Common use of Settlement Fund Administration Clause in Contracts

Settlement Fund Administration. The Settlement Fund shall be administered pursuant to the provisions of this Settlement Agreement and subject to the Court’s continuing supervision and control, until the funds in the Settlement Fund are fully distributed or returned to Settling Defendants, as follows: 1. The Settlement Fund shall be established within an Escrow Account and administered by an Escrow Agent at a bank agreed to by Settlement Class Counsel and administered by an Escrow Agent designated by Settlement Class Counsel. Settlement Class Counsel and Settling Defendants’ Counsel agree to cooperate in good faith to form an appropriate escrow agreement in conformance with this Agreement. 2. Neither the Plaintiffs, nor Settlement Class Counsel, shall have any responsibility, financial obligation, or liability for any fees, costs, or expenses related to providing notice to the Class or obtaining approval of the settlement, or administering the Settlement. Settlement Class Counsel may, without prior order of the Court, withdraw from the Settlement Fund up to $2,500,000 to pay the costs for notice and for preliminary and final approval of this Settlement, and including for the services of experts on class publication or other issues relating to notice, preliminary approval, or final approval. In the event that Court-ordered notice and administration costs exceed $2,500,000, Plaintiffs and Settlement Class Counsel may apply to the Court to pay such notice and administration costs from the Settlement Fund. Such costs of notice shall be non-refundable in the event that, for any reason, the Settlement is not finally approved. 3. Other than the funds referenced in Section II(C)(2) above, no funds shall be paid or disbursements made from the Settlement Fund without an order of the Court. 4. The Escrow Agent shall, to the extent practicable, invest the funds deposited in the Settlement Fund in discrete and identifiable instruments backed by the full faith and credit of the United States Government, or fully insured by the United States Government or any agency thereof, and shall reinvest the proceeds of these instruments as they mature in similar 5. The Parties agree that the Settlement Fund and the Net Settlement Fund are each intended to be a “Qualified Settlement Fund” within the meaning of Treasury Regulation § 1.468B-1 and that the Escrow Agent, as administrator of the Qualified Settlement Fund within the meaning of Treasury Regulation § 1.468B-2(k)(3), shall be solely responsible for filing tax returns for the Escrow Account and paying from the Escrow Account any Taxes, as defined below, owed with respect to the Escrow Account. Neither the Settling Defendants nor the Settling Defendants’ Counsel shall have any other liability or responsibility of any sort for filing any tax returns or paying any Taxes with respect to the Escrow Account. 6. All: (i) taxes on the income of the Settlement Fund (“Taxes”), and (ii) expenses and costs incurred in connection with the taxation of the Settlement Fund (including, without limitation, expenses of tax attorneys and accountants) shall timely be paid by the Escrow Agent out of the Settlement Fund. The Settlement Class Members shall be responsible for paying any and all federal, state, and local income taxes due on any distribution made to them pursuant to the Settlement provided herein. 7. After the Date of Final Approval, the Net Settlement Fund shall be disbursed in accordance with a plan of distribution approved by the Court. The Settlement Class Members shall look solely to the Net Settlement Fund for settlement and satisfaction of any and all Released Claims from Released Parties. Subject to approval by the Court, each Settlement Class Member seeking to receive funds distributed pursuant to this Agreement must execute a written release in favor of the Released Parties of all Released Claims.

Settlement Fund Administration. The Settlement Fund shall be administered pursuant to the provisions of this Settlement Agreement and subject to the Court’s continuing supervision and control, until the funds in the Settlement Fund are fully distributed or returned to Settling Defendants, as follows: 1. The Settlement Fund shall be established within as an Escrow Account and administered by an Escrow Agent at a bank agreed to designated by Settlement Class Counsel and administered by an Escrow Agent designated by Settlement Class Counsel. Settlement Class Counsel and Settling Defendants’ Counsel for the Parties agree to cooperate in good faith to form an appropriate escrow agreement in conformance with this Agreement. 2. Neither the Plaintiffs, nor Settlement Class Counsel, shall have any responsibility, financial obligation, or liability for any fees, costs, or expenses related to providing notice to the Class or obtaining approval of the settlement, or administering the Settlement. Settlement Class Counsel may, without prior order of the Court, withdraw from the Settlement Fund up to $2,500,000 175,000 to pay the costs of notice to the class in this Action, including costs for notice and for preliminary and final approval of this Settlementsettlement, and including for the services of experts on class publication or other issues relating to notice, preliminary approval, or final approval. In the event that Court-ordered notice and administration costs exceed $2,500,000175,000, the Plaintiffs and Settlement Class Counsel may apply to the Court to pay such notice and administration costs from the Settlement Fund. Such costs of notice shall be non-refundable in the event that, for any reason, the Settlement is not finally approved.. In such an event, Class Counsel shall submit receipts or other backup documentation to support their request for the additional costs of notice to Settling Defendants, and shall pro rate the costs among any other Defendants in the 3. Other than the funds referenced in Section II(C)(2) above, no funds shall be paid or disbursements made from the Settlement Fund without an order of the Court. 4. The Escrow Agent shall, to the extent practicable, invest the funds deposited in the Settlement Fund in discrete and identifiable instruments backed by the full faith and credit of the United States Government, or fully insured by the United States Government or any agency thereof, and shall reinvest the proceeds of these instruments as they mature in similarsimilar instruments at their then-current market rates. Any cash portion of the Settlement Fund not invested in instruments of the type described in the first sentence of this Paragraph shall be maintained by the Escrow Agent, and not commingled with any other funds or monies, in a federally insured bank account. Subsequent to payment into the Settlement Fund pursuant to Section II(A)(1), neither the Settling Defendants nor Settling Defendants’ Counsel shall bear any responsibility or risk related to the Settlement Fund or the Net Settlement Fund. 54. The Parties agree that the Settlement Fund and the Net Settlement Fund are each intended to be a “Qualified Settlement Fund” within the meaning of Treasury Regulation § 1.468B-1 and that the Escrow Agent, as administrator of the Qualified Settlement Fund within the meaning of Treasury Regulation § 1.468B-2(k)(3), shall be solely responsible for filing tax returns for the Escrow Account and paying from the Escrow Account any Taxes, as defined below, owed with respect to the Escrow Account. Neither the Settling Defendants nor the Settling Defendants’ Counsel shall have any other liability or responsibility of any sort for filing any tax returns or paying any Taxes with respect to the Escrow Account. 65. All: (i) taxes on the income of the Settlement Fund (“Taxes”), and (ii) expenses and costs incurred in connection with the taxation of the Settlement Fund (including, without limitation, expenses of tax attorneys and accountants) shall timely be paid by the Escrow Agent out of the Settlement Fund. The Settlement Class Members shall be responsible for paying any and all federal, state, and local income taxes due on any distribution made to them pursuant to the Settlement provided herein. 7. After the Date of Final Approval, the Net Settlement Fund shall be disbursed in accordance with a plan of distribution approved by the Court. The Settlement Class Members shall look solely to the Net Settlement Fund for settlement and satisfaction of any and all Released Claims from Released Parties. Subject to approval by the Court, each Settlement Class Member seeking to receive funds distributed pursuant to this Agreement must execute a written release in favor of the Released Parties of all Released Claims.and

Settlement Fund Administration. The Settlement Fund shall be administered pursuant to the provisions of this Settlement Agreement and subject to the Court’s continuing supervision and control, until the funds in the Settlement Fund are fully distributed or returned to Settling Defendants, as follows: 1. The Settlement Fund shall be established within an Escrow Account and administered by an Escrow Agent at a bank agreed to designated by Settlement Class Counsel and administered by an Escrow Agent designated by Settlement Class Counsel. Settlement Class Counsel and Settling Defendants’ Counsel for the Parties agree to cooperate in good faith to form an appropriate escrow agreement in conformance with this Agreement. 2. Neither the Plaintiffs, nor Settlement Class Counsel, shall have any responsibility, financial obligation, or liability for any fees, costs, or expenses related to providing notice to the Class or obtaining approval of the settlement, or administering the Settlement. 3. The costs of providing Class Notice to Settlement Class Members shall be paid by the Escrow Agent from the Settlement Fund. With the object of reducing the costs of notice, Settlement Class Counsel will use their reasonable efforts to coordinate the provision of Class Notice with the provision of notice for any other settlements that have been or may be reached. Settlement Class Counsel may, without prior order of the Court, withdraw from the Settlement Fund up to $2,500,000 1,500,000 to pay the costs for notice and for preliminary and final approval of this Settlement, and including for the services of experts on class publication or other issues relating to notice, preliminary approval, or final approval. In the event that Court-ordered notice and administration costs exceed $2,500,0001,500,000, Plaintiffs and Settlement Class Counsel may apply to the Court to pay such notice and administration costs from the Settlement Fund. Such costs of notice shall be non-refundable in the event that, for any reason, the Settlement is not finally approved. 3. Other than the funds referenced in Section II(C)(2) above, no funds shall be paid or disbursements made from the Settlement Fund without an order of the Court. 4. The Escrow Agent shall, to the extent practicable, invest the funds deposited in the Settlement Fund in discrete and identifiable instruments backed by the full faith and credit of the United States Government, or fully insured by the United States Government or any agency thereof, and shall reinvest the proceeds of these instruments as they mature in similarsimilar instruments at their then-current market rates. Any cash portion of the Settlement Fund not invested in instruments of the type described in the first sentence of this Paragraph shall be maintained by the Escrow Agent, and not commingled with any other funds or monies, in a federally insured bank account. Subsequent to payment into the Settlement Fund pursuant to Section II(A)(2), neither the Settling Defendants nor Settling Defendants’ Counsel shall bear any responsibility or risk related to the Settlement Fund or the Net Settlement Fund. 5. The Parties agree that the Settlement Fund and the Net Settlement Fund are each intended to be a “Qualified Settlement Fund” within the meaning of Treasury Regulation § 1.468B-1 and that the Escrow Agent, as administrator of the Qualified Settlement Fund within the meaning of Treasury Regulation § 1.468B-2(k)(3), shall be solely responsible for filing tax returns for the Escrow Account and paying from the Escrow Account any Taxes, as defined below, owed with respect to the Escrow Account. Neither the Settling Defendants nor the Settling Defendants’ Counsel shall have any other liability or responsibility of any sort for filing any tax returns or paying any Taxes with respect to the Escrow Account. 6. All: (i) taxes on the income of the Settlement Fund (“Taxes”), and (ii) expenses and costs incurred in connection with the taxation of the Settlement Fund (including, without limitation, expenses of tax attorneys and accountants) shall timely be paid by the Escrow Agent out of the Settlement Fund. The Settlement Class Members shall be responsible for paying any and all federal, state, and local income taxes due on any distribution made to them pursuant to the Settlement provided herein. 7. After the Date of Final Approval, the Net Settlement Fund shall be disbursed in accordance with a plan of distribution approved by the Court. The Settlement Class Members shall look solely to the Net Settlement Fund for settlement and satisfaction of any and all Released Claims from Released Parties. Subject It shall be a pre-condition to approval by the Court, any receipt of funds under this Agreement that each Settlement Class Member seeking to receive funds distributed pursuant to this Agreement must execute executes a written release in favor of the Released Parties of all Released Claims.