Common use of Ontario Bar Order Clause in Contracts

Ontario Bar Order. (1) Class Counsel shall seek bar orders from the Ontario Court providing for the following: (a) to the extent such claims are recognized at law, 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 otherwise, by any Non-Settling Defendant, any named or unnamed co-conspirator that is not a Releasee or any other Person or party against a Releasee, or by a Releasee against any Non-Settling Defendant or any named or unnamed co- conspirator that is not a Releasee or any other Person or party, are barred, prohibited and enjoined in accordance with the terms of this Section (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings); (b) if the Ontario Court ultimately determines that there is a right of contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise, (i) the Ontario Plaintiffs and 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) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (ii) the Ontario Plaintiffs and 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, and shall be entitled 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, only claims for damages (including punitive damages, if any), restitutionary awards, disgorgement of profits, costs, and interest attributable to the aggregate of the several liability of the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that 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 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, to the extent provided by law; and (iii) the Ontario Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the Proceedings, whether or not the Releasees remain in the Proceedings 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 Proceedings and any determination by this Court in respect of the Proportionate Liability of the Releasees shall only apply in the Proceedings and shall not be binding on the Releasees in any other proceeding; and (c) the Settling Defendants shall retain and reserve all rights to oppose any motion by Non-Settling Defendants to seek discovery from the Settling Defendants. (2) The Parties acknowledge that the bar orders shall be considered a material term of the Settlement Agreement and the failure of any Court to approve the bar orders contemplated herein shall give rise to a right of termination pursuant to Section 6.1 of the Settlement Agreement.

Ontario Bar Order. (1) Class Counsel shall seek bar orders from the Ontario Court providing for the following: (a) to the extent such claims are recognized at law, 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 otherwise, by any Non-Settling Defendant, any named or unnamed co-conspirator that is not a Releasee or any other Person or party against a Releasee, or by a Releasee against any Non-Settling Defendant or any named or unnamed co- conspirator that is not a Releasee or any other Person or party, are barred, prohibited and enjoined in accordance with the terms of this Section (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings); (b) if the Ontario Court ultimately determines that there is a right of contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise, (i) the Ontario Plaintiffs and 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) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (ii) the Ontario Plaintiffs and 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, and shall be entitled 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, only claims for damages (including punitive damages, if any), restitutionary awards, disgorgement of profits, costs, and interest attributable to the aggregate of the several liability of the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that 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 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, to the extent provided by law; and (iii) the Ontario Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the Proceedings, whether or not the Releasees remain in the Proceedings 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 Proceedings and any determination by this Court in respect of the Proportionate Liability of the Releasees shall only apply in the Proceedings Actions and shall not be binding on the Releasees in any other proceeding; and (c) the Settling Defendants shall retain and reserve all rights to oppose any motion by Non-Settling Defendants to seek discovery from the Settling Defendants. (2) The Parties acknowledge that the bar orders shall be considered a material term of the Settlement Agreement and the failure of any Court to approve the bar orders contemplated herein shall give rise to a right of termination pursuant to Section 6.1 of the Settlement Agreement.

Ontario Bar Order. (1) Class Counsel shall seek a bar orders order from the Ontario Court providing for the following: (a) to the extent such claims are recognized at law, all claims for contribution, indemnity or other claims over, whether asserted, unasserted or asserted in a representative capacity, inclusive of interest, taxes and costs, relating to the Released Claims, which were or could have been brought in the ProceedingsProceedings or any Other Actions, or otherwise, by any Non-Settling Defendant, any named or unnamed co-conspirator that is not a Releasee Releasee, any Settled Defendant or any other Person or party against a Releasee, or by a Releasee against any Non-Settling Defendant or Defendant, any named or unnamed co- co-conspirator that is not a Releasee Releasee, any Settled Defendant, or any other Person or party, are barred, prohibited and enjoined in accordance with the terms of this Section (unless such claim is made in respect of a claim by a Person who has validly opted out of the ProceedingsOntario Action); (b) if the Ontario Court ultimately determines that there is a right of claim for contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise,otherwise is a legally recognized claim: (i) the Ontario Plaintiffs and Ontario the 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) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (ii) the Ontario Plaintiffs and Ontario the 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 includeinclude only, and shall be entitled 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, only those claims for damages (including punitive damages, if any), restitutionary awardsaward, disgorgement of profits, costs, interest and interest costs (including investigative costs claimed pursuant to section 36 of the Competition Act) 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, to the extent provided if permitted by law; and (iii) the Ontario Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the ProceedingsOntario Action, whether or not the Releasees remain in the Proceedings 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 Proceedings Ontario Action and any determination by this the Court in respect of the Proportionate Liability of the Releasees shall only apply in the Proceedings Ontario Action and shall not be binding on the Releasees in any other proceeding; and; (c) after the Ontario Action against the Non-Settling Defendants has been certified and all appeals or times to appeal have been exhausted and on at least twenty (20) days’ notice to Counsel for the Settling Defendants, a Non-Settling Defendant may, on motion to the Ontario Court, seek an Order for the following, which order shall be determined as if the Settling Defendants shall remained parties to the Ontario Action: (i) documentary discovery and affidavit(s) of documents from Settling Defendant(s) in accordance with the Ontario Rules of Civil Procedure; (ii) oral discovery of representative(s) of Settling Defendant(s), the transcript of which may be read in at trial; (iii) leave to serve a request(s) to admit on Settling Defendant(s) in respect of factual matters; and/or (iv) the production of a representative(s) of Settling Defendant(s) to testify at trial, with such witness to be subject to cross-examination by counsel for the Non-Settling Defendants. (d) the Settling Defendants retain and reserve all rights to oppose any motion brought pursuant to Section 7.1(1)(c), including any such motion brought at trial seeking an order requiring the Settling Defendants to produce a representative to testify at trial. Moreover, nothing herein restricts the Settling Defendants from seeking a protective order to maintain confidentiality and protection of proprietary information in respect of documents to be produced and/or for information obtained from discovery in accordance with Section 7.1(1)(c); (e) on any motion brought pursuant to Section 7.1(1)(c), the Ontario Court may make such orders as to costs and other terms as it considers appropriate; (f) to the extent that such an order is granted and discovery is provided to a Non- Settling Defendant, a copy of all discovery provided, whether oral or documentary in nature, shall be provided by the Settling Defendants to the Plaintiffs and Class Counsel within ten (10) days of such discovery being provided to a Non-Settling Defendant; (g) the Ontario Court will retain an ongoing supervisory role over the discovery process and the Settling Defendants will attorn to seek discovery from the jurisdiction of the Ontario Court for these purposes; and (h) a Non-Settling Defendant may effect service of the motion(s) referred to in Section 7.1(1)(c) on a Settling Defendant by service on Counsel for the Settling Defendants. (2) The Parties acknowledge that the bar orders shall be considered a material term of the Settlement Agreement and the failure of any Court to approve the bar orders contemplated herein shall give rise to a right of termination pursuant to Section 6.1 of the Settlement Agreement.

Ontario Bar Order. (1) Class Counsel shall seek bar orders from the Ontario Court providing for the following: (a) to the extent such claims are recognized at law, 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 otherwise, by any Non-Settling Defendant, any named or unnamed co-conspirator that is not a Releasee or any other Person or party against a Releasee, or by a Releasee against any Non-Settling Defendant or any named or unnamed co- conspirator that is not a Releasee or any other Person or party, are barred, prohibited and enjoined in accordance with the terms of this Section (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings); (b) if the Ontario Court ultimately determines that there is a right of contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise, (i) the Ontario Plaintiffs and 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) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (ii) the Ontario Plaintiffs and 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, and shall be entitled 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, only claims for damages (including punitive damages, if any), restitutionary awards, disgorgement of profits, costs, and interest attributable to the aggregate of the several liability of the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that 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 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, to the extent provided by law; and (iii) the Ontario Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the Proceedings, whether or not the Releasees remain in the Proceedings 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 Proceedings and any determination by this Court in respect of the Proportionate Liability of the Releasees shall only apply in the Proceedings and shall not be binding on the Releasees in any other proceeding; and (c) the Settling Defendants Defendant shall retain and reserve all rights to oppose any motion by Non-Settling Defendants to seek discovery from the Settling DefendantsDefendant. (2) The Parties acknowledge that the bar orders shall be considered a material term of the Settlement Agreement and the failure of any Court to approve the bar orders contemplated herein shall give rise to a right of termination pursuant to Section 6.1 of the Settlement Agreement.

Ontario Bar Order. (1) Class Counsel shall seek bar orders from the Ontario Court providing for the following: (a) to the extent such claims are recognized at law, 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 otherwise, by any Non-Settling Defendant, any named or unnamed co-conspirator that is not a Releasee or any other Person or party against a Releasee, or by a Releasee against any Non-Settling Defendant or any named or unnamed co- conspirator that is not a Releasee or any other Person person or party, are barred, prohibited and enjoined in accordance with the terms of this Section (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings); (b) if the Ontario Court ultimately determines that there is a right of contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise, (i) the Ontario Plaintiffs and 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) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (ii) the Ontario Plaintiffs and 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, and shall be entitled 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, only such claims for damages (including punitive damages, if any), restitutionary awardsaward, disgorgement of profits, costs, and interest attributable to the aggregate of the several liability of the Non-Settling Defendants and/or named or unnamed co-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 recover on a joint and several basis as between the Non-Non- Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, to the extent provided by law; and (iii) the Ontario Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the Proceedingsproceedings, whether or not the Releasees remain in the Proceedings proceedings 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 Proceedings proceedings and any determination by this Court in respect of the Proportionate Liability of the Releasees shall only apply in the Proceedings Actions and shall not be binding on the Releasees in any other proceeding; and (c) the Settling Defendants shall retain and reserve all rights to oppose any motion by Non-Settling Defendants to seek discovery from the Settling Defendants. (2) The Parties acknowledge that the bar orders shall be considered a material term of the Settlement Agreement and the failure of any Court to approve the bar orders contemplated herein shall give rise to a right of termination pursuant to Section 6.1 of the Settlement Agreement.

Ontario Bar Order. (1) The Plaintiffs, Class Counsel shall seek and the Settling Defendants agree that the Ontario order approving this Settlement Agreement must include a bar orders order from the Ontario Court providing for the following: (a) to the extent such claims are recognized at law, all claims for contribution, indemnity or other claims over, whether asserted, unasserted or asserted in a representative capacity, inclusive of interest, taxes and costs, relating to the Released Claims, which were or could have been brought in the ProceedingsProceedings or any Other Actions, or otherwise, by any Non-Settling Defendant, any named or unnamed co-conspirator that is not a Releasee Releasee, any Settled Defendant or any other Person or party against a Releasee, or by a Releasee against any Non-Settling Defendant or any named or unnamed co- conspirator that is not a Releasee Releasee, any Settled Defendant, or any other Person or party, are barred, prohibited and enjoined in accordance with the terms of this Section (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings)section; (b) if the Ontario Court ultimately determines that there is a right of claim for contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise,otherwise is a legally recognized claim: (iA) the Ontario Plaintiffs and 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) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (iiB) the Ontario Plaintiffs and 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 includeinclude only, and shall be entitled only seek to recover from the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, only those claims for damages (including punitive damages, if any), restitutionary awardsaward, disgorgement of profits, costsinterest, and interest costs (including investigative costs claimed pursuant to section 36 of the Competition Act) 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, to the extent provided if permitted by law; and (iiiC) the Ontario Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the ProceedingsOntario Proceeding, whether or not the Releasees remain in the Proceedings Ontario 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 Proceedings relevant Proceeding and any determination by this the Ontario Court in respect of the Proportionate Liability of the Releasees shall only apply in the Proceedings relevant Proceeding and shall not be binding on the Releasees in any other proceeding; and (c) the Settling Defendants shall retain and reserve all rights to oppose any motion by Non-Settling Defendants to seek discovery from the Settling Defendants. (2) The Parties acknowledge that the bar orders shall be considered a material term of the Settlement Agreement and the failure of any Court to approve the bar orders contemplated herein shall give rise to a right of termination pursuant to Section 6.1 of the Settlement Agreement.

Ontario Bar Order. (1) Class Counsel shall seek bar orders from the Ontario Court providing for the following: (a) to the extent such claims are recognized at law, 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 otherwise, by any Non-Settling Defendant, any named or unnamed co-alleged co- conspirator that is not a Releasee or any other Person or party against a Releasee, or by a Releasee against any Non-Settling Defendant or any named or unnamed co- alleged co-conspirator that is not a Releasee or any other Person or party, are barred, prohibited and enjoined in accordance with the terms of this Section (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings); (b) if the Ontario Court ultimately determines that there is a right of contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise, (i) the Ontario Plaintiffs and Ontario Settlement Class Members shall not be entitled to claim or recover from the Non-Settling Defendants and/or named or unnamed alleged 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) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (ii) the Ontario Plaintiffs and Ontario Settlement Class Members shall limit their claims against the Non-Settling Defendants and/or named or unnamed alleged co-conspirators and/or any other Person or party that is not a Releasee to include, and shall be entitled to recover from the Non-Settling Defendants and/or named or unnamed alleged co-conspirators and/or any other Person or party that is not a Releasee, only claims for damages (including punitive damages, if any), restitutionary awards, disgorgement of profits, costs, and interest attributable to the aggregate of the several liability of the Non-Settling Defendants and/or named or unnamed alleged 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 recover on a joint and several basis as between the Non-Settling Defendants and/or named or unnamed alleged co-conspirators and/or any other Person or party that is not a Releasee, to the extent provided by law; and (iii) the Ontario Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the Proceedings, whether or not the Releasees remain in the Proceedings 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 Proceedings and any determination by this Court in respect of the Proportionate Liability of the Releasees shall only apply in the Proceedings and shall not be binding on the Releasees in any other proceeding; and (iv) A provision that a Non-Settling Defendant may, on motion to the Ontario Court, determined as if the Settling Defendants remained party to the Ontario Action, and on at least ten (10) days’ notice to Counsel for the Settling Defendants, and not to be brought unless and until the Ontario Action against the Non-Settling Defendants has been certified and all appeals or times to appeal have been exhausted, seek Orders for the following: (A) documentary discovery and an affidavit of documents from the Settling Defendants in accordance with the Rules of Civil Procedure (Ontario); (B) oral discovery of a representative of the Settling Defendants, the transcript of which may be read in at trial; (C) leave to serve a request to admit on the Settling Defendants in respect of factual matters; and/or (D) the production of a representative of the Settling Defendants to testify at trial, with such witness to be subject to cross-examination by counsel for the Non-Settling Defendants. (v) A provision that the Settling Defendants retain all rights to oppose such motion(s) brought pursuant to Section 7.2. Moreover, nothing herein restricts the Settling Defendants from seeking a protective order to maintain confidentiality and protection of proprietary information in respect of information obtained from discovery in accordance with Section 7.2(1)(b)(iv). Notwithstanding any provision in the Ontario order approving this Settlement Agreement, on any motion brought pursuant to Section 7.2, the Ontario Court, as applicable, may make such orders as to costs and other terms as it considers appropriate. (vi) A provision that a Non-Settling Defendant may serve the motion(s) referred to in Section 7.2 on the Settling Defendants by service on counsel for the Settling Defendants in the Ontario Action. (vii) To the extent that such an order is granted pursuant to Section 7.2 and discovery is provided to the Non-Settling Defendants, a copy of all discovery provided, whether oral or documentary in nature, shall be provided by the Settling Defendants to the Plaintiffs and Class Counsel within ten (10) days of such discovery being provided to a Non-Settling Defendant(s). (c) the Settling Defendants shall retain and reserve all rights to oppose any motion by Non-Settling Defendants to seek discovery from the Settling Defendants. (2) The Parties acknowledge that the bar orders shall be considered a material term of the Settlement Agreement and the failure of any Court to approve the bar orders contemplated herein shall give rise to a right of termination pursuant to Section 6.1 5.1 of the Settlement Agreement.

Ontario Bar Order. (1) Class Counsel shall seek bar orders from The Plaintiffs and the Settling Defendants agree that the Ontario Court providing for order approving this Settlement Agreement must include a bar order in respect of the followingOntario Action which includes the following terms: (a) to the extent such claims are recognized at law, A provision that all claims for contribution, indemnity or other claims over, whether asserted, unasserted unasserted, or asserted in a representative capacity, inclusive of interest, taxes and costs, costs relating to the Released Claims, which were or could have been brought in the ProceedingsProceedings or otherwise, or otherwisecould in the future be brought on the basis of the same events, actions and omissions underlying the Proceedings, by any Non-Settling DefendantDefendants, any named or unnamed alleged co-conspirator that is not a Releasee Releasee, any Settled Defendant, or any other Person or party against a Releasee, or by a Releasee against any Non-Settling Defendant or Defendants, any named or unnamed co- alleged co-conspirator that is not a Releasee Releasee, any Settled Defendant, or any other Person or party, are barred, prohibited and enjoined in accordance with the terms of this Section subsection (unless such claim is made in respect of a claim by a Person who has validly opted opted-out of the Proceedings); (b) A provision that if the Ontario Court ultimately determines that there is a right of contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise,: (i) the Ontario Plaintiffs Plaintiff and the Ontario Settlement Class Members shall not be entitled to claim or recover from the Non-Settling Defendants and/or named or unnamed alleged 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) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise;the (ii) the Ontario Plaintiffs Plaintiff and the Ontario Settlement Class Members shall limit their claims against the Non-Settling Defendants and/or and/or, named or unnamed alleged co-conspirators and/or and/or, any other Person or party that is not a Releasee Releasee, to include, and shall be entitled to recover from the Non-Settling Defendants and/or and/or, named or unnamed alleged co-conspirators and/or and/or, any other Person or party that is not a Releasee, only such claims for damages (including punitive damages, if any), restitutionary awardsaward, disgorgement of profits, costs, interest and interest costs (including investigation costs claimed pursuant to section 36 of the Competition Act) attributable to the aggregate of the several liability of the Non-Settling Defendants and/or and/or, named or unnamed alleged co-conspirators and/or and/or, any other Person or party that is not a Releasee Releasee, to the Ontario Plaintiffs Plaintiff and the Ontario Settlement Class MembersClass, if any, and, for greater certainty, the Ontario Settlement Class Members shall be entitled to claim seek to recover such damages (including punitive damages, if any), restitutionary award, disgorgement of profits, interest and recover costs (including investigation costs claimed pursuant to section 36 of the Competition Act) on a joint and several basis as between the Non-Settling Defendants and/or and/or, named or unnamed alleged co-conspirators and/or and/or, any other Person or party that is not a Releasee, to the extent provided if permitted by law; and (iii) the Ontario Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the ProceedingsOntario Action, whether or not the Releasees Settling Defendants remain in the Proceedings 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 Proceedings Ontario Action, and any determination by this the Court in respect of the Proportionate Liability of the Releasees shall only apply in the Proceedings Ontario Action and shall not be binding on the Releasees in any other proceeding; and. (c) A provision that nothing in the Settling Defendants Ontario order approving this Settlement Agreement, as applicable, shall retain and reserve all rights to oppose limit, restrict or affect any motion by 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 investigation costs claimed pursuant to section 36 of the Competition Act) or judgment against them in favour of members of the Ontario Settlement Class in the Ontario Action, or the rights of Ontario Plaintiff and Ontario Settlement Class Members to oppose or resist any such arguments, except as provided for in this section 8.1; (d) A provision that a Non-Settling Defendant may, on motion to the Ontario Court and on at least ten (10) days’ notice to Counsel for the Settling Defendants, and not to be brought until the Ontario Action against the Non-Settling Defendants has been certified as a class proceeding (but not including any certification for settlement purposes), seek Orders for the following, which order shall be determined as if the Settling Defendants remained a party to the Ontario Action: (i) documentary discovery and an affidavit of documents from the Settling Defendants in accordance with the relevant rules of civil procedure; (ii) oral discovery of a representative of the Settling Defendants, the transcript of which may be read in at trial; (iii) leave to serve a request to admit on the Settling Defendants in respect of factual matters; and/or (iv) the production of a representative of the Settling Defendants to testify at trial, with such witness to be subject to cross-examination by counsel for the Non-Settling Defendants. (e) A provision that the Settling Defendants retain all rights to oppose such motion(s) brought pursuant to subsection 8.1(1)(d). 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 subsection 8.1(1)(d). Notwithstanding any provision in the Ontario order approving this Settlement Agreement, on any motion brought pursuant to subsection 8.1(1)(d), the Ontario Court may make such orders as to costs and other terms as it considers appropriate. (f) A provision that a Non-Settling Defendant may serve the motion(s) referred to in subsection 8.1(1)(d) on the Settling Defendants by service on Counsel for the Settling Defendants in the relevant Proceeding. (2) The Parties acknowledge To the extent that such an order is granted pursuant to subsection 8.1(1)(d) and discovery is provided to the bar orders Non-Settling Defendants, a copy of all discovery provided, whether oral or documentary in nature, shall be considered a material term provided by the Settling Defendants to the Plaintiffs and Class Counsel within ten (10) days of the Settlement Agreement and the failure of any Court to approve the bar orders contemplated herein shall give rise such discovery being provided to a right of termination pursuant to Section 6.1 of the Settlement AgreementNon-Settling Defendant(s).

Ontario Bar Order. (1) Class Counsel shall seek bar orders from the Ontario Court providing for the following: (a) to the extent such claims are recognized at law, 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 otherwise, by any Non-Settling Defendant, any named or unnamed co-conspirator that is not a Releasee or any other Person or party against a Releasee, or by a Releasee against any Non-Settling Defendant or any named or unnamed co- conspirator that is not a Releasee or any other Person or party, are barred, prohibited and enjoined in accordance with the terms of this Section (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings); (b) if the Ontario Court ultimately determines that there is a right of contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise, (i) the Ontario Plaintiffs and 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) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (ii) the Ontario Plaintiffs and 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, and shall be entitled 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, only claims for damages (including punitive damages, if any), restitutionary awards, disgorgement of profits, costs, and interest attributable to the aggregate of the several liability of the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that 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 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, to the extent provided by law; and (iii) the Ontario Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the Proceedings, whether or not the Releasees remain in the Proceedings 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 Proceedings and any determination by this Court in respect of the Proportionate Liability of the Releasees shall only apply in the Proceedings and shall not be binding on the Releasees in any other proceeding; and (iv) A provision that a Non-Settling Defendant may, on motion to the Ontario Court, determined as if the Settling Defendant remained party to the Ontario Proceeding, and on at least ten (10) days’ notice to Counsel for the Settling Defendant, and not to be brought unless and until the Ontario Proceeding against the Non-Settling Defendants has been certified and all appeals or times to appeal have been exhausted, seek Orders for the following: (A) documentary discovery and an affidavit of documents from the Settling Defendant in accordance with the Rules of Civil Procedure (Ontario); (B) oral discovery of a representative of the Settling Defendant, the transcript of which may be read in at trial; (C) leave to serve a request to admit on the Settling Defendant in respect of factual matters; and/or (D) the production of a representative of the Settling Defendant to testify at trial, with such witness to be subject to cross-examination by counsel for the Non-Settling Defendants. (v) A provision that the Settling Defendant retains all rights to oppose such motion(s) brought pursuant to Section 8.2. Moreover, nothing herein restricts the Settling Defendant from seeking a protective order to maintain confidentiality and protection of proprietary information in respect of information obtained from discovery in accordance with Section 8.1(a)(iii). Notwithstanding any provision in the Ontario order approving this Settlement Agreement, on any motion brought pursuant to Section 8.2, the Ontario Court, as applicable, may make such orders as to costs and other terms as it considers appropriate. (vi) A provision that a Non-Settling Defendant may serve the motion(s) referred to in Section 8.2 on the Settling Defendant by service on counsel for the Settling Defendant in the Ontario Proceeding. (vii) To the extent that such an order is granted pursuant to Section 8.2 and discovery is provided to the Non-Settling Defendants, a copy of all discovery provided, whether oral or documentary in nature, shall be provided by the Settling Defendant to the Plaintiffs and Class Counsel within ten (10) days of such discovery being provided to a Non-Settling Defendant(s). (c) the Settling Defendants Defendant shall retain and reserve all rights to oppose any motion by Non-Settling Defendants to seek discovery from the Settling Releasees who are named as Defendants. (2) The Parties acknowledge that the bar orders shall be considered a material term of the Settlement Agreement and the failure of any Court to approve the bar orders contemplated herein shall give rise to a right of termination pursuant to Section 6.1 of the Settlement Agreement.

Ontario Bar Order. (1) The Plaintiffs, Class Counsel shall seek and the Settling Defendants agree that the Ontario order approving this Settlement Agreement must include a bar orders order from the Ontario Court providing for the following: (a) to the extent such claims are recognized at law, all claims for contribution, indemnity or other claims over, whether asserted, unasserted or asserted in a representative capacity, inclusive of interest, taxes and costs, relating to the Released Claims, which were or could have been brought in the ProceedingsProceedings or any Other Actions, or otherwise, or could in the future be brought on the basis of the same events, actions and omissions underlying the Proceedings, by any Non-Settling Defendant, any named or unnamed co-co- conspirator that is not a Releasee Releasee, any Settled Defendant or any other Person or party against a Releasee, or by a Releasee against any Non-Settling Defendant or Defendant, any named or unnamed co- co-conspirator that is not a Releasee Releasee, any Settled Defendant, or any other Person or party, are barred, prohibited and enjoined in accordance with the terms of this Section (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings)Section; (b) if If the Ontario Court ultimately determines that there is a right of claim for contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise,otherwise is a legally recognized claim: (i) the Ontario Plaintiffs Plaintiff and 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) that corresponds to the Proportionate Liability of the Releasees Settling Defendants proven at trial or otherwise; (ii) the Ontario Plaintiffs Plaintiff and 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 includeinclude only, and shall be entitled only seek to recover from the Non-Non- Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, only those claims for damages (including punitive damages, if any), restitutionary awardsaward, disgorgement of profits, costsand interest, and interest costs (including investigative costs claims pursuant to section 36 of the Competition Act) 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 Plaintiff 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-co- conspirators and/or any other Person or party that is not a Releasee, to the extent provided if permitted by law; and (iii) the Ontario Court shall have full authority to determine the Proportionate Liability of the Releasees Settling Defendants at the trial or other disposition of the ProceedingsOntario Proceeding, whether or not the Releasees remain Settling Defendants remains in the Proceedings Ontario Proceeding or appear appears at the trial or other disposition, and the Proportionate Liability of the Releasees Settling Defendants shall be determined as if the Releasees Settling Defendants are parties party to the Proceedings Ontario Proceeding and any determination by this the Ontario Court in respect of the Proportionate Liability of the Releasees Settling Defendants shall only apply in the Proceedings Ontario Proceeding and shall not be binding on the Releasees Settling Defendants in any other proceeding; and; (c) a Non-Settling Defendant may, on application to the Ontario Court, determined as if the Settling Defendants shall remained a party to the Ontario Proceeding, and on at least thirty (30) days’ notice to Counsel for the Settling Defendants, and not to be brought until after all appeals or times to appeal certification have been exhausted, seek orders for the following: (i) documentary discovery and an affidavit of documents from the Settling Defendants in accordance with the Ontario Rules of Civil Procedure; (ii) oral discovery of a representative of the Settling Defendants, the transcript of which may be read in at trial; (iii) leave to serve a request to admit on the Settling Defendants in respect of factual matters; and/or (iv) the production of a representative of the Settling Defendants to testify at trial, with such witness to be subject to cross-examination by counsel for the Non-Settling Defendants. (d) the Settling Defendants retain and reserve all rights to oppose any motion application brought pursuant to Section 6.1(1)(c), including any such application brought at trial seeking an order requiring the Settling Defendants to produce a representative to testify at trial. 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 Section 6.1(1)(c); (e) on any application brought pursuant to Section 6.1(1)(c), the Ontario Court may make such orders as to costs and other terms as it considers appropriate; (f) to the extent that such an order is granted and discovery is provided to a Non- Settling Defendant, a copy of all discovery provided, whether oral or documentary in nature, shall be provided by the Settling Defendants to Class Counsel within ten (10) days of such discovery being provided to a Non-Settling Defendant, excluding copies of any Documents or information already provided by the Settling Defendants to seek Class Counsel; (g) the Ontario Court will retain an ongoing supervisory role over the discovery from process and the Settling Defendants will attorn to the jurisdiction of the Ontario Court for this purpose; and (h) a Non-Settling Defendant may effect service of the application(s) referred to in Section 6.1(1)(c) on the Settling Defendants by service on Counsel for the Settling Defendants. (2) The Parties acknowledge that the bar orders shall be considered a material term of the Settlement Agreement and the failure of any Court to approve the bar orders contemplated herein shall give rise to a right of termination pursuant to Section 6.1 of the Settlement Agreement.

Ontario Bar Order. (1) The Plaintiffs, Class Counsel shall seek and the Settling Defendant agree that the Ontario order approving this Settlement Agreement must include a bar orders order from the Ontario Court providing for the following: (a) to the extent such claims are recognized at law, all claims for contribution, indemnity or other claims over, whether asserted, unasserted or asserted in a representative capacity, inclusive of interest, taxes and costs, relating to the Released Claims, which were or could have been brought in the ProceedingsProceedings or any Other Actions, or otherwise, or could in the future be brought on the basis of the same events, actions and omissions underlying the Proceedings, by any Non-Settling Defendant, any named or unnamed co-co- conspirator that is not a Releasee Releasee, any Settled Defendant or any other Person or party against a Releasee, or by a Releasee against any Non-Settling Defendant or Defendant, any named or unnamed co- co-conspirator that is not a Releasee Releasee, any Settled Defendant, or any other Person or party, are barred, prohibited and enjoined in accordance with the terms of this Section (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings)Section; (b) if If the Ontario Court ultimately determines that there is a right of claim for contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise,otherwise is a legally recognized claim: (i) the Ontario Plaintiffs Plaintiff and 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) that corresponds to the Proportionate Liability of the Releasees Settling Defendant proven at trial or otherwise; (ii) the Ontario Plaintiffs Plaintiff and 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 includeinclude only, and shall be entitled only seek to recover from the Non-Non- Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, only those claims for damages (including punitive damages, if any), restitutionary awardsaward, disgorgement of profits, costsand interest, and interest costs (including investigative costs claims pursuant to section 36 of the Competition Act) 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 Plaintiff 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-co- conspirators and/or any other Person or party that is not a Releasee, to the extent provided if permitted by law; and (iii) the Ontario Court shall have full authority to determine the Proportionate Liability of the Releasees Settling Defendant at the trial or other disposition of the ProceedingsOntario Proceeding, whether or not the Releasees remain Settling Defendant remains in the Proceedings Ontario Proceeding or appear appears at the trial or other disposition, and the Proportionate Liability of the Releasees Settling Defendant shall be determined as if the Releasees are parties Settling Defendant is party to the Proceedings Ontario Proceeding and any determination by this the Ontario Court in respect of the Proportionate Liability of the Releasees Settling Defendant shall only apply in the Proceedings Ontario Proceeding and shall not be binding on the Releasees Settling Defendant in any other proceeding; and; (c) a Non-Settling Defendant may, on application to the Ontario Court, determined as if the Settling Defendants shall retain Defendant remained a party to the Ontario Proceeding, and reserve on at least thirty (30) days’ notice to Counsel for the Settling Defendant, and not to be brought until after all appeals or times to appeal certification have been exhausted, seek orders for the following: (i) documentary discovery and an affidavit of documents from the Settling Defendant in accordance with the Ontario Rules of Civil Procedure; (ii) oral discovery of a representative of the Settling Defendant, the transcript of which may be read in at trial; (iii) leave to serve a request to admit on the Settling Defendant in respect of factual matters; and/or (iv) the production of a representative of the Settling Defendant to testify at trial, with such witness to be subject to cross-examination by counsel for the Non-Settling Defendants. (d) the Settling Defendant retains all rights to oppose any motion application brought pursuant to Section 6.1(1)(c), including any such application brought at trial seeking an order requiring the Settling Defendant to produce a representative to testify at trial. Moreover, nothing herein restricts the Settling Defendant 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 Section 6.1(1)(c); (e) on any application brought pursuant to Section 6.1(1)(c), the Ontario Court may make such orders as to costs and other terms as it considers appropriate; (f) to the extent that such an order is granted and discovery is provided to a Non- Settling Defendant, a copy of all discovery provided, whether oral or documentary in nature, shall be provided by the Settling Defendant to Class Counsel within ten (10) days of such discovery being provided to a Non-Settling Defendants to seek discovery from Defendant, excluding copies of any Documents or information already provided by the Settling Defendants.Defendant to Class Counsel; (2g) The Parties acknowledge that the bar orders shall be considered a material term Ontario Court will retain an ongoing supervisory role over the discovery process and the Settling Defendant will attorn to the jurisdiction of the Settlement Agreement and the failure of any Ontario Court to approve the bar orders contemplated herein shall give rise to for this purpose; and (h) a right of termination pursuant to Section 6.1 Non-Settling Defendant may effect service of the Settlement Agreementapplication(s) referred to in Section 6.1(1)(c) on the Settling Defendant by service on Counsel for the Settling Defendant.

Ontario Bar Order. (1a) Class Counsel The Plaintiffs in the Ontario Action shall seek a bar orders order from the Ontario Court providing for the following: (ai) to the extent such claims are recognized at law, all claims for contribution, contribution and indemnity or other claims over, whether asserted, asserted or unasserted or asserted in a representative capacity, inclusive of interest, taxes and costs, relating to the in respect of any Released Claims, which were or could have been brought in the Proceedings, or otherwise, by any Non-Settling Defendant, any named or unnamed co-conspirator that is not a Releasee or any other Person or party against a Releasee, or by a Releasee against any Non-Settling Defendant or any named other Person against a Released Party, or unnamed co- conspirator that is not by a Releasee Released Party against any Non- Settling Defendant or any other Person or partyPerson, are barred, prohibited and enjoined in accordance with enjoined. If contrary to the terms of this Section (unless such Ontario Approval Order a foreign court permits a Releasing Party to bring a claim is made in respect of a Released Claim against a Non-Settling Defendant, another Defendant or a Released Party in a jurisdiction outside of Ontario (the “Foreign Claim”) then that Non-Settling Defendant, other Defendant or Released Party will not be prohibited by the Approval Order from bringing a claim by for contribution, indemnity or other claims over against a Person who has validly opted out Released Party or other Person, including a Non-Settling Defendant or other Defendant, in respect of the Proceedings)Foreign Claim, to the extent such a claim exists under the applicable law; (bii) if that if, in the Ontario Court ultimately determines that there is absence of Section 5.1(a)(i) above, a Person or Persons would have the right of to make claims for contribution and indemnity or other claim claims over, whether in equity or in law, by statute or otherwise,, from or against the Released Parties, in any Canadian or foreign jurisdiction: (iA) the Ontario Releasing Party or Releasing Parties (including without limitation the Plaintiffs and Ontario the Settlement Class Members Members) are prohibited and barred from bringing or pursuing the claim that gives rise to the claim for contribution, indemnity, or other claim over against any one or more of the Released Parties; (B) for greater certainty, the Releasing Parties shall not be entitled to claim or recover from the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other that Person or party that is not a Releasee Persons 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 s. 36 of the Competition Act) awarded in respect of any claim(s) on which judgment is entered that corresponds to the Proportionate Liability of the Releasees Released Parties proven at trial or otherwise; (iiC) for greater certainty, the Ontario Plaintiffs and Ontario the 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 includeto, and shall be entitled 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 ReleaseeDefendants, only those claims for damages (including punitive damages, if any), restitutionary awards, disgorgement of profits, costs, costs and interest attributable to the aggregate of the several liability of the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee Defendants’ several liability to the Ontario Plaintiffs and Ontario the Settlement Class Members, if any, and, for greater certainty, the Ontario Settlement Class Members shall be entitled to claim and 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, to the extent provided by law; and (iiiD) the Ontario Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the ProceedingsOntario Action, whether or not the Releasees Released Parties remain in the Proceedings Ontario Action or appear at the trial or other disposition, and the Proportionate Liability of the Releasees shall be determined as if the Releasees Released Parties are parties to the Proceedings Ontario Action for that purpose and any determination such finding by this the Ontario Court in respect of the Proportionate Liability of the Releasees shall only apply in the Proceedings Ontario Action and shall not be binding on upon the Releasees Released Parties in any other proceeding; andproceedings; (ciii) that if, in the Settling Defendants shall retain and reserve all rights to oppose any motion by absence of Section 5.1(a)(i) above, the Non-Settling Defendants would not have the right to make claims for contribution and indemnity or other claims over, whether in equity or in law, by statute or otherwise, from or against the Released Parties, then nothing in the Approval Order is intended to or shall limit, restrict or affect any arguments which the Non-Settling Defendants may make regarding the reduction of any judgment against them in the Ontario Action; (iv) a Non-Settling Defendant may, upon motion on at least ten (10) days’ notice to counsel for British Airways, seek discovery an order from the Ontario Court for the following: (A) documentary discovery and an affidavit of documents in accordance with the Ontario Rules of Civil Procedure from British Airways; (B) oral discovery of a representative of British Airways, the transcript of which may be read in at trial; (C) leave to serve a request to admit on British Airways in respect of factual matters; and/or (D) the production of a representative of British Airways to testify at trial, with such witness to be subject to cross-examination by counsel for the Non- Settling Defendants. (2v) The Parties acknowledge that the bar orders shall be considered a material term of the Settlement Agreement and the failure of British Airways retains all rights to oppose such motion(s); (vi) on any Court to approve the bar orders contemplated herein shall give rise to a right of termination motion brought pursuant to Section 6.1 5.1(a)(iv), the Ontario Court may make such Orders as to costs and other terms as it considers appropriate; (vii) to the extent that an order is granted pursuant to Section 5.1(a)(iv) and discovery is provided to a Non-Settling Defendant, a copy of all discovery provided, whether oral or documentary in nature, shall be provided by British Airways to the Plaintiffs and Class Counsel within ten (10) days of such discovery being provided to a Non- Settling Defendant; (viii) the Ontario Court will retain an ongoing supervisory role over the discovery process and British Airways will attorn to the jurisdiction of the Settlement AgreementOntario Court for these purposes; and (ix) a Non-Settling Defendant may effect service of the motion(s) referred to in Section 5.1(a)(iv) on British Airways by service on Counsel for British Airways.

Ontario Bar Order. (1) Class Counsel shall seek obtain a bar orders order from the Ontario Court providing for the following: (a) to the extent such claims are recognized at law, 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 otherwise, by any Non-Settling Defendant, any named or unnamed co-conspirator that is not a Releasee Defendant or any other Person or party against a Releasee, or by a Releasee against any Non-Settling Defendant or any named or unnamed co- conspirator that is not a Releasee or any other Person or partyDefendant, are barred, prohibited and enjoined in accordance with the terms of this Section (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings); (b) if the Ontario Court ultimately determines that there is a right of contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise,: (i) the Ontario Plaintiffs Plaintiff and Ontario Settlement Class Members shall not be entitled to claim or recover from the Non-Settling Defendants and/or named or unnamed co-conspirators Defendant 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) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (ii) the Ontario Plaintiffs Plaintiff and Ontario Settlement Class Members shall limit their claims against the Non-Settling Defendants and/or named or unnamed co-conspirators Defendant and/or any other Person or party that is not a Releasee to include, and shall be entitled to recover from the Non-Settling Defendants and/or named or unnamed co-conspirators Defendant and/or any other Person or party that is not a Releasee, only such claims for damages (including punitive damages, if any), restitutionary awardsaward, disgorgement of profits, costs, and interest attributable to the aggregate of the several liability of the Non-Settling Defendants and/or named or unnamed co-conspirators Defendant and/or any other Person or party that is not a Releasee to the Ontario Plaintiffs Plaintiff and Ontario Settlement Class Members, if any, and, for greater certainty, the Ontario Settlement Class Members shall be entitled to claim and recover on a joint and several basis as between the Non-Non- Settling Defendants and/or named or unnamed co-conspirators Defendant and/or any other Person or party that is not a Releasee, to the extent provided by law; and (iii) the Ontario Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the ProceedingsProceeding, whether or not the Releasees remain in the Proceedings 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 Proceedings and any determination by this Court in respect of the Proportionate Liability of the Releasees shall only apply in the Proceedings and shall not be binding on the Releasees in any other proceeding; andProceeding; (c) after the Proceeding against the Non-Settling Defendant has been certified and all appeals or times to appeal have been exhausted, and on at least twenty (20) days’ notice to Counsel for the Settling Defendants Defendant, the Non-Settling Defendant may, on a motion to the Court, seek an Order for the following, which order shall retain be determined as if the Settling Defendant remained a party to the Proceedings: (i) documentary discovery and reserve an affidavit of documents from the Settling Defendant in accordance with that Court’s rules of procedure; (ii) oral discovery of a representative of the Settling Defendant, which transcripts may be read in at trial; (iii) leave to serve a request to admit on the Settling Defendant in respect of factual matters; and/or (iv) the production of a representative of the Settling Defendant to testify at trial, with such witness to be subject to cross-examination by counsel for the Non-Settling Defendant. (d) the Settling Defendant retains all rights to oppose any motion brought pursuant to Section 8.1(1)(c), including any such motion brought at trial seeking an order requiring the Settling Defendant to produce a representative to testify at trial. Moreover, nothing herein restricts the Settling Defendant 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 Section 8.1(1)(c); (e) on any motion brought pursuant to Section 8.1(1)(c), the Court may make such orders as to costs and other terms as it considers appropriate; (f) to the extent that such an order is granted and discovery is provided to the Non- Settling Defendant, a copy of all discovery provided, whether oral or documentary in nature, shall be provided by the Settling Defendant to the Plaintiff and Class Counsel within ten (10) days of such discovery being provided to the Non-Settling Defendants to seek Defendant; (g) the Court will retain an ongoing supervisory role over the discovery from process and the Settling Defendants.Defendant will attorn to the jurisdiction of the Court for these purposes; and (2h) The Parties acknowledge that the bar orders shall be considered a material term Non-Settling Defendant may effect service of the Settlement Agreement and motion(s) referred to in Section 8.1(1)(c) on the failure of any Court to approve Settling Defendant by service on Counsel for the bar orders contemplated herein shall give rise to a right of termination pursuant to Section 6.1 of the Settlement AgreementSettling Defendant.

Ontario Bar Order. ‌ (1) Class Counsel shall seek bar orders from the Ontario Court providing for the following: (a) to the extent such claims are recognized at law, 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 otherwise, by any Non-Settling Defendant, any named or unnamed co-conspirator that is not a Releasee or any other Person or party against a Releasee, or by a Releasee against any Non-Settling Defendant or any named or unnamed co- conspirator that is not a Releasee or any other Person or party, are barred, prohibited and enjoined in accordance with the terms of this Section (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings); (b) if the Ontario Court ultimately determines that there is a right of contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise, (i) the Ontario Plaintiffs and 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) that corresponds to the Proportionate Liability of the Releasees proven at trial or otherwise; (ii) the Ontario Plaintiffs and 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, and shall be entitled 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, only claims for damages (including punitive damages, if any), restitutionary awards, disgorgement of profits, costs, and interest attributable to the aggregate of the several liability of the Non-Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that 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 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, to the extent provided by law; and (iii) the Ontario Court shall have full authority to determine the Proportionate Liability of the Releasees at the trial or other disposition of the Proceedings, whether or not the Releasees remain in the Proceedings 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 Proceedings and any determination by this Court in respect of the Proportionate Liability of the Releasees shall only apply in the Proceedings Actions and shall not be binding on the Releasees in any other proceeding; and (c) the Settling Defendants shall retain and reserve all rights to oppose any motion by Non-Settling Defendants to seek discovery from the Settling Defendants. (2) The Parties acknowledge that the bar orders shall be considered a material term of the Settlement Agreement and the failure of any Court to approve the bar orders contemplated herein shall give rise to a right of termination pursuant to Section 6.1 of the Settlement Agreement.

Ontario Bar Order. (1) The Plaintiffs, Class Counsel shall seek and the Settling Defendant agree that the Ontario order approving this Settlement Agreement must include a bar orders order from the Ontario Court providing for the following: (a) to the extent such claims are recognized at law, all claims for contribution, indemnity or other claims over, whether asserted, unasserted or asserted in a representative capacity, inclusive of interest, taxes and costs, relating to the Released Claims, which were or could have been brought in the ProceedingsProceedings or any Other Actions, or otherwise, or could in the future be brought on the basis of the same events, actions and omissions underlying the Proceedings, by any Non-Settling Defendant, any named or unnamed co-co- conspirator that is not a Releasee Releasee, any Settled Defendant or any other Person or party against a Releasee, or by a Releasee against any Non-Settling Defendant or Defendant, any named or unnamed co- co-conspirator that is not a Releasee Releasee, any Settled Defendant, or any other Person or party, are barred, prohibited and enjoined in accordance with the terms of this Section (unless such claim is made in respect of a claim by a Person who has validly opted out of the Proceedings)Section; (b) if If the Ontario Court ultimately determines that there is a right of claim for contribution and indemnity or other claim over, whether in equity or in law, by statute or otherwise,otherwise is a legally recognized claim: (i) the Ontario Plaintiffs Plaintiff and 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) that corresponds to the Proportionate Liability of the Releasees Settling Defendant proven at trial or otherwise; (ii) the Ontario Plaintiffs Plaintiff and 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 includeinclude only, and shall be entitled only seek to recover from the Non-Non- Settling Defendants and/or named or unnamed co-conspirators and/or any other Person or party that is not a Releasee, only those claims for damages (including punitive damages, if any), restitutionary awardsaward, disgorgement of profits, costsand interest, and interest costs (including investigative costs claims pursuant to section 36 of the Competition Act) 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 Plaintiff 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-co- conspirators and/or any other Person or party that is not a Releasee, to the extent provided if permitted by law; and (iii) the Ontario Court shall have full authority to determine the Proportionate Liability of the Releasees Settling Defendant at the trial or other disposition of the ProceedingsOntario Proceeding, whether or not the Releasees remain Settling Defendant remains in the Proceedings Ontario Proceeding or appear appears at the trial or other disposition, and the Proportionate Liability of the Releasees Settling Defendant shall be determined as if the Releasees are parties Settling Defendant is party to the Proceedings Ontario Proceeding and any determination by this the Ontario Court in respect of the Proportionate Liability of the Releasees Settling Defendant shall only apply in the Proceedings Ontario Proceeding and shall not be binding on the Releasees Settling Defendant in any other proceeding; and; (c) a Non-Settling Defendant may, on application to the Ontario Court, determined as if the Settling Defendants shall retain Defendant remained a party to the Ontario Proceeding, and reserve on at least thirty (30) days’ notice to Counsel for the Settling Defendant, and not to be brought until after all appeals or times to appeal certification have been exhausted, seek orders for the following: (i) documentary discovery and an affidavit of documents from the Settling Defendant in accordance with the Ontario Rules of Civil Procedure; (ii) oral discovery of a representative of the Settling Defendant, the transcript of which may be read in at trial; (iii) leave to serve a request to admit on the Settling Defendant in respect of factual matters; and/or (iv) the production of a representative of the Settling Defendant to testify at trial, with such witness to be subject to cross-examination by counsel for the Non-Settling Defendants. (d) the Settling Defendant retains all rights to oppose any motion application brought pursuant to Section 7.1(1)(c), including any such application brought at trial seeking an order requiring the Settling Defendant to produce a representative to testify at trial. Moreover, nothing herein restricts the Settling Defendant 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 Section 7.1(1)(c); (e) on any application brought pursuant to Section 7.1(1)(c), the Ontario Court may make such orders as to costs and other terms as it considers appropriate; (f) to the extent that such an order is granted and discovery is provided to a Non- Settling Defendant, a copy of all discovery provided, whether oral or documentary in nature, shall be provided by the Settling Defendant to Class Counsel within ten (10) days of such discovery being provided to a Non-Settling Defendants to seek discovery from Defendant, excluding copies of any Documents or information already provided by the Settling Defendants.Defendant to Class Counsel; (2g) The Parties acknowledge that the bar orders shall be considered a material term Ontario Court will retain an ongoing supervisory role over the discovery process and the Settling Defendant will attorn to the jurisdiction of the Settlement Agreement and the failure of any Ontario Court to approve the bar orders contemplated herein shall give rise to for this purpose; and (h) a right of termination pursuant to Section 6.1 Non-Settling Defendant may effect service of the Settlement Agreementapplication(s) referred to in Section 7.1(1)(c) on the Settling Defendant by service on Counsel for the Settling Defendant.