REVIEW AND APPROVAL BY INDEPENDENT FIDUCIARY. PRELIMINARY SETTLEMENT APPROVAL, AND NOTICE TO THE CLASS 2.1. Independent Fiduciary The Independent Fiduciary retained by Defendants behalf of the Plan, shall have the following responsibilities, including whether to approve and authorize the settlement of Released Claims on behalf of the Plan. The Independent Fiduciary shall comply with all relevant conditions set forth in Prohibited Transaction Class Exemption 2003 39, “Release of Claims and Extensions of Credit in Connection with Litigation,” issued December 31, 2003, by the United States Department of Labor, 68 Fed. Reg. 75,632, as amended (“PTE 2003 39”), in making its determination. r The Independent Fiduciary shall notify Defendants directly of its determination, in witing (with copies to Class Counsel and Defense Counsel), which notification shall be delivered no later than thirty (30) calendar days before the Fairness Hearing. All fees and expenses associated with the Independent Fiduciary’s determination and performance of its other obligations in connection with the Settlement up to $25,000 will constitute Administrative Expenses to be deducted from the Gross Settlement Amount. Defendants, Defense Counsel, and Class Counsel shall respond to reasonable requests by the Independent Fiduciary for information so that the Independent Fiduciary can review and evaluate the Settlement Agreement. If Defendants conclude that the Independent Fiduciary’s determination does not comply with PTE 2003 39 or is otherwise deficient, Defendants shall so inform the Independent Fiduciary within twenty (2 ) calendar days of receipt of the determination A copy of the Independent Fiduciary determination letter and report shall be provided to Class Counsel who may file it with the Court in support of Final approval of the Settlement.
Appears in 1 contract
Samples: Class Action Settlement Agreement
REVIEW AND APPROVAL BY INDEPENDENT FIDUCIARY. PRELIMINARY SETTLEMENT APPROVAL, AND NOTICE TO THE CLASS
2.1. Independent Fiduciary 3.1 The Independent Fiduciary shall be retained by Defendants SEI, on behalf of the Plan, shall have the following responsibilities, including to determine whether to approve and authorize the settlement of Released Claims on behalf of the Plan. .
3.1.1 The Independent Fiduciary shall comply with all relevant conditions set forth in Prohibited Transaction Class Exemption 2003 2003-39, “Release of Claims and Extensions of Credit in Connection with Litigation,” issued December 31, 2003, by the United States Department of Labor, 68 Fed. Reg. 75,632, as amended (“PTE 2003 2003-39”), in making its determination. r determination for the purpose of Defendants’ reliance on PTE 2003-39.
3.1.2 The Independent Fiduciary shall notify Defendants SEI directly of its determination, determination in witing writing (with copies to Class Counsel and Defense Counsel)) and in accordance with PTE 2003-39, which notification shall be delivered no later than thirty (30) calendar days before the Fairness Hearing. .
3.1.3 All fees and expenses associated with the Independent Fiduciary’s determination retention, determination, and performance of its other obligations in connection with the Settlement up to $25,000 will constitute Administrative Expenses to be deducted and paid from the Gross Settlement Amount. Defendants.
3.1.4 SEI, Defense Counsel, and Class Counsel shall respond to reasonable requests by provide the Independent Fiduciary for with sufficient information so that the Independent Fiduciary can review and evaluate the Settlement Agreement.
3.2 On or before July 26, 2019, the Class Representative, through Class Counsel, shall file with the Court a motion seeking preliminary approval of this Settlement Agreement and class certification for settlement purposes only, and for entry of the Preliminary Approval Order in substantially the form attached hereto as Exhibit 4. If Defendants conclude The Preliminary Approval Order to be presented to the Court, as to the Action, shall, among other things:
3.2.1 Grant the motion to certify the class for settlement purposes only under Rule 23(b)(1) of the Federal Rules of Civil Procedure;
3.2.2 Approve the text of the Settlement Notices for mailing to Class Members and the Former Participant Claim Form for mailing to Former Participants;
3.2.3 Order the Settlement Administrator to mail by first class mail a Settlement Notice to each Class Member identified by the Settlement Administrator and a Former Participant Claim Form to each Former Participant identified by the Settlement Administrator based upon the data provided by the Plan’s recordkeeper;
3.2.4 Hold that mailing the Settlement Notices constitutes the best notice practicable under the circumstances, provides due and sufficient notice of the Fairness Hearing and of the rights of all Class Members, and complies fully with the requirements of Fed. R. Civ. P. 23, the Constitution of the United States, and any other applicable law;
3.2.5 Preliminarily enjoin each Class Member and their respective heirs, beneficiaries, executors, administrators, estates, past and present partners, officers, directors, agents, attorneys, predecessors, successors, and assigns, from suing Defendants, the Plan, or the Released Parties in any action or proceeding alleging any of the Released Claims, even if any Class Member may thereafter discover facts in addition
3.2.6 Provide that, pending final determination of whether the Settlement Agreement should be approved, no Class Member may directly, through representatives, or in any other capacity, commence any action or proceeding in any court or tribunal asserting any of the Released Claims against the Defendants, the Released Parties, or the Plan;
3.2.7 Set the Fairness Hearing for no sooner than one hundred thirty (130) calendar days after the date of the Preliminary Approval Order, in order to determine whether (i) the Court should approve the Settlement as fair, reasonable, and adequate, (ii) the Court should enter the Final Approval Order, and (iii) the Court should approve the requested Attorneys’ Fees and Costs, Administrative Expenses, and Class Representative’s Compensation;
3.2.8 Provide that any objections to any aspect of the Settlement Agreement shall be heard, and any papers submitted in support of said objections shall be considered, by the Court at the Fairness Hearing if they have been filed validly with the Clerk of the Court and copies provided to Class Counsel and Defense Counsel. To be filed validly, the objection and any supporting documents must be filed at least twenty-eight (28) calendar days prior to the scheduled Fairness Hearing. Any person wishing to speak at the Fairness Hearing shall file and serve a notice of intent to appear within the time limitation set forth above;
3.2.9 Provide that any party may file a response to an objection by a Class Member;
3.2.10 Set a deadline of no later than ten (10) calendar days before the Fairness Hearing by which each Former Participant must file a Former Participant Claim Form with the Settlement Administrator in order to be considered for a distribution pursuant to the Plan of Allocation;
3.2.11 Provide that the Independent Fiduciary’s determination does not comply with PTE 2003 39 Fairness Hearing may, without further direct notice to the Class Members, other than by notice to Class Counsel, be adjourned or is otherwise deficientcontinued by order of the Court; and
3.2.12 Approve the Form of CAFA Notices attached as Exhibit 7 and order that upon mailing of the CAFA notices, Defendants shall so inform the Independent Fiduciary within twenty have fulfilled their obligations under CAFA.
3.3 Within forty-five (2 45) calendar days of receipt the Preliminary Approval Order, or by such other deadline as specified by the Court, the Settlement Administrator shall:
3.3.1 Cause to be mailed to each Class Member identified by the Settlement Administrator a Settlement Notice in the form and manner to be approved by the Court, which shall be in substantially the form attached hereto as Exhibits 1 and 2, to Current Participants and Former Participants, respectively, or a form subsequently agreed to by the Settling Parties and the Court. The Settlement Notice shall be sent by first-class mail, postage prepaid, to the last known address of each Class Member provided by the determination A Plan’s recordkeeper (or its designee) through Defense Counsel, unless an updated address is obtained by the Settlement Administrator through its efforts to verify the last known addresses provided by the Plan’s recordkeeper (or its designee). The Settlement Administrator also shall post a copy of the Independent Fiduciary determination letter and report Settlement Notice on the Settlement Website. The Settlement Administrator shall use commercially reasonable efforts to locate any
3.3.2 Cause the Former Participant Claim Form, which shall be in substantially the form attached as Exhibit 3, or a form subsequently agreed to by the Settling Parties and the Court, to be included with the Settlement Notice that is mailed to the Former Participants.
3.4 The Settlement Administrator shall also, within ten (10) calendar days of Class Representative’s filing of the Settlement Agreement and proposed Preliminary Approval Order, have prepared and provided CAFA notices to the Attorney General of the United States and the Attorneys General of all states in which members of the Class reside, as specified by 28 U.S.C. § 1715. The costs of such notice shall be paid from the Qualified Settlement Fund and shall be considered Administrative Expenses. The Settlement Administrator shall provide the Settling Parties with notice in writing upon completion of the provision of CAFA notices to the above- referenced entities and/or persons.
3.5 Defense Counsel shall respond timely to written requests, including by e-mail, from the Settlement Administrator for readily accessible data that are reasonably necessary to determine the feasibility of administering the Plan of Allocation or to implement the Plan of Allocation. The actual and reasonable expenses of any third party, including the Plan’s recordkeeper, that are necessary to perform such work shall be Administrative Expenses to be deducted from the Gross Settlement Amount.
3.5.1 The Settlement Administrator shall be bound by the Confidentiality Order and any further non-disclosure or security protocol jointly required by the Settling Parties, set forth in writing to the Settlement Administrator.
3.5.2 The Settlement Administrator shall use the data provided by SEI and the Plan’s recordkeeper solely for the purpose of meeting its obligations as Settlement Administrator, and for no other purpose.
3.5.3 The Settling Parties shall have the right to approve a written protocol to be provided by the Settlement Administrator concerning how the Settlement Administrator will maintain and store information provided to Class Counsel who may file it with in order to ensure that reasonable and necessary precautions are taken to safeguard the Court in support privacy and security of Final approval of the Settlementsuch information.
Appears in 1 contract
Samples: Class Action Settlement Agreement
REVIEW AND APPROVAL BY INDEPENDENT FIDUCIARY. PRELIMINARY SETTLEMENT APPROVAL, AND NOTICE TO THE CLASS
2.1. Independent Fiduciary 3.1 The Independent Fiduciary shall be retained by Defendants MFS, on behalf of the PlanPlans, shall have the following responsibilities, including to determine whether to approve and authorize the settlement of the Released Claims on behalf of the Plan. Plans.
3.1.1 The Independent Fiduciary shall comply with all relevant conditions set forth in Prohibited Transaction Class Exemption 2003 2003-39, “Release of Claims and Extensions of Credit in Connection with Litigation,” issued December 31, 2003, by the United States Department of Labor, 68 Fed. Reg. 75,632, as amended (“PTE 2003 2003-39”), in making its determination. r evaluation for the purpose of MFS’s reliance on PTE 2003-39.
3.1.2 The Independent Fiduciary shall notify Defendants directly MFS of its determination, evaluation in witing (writing and in accordance with copies to Class Counsel and Defense Counsel)PTE 2003-39, which notification shall be delivered no later than thirty (30) calendar days before the Fairness Hearing. MFS will provide Class Counsel with a copy of the Independent Fiduciary’s written notification no later than five (5) calendar days before the deadline to move for Final Approval of the Settlement, for the purpose of submitting the Independent Fiduciary’s written notification to the Court in connection with the Final Approval process.
3.1.3 All fees and expenses associated with the Independent Fiduciary’s determination retention and performance of its other obligations in connection with the Settlement up to $25,000 evaluation will constitute Administrative Expenses to be deducted from the Gross Settlement Amount. Defendants.
3.1.4 MFS, Defense Counsel, and Class Counsel shall respond to reasonable requests by provide the Independent Fiduciary for with sufficient information so that the Independent Fiduciary can review and evaluate the Settlement Agreement. If Defendants conclude that .
3.2 On or before June 14, 2019, the Independent Fiduciary’s determination does not comply with PTE 2003 39 or is otherwise deficientClass Representatives, Defendants through Class Counsel, shall so inform the Independent Fiduciary within twenty (2 ) calendar days of receipt of the determination A copy of the Independent Fiduciary determination letter and report shall be provided to Class Counsel who may file it with the Court in support of Final motions seeking preliminary approval of this Settlement Agreement, and for entry of the Settlement.Preliminary Approval Order in substantially the form attached hereto as Exhibit
Appears in 1 contract
Samples: Class Action Settlement Agreement
REVIEW AND APPROVAL BY INDEPENDENT FIDUCIARY. PRELIMINARY SETTLEMENT APPROVAL, AND NOTICE TO THE CLASS
2.1. Independent Fiduciary 3.1 The Independent Fiduciary shall be retained by Defendants M&T Bank, on behalf of the Plan, shall have the following responsibilities, including to determine whether to approve and authorize the settlement of Released Claims on behalf of the Plan. .
3.1.1 The Independent Fiduciary shall comply with all relevant conditions set forth in Prohibited Transaction Class Exemption 2003 2003-39, “Release of Claims and Extensions of Credit in Connection with Litigation,” issued December 31, 2003, by the United States Department of Labor, 68 Fed. Reg. 75,632, as amended (“PTE 2003 39”), in making its determination. r States
3.1.2 The Independent Fiduciary shall notify Defendants M&T Bank directly of its determination, determination in witing writing (with copies to Class Counsel and Defense Counsel)) and in accordance with PTE 2003-39, which notification shall be delivered no later than thirty (30) calendar days before the Fairness Hearing. thirty
3.1.3 All fees and expenses associated with the Independent Fiduciary’s determination retention, determination, and performance of its other obligations in connection with the Settlement up to $25,000 will constitute Administrative Expenses to be deducted and paid from the Gross Settlement Amount. Defendants.
3.1.4 M&T Bank, Defense Counsel, and Class Counsel shall respond to reasonable requests by provide the Independent Fiduciary for with sufficient information so that the Independent Fiduciary can review and evaluate the Settlement Agreement. If Defendants conclude that .
3.2 Following execution of this Settlement Agreement, the Independent Fiduciary’s determination does not comply with PTE 2003 39 or is otherwise deficientClass Representatives, Defendants through Class Counsel, shall so inform the Independent Fiduciary within twenty (2 ) calendar days of receipt of the determination A copy of the Independent Fiduciary determination letter and report shall be provided to Class Counsel who may file it with the Court in support of Final a motion seeking preliminary approval of this Settlement Agreement and class certification for settlement purposes only, and for entry of the Settlement.Preliminary Approval Order in substantially the form attached hereto as Exhibit 4. The Preliminary Approval Order to be presented to the Court, as to the Action, shall, among other things:
3.2.1 Grant the motion to certify the class for settlement purposes only under Rule 23(b)
Appears in 1 contract
Samples: Class Action Settlement Agreement
