating Subdivision shall not be included more than once in the numerator, and shall not be included more than once in the denominator, of the calculation regardless if it (or any of its officials) is named as multiple plaintiffs in the same lawsuit; provided, however, that for the avoidance of doubt, no Litigating Subdivision will be excluded from the numerator or denominator under this sentence unless a Litigating Subdivision otherwise counted in the denominator has the authority to release the Claims (consistent with Section c. In determining the amount that Settling Distributors will pay in a Payment Year under Incentive Payment B and each Settling 6WDWH¶V VKDUH R Incentive Payment B for that Payment Year, the Settlement Fund Administrator shall: (i) identify all States that are eligible for Incentive Payment B because they are ineligible for Incentive Payment A; (ii) determine the Incentive Payment B eligibility percentage for each such Settling State; (iii) multiply the Incentive Payment B eligibility percentage for each such State by the Overall Allocation Percentage of that State; (iv) multiply the product from (iii) by the maximum amount that Settling Distributors could owe under Incentive Payment B for that Payment Year from Exhibit M. The amount calculated in (iv) shall be the amount allocated to a Settling State eligible for Incentive Payment B for that Payment Year, and the aggregate of such amounts for Settling States eligible for Incentive Payment B shall be the amount paid for that Payment Year by Settling Distributors with respect to Incentive Payment B, all such amounts subject to the suspension, offset, and reduction provisions in Section XII and Section XIII. If there are no Litigating Subdivisions in a Settling State, and that Settling State is otherwise eligible for Incentive Payment B, that Settling State will receive its full allocable share of Incentive Payment B. d. $ 6HWWOLQJ 6WDWH¶V HOLJLELOLW\ IR Payment Year shall be determined as of sixty (60) calendar days prior to the Payment Date for that Payment Year; provided that the percentage of Incentive Payment B for which a Settling State is eligible as of the Incentive Payment Final Eligibility Date shall cap its eligibility for that Payment Year and all subsequent Payment Years.

Incentive Payment B. Incentive Payment B shall be available to Settling States that are not eligible for Incentive Payment A for the applicable Payment Year. Incentive Payment B shall be equal to up to twenty-five percent (25%) of the Net Abatement Amount multiplied by the aggregate Overall Allocation Percentage of the W <HDU Settling States. Incentive Payment B will be due to a Settling State as part of the Annual Payment in each of the eighteen (18) Payment Years that a Settling State is eligible for Incentive Payment B and equal a total potential maximum of $4,638,503,423 if all States DUH HOLJLEOH IRU DOO HLJKWHHQ 3D\PHQW are eligible for all eighteen (18) Payment Years. Each Settling State’s maximum share of Incentive Payment B in a given year shall equal the total maximum amount available for Incentive Payment B for that year as reflected in Exhibit M WLPHV WKH 6HWWOLQJ times the Settling State’s Overall Allocation Percentage. Eligibility for Incentive Payment B is as follows: a. A Settling State is not eligible for Incentive Payment B for a Payment Year for which it is eligible for Incentive Payment A. b. Subject to Section IV.F.2.a, the amount of Incentive Payment B for which a Settling State is eligible in a Payment Year shall be a percentage of that 6WDWH¶V PD[LncePntXivePPayVmeKntDBUbaHsed oRn Ithe e,xtent State’s maximum share of Incentive Payment B based on the extent to which (A) Litigating Subdivisions in the State are Participating Subdivisions or (B) there is a Case-Specific Resolution against Litigating Subdivisions in the State, FROOHFInWceLntYiveHBOEl\igible S³ubdivisions ´ 7KH SHUFHQWDJH R collectively, “Incentive B Eligible Subdivisions.” The percentage of the State’s maximum share of Incentive Payment B that the State is eligible for in a Payment Year shall be determined according to the table below: Percentage of Litigating Subdivision Population that is Incentive B Eligible Subdivision Population5 Incentive Payment B Eligibility Percentage 85%+ 30% 86+ 40% 91+ 50% 95+ 60% 99%+ 95% 100% 100% 5 7KH ³3HUFHQWDJH RI /LWLJDInWceLntQiveJ% 6(XOELGJLLYELOVHLR6QXE3GRLSYXLOVDLWRLQRQ3RW determLQHG E\ WKH DJJUHJDWH SRSXODWLRQ RI InWcenKtivHe The “Percentage of Litigating Subdivision Population that is Incentive B 6EliHgiWbleWOLQJ 6W Eligible Subdivision Population” shall be determined by the aggregate population of the Settling State’s Litigating Subdivisions GLYLGHG E\ WKH DJJUHJDWH SRSXODWLRQ RI WKH 6HWWOL 6HWWOLQJ 6WWDKWDHW¶VUHSVRLSGXHOVDWLQRQ/LWLJDWLQJ 6XEGLYLVLRQV D that are Incentive B Eligible Subdivisions divided by the aggregate population of the Settling State’s Litigating Subdivisions. In calculating the Settling State’s population that resides in Litigating Subdivisions, (a) the population of the Settling State’s Litigating Subdivisions shall be the sum of the population of all Litigating Subdivisions in the Settling State, notwithstanding that persons may be included within the population of more than one Litigating Subdivision, and (b) the population that resides in Incentive B Eligible Subdivisions shall be the sum of the population of the Incentive B Eligible Subdivisions, notwithstanding that persons may be included within the population of more than one Incentive B Eligible Subdivision. An individual Litigating Subdivision shall not be included more than once in the numerator, and shall not be included more than once in the denominator, of the calculation regardless if it (or any of its officials) is named as multiple plaintiffs in the same lawsuit; provided, however, that for the avoidance of doubt, no Litigating Subdivision will be excluded from the numerator or denominator under this sentence unless a Litigating Subdivision otherwise counted in the denominator has the authority to release the Claims (consistent with SectionSection XI) of the Litigating Subdivision to be excluded. For the avoidance of doubt, a Settling State in which the population that resides in Incentive B Eligible Subdivisions is less than eighty-five percent (85%) of the population of Litigating Subdivisions shall not be eligible for any portion of Incentive Payment B. c. In determining the amount that Settling Distributors will pay in a Payment Year under Incentive Payment B and each Settling 6WDWH¶V VKDUH R State’s share of Incentive Payment B for that Payment Year, the Settlement Fund Administrator shall: (i) identify all States that are eligible for Incentive Payment B because they are ineligible for Incentive Payment A; (ii) determine the Incentive Payment B eligibility percentage for each such Settling State; (iii) multiply the Incentive Payment B eligibility percentage for each such State by the Overall Allocation Percentage of that State; (iv) multiply the product from (iii) by the maximum amount that Settling Distributors could owe under Incentive Payment B for that Payment Year from Exhibit M. The amount calculated in (iv) shall be the amount allocated to a Settling State eligible for Incentive Payment B for that Payment Year, and the aggregate of such amounts for Settling States eligible for Incentive Payment B shall be the amount paid for that Payment Year by Settling Distributors with respect to Incentive Payment B, all such amounts subject to the suspension, offset, and reduction provisions in Section XII and Section XIII. If there are no Litigating Subdivisions in a Settling State, and that Settling State is otherwise eligible for Incentive Payment B, that Settling State will receive its full allocable share of Incentive Payment B. d. $ 6HWWOLQJ 6WDWH¶V HOLJLELOLW\ IR A Settling State’s eligibility for Incentive Payment B for a Payment Year shall be determined as of sixty (60) calendar days prior to the Payment Date for that Payment Year; provided that the percentage of Incentive Payment B for which a Settling State is eligible as of the Incentive Payment Final Eligibility Date shall cap its eligibility for that Payment Year and all subsequent Payment Years.

Incentive Payment B. Incentive Payment B shall be available to Settling States that are New York State if it is not eligible for Incentive Payment A for the applicable Payment Year. Incentive Payment B shall be equal to up to twenty-five percent (25%) % of the Net New York Settlement Abatement Amount multiplied by the aggregate Overall Allocation Percentage of the W <HDU Settling StatesAmount. Incentive Payment B will be due to a Settling State as part of the Annual Payment in each of the eighteen (18) Payment Years that a Settling New York State is eligible for Incentive Payment B and and‌ equal a total potential maximum of $4,638,503,423 250,033,023 if New York State is eligible for all States DUH HOLJLEOH IRU DOO HLJKWHHQ 3D\PHQW eighteen (18) Payment Years. New York State’s maximum share of Incentive Payment B in a given year shall equal the total maximum amount available for Incentive Payment B for that year as reflected in Exhibit M WLPHV WKH 6HWWOLQJ Overall Allocation Percentage. G. Eligibility for Incentive Payment B is as follows: a. A Settling New York State is not eligible for Incentive Payment B for a Payment Year for which it is eligible for Incentive Payment A.A.‌ b. Subject to Section IV.F.2.aV.F.2.a, the amount of Incentive Payment B for which a Settling New York State is eligible in a Payment Year shall be a percentage of that 6WDWH¶V PD[LncePntXivePPayVmeKntDBUbaHsed oRn Ithe e,xtent New York State’s maximum share of Incentive Payment B based on the extent to which which (A) Litigating Subdivisions in the State are Participating Subdivisions or (B) there is a Case-Specific Resolution against Litigating Subdivisions in the Subdivisions, collectively, “Incentive B Eligible Subdivisions.” The percentage of New York State, FROOHFInWceLntYiveHBOEl\igible S³ubdivisions ´ 7KH SHUFHQWDJH R ’s maximum share of Incentive Payment B that the New York State is eligible for in a Payment Year shall be determined according to the table below: Percentage of Litigating Subdivision Population that is Incentive B Eligible Subdivision Population5 Incentive Payment B Eligibility Percentage 85%+ 30% 86+ 40% 91+ 50% 95+ 60% 99%+ 95% 100% 100% 5 7KH ³3HUFHQWDJH RI /LWLJDInWceLntQiveJ% 6(XOELGJLLYELOVHLR6QXE3GRLSYXLOVDLWRLQRQ3RW determLQHG E\ WKH DJJUHJDWH SRSXODWLRQ RI InWcenKtivHe The “Percentage of Litigating Subdivision Population that is Incentive B 6EliHgiWbleWOLQJ 6W Eligible Subdivision Population” shall be determined by the aggregate population of New York State’s Litigating Subdivisions GLYLGHG E\ WKH DJJUHJDWH SRSXODWLRQ RI WKH 6HWWOL 6HWWOLQJ 6WWDKWDHW¶VUHSVRLSGXHOVDWLQRQ/LWLJDWLQJ 6XEGLYLVLRQV D that are Incentive B Eligible Subdivisions divided by the aggregate population of New York State’s Litigating Subdivisions. In calculating New York State’s population that resides in Litigating Subdivisions, (a) the population of New York State’s Litigating Subdivisions shall be the sum of the population of all Litigating Subdivisions in the Settling StateSubdivisions, notwithstanding that persons may be included within the population of more than one Litigating Subdivision, and (b) the population that resides in Incentive B Eligible Subdivisions shall be the sum of the population of the Incentive B Eligible Subdivisions, notwithstanding that persons may be included within the population of more than one Incentive B Eligible Subdivision. An individual Litigating Subdivision shall not be included more than once in the numerator, and shall not be included more than once in the denominator, of the calculation regardless if it (or any of its officials) is named as multiple plaintiffs in the same lawsuit; provided, however, that for . For the avoidance of doubt, no if the population that resides in Incentive B Eligible Subdivisions is less than 85% of the population of Litigating Subdivision will Subdivisions, New York State shall not be excluded from the numerator or denominator under this sentence unless a Litigating Subdivision otherwise counted in the denominator has the authority to release the Claims (consistent with Sectioneligible for any portion of Incentive Payment B. c. In determining the amount that Settling Distributors will pay in a Payment Year under New York State’s Incentive Payment B and each Settling 6WDWH¶V VKDUH R Incentive Payment B for that Payment Year, the Settlement Fund Administrator shall: (i) identify all States that are eligible for Incentive Payment B because they are ineligible for Incentive Payment A; (ii) determine the Incentive Payment B amount shall be discounted to reflect New York State’s eligibility percentage for each such Settling State; (iii) multiply the Incentive Payment B eligibility percentage for each such State by the Overall Allocation Percentage of that State; (iv) multiply the product from (iii) by the maximum amount that Settling Distributors could owe under Incentive Payment B for that Payment Year from Exhibit M. The amount calculated in (iv) shall be per the amount allocated to a Settling State eligible table above. d. New York State’s eligibility for Incentive Payment B for that Payment Year, and the aggregate of such amounts for Settling States eligible for Incentive Payment B shall be the amount paid for that a Payment Year by Settling Distributors with respect to Incentive Payment B, all such amounts subject to the suspension, offset, and reduction provisions in Section XII and Section XIII. If there are no Litigating Subdivisions in a Settling State, and that Settling State is otherwise eligible for Incentive Payment B, that Settling State will receive its full allocable share exception of Incentive Payment B. d. $ 6HWWOLQJ 6WDWH¶V HOLJLELOLW\ IR Payment Year 1, which shall be determined as of sixty (60) calendar days prior to on the Payment Date for that Payment YearInitial Participation Date; provided that the percentage of Incentive Payment B for which a Settling New York State is eligible as of the Incentive Payment Final Eligibility Date shall cap its eligibility for that Payment Year and all subsequent Payment Years.

Incentive Payment B. Incentive Payment B shall be available to Settling States that are not eligible for Incentive Payment A for the applicable Payment Year. Incentive Payment B shall be equal to up to twenty-five percent (25%) of the Net Abatement Amount multiplied by the aggregate Overall Allocation Percentage of the W <HDU the‌ Settling States. Incentive Payment B will be due to a Settling State as part of the Annual Payment in each of the eighteen (18) Payment Years that a Settling State is eligible for Incentive Payment B and equal a total potential maximum of $4,638,503,423 if all States DUH HOLJLEOH IRU DOO HLJKWHHQ 3D\PHQW are eligible for all eighteen (18) Payment Years. Each Settling State’s maximum share of Incentive Payment B in a given year shall equal the total maximum amount available for Incentive Payment B for that year as reflected in Exhibit M WLPHV WKH 6HWWOLQJ times the Settling State’s Overall Allocation Percentage. Eligibility for Incentive Payment B is as follows: a. A Settling State is not eligible for Incentive Payment B for a Payment Year for which it is eligible for Incentive Payment A.A.‌ b. Subject to Section IV.F.2.a, the amount of Incentive Payment B for which a Settling State is eligible in a Payment Year shall be a percentage of that 6WDWH¶V PD[LncePntXivePPayVmeKntDBUbaHsed oRn Ithe e,xtent State’s maximum share of Incentive Payment B based on the extent to whichwhich‌ (A) Litigating Subdivisions in the State are Participating Subdivisions or (B) there is a Case-Specific Resolution against Litigating Subdivisions in the State, FROOHFInWceLntYiveHBOEl\igible S³ubdivisions ´ 7KH SHUFHQWDJH R collectively, “Incentive B Eligible Subdivisions.” The percentage of the State’s maximum share of Incentive Payment B that the State is eligible for in a Payment Year shall be determined according to the table below: Percentage of Litigating Subdivision Population that is Incentive B Eligible Subdivision Population5 Incentive Payment B Eligibility Percentage 85%+ 30% 86+ 40% 91+ 50% 95+ 60% 99%+ 95% 100% 100% 5 7KH ³3HUFHQWDJH RI /LWLJDInWceLntQiveJ% 6(XOELGJLLYELOVHLR6QXE3GRLSYXLOVDLWRLQRQ3RW determLQHG E\ WKH DJJUHJDWH SRSXODWLRQ RI InWcenKtivHe The “Percentage of Litigating Subdivision Population that is Incentive B 6EliHgiWbleWOLQJ 6W Eligible Subdivision Population” shall be determined by the aggregate population of the Settling State’s Litigating Subdivisions GLYLGHG E\ WKH DJJUHJDWH SRSXODWLRQ RI WKH 6HWWOL 6HWWOLQJ 6WWDKWDHW¶VUHSVRLSGXHOVDWLQRQ/LWLJDWLQJ 6XEGLYLVLRQV D that are Incentive B Eligible Subdivisions divided by the aggregate population of the Settling State’s Litigating Subdivisions. In calculating the Settling State’s population that resides in Litigating Subdivisions, (a) the population of the Settling State’s Litigating Subdivisions shall be the sum of the population of all Litigating Subdivisions in the Settling State, notwithstanding that persons may be included within the population of more than one Litigating Subdivision, and (b) the population that resides in Incentive B Eligible Subdivisions shall be the sum of the population of the Incentive B Eligible Subdivisions, notwithstanding that persons may be included within the population of more than one Incentive B Eligible Subdivision. An individual Litigating Subdivision shall not be included more than once in the numerator, and shall not be included more than once in the denominator, of the calculation regardless if it (or any of its officials) is named as multiple plaintiffs in the same lawsuit; provided, however, that for the avoidance of doubt, no Litigating Subdivision will be excluded from the numerator or denominator under this sentence unless a Litigating Subdivision otherwise counted in the denominator has the authority to release the Claims (consistent with Section c. In determining the amount that Settling Distributors will pay in a Payment Year under Incentive Payment B and each Settling 6WDWH¶V VKDUH R State’s share of Incentive Payment B for that Payment Year, the Settlement Fund Administrator shall: (i) identify all States that are eligible for Incentive Payment B because they are ineligible for Incentive Payment A; (ii) determine the Incentive Payment B eligibility percentage for each such Settling State; (iii) multiply the Incentive Payment B eligibility percentage for each such State by the Overall Allocation Percentage of that State; (iv) multiply the product from (iii) by the maximum amount that Settling Distributors could owe under Incentive Payment B for that Payment Year from Exhibit M. The amount calculated in (iv) shall be the amount allocated to a Settling State eligible for Incentive Payment B for that Payment Year, and the aggregate of such amounts for Settling States eligible for Incentive Payment B shall be the amount paid for that Payment Year by Settling Distributors with respect to Incentive Payment B, all such amounts subject to the suspension, offset, and reduction provisions in Section XII and Section XIII. If there are no Litigating Subdivisions in a Settling State, and that Settling State is otherwise eligible for Incentive Payment B, that Settling State will receive its full allocable share of Incentive Payment B. d. $ 6HWWOLQJ 6WDWH¶V HOLJLELOLW\ IR A Settling State’s eligibility for Incentive Payment B for a Payment Year shall be determined as of sixty (60) calendar days prior to the Payment Date for that Payment Year; provided that the percentage of Incentive Payment B for which a Settling State is eligible as of the Incentive Payment Final Eligibility Date shall cap its eligibility for that Payment Year and all subsequent Payment Years.

Incentive Payment B. Incentive Payment B shall be available to Settling States that are Texas if it is not eligible for Incentive Payment A for the applicable Payment Year. Incentive Payment B shall be equal to up to twenty-five percent (25%) of the Net Texas Settlement Abatement Amount multiplied by the aggregate Overall Allocation Percentage of the W <HDU Settling StatesAmount. Incentive Payment B will be due to a Settling State as part of the Annual Payment in each of the eighteen (18) Payment Years that a Settling State Texas is eligible for Incentive Payment B and equal a total potential maximum of $4,638,503,423 291,911,027 if Texas is eligible for all States DUH HOLJLEOH IRU DOO HLJKWHHQ 3D\PHQW eighteen (18) Payment Years. Texas’s maximum share of Incentive Payment B in a given year shall equal the total maximum amount available for Incentive Payment B for that year as reflected in Exhibit M WLPHV WKH 6HWWOLQJ Overall Allocation Percentage. Eligibility for Incentive Payment B is as follows:Exhibit a. A Settling State Texas is not eligible for Incentive Payment B for a Payment Year for which it is eligible for Incentive Payment A. b. Subject to Section IV.F.2.aV.F.2.a, the amount of Incentive Payment B for which a Settling State Texas is eligible in a Payment Year shall be a percentage of that 6WDWH¶V PD[LncePntXivePPayVmeKntDBUbaHsed oRn Ithe e,xtent Texas’s maximum share of Incentive Payment B based on the extent to which which (A) Litigating Subdivisions in the State are Participating Subdivisions or (B) there is a Case-Specific Resolution against Litigating Subdivisions in the StateSubdivisions, FROOHFInWceLntYiveHBOEl\igible S³ubdivisions ´ 7KH SHUFHQWDJH R collectively, “Incentive B Eligible Subdivisions.” The percentage of Texas’s maximum share of Incentive Payment B that the State Texas is eligible for in a Payment Year shall be determined according to the table below: Percentage of Litigating Subdivision Population that is Incentive B Eligible Subdivision Population5 Population8 Incentive Payment B Eligibility Percentage 85%+ 30% 86+ 40% 91+ 50% 95+ 60% 99%+ 95% 100% 100% 5 7KH ³3HUFHQWDJH RI /LWLJDInWceLntQiveJ% 6(XOELGJLLYELOVHLR6QXE3GRLSYXLOVDLWRLQRQ3RW determLQHG E\ WKH DJJUHJDWH SRSXODWLRQ RI InWcenKtivHe 8 The “Percentage of Litigating Subdivision Population that is Incentive B 6EliHgiWbleWOLQJ 6W Eligible Subdivision Population” shall be determined by the aggregate population of Texas’s Litigating Subdivisions GLYLGHG E\ WKH DJJUHJDWH SRSXODWLRQ RI WKH 6HWWOL 6HWWOLQJ 6WWDKWDHW¶VUHSVRLSGXHOVDWLQRQ/LWLJDWLQJ 6XEGLYLVLRQV D that are Incentive B Eligible Subdivisions divided by the aggregate population of Texas’s Litigating Subdivisions. In calculating Texas’s population that resides in Litigating Subdivisions, (a) the population of Texas’s Litigating Subdivisions shall be the sum of the population of all Litigating Subdivisions in the Settling StateSubdivisions, notwithstanding that persons may be included within the population of more than one Litigating Subdivision, and (b) the population that resides in Incentive B Eligible Subdivisions shall be the sum of the population of the Incentive B Eligible Subdivisions, notwithstanding that persons may be included within the population of more than one Incentive B Eligible Subdivision. An individual Litigating Subdivision shall not be included more than once in the numerator, and shall not be included more than once in the denominator, Percentage of the calculation regardless if it (or any of its officials) is named as multiple plaintiffs in the same lawsuit; provided, however, that for the avoidance of doubt, no Litigating Subdivision will be excluded from the numerator or denominator under this sentence unless a Litigating Population that is Incentive B Eligible Subdivision otherwise counted in the denominator has the authority to release the Claims (consistent with Section c. In determining the amount that Settling Distributors will pay in a Payment Year under Population8 Incentive Payment B and each Settling 6WDWH¶V VKDUH R Eligibility Percentage 85%+ 30% 86+ 40% 91+ 50% 95+ 60% 99%+ 95% 100% 100% c. Texas’s Incentive Payment B for that Payment Year, the Settlement Fund Administrator shall: (i) identify all States that are eligible for Incentive Payment B because they are ineligible for Incentive Payment A; (ii) determine the Incentive Payment B amount shall be discounted to reflect Texas’s eligibility percentage for each such Settling State; (iii) multiply the Incentive Payment B eligibility percentage for each such State by the Overall Allocation Percentage of that State; (iv) multiply the product from (iii) by the maximum amount that Settling Distributors could owe under Incentive Payment B for that Payment Year from Exhibit M. The amount calculated in (iv) shall be per the amount allocated to a Settling State eligible for Incentive Payment B for that Payment Year, and the aggregate of such amounts for Settling States eligible for Incentive Payment B shall be the amount paid for that Payment Year by Settling Distributors with respect to Incentive Payment B, all such amounts subject to the suspension, offset, and reduction provisions in Section XII and Section XIII. If there are no Litigating Subdivisions in a Settling State, and that Settling State is otherwise eligible for Incentive Payment B, that Settling State will receive its full allocable share of Incentive Payment B. d. $ 6HWWOLQJ 6WDWH¶V HOLJLELOLW\ IR Payment Year shall be determined as of sixty (60) calendar days prior to the Payment Date for that Payment Year; provided that the percentage of Incentive Payment B for which a Settling State is eligible as of the Incentive Payment Final Eligibility Date shall cap its eligibility for that Payment Year and all subsequent Payment Yearstable above.

Incentive Payment B. Incentive Payment B shall be available to Settling States that are not eligible for Incentive Payment A for the applicable Payment Year. Incentive Payment B shall be equal to up to twenty-five percent (25%) of the Net Abatement Amount multiplied by the aggregate Overall Allocation Percentage of the W <HDU Settling States. Incentive Payment B will be due to a Settling State as part of the Annual Payment in each of the eighteen (18) Payment Years that a Settling State is eligible for Incentive Payment B and equal a total potential maximum of $4,638,503,423 if all States DUH HOLJLEOH IRU DOO HLJKWHHQ 3D\PHQW are eligible for all eighteen (18) Payment Years. Each Settling State’s maximum share of Incentive Payment B in a given year shall equal the total maximum amount available for Incentive Payment B for that year as reflected in Exhibit M WLPHV WKH 6HWWOLQJ times the Settling State’s Overall Allocation Percentage. Eligibility for Incentive Payment B is as follows: a. A Settling State is not eligible for Incentive Payment B for a Payment Year for which it is eligible for Incentive Payment A. b. Subject to Section IV.F.2.a, the amount of Incentive Payment B for which a Settling State is eligible in a Payment Year shall be a percentage of that 6WDWH¶V PD[LncePntXivePPayVmeKntDBUbaHsed oRn Ithe e,xtent State’s maximum share of Incentive Payment B based on the extent to which (A) Litigating Subdivisions in the State are Participating Subdivisions or (B) there is a Case-Specific Resolution against Litigating Subdivisions in the State, FROOHFInWceLntYiveHBOEl\igible S³ubdivisions ´ 7KH SHUFHQWDJH R collectively, “Incentive B Eligible Subdivisions.” The percentage of the State’s maximum share of Incentive Payment B that the State is eligible for in a Payment Year shall be determined according to the table below: Percentage of Litigating Subdivision Population that is Incentive B Eligible Subdivision Population5 Incentive Payment B Eligibility Percentage 85%+ 30% 86+ 40% 91+ 50% 95+ 60% 99%+ 95% 100% 100% 5 7KH ³3HUFHQWDJH RI /LWLJDInWceLntQiveJ% 6(XOELGJLLYELOVHLR6QXE3GRLSYXLOVDLWRLQRQ3RW determLQHG E\ WKH DJJUHJDWH SRSXODWLRQ RI InWcenKtivHe The “Percentage of Litigating Subdivision Population that is Incentive B 6EliHgiWbleWOLQJ 6W Eligible Subdivision Population” shall be determined by the aggregate population of the Settling State’s Litigating Subdivisions GLYLGHG E\ WKH DJJUHJDWH SRSXODWLRQ RI WKH 6HWWOL 6HWWOLQJ 6WWDKWDHW¶VUHSVRLSGXHOVDWLQRQ/LWLJDWLQJ 6XEGLYLVLRQV D that are Incentive B Eligible Subdivisions divided by the aggregate population of the Settling State’s Litigating Subdivisions. In calculating the Settling State’s population that resides in Litigating Subdivisions, (a) the population of the Settling State’s Litigating Subdivisions shall be the sum of the population of all Litigating Subdivisions in the Settling State, notwithstanding that persons may be included within the population of more than one Litigating Subdivision, and (b) the population that resides in Incentive B Eligible Subdivisions shall be the sum of the population of the Incentive B Eligible Subdivisions, notwithstanding that persons may be included within the population of more than one Incentive B Eligible Subdivision. An individual Litigating Subdivision shall not be included more than once in the numerator, and shall not be included more than once in the denominator, of the calculation regardless if it (or any of its officials) is named as multiple plaintiffs in the same lawsuit; provided, however, that for the avoidance of doubt, no Litigating Subdivision will be excluded from the numerator or denominator under this sentence unless a Litigating Subdivision otherwise counted in the denominator has the authority to release the Claims (consistent with Section c. In determining the amount that Settling Distributors will pay in a Payment Year under Incentive Payment B and each Settling 6WDWH¶V VKDUH R State’s share of Incentive Payment B for that Payment Year, the Settlement Fund Administrator shall: (i) identify all States that are eligible for Incentive Payment B because they are ineligible for Incentive Payment A; (ii) determine the Incentive Payment B eligibility percentage for each such Settling State; (iii) multiply the Incentive Payment B eligibility percentage for each such State by the Overall Allocation Percentage of that State; (iv) multiply the product from (iii) by the maximum amount that Settling Distributors could owe under Incentive Payment B for that Payment Year from Exhibit M. The amount calculated in (iv) shall be the amount allocated to a Settling State eligible for Incentive Payment B for that Payment Year, and the aggregate of such amounts for Settling States eligible for Incentive Payment B shall be the amount paid for that Payment Year by Settling Distributors with respect to Incentive Payment B, all such amounts subject to the suspension, offset, and reduction provisions in Section XII and Section XIII. If there are no Litigating Subdivisions in a Settling State, and that Settling State is otherwise eligible for Incentive Payment B, that Settling State will receive its full allocable share of Incentive Payment B. d. $ 6HWWOLQJ 6WDWH¶V HOLJLELOLW\ IR A Settling State’s eligibility for Incentive Payment B for a Payment Year shall be determined as of sixty (60) calendar days prior to the Payment Date for that Payment Year; provided that the percentage of Incentive Payment B for which a Settling State is eligible as of the Incentive Payment Final Eligibility Date shall cap its eligibility for that Payment Year and all subsequent Payment Years.

Incentive Payment B. Incentive Payment B shall be available to Settling States that are not eligible for Incentive Payment A for the applicable Payment Year. Incentive Payment B shall be equal to up to twenty-five percent (25%) of the Net Abatement Amount multiplied by the aggregate Overall Allocation Percentage of the W <HDU Settling States. Incentive Payment B will be due to a Settling State as part of the Annual Payment in each of the eighteen (18) Payment Years that a Settling State is eligible for Incentive Payment B and equal a total potential maximum of $4,638,503,423 if all States DUH HOLJLEOH IRU DOO HLJKWHHQ 3D\PHQW are eligible for all eighteen (18) Payment Years. Each Settling State’s maximum share of Incentive Payment B in a given year shall equal the total maximum amount available for Incentive Payment B for that year as reflected in Exhibit M WLPHV WKH 6HWWOLQJ times the Settling State’s Overall Allocation Percentage. Eligibility for Incentive Payment B is as follows: a. A Settling State is not eligible for Incentive Payment B for a Payment Year for which it is eligible for Incentive Payment A. b. Subject to Section IV.F.2.a, the amount of Incentive Payment B for which a Settling State is eligible in a Payment Year shall be a percentage of that 6WDWH¶V PD[LncePntXivePPayVmeKntDBUbaHsed oRn Ithe e,xtent State’s maximum share of Incentive Payment B based on the extent to which (A) Litigating Subdivisions in the State are Participating Subdivisions or (B) there is a Case-Specific Resolution against Litigating Subdivisions in the State, FROOHFInWceLntYiveHBOEl\igible S³ubdivisions ´ 7KH SHUFHQWDJH R collectively, “Incentive B Eligible Subdivisions.” The percentage of the State’s maximum share of Incentive Payment B that the State is eligible for in a Payment Year shall be determined according to the table below: Percentage of Litigating Subdivision Population that is Incentive B Eligible Subdivision Population5 Incentive Payment B Eligibility Percentage 85%+ 30% 86+ 40% 91+ 50% 95+ 60% 99%+ 95% 100% 100% 5 7KH ³3HUFHQWDJH RI /LWLJDInWceLntQiveJ% 6(XOELGJLLYELOVHLR6QXE3GRLSYXLOVDLWRLQRQ3RW determLQHG E\ WKH DJJUHJDWH SRSXODWLRQ RI InWcenKtivHe The “Percentage of Litigating Subdivision Population that isIncentive B 6EliHgiWbleWOLQJ 6W Eligible Subdivision Population” shall be determined by the aggregate population of the Settling State’s Litigating Subdivisions GLYLGHG E\ WKH DJJUHJDWH SRSXODWLRQ RI WKH 6HWWOL 6HWWOLQJ 6WWDKWDHW¶VUHSVRLSGXHOVDWLQRQ/LWLJDWLQJ 6XEGLYLVLRQV D that areIncentive B Eligible Subdivisions divided by the aggregate population of the Settling State’s Litigating Subdivisions. In calculating the Settling State’s population that resides in Litigating Subdivisions, (a) the population of the Settling State’s Litigating Subdivisions shall be the sum of the population of all Litigating Subdivisions in the Settling State, notwithstanding that persons may be included within the population of more than one Litigating Subdivision, and (b) the population that resides in Incentive B Eligible Subdivisions shall be the sum of the population of the Incentive B Eligible Subdivisions, notwithstanding that persons may be included within the population of more than one Incentive B Eligible Subdivision. An individual Litigating Subdivision shall not be included more than once in the numerator, and shall not be included more than once in the denominator, of the calculation regardless if it (or any of its officials) is named as multiple plaintiffs in the same lawsuit; provided, however, that for the avoidance of doubt, no Litigating Subdivision will be excluded from the numerator or denominator under this sentence unless a Litigating Subdivision otherwise counted in the denominator has the authority to release the Claims (consistent with SectionSection XI) of the Litigating Subdivision to be excluded. For the avoidance of doubt, a Settling State in which the population that resides in Incentive B Eligible Subdivisions is less than eighty-five percent (85%) of the population of Litigating Subdivisions shall not be eligible for any portion of Incentive Payment B. c. In determining the amount that Settling Distributors will pay in a Payment Year under Incentive Payment B and each Settling 6WDWH¶V VKDUH R State’s share of Incentive Payment B for that Payment Year, the Settlement Fund Administrator shall: (i) identify all States that are eligible for Incentive Payment B because they are ineligible for Incentive Payment A; (ii) determine the Incentive Payment B eligibility percentage for each such Settling State; (iii) multiply the Incentive Payment B eligibility percentage for each such State by the Overall Allocation Percentage of that State; (iv) multiply the product from (iii) by the maximum amount that Settling Distributors could owe under Incentive Payment B for that Payment Year from Exhibit M. The amount calculated in (iv) shall be the amount allocated to a Settling State eligible for Incentive Payment B for that Payment Year, and the aggregate of such amounts for Settling States eligible for Incentive Payment B shall be the amount paid for that Payment Year by Settling Distributors with respect to Incentive Payment B, all such amounts subject to the suspension, offset, and reduction provisions in Section XII and Section XIII. If there are no Litigating Subdivisions in a Settling State, and that Settling State is otherwise eligible for Incentive Payment B, that Settling State will receive its full allocable share of Incentive Payment B. d. $ 6HWWOLQJ 6WDWH¶V HOLJLELOLW\ IR A Settling State’s eligibility for Incentive Payment B for a Payment Year shall be determined as of sixty (60) calendar days prior to the Payment Date for that Payment Year; provided that the percentage of Incentive Payment B for which a Settling State is eligible as of the Incentive Payment Final Eligibility Date shall cap its eligibility for that Payment Year and all subsequent Payment Years.

Incentive Payment B. Incentive Payment B shall be available to Settling States that are the State of Ohio if it is not eligible for Incentive Payment A for the applicable Payment Year. Incentive Payment B shall be equal to up to twenty-five percent (25%) of the Net Ohio Settlement Abatement Amount multiplied by the aggregate Overall Allocation Percentage of the W <HDU Settling StatesAmount. Incentive Payment B will be due to a Settling State as part of the Annual Payment in each of the eighteen (18) Payment Years that a Settling the State of Ohio is eligible for Incentive Payment B and equal a total potential maximum of $4,638,503,423 202,085,917 if the State of Ohio is eligible for all States DUH HOLJLEOH IRU DOO HLJKWHHQ 3D\PHQW eighteen (18) Payment Years. The State of Ohio’s maximum share of Incentive Payment B in a given year shall equal the total maximum amount available for Incentive Payment B for that year as reflected in Exhibit M WLPHV WKH 6HWWOLQJ Overall Allocation Percentage. G. Eligibility for Incentive Payment B is as follows: a. A Settling The State of Ohio is not eligible for Incentive Payment B for a Payment Year for which it is eligible for Incentive Payment A. b. Subject to Section IV.F.2.aV.F.2.a, the amount of Incentive Payment B for which a Settling the State of Ohio is eligible in a Payment Year shall be a percentage of that 6WDWH¶V PD[LncePntXivePPayVmeKntDBUbaHsed oRn Ithe e,xtent the State of Ohio’s maximum share of Incentive Payment B based on the extent to which which (A) Litigating Subdivisions in the State are Participating Subdivisions or (B) there is a Case-Specific Resolution against Litigating Subdivisions in Subdivisions, collectively, “Incentive B Eligible Subdivisions.” The percentage of the State, FROOHFInWceLntYiveHBOEl\igible S³ubdivisions ´ 7KH SHUFHQWDJH R State of Ohio’s maximum share of Incentive Payment B that the State of Ohio is eligible for in a Payment Year shall be determined according to the table below: Percentage of Litigating Subdivision Population that is Incentive B Eligible Subdivision Population5 Population6 Incentive Payment B State of Ohio Eligibility Percentage 85%+ 30% 86+ 40% 91+ 50% 95+ 60% 99%+ 95% 100% 100% 5 7KH ³3HUFHQWDJH RI /LWLJDInWceLntQiveJ% 6(XOELGJLLYELOVHLR6QXE3GRLSYXLOVDLWRLQRQ3RW determLQHG E\ WKH DJJUHJDWH SRSXODWLRQ RI InWcenKtivHe B 6EliHgiWbleWOLQJ 6W Subdivisions GLYLGHG E\ WKH DJJUHJDWH SRSXODWLRQ RI WKH 6HWWOL 6HWWOLQJ 6WWDKWDHW¶VUHSVRLSGXHOVDWLQRQ/LWLJDWLQJ 6XEGLYLVLRQV D Subdivisions shall be the sum of the population of all Litigating Subdivisions in the Settling State, notwithstanding that persons may be included within the population of more than one Litigating Subdivision, and (b) the population that resides in Incentive B Eligible Subdivisions shall be the sum of the population of the Incentive B Eligible Subdivisions, notwithstanding that persons may be included within the population of more than one Incentive B Eligible Subdivision. An individual Litigating Subdivision shall not be included more than once in the numerator, and shall not be included more than once in the denominator, of the calculation regardless if it (or any of its officials) is named as multiple plaintiffs in the same lawsuit; provided, however, that for the avoidance of doubt, no Litigating Subdivision will be excluded from the numerator or denominator under this sentence unless a Litigating Subdivision otherwise counted in the denominator has the authority to release the Claims (consistent with SectionPercentage c. In determining the amount that Settling Distributors will pay in a Payment Year under The State of Ohio’s Incentive Payment B and each Settling 6WDWH¶V VKDUH R Incentive Payment B for that Payment Year, amount shall be discounted to reflect the Settlement Fund Administrator shall: (i) identify all States that are eligible for Incentive Payment B because they are ineligible for Incentive Payment A; (ii) determine the Incentive Payment B State of Ohio’s eligibility percentage for each such Settling State; (iii) multiply the Incentive Payment B eligibility percentage for each such State by the Overall Allocation Percentage of that State; (iv) multiply the product from (iii) by the maximum amount that Settling Distributors could owe under Incentive Payment B for that Payment Year from Exhibit M. per the table above. d. The amount calculated in (iv) shall be the amount allocated to a Settling State eligible of Ohio’s eligibility for Incentive Payment B for that Payment Year, and the aggregate of such amounts for Settling States eligible for Incentive Payment B shall be the amount paid for that Payment Year by Settling Distributors with respect to Incentive Payment B, all such amounts subject to the suspension, offset, and reduction provisions in Section XII and Section XIII. If there are no Litigating Subdivisions in a Settling State, and that Settling State is otherwise eligible for Incentive Payment B, that Settling State will receive its full allocable share of Incentive Payment B. d. $ 6HWWOLQJ 6WDWH¶V HOLJLELOLW\ IR Payment Year shall be determined as of sixty (60) calendar days prior to the Payment Date for that Payment Year, with the exception of Payment Year 1, which shall be determined on the Initial Participation Date; provided that the percentage of Incentive Payment B for which a Settling the State of Ohio is eligible as of the Incentive Payment Final Eligibility Date shall cap its eligibility for that Payment Year and all subsequent Payment Years.

Incentive Payment B. Incentive Payment B shall be available to Settling States that are not eligible for Incentive Payment A for the applicable Payment Year. Incentive Payment B shall be equal to up to twenty-five percent (25%) of the Net Abatement Amount multiplied by the aggregate Overall Allocation Percentage of the W <HDU the‌ Settling States. Incentive Payment B will be due to a Settling State as part of the Annual Payment in each of the eighteen (18) Payment Years that a Settling State is eligible for Incentive Payment B and equal a total potential maximum of $4,638,503,423 if all States DUH HOLJLEOH IRU DOO HLJKWHHQ 3D\PHQW are eligible for all eighteen (18) Payment Years. Each Settling State’s maximum share of Incentive Payment B in a given year shall equal the total maximum amount available for Incentive Payment B for that year as reflected in Exhibit M WLPHV WKH 6HWWOLQJ times the Settling State’s Overall Allocation Percentage. Eligibility for Incentive Payment B is as follows: a. A Settling State is not eligible for Incentive Payment B for a Payment Year for which it is eligible for Incentive Payment A.A.‌ b. Subject to Section IV.F.2.a, the amount of Incentive Payment B for which a Settling State is eligible in a Payment Year shall be a percentage of that 6WDWH¶V PD[LncePntXivePPayVmeKntDBUbaHsed oRn Ithe e,xtent State’s maximum share of Incentive Payment B based on the extent to whichwhich‌ (A) Litigating Subdivisions in the State are Participating Subdivisions or (B) there is a Case-Specific Resolution against Litigating Subdivisions in the State, FROOHFInWceLntYiveHBOEl\igible S³ubdivisions ´ 7KH SHUFHQWDJH R collectively, “Incentive B Eligible Subdivisions.” The percentage of the State’s maximum share of Incentive Payment B that the State is eligible for in a Payment Year shall be determined according to the table below: Percentage of Litigating Subdivision Population that is Incentive B Eligible Subdivision Population5 Incentive Payment B Eligibility Percentage 85%+ 30% 86+ 40% 91+ 50% 95+ 60% 99%+ 95% 100% 100% 5 7KH ³3HUFHQWDJH RI /LWLJDInWceLntQiveJ% 6(XOELGJLLYELOVHLR6QXE3GRLSYXLOVDLWRLQRQ3RW determLQHG E\ WKH DJJUHJDWH SRSXODWLRQ RI InWcenKtivHe The “Percentage of Litigating Subdivision Population that is Incentive B 6EliHgiWbleWOLQJ 6W Eligible Subdivision Population” shall be determined by the aggregate population of the Settling State’s Litigating Subdivisions GLYLGHG E\ WKH DJJUHJDWH SRSXODWLRQ RI WKH 6HWWOL 6HWWOLQJ 6WWDKWDHW¶VUHSVRLSGXHOVDWLQRQ/LWLJDWLQJ 6XEGLYLVLRQV D that are Incentive B Eligible Subdivisions divided by the aggregate population of the Settling State’s Litigating Subdivisions. In calculating the Settling State’s population that resides in Litigating Subdivisions, (a) the population of the Settling State’s Litigating Subdivisions shall be the sum of the population of all Litigating Subdivisions in the Settling State, notwithstanding that persons may be included within the population of more than one Litigating Subdivision, and (b) the population that resides in Incentive B Eligible Subdivisions shall be the sum of the population of the Incentive B Eligible Subdivisions, notwithstanding that persons may be included within the population of more than one Incentive B Eligible Subdivision. An individual Litigating Subdivision shall not be included more than once in the numerator, and shall not be included more than once in the denominator, of the calculation regardless if it (or any of its officials) is named as multiple plaintiffs in the same lawsuit; provided, however, that for the avoidance of doubt, no Litigating Subdivision will be excluded from the numerator or denominator under this sentence unless a Litigating Subdivision otherwise counted in the denominator has the authority to release the Claims (consistent with SectionSection XI) of the Litigating Subdivision to be excluded. For the avoidance of doubt, a Settling State in which the population that resides in Incentive B Eligible Subdivisions is less than eighty-five percent (85%) of the population of Litigating Subdivisions shall not be eligible for any portion of Incentive Payment B. c. In determining the amount that Settling Distributors will pay in a Payment Year under Incentive Payment B and each Settling 6WDWH¶V VKDUH R State’s share of Incentive Payment B for that Payment Year, the Settlement Fund Administrator shall: (i) identify all States that are eligible for Incentive Payment B because they are ineligible for Incentive Payment A; (ii) determine the Incentive Payment B eligibility percentage for each such Settling State; (iii) multiply the Incentive Payment B eligibility percentage for each such State by the Overall Allocation Percentage of that State; (iv) multiply the product from (iii) by the maximum amount that Settling Distributors could owe under Incentive Payment B for that Payment Year from Exhibit M. The amount calculated in (iv) shall be the amount allocated to a Settling State eligible for Incentive Payment B for that Payment Year, and the aggregate of such amounts for Settling States eligible for Incentive Payment B shall be the amount paid for that Payment Year by Settling Distributors with respect to Incentive Payment B, all such amounts subject to the suspension, offset, and reduction provisions in Section XII and Section XIII. If there are no Litigating Subdivisions in a Settling State, and that Settling State is otherwise eligible for Incentive Payment B, that Settling State will receive its full allocable share of Incentive Payment B. d. $ 6HWWOLQJ 6WDWH¶V HOLJLELOLW\ IR A Settling State’s eligibility for Incentive Payment B for a Payment Year shall be determined as of sixty (60) calendar days prior to the Payment Date for that Payment Year; provided that the percentage of Incentive Payment B for which a Settling State is eligible as of the Incentive Payment Final Eligibility Date shall cap its eligibility for that Payment Year and all subsequent Payment Years.

Incentive Payment B. Incentive Payment B shall be available to Settling States that are not eligible for Incentive Payment A for the applicable Payment Year. Incentive Payment B shall be equal to up to twenty-five percent (25%) of the Net Abatement Amount multiplied by the aggregate Overall Allocation Percentage of the W <HDU Settling States. Incentive Payment B will be due to a Settling State as part of the Annual Payment in each of the eighteen (18) Payment Years that a Settling State is eligible for Incentive Payment B and equal a total potential maximum of $4,638,503,423 if all States DUH HOLJLEOH IRU DOO HLJKWHHQ 3D\PHQW are eligible for all eighteen (18) Payment Years. Each Settling State's maximum share of Incentive Payment B in a given year shall equal the total maximum amount available for Incentive Payment B for that year as reflected in Exhibit M WLPHV WKH 6HWWOLQJ times the Settling State's Overall Allocation Percentage. Eligibility for Incentive Payment B is as follows: a. A Settling State is not eligible for Incentive Payment B for a Payment Year for which it is eligible for Incentive Payment A. b. Subject to Section IV.F.2.a, the amount of Incentive Payment B for which a Settling State is eligible in a Payment Year shall be a percentage of that 6WDWH¶V PD[LncePntXivePPayVmeKntDBUbaHsed oRn Ithe e,xtent State's maximum share of Incentive Payment B based on the extent to which which (A) Litigating Subdivisions in the State are Participating Subdivisions or (B) there is a Case-Specific Resolution against Litigating Subdivisions in the State, FROOHFInWceLntYiveHBOEl\igible S³ubdivisions ´ 7KH SHUFHQWDJH R collectively, "Incentive B Eligible Subdivisions." The percentage of the State's maximum share of Incentive Payment B that the State is eligible for in a Payment Year shall be determined according to the table below: 5 The "Percentage of Litigating Subdivision Population that is Incentive B Eligible Subdivision Population5 Population" shall be determined by the aggregate population of the Settling State's Litigating Subdivisions that are Incentive Payment B Eligibility Percentage 85%+ 30% 86+ 40% 91+ 50% 95+ 60% 99%+ 95% 100% 100% 5 7KH ³3HUFHQWDJH RI /LWLJDInWceLntQiveJ% 6(XOELGJLLYELOVHLR6QXE3GRLSYXLOVDLWRLQRQ3RW determLQHG E\ WKH DJJUHJDWH SRSXODWLRQ RI InWcenKtivHe B 6EliHgiWbleWOLQJ 6W Eligible Subdivisions GLYLGHG E\ WKH DJJUHJDWH SRSXODWLRQ RI WKH 6HWWOL 6HWWOLQJ 6WWDKWDHW¶VUHSVRLSGXHOVDWLQRQ/LWLJDWLQJ 6XEGLYLVLRQV D divided by the aggregate population of the Settling State's Litigating Subdivisions. In calculating the Settling State's population that resides in Litigating Subdivisions, (a) the population of the Settling State's Litigating Subdivisions shall be the sum of the population of all Litigating Subdivisions in the Settling State, notwithstanding that persons may be included within the population of more than one Litigating Subdivision, and (b) the population that resides in Incentive B Eligible Subdivisions shall be the sum of the population of the Incentive B Eligible Subdivisions, notwithstanding that persons may be included within the population of more than one Incentive B Eligible Subdivision. An individual Litigating Subdivision shall not be included more than once in the numerator, and shall not be included more than once in the denominator, of the calculation regardless if it (or any of its officials) is named as multiple plaintiffs in the same lawsuit; provided, however, that for the avoidance of doubt, no Litigating Subdivision will be excluded from the numerator or denominator under this sentence unless a Litigating Subdivision otherwise counted in the denominator has the authority to release the Claims (consistent with SectionSection XI) of the Litigating Subdivision to be excluded. For the avoidance of doubt, a Settling State in which the population that resides in Incentive B Eligible Subdivisions is less than eighty-five percent (85%) of the population of Litigating Subdivisions shall not be eligible for any portion of Incentive Payment B. c. In determining the amount that Settling Distributors will pay in a Payment Year under Incentive Payment B and each Settling 6WDWH¶V VKDUH R State's share of Incentive Payment B for that Payment Year, the Settlement Fund Administrator shall: (i) identify all States that are eligible for Incentive Payment B because they are ineligible for Incentive Payment A; (ii) determine the Incentive Payment B eligibility percentage for each such Settling State; (iii) multiply the Incentive Payment B eligibility percentage for each such State by the Overall Allocation Percentage of that State; (iv) multiply the product from (iii) by the maximum amount that Settling Distributors could owe under Incentive Payment B for that Payment Year from Exhibit M. The amount calculated in (iv) shall be the amount allocated to a Settling State eligible for Incentive Payment B for that Payment Year, and the aggregate of such amounts for Settling States eligible for Incentive Payment B shall be the amount paid for that Payment Year by Settling Distributors with respect to Incentive Payment B, all such amounts subject to the suspension, offset, and reduction provisions in Section XII and Section XIII. If there are no Litigating Subdivisions in a Settling State, and that Settling State is otherwise eligible for Incentive Payment B, that Settling State will receive its full allocable share of Incentive Payment B. d. $ 6HWWOLQJ 6WDWH¶V HOLJLELOLW\ IR A Settling State's eligibility for Incentive Payment B for a Payment Year shall be determined as of sixty (60) calendar days prior to the Payment Date for that Payment Year; provided that the percentage of Incentive Payment B for which a Settling State is eligible as of the Incentive Payment Final Eligibility Date shall cap its eligibility for that Payment Year and all subsequent Payment Years.