Common use of Settlement Approval Clause in Contracts

Settlement Approval. Within thirty (30) days of full execution of this Agreement by Plaintiff and Allstate, Plaintiff shall apply to the Court for entry of the proposed Preliminary Approval Order and setting of a Final Approval Hearing. Not less than thirty (30) Days before the Final Approval Motion Deadline, the Administrator will provide Class Counsel and Allstate’s Counsel with an affidavit or declaration by a competent affiant or declarant, attesting that the Class Notice has been disseminated in accordance with the Preliminary Approval Order and identifying the individuals who submitted Requests for Exclusion. Not less than ten (10) Days before the Final Approval Hearing, Class Counsel shall file the affidavit(s) or declaration(s) with the Court. By the Final Approval Motion Deadline, Class Counsel will file a motion seeking the Court’s Final Approval of the Settlement and entry of the Final Approval Order, requesting that the preliminary certification of the Class for settlement purposes only be made final, and requesting the Court to enter a Final Approval Order in the form and content attached as Exhibit F-1, without alteration, which provides for: (a) Approving the Settlement without alteration, and directing the Parties and counsel to comply with and consummate the terms of this Agreement; (b) Confirming certification of the Class for settlement purposes only; (c) Finding that Class Counsel and Plaintiff have adequately represented and protected the interests of the Class; (d) Finding that the terms of this Agreement are fair, reasonable, and adequate to the Class, and in the best interests of the Class; (e) Providing that each Settlement Class Member who was not granted exclusion by the Court shall be bound by the provisions of this Agreement and the Final Approval Order, including the Releases set forth in Section 10; (f) Finding that the Email Notice, Mail Notice, the Settlement Website, and the Publication Notice were reasonable, the best practicable notice under the circumstances, and satisfy the requirements of the Federal Rules of Civil Procedure and the requirements of due process under the United States Constitution, and the requirements of any other applicable rules or law; (g) Finding that all notices concerning the Settlement required by the Class Action Fairness Act of 2005, 28 U.S.C. §§ 1715, et seq., have been sent and that Allstate has fully complied with the notice requirements under that Act; (h) Dismissing all claims in the Litigation by Plaintiff and the Settlement Class Members who were not granted exclusion by the Court against Allstate on the merits and with prejudice, and entering Final Approval Order thereon; (i) In order to protect the continuing jurisdiction of the Court and to effectuate this Agreement and the Final Approval Order, permanently enjoining Settlement Class Members who were not granted exclusion by the Court and anyone acting or purporting to act on their behalf, from filing, commencing, prosecuting, intervening in, maintaining (including claims or actions already filed), or participating in (as parties, class members, or otherwise) any new or existing action or proceeding before any court or tribunal regarding any Released Claims against any Released Parties, and from organizing any individuals who submit a Request for Exclusion into a separate class for purposes of pursuing as a purported class action any lawsuit regarding any Released Claims against any Released Parties, and providing that any person in violation of the injunction may be subject to sanctions, including payment of reasonable attorneys’ fees incurred in seeking enforcement of the injunction; (j) Approving payment of the Attorneys’ Fees and Expenses to Class Counsel and Service Award, if any, to Plaintiff; (k) Reserving continuing jurisdiction of the Court over all matters relating to the administration, consummation, enforcement, construction, and interpretation of the Settlement, this Agreement, and the Final Approval Order; (l) Holding that there is no just reason for delay and that the Final Approval Order shall be final and appealable, irrespective of the Court’s continuing jurisdiction over administration of the Settlement; and (m) Such additional provisions as provided in Exhibit F & F-1 as necessary to implement this Agreement and the Settlement. Within ten (10) Days after the Effective Date, Plaintiff and Settlement Class Members who were not granted exclusion by the Court shall dismiss with prejudice all claims, actions, or proceedings that have been brought by or involve Plaintiff or any such Settlement Class Member in any other jurisdiction and that assert any of the Released Claims.

Settlement Approval. Within thirty (30) days of full execution As soon as practicable after the signing of this Agreement by Plaintiff and AllstateSettlement Agreement, Plaintiff shall apply to move the Court for entry of the proposed a Preliminary Approval Order and setting of a Final Approval Hearing. Not less than thirty (30) Days before the Final Approval Motion Deadline, the Administrator will provide Class Counsel and Allstate’s Counsel with an affidavit or declaration by a competent affiant or declarant, attesting that the Class Notice has been disseminated in accordance with the Preliminary Approval Order and identifying the individuals who submitted Requests for Exclusion. Not less than ten (10) Days before the Final Approval Hearing, Class Counsel shall file the affidavit(s) or declaration(s) with the Court. By the Final Approval Motion Deadline, Class Counsel will file a motion seeking the Court’s Final Approval of the Settlement and entry of the Final Approval Order, requesting that the preliminary certification of the Class for settlement purposes only be made final, and requesting the Court to enter a Final Approval Order substantially in the form and content as that attached hereto as Exhibit F-1E, without alterationfor the purpose of, which provides foramong other things: (a) Approving conditionally certifying the Settlement without alterationClass, conditionally appointing Xxxxxx X. Xxxxxx as the Class Representative of the Settlement Class and directing the Parties and counsel to comply with and consummate the terms of this AgreementShank & Xxxxx, LLC as Class Counsel; (b) Confirming certification of pending the Class for settlement purposes only; (c) Finding that Class Counsel and Plaintiff have adequately represented and protected the interests of the Class; (d) Finding that Fairness Hearing, staying all proceedings in this Action, other than those necessary to carry out or enforce the terms of this Settlement Agreement are and the Preliminary Approval Order; (c) preliminarily approving the terms and conditions of this Settlement Agreement as fair, reasonable, and adequate to the Class, and in the best interests of the Class; Settlement Class Members such that Class Notice should be provided; (d) appointing Digital Settlement Group, LLC (or “DSG”) as Settlement Administrator; (e) Providing determining that each notice of the Settlement Class Member who was not granted exclusion by the Court shall be bound by the provisions of this Agreement and of the Final Approval OrderFairness Hearing, including the Releases as set forth in Section 10; (f) Finding that the Email Noticethis Settlement Agreement, Mail Notice, the Settlement Website, and the Publication Notice were reasonable, constitutes the best method of notice practicable notice under the circumstances, constitutes due and satisfy the requirements of the Federal Rules of Civil Procedure and the requirements of due process under the United States Constitutionsufficient notice to all persons entitled thereto, and complies with all legal requirements, including Missouri Supreme Court Rule 52.08; (f) approving the requirements form of any other applicable rules or law; (g) Finding Class Notice and directing that all notices concerning the Settlement required by the Class Action Fairness Act of 2005, 28 U.S.C. §§ 1715, et seq., have been sent and that Allstate has fully complied with the notice requirements under that Act; (h) Dismissing all claims in the Litigation by Plaintiff and Notice shall be given to the Settlement Class Members who were not granted exclusion by as described in Section IV above; (g) providing that Settlement Class Members will have until the Court against Allstate on the merits Claims Deadline to submit a Claim Form; (h) establishing procedures and with prejudice, deadlines for Settlement Class Members to submit Objections and entering Final Approval Order thereon; Requests for Exclusion; (i) In order to protect establishing the continuing jurisdiction dates by which the Parties shall file and serve all papers in support of the Court application for final approval of the Settlement Agreement and/or in response to any valid and timely objections; (j) directing the Parties, pursuant to effectuate the terms and conditions of this Settlement Agreement, to take all necessary and appropriate steps to establish the terms and conditions of this Settlement Agreement and the Final Preliminary Approval Order, permanently enjoining Settlement Class Members who were not granted exclusion ; and (k) scheduling the Fairness Hearing on a date ordered by the Court Court, which the Parties shall request to be at least 75 calendar days after the Notice Date, to determine whether the Settlement Agreement should be approved as fair, reasonable and anyone acting or purporting to act on their behalfadequate, from filing, commencing, prosecuting, intervening in, maintaining (including claims or actions already filed), or participating in (as parties, class members, or otherwise) any new or existing action or proceeding before any court or tribunal regarding any Released Claims against any Released Parties, and from organizing any individuals who submit a Request for Exclusion into a separate class for purposes of pursuing as a purported class action any lawsuit regarding any Released Claims against any Released Parties, and providing that any person in violation Missouri Rule of the injunction may be subject to sanctions, including payment of reasonable attorneys’ fees incurred in seeking enforcement of the injunction; (j) Approving payment of the Attorneys’ Fees and Expenses to Class Counsel and Service Award, if anyCivil Procedure 52.08(e), to Plaintiff; (k) Reserving continuing jurisdiction of the Court over all matters relating rule on any objections to the administration, consummation, enforcement, construction, and interpretation of the Settlement, this Agreementto determine whether a Final Order and Judgment should be entered, and the Final Approval Order; (l) Holding that there is no just reason for delay to determine whether attorneys’ fees, costs, and that the Final Approval Order shall expenses, and an incentive award should be final and appealable, irrespective of the Court’s continuing jurisdiction over administration of the Settlement; and (m) Such additional provisions as provided in Exhibit F & F-1 as necessary to implement this Agreement and the Settlement. Within ten (10) Days after the Effective Date, Plaintiff and Settlement Class Members who were not granted exclusion by the Court shall dismiss with prejudice all claims, actions, or proceedings that have been brought by or involve Plaintiff or any such Settlement Class Member in any other jurisdiction and that assert any of the Released Claimsgranted.

Settlement Approval. Within thirty (30) days of full execution of this Agreement by Plaintiff and Allstate3.1 On or before November 19, Plaintiff shall apply to the Court for entry of the proposed Preliminary Approval Order and setting of a Final Approval Hearing. Not less than thirty (30) Days before the Final Approval Motion Deadline2014, the Administrator will provide Class Counsel and Allstate’s Counsel with an affidavit or declaration by a competent affiant or declarant, attesting that the Class Notice has been disseminated in accordance with the Preliminary Approval Order and identifying the individuals who submitted Requests for Exclusion. Not less than ten (10) Days before the Final Approval Hearing, Class Counsel PBGC shall file the affidavit(s) or declaration(s) with the Court. By the Final Approval Motion Deadline, Class Counsel will file a motion with the Court seeking the Court’s Final Approval preliminary approval of the Settlement and entry of (the Final Approval Order, requesting that the preliminary certification of the Class for settlement purposes only be made final, and requesting the Court to enter a Final Approval Order in the form and content attached as Exhibit F-1, without alteration, which provides for:“Preliminary (a) Approving the proposed “Plan of Allocation” for distributing the Settlement without alterationAmount, plus interest earned, less all costs and directing expenses authorized and paid pursuant to this Settlement Agreement (the Parties and counsel “Net Settlement Proceeds”) to comply with and consummate the terms of this AgreementClass; (b) Confirming certification of the proposed legal fees and expenses that should be awarded to Class for settlement purposes only;Counsel; and (c) Finding that Class Counsel and Plaintiff have adequately represented and protected the interests of the Class; (d) Finding that the terms of this Agreement are fair, reasonable, and adequate to the Class, and in the best interests of the Class; (e) Providing that each Settlement Class Member who was not granted exclusion by the Court shall be bound by the provisions of this Agreement and the Final Approval Order, including the Releases set forth in Section 10; (f) Finding that the Email Notice, Mail Notice, the Settlement Website, and the Publication Notice were reasonable, the best practicable notice under the circumstances, and satisfy the requirements of the Federal Rules of Civil Procedure and the requirements of due process under the United States Constitution, and the requirements of any other applicable rules or law; (g) Finding that all notices concerning the Settlement required by proposed procedure for notifying the Class Action Fairness Act of 2005, 28 U.S.C. §§ 1715, et seq., have been sent and that Allstate has fully complied with the notice requirements under that Act; (h) Dismissing all claims in the Litigation by Plaintiff and the Settlement Class Members who were not granted exclusion by the Court against Allstate on the merits and with prejudice, and entering Final Approval Order thereon; (i) In order to protect the continuing jurisdiction of the Court and to effectuate this Agreement and the Final Approval Order, permanently enjoining Settlement Class Members who were not granted exclusion by the Court and anyone acting or purporting to act on their behalf, from filing, commencing, prosecuting, intervening in, maintaining (including claims or actions already filed), or participating in (as parties, class members, or otherwise) any new or existing action or proceeding before any court or tribunal regarding any Released Claims against any Released Parties, and from organizing any individuals who submit a Request for Exclusion into a separate class for purposes of pursuing as a purported class action any lawsuit regarding any Released Claims against any Released Parties, and providing that any person in violation of the injunction may be subject to sanctions, including payment of reasonable attorneys’ fees incurred in seeking enforcement of the injunction; (j) Approving payment of the Attorneys’ Fees and Expenses to Class Counsel and Service Award, if any, to Plaintiff; (k) Reserving continuing jurisdiction of the Court over all matters relating to the administration, consummation, enforcement, construction, and interpretation of the Settlement, this Agreementand the form of notice that will be distributed to each member of the Class (the “Class Notice”). The Class Notice will describe the Settlement and the Plan of Allocation, and will describe the Final Approval Order;process for submitting any objections to the Settlement. The Class Notice will also describe the procedure for making an election to be excluded from participating in the Lawsuit and the Settlement (to “Opt-Out”). The Opt Out procedure will require that any elections to Opt Out must be received by the Parties at least 30 days before the Fairness Hearing (as defined below). (l) Holding that there is no just reason for delay and 3.2 The Preliminary Motion will request that the Final Approval Order shall be final and appealable, irrespective of the Court’s continuing jurisdiction over administration Court enter an order providing preliminary approval of the Settlement; and (m) Such additional provisions as provided in Exhibit F & F-1 as necessary to implement this Agreement , including the Plan of Allocation and the SettlementClass Notice (such order, along with any exhibits, the “Preliminary Approval Order”). 3.3 On the date and in the manner set forth in the Preliminary Approval Order, the Class Representatives shall cause the Class Notice to be transmitted to each member of the Class. Within ten (10) Days after All costs associated with transmitting the Effective Date, Plaintiff and Class Notice will be paid from the Settlement Fund. Class Members who were not granted exclusion Counsel agrees to be responsible for arranging distribution of the Class Notice to the Class as required by the Court Preliminary Approval Order. PBGC shall dismiss act in good faith to provide Class Counsel with prejudice all claims, actions, or proceedings that have been brought by or involve Plaintiff or any such Settlement Class Member in any other jurisdiction and that assert any available address information for members of the Released ClaimsClass, but PBGC will have no responsibility for providing the Class Notice.

Settlement Approval. Within thirty (30) days of full execution 2.1 As soon as is practicable following the signing of this Agreement by Plaintiff and AllstateSettlement Agreement, Plaintiff Class Counsel shall apply to the Court for entry of the proposed First Amended Consolidated Complaint and Preliminary Approval Order – which Preliminary Approval Order shall be substantially in a form acceptable to the Parties – for the purposes of, among other things: a. Approving the Class Notice substantially in the form set forth at composite Exhibit b. Finding that the requirements for provisional certification of the Settlement Class have been satisfied, appointing Plaintiffs as the representatives of the Settlement Class and setting of a Final Approval Hearing. Not less than thirty (30) Days before the Final Approval Motion Deadline, the Administrator will provide Class Counsel as counsel for the Settlement Class, and Allstate’s Counsel with an affidavit or declaration by a competent affiant or declarant, attesting preliminarily approving the Settlement as being within the range of reasonableness such that the Class Notice has been disseminated should be provided pursuant to this Settlement Agreement; c. Scheduling the Final Approval Hearing on a date ordered by the Court, provided in accordance with the Preliminary Approval Order, and in compliance with applicable law, to determine whether the Settlement should be approved as fair, reasonable, and adequate, and to determine whether a Final Order and identifying Judgment should be entered dismissing the individuals who submitted Requests for Exclusion. Not less than ten (10) Days before Action with prejudice; d. Determining that the notice of the Settlement and of the Final Approval Hearing, as set forth in this Settlement Agreement, complies with all legal requirements, including but not limited to the Due Process Clause of the United States Constitution; e. Appointing the Settlement Administrator; f. Directing that Class Counsel Notice shall file be given to the affidavit(s) or declaration(s) with Settlement Class as provided in this Settlement Agreement; g. Providing that Class Members who have claims that arise prior to the Court. By date of the Final Approval Motion Deadline, Class Counsel Hearing (but their five-year Extended Warranty will file a motion seeking expire on or before the Court’s date of the Final Approval Hearing) will have until the Prior Claim Deadline to submit Claim Forms; h. Providing that Class Members who have an Extended Warranty that expires after the date of the Final Approval Hearing will have two years following the date of the arcing instance to make a claim; i. Providing that any objections by any Class Member to the certification of the Settlement Class and the proposed Settlement contained in this Settlement Agreement, the Fee Application, the Service Payment Application, and/or the entry of the Final Approval Order, requesting that the preliminary certification Order and Judgment shall be heard and any papers submitted in support of the Class for settlement purposes only said objections shall be made final, and requesting the Court to enter a Final Approval Order in the form and content attached as Exhibit F-1, without alteration, which provides for: (a) Approving the Settlement without alteration, and directing the Parties and counsel to comply with and consummate the terms of this Agreement; (b) Confirming certification of the Class for settlement purposes only; (c) Finding that Class Counsel and Plaintiff have adequately represented and protected the interests of the Class; (d) Finding that the terms of this Agreement are fair, reasonable, and adequate to the Class, and in the best interests of the Class; (e) Providing that each Settlement Class Member who was not granted exclusion considered by the Court shall be bound by the provisions of this Agreement and at or prior to the Final Approval Order, including the Releases set forth in Section 10Hearing; (f) Finding that the Email Notice, Mail Notice, the Settlement Website, and the Publication Notice were reasonable, the best practicable notice under the circumstances, and satisfy the requirements of the Federal Rules of Civil Procedure and the requirements of due process under the United States Constitution, and the requirements of any other applicable rules or law; (g) Finding that all notices concerning the Settlement required by the Class Action Fairness Act of 2005, 28 U.S.C. §§ 1715, et seq., have been sent and that Allstate has fully complied with the notice requirements under that Act; (h) Dismissing all claims in the Litigation by Plaintiff and the Settlement Class Members who were not granted exclusion by the Court against Allstate on the merits and with prejudice, and entering Final Approval Order thereon; (i) In order to protect the continuing jurisdiction of the Court and to effectuate this Agreement and the Final Approval Order, permanently enjoining Settlement Class Members who were not granted exclusion by the Court and anyone acting or purporting to act on their behalf, from filing, commencing, prosecuting, intervening in, maintaining (including claims or actions already filed), or participating in (as parties, class members, or otherwise) any new or existing action or proceeding before any court or tribunal regarding any Released Claims against any Released Parties, and from organizing any individuals who submit a Request for Exclusion into a separate class for purposes of pursuing as a purported class action any lawsuit regarding any Released Claims against any Released Parties, and providing that any person in violation of the injunction may be subject to sanctions, including payment of reasonable attorneys’ fees incurred in seeking enforcement of the injunction; (j) Approving payment of the Attorneys’ Fees and Expenses to Class Counsel and Service Award, if any, to Plaintiff; (k) Reserving continuing jurisdiction of the Court over all matters relating to the administration, consummation, enforcement, construction, and interpretation of the Settlement, this Agreement, and the Final Approval Order; (l) Holding that there is no just reason for delay and that the Final Approval Order shall be final and appealable, irrespective of the Court’s continuing jurisdiction over administration of the Settlement; and (m) Such additional provisions as provided in Exhibit F & F-1 as necessary to implement this Agreement and the Settlement. Within ten (10) Days after the Effective Date, Plaintiff and Settlement Class Members who were not granted exclusion by the Court shall dismiss with prejudice all claims, actions, or proceedings that have been brought by or involve Plaintiff or any such Settlement Class Member in any other jurisdiction and that assert any of the Released Claims.

Settlement Approval. Within thirty A. In addition to the motion required by Paragraph 12 of this Agreement, on or before June 2, 2023, Named Plaintiff shall move the Court for an order (30i) days of full execution asserting jurisdiction over 80/20 Claims in the Litigation and Settlement; (ii) granting final approval of this Agreement by as a fair and reasonable, arm's-length resolution of bona fide disputes under the FLSA; (iii) approving the Cover Letter; (iv) certifying the Settlement Collective Members as an FLSA collective pursuant to 29 U.S.C. § 216(b) for purposes of the FLSA 80/20 Claims and this Settlement only; (v) approving the request of Plaintiff's Counsel's attorneys' fees and costs; (vi) approving the service awards for the Named Plaintiff and Allstateother representative opt-ins; (vii) approving the Settlement Administrator; and (viii) entering final judgment on the 80/20 Claims and dismissing the 80/20 Claims with prejudice ("Motion for Final Approval"). Denny's shall have no obligation to make separate filings in support of the motion for settlement approval, Plaintiff but may do so at its election after the motion has been filed. Denny's shall apply to appear at any hearing set by the Court for entry regarding approval of the proposed Preliminary Approval Order and setting of a Final Approval Hearing. Not less than thirty (30) Days before the Final Approval Motion Deadline, the Administrator will provide Class Counsel and Allstate’s Counsel with an affidavit or declaration by a competent affiant or declarant, attesting that the Class Notice has been disseminated in accordance Settlement to confirm its agreement with the Preliminary Approval Order and identifying terms of the individuals who submitted Requests settlement as provided herein, or for Exclusion. Not less than ten (10) Days before the Final Approval Hearing, Class Counsel shall file the affidavit(s) or declaration(s) with any other purpose as directed by the Court. By The Parties agree to the form and substance of the "Proposed Order of Final Approval Motion DeadlineApproval," attached hereto as Exhibit D. Defendant shall not oppose in any way this Settlement or any of its terms and, Class Counsel will file a motion seeking instead, shall use its best efforts to help obtain approval of this Settlement. B. In the Court’s Final Approval event the Court does not approve any aspect of the Settlement and entry of the Final Approval Orderas set forth herein, requesting that the preliminary certification of the Class for settlement purposes only be made final, and requesting the Court to enter a Final Approval Order in the form and content attached as Exhibit F-1, without alteration, which provides for: (a) Approving the Settlement without alteration, and directing the Parties and counsel will work in good faith to comply with and consummate resolve the terms of this Agreement; (b) Confirming certification of the Class for settlement purposes only; (c) Finding that Class Counsel and Plaintiff have adequately represented and protected the interests of the Class; (d) Finding that the terms of Court's objections. If an objection cannot be resolved in a manner sufficient to obtain Court approval, then this Agreement are fair, reasonable, and adequate to the Class, and in the best interests of the Class; (e) Providing that each Settlement Class Member who was not granted exclusion by the Court shall will be bound by the provisions of this Agreement and the Final Approval Order, including the Releases set forth in Section 10; (f) Finding that the Email Notice, Mail Notice, the Settlement Website, and the Publication Notice were reasonable, the best practicable notice under the circumstances, and satisfy the requirements of the Federal Rules of Civil Procedure and the requirements of due process under the United States Constitution, and the requirements of any other applicable rules or law; (g) Finding that all notices concerning the Settlement required by the Class Action Fairness Act of 2005, 28 U.S.C. §§ 1715, et seqdeemed void ab initio., have been sent and that Allstate has fully complied with the notice requirements under that Act; (h) Dismissing all claims in the Litigation by Plaintiff and the Settlement Class Members who were not granted exclusion by the Court against Allstate on the merits and with prejudice, and entering Final Approval Order thereon; (i) In order to protect the continuing jurisdiction of the Court and to effectuate this Agreement and the Final Approval Order, permanently enjoining Settlement Class Members who were not granted exclusion by the Court and anyone acting or purporting to act on their behalf, from filing, commencing, prosecuting, intervening in, maintaining (including claims or actions already filed), or participating in (as parties, class members, or otherwise) any new or existing action or proceeding before any court or tribunal regarding any Released Claims against any Released Parties, and from organizing any individuals who submit a Request for Exclusion into a separate class for purposes of pursuing as a purported class action any lawsuit regarding any Released Claims against any Released Parties, and providing that any person in violation of the injunction may be subject to sanctions, including payment of reasonable attorneys’ fees incurred in seeking enforcement of the injunction; (j) Approving payment of the Attorneys’ Fees and Expenses to Class Counsel and Service Award, if any, to Plaintiff; (k) Reserving continuing jurisdiction of the Court over all matters relating to the administration, consummation, enforcement, construction, and interpretation of the Settlement, this Agreement, and the Final Approval Order; (l) Holding that there is no just reason for delay and that the Final Approval Order shall be final and appealable, irrespective of the Court’s continuing jurisdiction over administration of the Settlement; and (m) Such additional provisions as provided in Exhibit F & F-1 as necessary to implement this Agreement and the Settlement. Within ten (10) Days after the Effective Date, Plaintiff and Settlement Class Members who were not granted exclusion by the Court shall dismiss with prejudice all claims, actions, or proceedings that have been brought by or involve Plaintiff or any such Settlement Class Member in any other jurisdiction and that assert any of the Released Claims.

Settlement Approval. 13.1. Within thirty fourteen (3014) days Days of full execution of this Agreement by Plaintiff and Allstateall Settling Parties, Settling Plaintiff shall apply to the Court for entry of the proposed Preliminary Approval Order and setting of a Final Approval Hearing. 13.2. Not less than thirty fifteen (3015) Days before the Final Approval Motion DeadlineHearing, the Settlement Administrator will provide Class Counsel and Allstate’s Defendants’ Counsel with an affidavit or declaration by a competent affiant or declarant, attesting that the Class Notice has been disseminated in accordance with the Preliminary Approval Order and identifying the individuals Noticed Class Members who submitted Requests for Exclusion. Not less than ten (10) Days before the Final Approval Hearing, Class Counsel shall file the affidavit(s) or declaration(s) with the Court. 13.3. By Prior to the Final Approval Motion DeadlineHearing, Class Counsel will file a motion seeking the Court’s Final Approval of the Settlement and entry of the Final Approval OrderJudgment, requesting that the preliminary certification of the RoundPoint Settlement Class for settlement purposes only be made final, and requesting the Court to enter a Final Approval Order Judgment in the form and content attached as Exhibit F-1E, without material alteration, which provides for: (a) Approving the Settlement without material alteration, and directing the Parties and counsel to comply with and consummate the terms of this Agreement; (b) Confirming certification of the RoundPoint Settlement Class for settlement purposes only; (c) Finding that Class Counsel and Settling Plaintiff have adequately represented and protected the interests of the RoundPoint Settlement Class; (d) Finding that the terms of this Agreement are fair, reasonable, and adequate to the RoundPoint Settlement Class, and in the best interests of the RoundPoint Settlement Class; (e) Providing that each RoundPoint Settlement Class Member who was not granted exclusion by the Court shall be bound by the provisions of this Agreement and the Final Approval OrderJudgment, including the Releases set forth in Section 10; (f) Finding that the Email Notice, Mail Notice, the establishment of an automated toll-free interactive voice response phone system, the Settlement Website, internet advertising, and the Publication Notice were reasonable, the best practicable notice under the circumstances, and satisfy the requirements of the Federal Rules of Civil Procedure and the requirements of due process under the United States Constitution, and the requirements of any other applicable rules or law; (g) Finding that all notices concerning the Settlement required by the Class Action Fairness Act of 2005, 28 U.S.C. §§ 1715, et seq., have been sent and that Allstate has Defendants have fully complied with the notice requirements under that Act; (h) Dismissing all claims in the Litigation by Settling Plaintiff and the RoundPoint Settlement Class Members who were not granted exclusion by the Court against Allstate Defendants on the merits and with prejudice, and entering Final Approval Order Judgment thereon; (i) In order to protect the continuing jurisdiction of the Court and to effectuate this Agreement and the Final Approval OrderJudgment, permanently enjoining RoundPoint Settlement Class Members who were not granted exclusion by the Court and anyone acting or purporting to act on their behalf, from filing, commencing, prosecuting, intervening in, maintaining (including claims or actions already filed), or participating in (as parties, class members, or otherwise) any new or existing action or proceeding before any court or tribunal regarding any Released Claims against any Released Parties, and from organizing any individuals who submit a Request for Exclusion RoundPoint Settlement Class Members into a separate class for purposes of pursuing as a purported class action any lawsuit regarding any Released Claims against any Released Parties, and providing that any person in violation of the injunction may be subject to sanctions, including payment of reasonable attorneys’ fees incurred in seeking enforcement of the injunction; (j) Approving payment of the Attorneys’ Fees and Expenses to Class Counsel and Service Awardthe Case Contribution Award to Settling Plaintiff, if any, in both respects up to Plaintiffbut not exceeding the maximum amounts identified in this Agreement; (k) Reserving continuing jurisdiction of the Court over all matters relating to the administration, consummation, enforcement, construction, construction and interpretation of the Settlement, this Agreement, and the Final Approval OrderJudgment; (l) Holding that there is no just reason for delay and that the Final Approval Order Judgment shall be final and appealable, irrespective of the Court’s continuing jurisdiction over administration of the Settlement; and (m) Such additional provisions as provided in Exhibit F & F-1 E as necessary to implement this Agreement and the Settlement. 13.4. If the Settlement is not granted Final Approval, or this Agreement is otherwise terminated or rendered null and void, the certification of the RoundPoint Settlement Class shall be automatically vacated and shall not constitute evidence or a binding determination that the requirements for certification of a class for trial purposes in this or any other action can be or have been satisfied. In that event, Defendants reserve and shall have all rights to challenge certification of a RoundPoint Settlement Class or any other class for trial purposes in the Litigation, or in any other action, on all available grounds as if no RoundPoint Settlement Class had been certified. Also, in that event, the Settlement, this Agreement and any discussions or documents relating to the Settlement or this Agreement shall be inadmissible in any other proceeding. 13.5. Within ten (10) Days after the Effective Date, Settling Plaintiff and RoundPoint Settlement Class Members who were not granted exclusion by the Court shall dismiss with prejudice all claims, actions, or proceedings that have been brought by or involve Plaintiff or any such RoundPoint Settlement Class Member in any other jurisdiction and that assert any of the Released Claims.

Settlement Approval. Within thirty (30) days of full Promptly after the execution of this Release Agreement by Plaintiff and Allstate, Plaintiff shall apply to the Court for entry of the proposed Preliminary Approval Order and setting of a Final Approval Hearing. Not less than thirty (30) Days before the Final Approval Motion Deadlineboth Parties, the Administrator will provide Class Counsel and Allstate’s Counsel with an affidavit or declaration by a competent affiant or declarant, attesting that the Class Notice has been disseminated in accordance with the Preliminary Approval Order and identifying the individuals who submitted Requests for Exclusion. Not less than ten (10) Days before the Final Approval Hearing, Class Counsel shall file the affidavit(s) or declaration(s) with the Court. By the Final Approval Motion Deadline, Class Counsel Parties will file a joint motion seeking with the Court’s Final Approval of Bankruptcy Court in the Settlement and Bankruptcy Case requesting entry of a preliminary approval order substantially in the Final Approval Orderform attached as Exhibit 2, requesting that and thereafter entry of a final approval order substantially in the preliminary certification form attached as Exhibit 3, approving the following components: a. approving this Release Agreement; b. approving the allowance of the Class for settlement purposes only be made finalPOC against ITT (Claim No. 2610), as a priority claim pursuant to section 507(a)(4) and requesting (5) of the Court to enter a Final Approval Order Bankruptcy Code, in favor of the Affected Site Class Members in the form and content attached as Exhibit F-1, without alterationaggregate amount of $10,000,000.00 on an “all-in” non-reversionary basis, which provides for: (a) Approving the Settlement without alteration, and directing the Parties and counsel to comply with and consummate the terms of this Agreement; (b) Confirming certification of the Class for settlement purposes only; (c) Finding that Class Counsel and Plaintiff have adequately represented and protected the interests of the Class; (d) Finding that the terms of this Agreement are fair, reasonable, and adequate to the Class, and in the best interests of the Class; (e) Providing that each Settlement Class Member who was not granted exclusion by the Court shall be bound by the provisions inclusive of this Agreement and the Final Approval Orderall attorneys’ fees, including the Releases set forth in Section 10; (f) Finding that the Email Noticeexpenses, Mail Noticeservice awards, the Settlement Websiteall costs of administration, and the Publication Notice were reasonableemployees’ share of payroll taxes (“Allowed Priority Claim”); c. approving the Trustee funding from ITT’s Estate the employer’s share of payroll taxes on account of the Allowed Priority Claim in an amount not to exceed $900,000.00; d. providing that the WARN Class and WARN Subclass members waive any right to an allowed general unsecured claim based on the Released Claims (defined below); e. providing that the WARN Class and WARN Subclass members waive any right to an individual allowed claim based on the Released Claims (defined below); f. Reaffirming the Bankruptcy Court’s prior orders concluding that the Non- Affected Site Class Members’ WARN claims are barred as a matter of law and finding that the WARN claims of former employees who worked at or reported to the Xxxx (20) and Baton Rouge (108) sites are precluded as a matter of law; g. Disallowing the Class POC against ESI (Claim No. 550) in its entirety and all amounts asserted in the Class POC against ITT (Claim No. 2610) other than the Allowed Priority Claim; h. Disallowing with prejudice the NYS DOL POC in its entirety, unless it has been voluntarily withdrawn; i. Determining that the best practicable notice settlement satisfies the standards developed under the circumstances, and satisfy the requirements Rule 9019 of the Federal Rules of Civil Bankruptcy Procedure and conditioning consummation of this Release Agreement upon the requirements Bankruptcy Court’s entry of due process under preliminary and final orders approving the United States Constitutionsettlement, and the requirements of any other applicable rules which orders become final, meaning they are no longer subject to appeal or lawcertiorari proceedings (“Final Order”); (g) Finding that all notices concerning j. Approving the retention of American Legal Claim Services, LLC, or such other settlement administrator acceptable to the Trustee and approved by the Bankruptcy Court, as the Settlement required by the Class Action Fairness Act of 2005, 28 U.S.C. §§ 1715, et seq., have been sent and that Allstate has fully complied with the notice requirements under that ActAdministrator (“Settlement Administrator”); (h) Dismissing all claims in k. Approving the Litigation by Plaintiff form and the Settlement Class Members who were not granted exclusion by the Court against Allstate on the merits and with prejudice, and entering Final Approval Order thereon; (i) In order to protect the continuing jurisdiction content of the Court and notices to effectuate this Agreement and the Final Approval Order, permanently enjoining Settlement Class Members who were not granted exclusion be issued by the Court and anyone acting or purporting to act on their behalf, from filing, commencing, prosecuting, intervening in, maintaining (including claims or actions already filed), or participating in (as parties, class members, or otherwise) any new or existing action or proceeding before any court or tribunal regarding any Released Claims against any Released Parties, and from organizing any individuals who submit a Request for Exclusion into a separate class for purposes of pursuing as a purported class action any lawsuit regarding any Released Claims against any Released Parties, and providing that any person in violation of the injunction may be subject to sanctions, including payment of reasonable attorneys’ fees incurred in seeking enforcement of the injunction; (j) Approving payment of the Attorneys’ Fees and Expenses to Class Counsel and Service Award, if any, to Plaintiff; (k) Reserving continuing jurisdiction of the Court over all matters relating to the administration, consummation, enforcement, construction, WARN Class and interpretation of the Settlement, this Agreement, and the Final Approval OrderWARN Subclass; (l) Holding that there is no just reason for delay and that the Final Approval Order shall be final and appealable, irrespective of the Court’s continuing jurisdiction over administration of the Settlement; and (m) Such additional provisions as provided in Exhibit F & F-1 as necessary to implement this Agreement and the Settlement. Within ten (10) Days after the Effective Date, Plaintiff and Settlement Class Members who were not granted exclusion by the Court shall dismiss with prejudice all claims, actions, or proceedings that have been brought by or involve Plaintiff or any such Settlement Class Member in any other jurisdiction and that assert any of the Released Claims.

Settlement Approval. Within thirty (30) days of full execution of this Agreement 2.1 Preliminary approval by Plaintiff and AllstateCourt. Plaintiff, Plaintiff through Class Counsel, shall apply to the Court for entry of the proposed Preliminary Approval Order and setting of a Final Approval Hearing. Not less than thirty (30) Days before the Final Approval Motion Deadline, the Administrator will provide Class Counsel and Allstate’s Counsel with an affidavit or declaration by a competent affiant or declarant, attesting that the Class Notice has been disseminated in accordance with the Preliminary Approval Order and identifying the individuals who submitted Requests for Exclusion. Not less than ten (10) Days before the Final Approval Hearing, Class Counsel shall file the affidavit(s) or declaration(s) with the Court. By the Final Approval Motion Deadline, Class Counsel will file a motion seeking the Court’s Final Approval of the Settlement and entry of the Final Approval Order, requesting that the preliminary certification of the Class for settlement purposes only be made final, and requesting the Court to enter a Final Approval Order in substantially the form and content attached as Exhibit F-1, without alterationA hereto, which provides forshall include, among other provisions, a request that the Court: (a) Approving the Settlement without alteration, and directing the Parties and counsel to comply with and consummate the terms of this Agreement; (b) Confirming certification of the appoint Plaintiff as Class for settlement purposes only; (c) Finding that Class Counsel and Plaintiff have adequately represented and protected the interests Representative of the Class; (db) Finding that the terms of this Agreement are fair, reasonable, and adequate appoint Class Counsel to the Class, and in the best interests of represent the Class; (c) approve the Parties’ selection of Settlement Administrator and Escrow Agent; (d) conditionally certify the Class under Federal Rule of Civil Procedure 23(b)(1) for settlement purposes only and without prejudice to Defendants’ right to contest class certification if the Final Judgment and Order of Dismissal with Prejudice is not entered; (e) Providing that each preliminarily approve this Settlement Class Member who was not granted exclusion by for purposes of disseminating notice to the Court shall be bound by the provisions of this Agreement and the Final Approval Order, including the Releases set forth in Section 10Class; (f) Finding approve the form and contents of the Notice (including the Former Participant Rollover Form to be sent to Former Participants) and hold that mailing copies of the Email NoticeNotice to Class Members by first class mail, Mail Noticepostage prepaid, the Settlement Website, and the Publication Notice were reasonable, the best practicable notice under the circumstances, and satisfy complies fully with the requirements of the Federal Rules Rule of Civil Procedure and the requirements of due process under 23, the United States Constitution, and the requirements of any other applicable rules or law; (g) Finding that all notices concerning preliminarily bar and enjoin the Settlement required institution and prosecution of any Plaintiff’s Released Claims against any Defendant and the Released Parties by Plaintiff and the Class Action Fairness Act of 2005, 28 U.S.C. §§ 1715, et seq., have been sent and that Allstate has fully complied with the notice requirements under that ActClass; (h) Dismissing all claims in the Litigation by Plaintiff and provide that Class Members may object to the Settlement prior to the Fairness Hearing according to a designated schedule; and (i) schedule a Fairness Hearing to (1) review comments and/or objections regarding this Settlement, and/or Class Members who were not granted exclusion by Counsel’s request for an award of attorneys’ fees and expenses and Incentive Award to Plaintiff, (2) consider the fairness, reasonableness, and adequacy of this Settlement, (3) consider whether the Court against Allstate on the merits should issue a Final Judgment and Order of Dismissal with Prejudice approving this Settlement, awarding any Attorneys’ Fees and expenses, and Incentive Award; and dismissing this Action with prejudice, and entering Final Approval Order thereon; (i4) In order to protect the continuing jurisdiction of consider such other matters as the Court and to effectuate this Agreement and the Final Approval Order, permanently enjoining Settlement Class Members who were not granted exclusion by the Court and anyone acting or purporting to act on their behalf, from filing, commencing, prosecuting, intervening in, maintaining (including claims or actions already filed), or participating in (as parties, class members, or otherwise) any new or existing action or proceeding before any court or tribunal regarding any Released Claims against any Released Parties, and from organizing any individuals who submit a Request for Exclusion into a separate class for purposes of pursuing as a purported class action any lawsuit regarding any Released Claims against any Released Parties, and providing that any person in violation of the injunction may be subject to sanctions, including payment of reasonable attorneys’ fees incurred in seeking enforcement of the injunction; (j) Approving payment of the Attorneys’ Fees and Expenses to Class Counsel and Service Award, if any, to Plaintiff; (k) Reserving continuing jurisdiction of the Court over all matters relating to the administration, consummation, enforcement, construction, and interpretation of the Settlement, this Agreement, and the Final Approval Order; (l) Holding that there is no just reason for delay and that the Final Approval Order shall be final and appealable, irrespective of the Court’s continuing jurisdiction over administration of the Settlement; and (m) Such additional provisions as provided in Exhibit F & F-1 as necessary to implement this Agreement and the Settlement. Within ten (10) Days after the Effective Date, Plaintiff and Settlement Class Members who were not granted exclusion by the Court shall dismiss with prejudice all claims, actions, or proceedings that have been brought by or involve Plaintiff or any such Settlement Class Member in any other jurisdiction and that assert any of the Released Claimsdeem appropriate.