The Settlement Fund. (a) Before the Court issues the Final Approval Order, disbursements for expenses associated with providing notice of the Settlement to the Class, expenses associated with administering the Settlement, and any payments and expenses incurred in connection with taxation matters relating to the Settlement and this Settlement Agreement (“Administration Expenses”) may be made from the Settlement Fund, and such amounts shall be refundable to Defendants in the event the Agreement is disapproved, terminated, or otherwise fails to become effective. Court approval shall not be required for disbursements or distributions of Administration Expenses for amounts (in the aggregate) of less than $150,000. Otherwise, no disbursement from or distribution of the Settlement Fund shall be made without prior approval of the Court. (b) At all times prior to the Effective Date, the Settlement Fund shall be invested as set forth in Paragraph 3 of the Escrow Agreement, in instruments backed by the full faith and credit of the United States Government or fully insured by the United States Government or an agency thereof, including a U.S. Treasury Money Market Fund or a bank account insured by the Federal Deposit Insurance Corporation (“FDIC”) up to the guaranteed FDIC limit. After the Effective Date, the Settlement Fund shall be invested pursuant to Paragraph 3 of the Escrow Agreement as directed in writing by Co-Lead Class Counsel: Xxxxx X. Xxxxxxxx of Xxxxxx & Xxxxxxxx, P.C., Xxxxx X. Xxxxxxxx of Grant & Eisenhofer, P.A., Xxxxx Xxxx of Xxxxxx & Xxxxxx LLP, and Xxxxxx X. Xxxxx of Xxxxxx Xxxxxx Xxxxx Xxxxxxx LLP. All interest earned on the Settlement Fund shall become and remain part of the Settlement Fund. (c) After the Effective Date, the Settlement Fund shall be distributed in accordance with the Court-approved plan for such distribution. (d) After making the payment described in Paragraph 6 above, Defendants shall have no responsibility whatsoever for the allocation or distribution of the Settlement Fund and shall not be responsible for any disputes relating to the amount, allocation, or distribution of any fees, costs or awards. Further, after making the payment described in Paragraph 6 above, Defendants shall not be liable for any additional payments to the Class or Plaintiffs’ Counsel pursuant to this Settlement Agreement. (e) Plaintiffs and Class Counsel shall be reimbursed and indemnified solely out of the Settlement Fund for all expenses. The Defendants shall not be liable for any costs, attorneys’ fees, other fees, or expenses of any of Plaintiffs or the Class’s respective attorneys, experts, advisors, agents, or representatives, but all such costs, fees and expenses as approved by the Court shall be paid out of the Settlement Fund.
Appears in 2 contracts
Samples: Settlement Agreement, Settlement Agreement
The Settlement Fund. (a) Before The Settlement Fund shall be established as an escrow account and administered by the Court issues Escrow Agent, subject to approval by the Final Approval OrderCourt. The Settlement Fund shall be administered pursuant to this Agreement and subject to the Court’s continuing supervision and control. No monies shall be paid from the Settlement Fund without the specific authorization of OTC Plaintiffs’ Counsel. Counsel for the Parties agree to cooperate, disbursements for in good faith, to form an appropriate escrow agreement in conformance with this Agreement.
(b) Barclays shall cause the payment of one hundred and twenty million dollars ($120 million) to be paid to the Escrow Agent by wire transfer within fifteen (15) business days following the Execution Date, provided that within five (5) days following the Execution Date, OTC Plaintiffs’ Counsel shall provide Barclays with such information as Barclays may require to complete the wire transfer. These funds, together with any and all interest earned thereon, shall constitute the Settlement Fund. OTC Plaintiffs’ Counsel may pay from the Settlement Fund on a nonrefundable basis, without further approval from Barclays or the Court, the costs and expenses associated reasonably and actually incurred up to the sum of $500,000 in connection with providing notice Class Notice and the administration of the Settlement to settlement, including, without limitation, locating members of the Class, expenses associated soliciting OTC Class Members’ claims, assisting with the filing of claims, administering and distributing the SettlementNet Settlement Fund to Authorized Claimants, and any payments processing proof of claim and release forms. All costs and expenses incurred in connection with taxation matters relating to providing Class Notice and the Settlement and this Settlement Agreement (“Administration Expenses”) may administration of the settlement in excess of $500,000 shall be made paid from the Settlement Fund, and such amounts shall be refundable subject to Defendants approval from the Court. If for any reason the settlement set forth in the event the this Agreement is disapproved, terminated, or otherwise fails to become effective. Court approval , the amounts paid or incurred for such expenses shall not be required for disbursements recoupable by Barclays from OTC Plaintiffs’ Counsel or distributions any other Person.
(c) Without prejudice to the Class Plaintiffs’ right to seek enforcement of Administration Expenses for amounts this Agreement by motion or otherwise, if the Settlement Amount is not timely transferred to the escrow account, OTC Plaintiffs’ Counsel may terminate this Agreement if the following occur:
(i) OTC Plaintiffs’ Counsel has notified Barclays’ Counsel in the aggregatewriting of OTC Plaintiffs’ Counsel’s intention to terminate this Agreement; and
(ii) of less than $150,000. Otherwise, no disbursement from or distribution of The entire Settlement Amount is not transferred to the Settlement Fund shall be made without prior approval of the Courtwithin ten (10) business days after OTC Plaintiffs’ Counsel has provided such written notice.
(bd) At all times prior to the Effective Date, the The Settlement Fund shall be invested as set forth exclusively in Paragraph 3 of the Escrow Agreement, in instruments accounts backed by the full faith and credit of the United States Government or fully insured by the United States Government or an agency thereof, including a U.S. Treasury Money Market Fund or a bank account that is either: (i) fully insured by the Federal Deposit Insurance Corporation (“FDIC”); or (ii) up secured by instruments backed by the full faith and credit of the United States Government. The proceeds of these accounts shall be reinvested in similar instruments at their then-current market rates as they mature. All risks related to the guaranteed FDIC limit. After the Effective Date, investment of the Settlement Fund in accordance with the investment guidelines set forth in this paragraph shall be invested pursuant to Paragraph 3 of the Escrow Agreement as directed in writing borne by Co-Lead Class Counsel: Xxxxx X. Xxxxxxxx of Xxxxxx & Xxxxxxxx, P.C., Xxxxx X. Xxxxxxxx of Grant & Eisenhofer, P.A., Xxxxx Xxxx of Xxxxxx & Xxxxxx LLP, and Xxxxxx X. Xxxxx of Xxxxxx Xxxxxx Xxxxx Xxxxxxx LLP. All interest earned on the Settlement Fund shall become and remain part of the Settlement Fund.
(ce) After All funds held by the Effective DateEscrow Agent shall be deemed and considered to be in custodia legis of the Court, and shall remain subject to the jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and the Plan of Distribution approved by the Court.
(f) The Settlement Fund shall be distributed applied as follows:
(i) To pay any Fee and Expense Award, if and to the extent allowed by the Court;
(ii) To pay all the costs and expenses reasonably and actually incurred in accordance connection with providing Class Notice and the administration of the settlement, including, without limitation, locating members of the Class, soliciting OTC Class Members’ claims, assisting with the Court-filing of claims, administering and distributing the Net Settlement Fund to Authorized Claimants, and processing proof of claim and release forms;
(iii) To pay the Taxes and tax expenses described in Paragraph 12 hereof;
(iv) To pay any other Court approved plan fees and expenses; and
(v) To distribute the balance of the Settlement Fund (the “Net Settlement Fund”) to Authorized Claimants for such distributioneach Class as allowed by the Court pursuant to the Class Distribution Order.
(dg) After making With the payment described object of reducing the costs of Class Notice, OTC Plaintiffs’ Counsel shall use their reasonable best efforts to coordinate the provision of Class Notice pertaining to this Agreement with the provision of notice for any other settlements that may be reached. In all events, Barclays shall have no liability for the costs of provision of notice beyond those set forth in Paragraph 6 10(b).
(h) As set forth above, Defendants Barclays shall be responsible for paying the Settlement Amount. Barclays shall have no responsibility whatsoever for the allocation or distribution of the Settlement Fund and shall not be responsible for any disputes other costs, including, as further detailed in this Agreement, any attorneys’ fees and expenses or any Taxes or tax-related costs relating to the amount, allocation, or distribution of any fees, costs or awards. Further, after making the payment described in Paragraph 6 above, Defendants shall not be liable for any additional payments to the Class or Plaintiffs’ Counsel pursuant to this Settlement Agreement.
(e) Plaintiffs and Class Counsel shall be reimbursed and indemnified solely out of the Settlement Fund for all expenses. The Defendants shall not be liable for any costs, attorneys’ fees, other fees, or expenses of any of Plaintiffs or the Class’s respective attorneys, experts, advisors, agents, or representativesFund, but all such costsfees, fees expenses, and expenses costs shall be paid from the Settlement Fund, as approved by the Court shall be paid out of the Settlement FundCourt.
Appears in 2 contracts
Samples: Settlement Agreement, Settlement Agreement
The Settlement Fund. (a) Before No later than five (5) business days after entry of the Court issues Preliminary Approval Order, the Escrow Agent shall establish an escrow account. The Parties agree that the Escrow Account is intended to be, and will be, an interest-bearing “Qualified Settlement Fund” within the meaning of Treasury Regulation 26 C.F.R. § 1.468B-1. The Settlement Administrator, as administrator of the Qualified Settlement Fund within the meaning of Treasury Regulation 26 C.F.R. § 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 owed with respect to the Escrow Account. The Company agrees to provide the Settlement Administrator with the statement described in Treasury Regulation 26 C.F.R.
§1. 468B-3(e). Neither Defendants, Defendants’ Counsel, the Defendant Released Parties, Plaintiffs, nor Class Counsel shall have any liability or responsibility of any sort for filing any tax returns or paying any taxes with respect to the Escrow Account.
(b) In consideration of all of the promises and agreements set forth in this Agreement, the Company will pay the Settlement Amount. None of the other Defendant Released Parties shall have any obligation to contribute financially to this Settlement. It is understood and agreed by the Parties that by paying the Settlement Amount, Defendants do not agree with or in any way admit, and shall not be deemed to agree with or in any way admit, any theories of Plaintiffs or Class Counsel regarding Defendants’ liability in the Action, including, without limitation, that any of Defendants’ prior or existing practices violates any federal or state laws, statutes, or regulations.
(c) The Company shall pay the Settlement Amount in two segments, and this funding, in the aggregate, together with any interest and investment earnings thereon, shall constitute the “Settlement Fund.” First, the Company shall cause one hundred and fifty thousand dollars ($150,000) of the Settlement Amount to be deposited by wire transfer into the Escrow Account as soon as reasonably possible following the entry of the Preliminary Approval Order, but no later than thirty (30) calendar days after entry of the order, to fund any Administration Costs and Independent Fiduciary Fees and Costs that arise before the Court’s entry of the Final Approval OrderOrder and Judgment. Second, disbursements for expenses associated with providing notice the Company shall cause the remaining portion of the Settlement Amount to be deposited by wire transfer into the Escrow Account within thirty (30) calendar days following the Effective Date, subject to the Classprovisions of Section 9.5.
(d) The Settlement Fund shall be used solely for the purposes set forth in Section 4.1(j) below.
(e) Subject to Court approval and oversight, expenses associated with administering the Settlement, and any payments and expenses incurred in connection with taxation matters relating to Escrow Account will be controlled by the Settlement and this Settlement Agreement (“Administration Expenses”) may be made from Administrator. Neither Defendants nor Plaintiffs shall have any liability whatsoever for the acts or omissions of the Settlement Fund, and such amounts shall be refundable to Defendants in Administrator appointed by the event the Agreement is disapproved, terminated, or otherwise fails to become effectiveCourt. Court approval The Settlement Administrator shall not be required for disbursements disburse the Settlement Amount or distributions of Administration Expenses for amounts (in the aggregate) of less than $150,000. Otherwise, no disbursement from or distribution any portion of the Settlement Fund shall be made without except as provided for in this Agreement, by an order of the Court, or with prior approval written agreement of Class Counsel and Defendants’ Counsel.
(f) The Settlement Administrator is authorized to execute transactions on behalf of Class Members that are consistent with the terms of this Agreement and with orders of the Court.
(bg) At all times prior All funds held in the Escrow Account shall be deemed to be in the custody of the Court and shall remain subject to the Effective Datejurisdiction of the Court until the funds are distributed in accordance with this Agreement.
(h) The Settlement Administrator shall, to the extent practicable and prudent, invest the Settlement Fund shall be invested as set forth in Paragraph 3 of the Escrow Agreement, 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 an agency thereof, including a U.S. Treasury Money Market Fund or a bank account insured by and shall reinvest the Federal Deposit Insurance Corporation (“FDIC”) up to the guaranteed FDIC limitproceeds of these instruments as they mature in similar instruments at their then-current market rates. After the Effective Date, The Settlement Administrator shall maintain records identifying in detail each instrument in which the Settlement Fund shall be invested pursuant to Paragraph 3 of the Escrow Agreement as directed in writing by Co-Lead Class Counsel: Xxxxx X. Xxxxxxxx of Xxxxxx & Xxxxxxxx, P.C., Xxxxx X. Xxxxxxxx of Grant & Eisenhofer, P.A., Xxxxx Xxxx of Xxxxxx & Xxxxxx LLPor any portion thereof has been invested, and Xxxxxx X. Xxxxx identifying the precise location (including any safe deposit box number) and form of Xxxxxx Xxxxxx Xxxxx Xxxxxxx LLPholding of each such instrument. All interest earned on Neither the Settlement Fund nor any portion thereof shall become be commingled with any other monies in any instruments. Any cash portion of the Settlement Fund not invested in instruments of the type described in the first sentence of this Section 4.1(h) shall be maintained by the Settlement Administrator, and remain part not commingled with any other monies, in a bank account, which shall promptly be identified to the Parties at any Party’s request by bank and account number and any other identifying information. The Settlement Administrator and Class Members shall bear all risks related to investment of the Settlement Fund.
(ci) After All taxes on the Effective Dateincome of the Escrow Account (“Taxes”) and expenses and costs incurred in connection with the taxation of the Escrow Account (including, without limitation, expenses of tax attorneys and accountants) (“Tax-Related Costs”) shall be timely paid by the Settlement Administrator out of the Escrow Account.
(j) The following amounts associated with the Settlement shall be paid solely from the Settlement Fund:
(1) Distributions to Class Members in accordance with Section 4.2;
(2) Case Contribution Awards approved by the Court;
(3) Attorneys’ Fees and Expenses approved by the Court;
(4) Independent Fiduciary Fees and Costs;
(5) Administration Costs; and
(6) Taxes and Tax-Related Costs (not including the taxes discussed in Section 4.3 below).
(k) The Independent Fiduciary Fees and Costs shall be paid from the Settlement Fund upon the Settlement Administrator’s receipt of an invoice from the Independent Fiduciary.
(l) The Settlement Administrator will reserve from the Settlement Fund its estimated Administration Costs. Beginning thirty (30) calendar days after the entry of the Preliminary Approval Order, and on every thirtieth (30th) calendar day thereafter, the Settlement Fund Administrator shall provide the Parties with a detailed accounting of any Administration Costs expended to date and an invoice for the amount of such Administration Costs. The invoices will be payable upon the consent of both Parties. Any disputes as to whether amounts billed by the Settlement Administrator are reasonable and necessary under this Agreement shall be distributed in accordance with resolved by the Court-approved plan for such distribution.
(d) After making the payment described in Paragraph 6 above, Defendants shall have no responsibility whatsoever for the allocation or distribution of the Settlement Fund and shall not be responsible for any disputes relating to the amount, allocation, or distribution of any fees, costs or awards. Further, after making the payment described in Paragraph 6 above, Defendants shall not be liable for any additional payments to the Class or Plaintiffs’ Counsel pursuant to this Settlement Agreement.
(e) Plaintiffs and Class Counsel shall be reimbursed and indemnified solely out of the Settlement Fund for all expenses. The Defendants shall not be liable for any costs, attorneys’ fees, other fees, or expenses of any of Plaintiffs or the Class’s respective attorneys, experts, advisors, agents, or representatives, but all such costs, fees and expenses as approved by the Court shall be paid out of the Settlement Fund.
Appears in 2 contracts
Samples: Class Action Settlement Agreement, Class Action Settlement Agreement
The Settlement Fund. (a) Before the Court issues the Final Approval Order, disbursements for expenses associated with providing notice of the Settlement to the Class, expenses associated with administering the Settlement, and any payments and expenses incurred in connection with taxation matters relating to the Settlement and this Settlement Agreement (“Administration Expenses”) may be made from the Settlement Fund, and such amounts shall be refundable to Defendants in the event the Agreement is disapproved, terminated, or otherwise fails to become effective. Court approval shall not be required for disbursements or distributions of Administration Expenses for amounts (in the aggregate) of less than $150,000. Otherwise, no disbursement from or distribution of the The Settlement Fund shall be made without prior established as an escrow account and administered by the Escrow Agent, subject to approval of by the Court. The Settlement Fund shall be administered pursuant to this Agreement and subject to the Court’s continuing supervision and control. No monies shall be paid from the Settlement Fund without the specific authorization of Lender Plaintiffs’ Counsel and either the Court or HSBC. Counsel for the Parties agree to cooperate, in good faith, to form an appropriate escrow agreement in conformance with this Agreement.
(b) At In consideration of the full release and discharge of all times prior claims, HSBC will cause to be wired the entire Settlement Amount within (10) days after the District Court enters the Preliminary Approval Order.
(c) Without prejudice to the Effective DateLender Plaintiffs’ right to seek enforcement of this Agreement by motion or otherwise, if the Settlement Amount is not timely transferred to the escrow account, Lender Plaintiffs’ Counsel may terminate this Agreement if the following occur:
(i) Lender Plaintiffs’ Counsel has notified HSBC’s Counsel in writing of Lender Plaintiffs’ Counsel’s intention to terminate this Agreement; and
(ii) The entire Settlement Amount is not transferred to the Settlement Fund within ten (10) business days after Lender Plaintiffs’ Counsel has provided such written notice.
(d) The Settlement Fund shall be invested as set forth exclusively in Paragraph 3 of the Escrow Agreement, in instruments accounts backed by the full faith and credit of the United States Government or fully insured by the United States Government or an agency thereof, including a U.S. Treasury Money Market Fund or a bank account that is either: (i) fully insured by the Federal Deposit Insurance Corporation (“FDIC”); or (ii) up secured by instruments backed by the full faith and credit of the United States Government. The proceeds of these accounts shall be reinvested in similar instruments at their then-current market rates as they mature. All risks related to the guaranteed FDIC limit. After the Effective Date, investment of the Settlement Fund in accordance with the investment guidelines set forth in this paragraph shall be invested pursuant to Paragraph 3 of the Escrow Agreement as directed in writing borne by Co-Lead Class Counsel: Xxxxx X. Xxxxxxxx of Xxxxxx & Xxxxxxxx, P.C., Xxxxx X. Xxxxxxxx of Grant & Eisenhofer, P.A., Xxxxx Xxxx of Xxxxxx & Xxxxxx LLP, and Xxxxxx X. Xxxxx of Xxxxxx Xxxxxx Xxxxx Xxxxxxx LLP. All interest earned on the Settlement Fund shall become and remain part of the Settlement Fund.
(ce) After All funds held by the Effective DateEscrow Agent shall be deemed and considered to be in custodia legis of the Court, and shall remain subject to the jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and the Plan of Distribution approved by the Court.
(f) The Settlement Fund shall be distributed applied as follows:
(i) To pay any Fee and Expense Award, if and to the extent allowed by the Court;
(ii) To pay all the costs and expenses reasonably and actually incurred in accordance connection with providing Class Notice and the administration of the settlement, including, without limitation, locating members of the Settlement Class, soliciting Lender Class Members’ claims, assisting with the Courtfiling of claims, administering and distributing the Net Settlement Fund to Authorized Claimants, and processing proof of claim and release forms;
(iii) To pay the Taxes and tax expenses described in Paragraph 12 hereof;
(iv) To pay any other Court approved fees and expenses including Lender Plaintiffs’ Counsel out-approved plan for such distributionof-pocket expenses, compensatory awards and disbursements; and
(v) To distribute the balance of the Settlement Fund (the “Net Settlement Fund”) to Authorized Claimants as allowed by the Court pursuant to the Class Distribution Order.
(dg) After making With the payment described object of reducing the costs of Class Notice, Lender Plaintiffs’ Counsel shall use their reasonable best efforts to coordinate the provision of Class Notice pertaining to this Agreement with the provision of notice for any other settlements that may be reached. In all events, HSBC shall have no liability for the costs of provision of notice beyond those set forth in Paragraph 6 10(b).
(h) As set forth above, Defendants HSBC shall be responsible for paying the Settlement Amount. HSBC shall have no responsibility whatsoever for the allocation or distribution of the Settlement Fund and shall not be responsible for any disputes other costs, including, as further detailed in this Agreement, any attorneys’ fees and expenses or any Taxes or tax-related costs relating to the amount, allocation, or distribution of any fees, costs or awards. Further, after making the payment described in Paragraph 6 above, Defendants shall not be liable for any additional payments to the Class or Plaintiffs’ Counsel pursuant to this Settlement Agreement.
(e) Plaintiffs and Class Counsel shall be reimbursed and indemnified solely out of the Settlement Fund for all expenses. The Defendants shall not be liable for any costs, attorneys’ fees, other fees, or expenses of any of Plaintiffs or the Class’s respective attorneys, experts, advisors, agents, or representativesFund, but all such costsfees, fees expenses, and expenses costs shall be paid from the Settlement Fund, as approved by the Court shall Court.
(i) If the Settlement does not become final, the entire amount paid or caused to be paid out by HSBC plus all accrued interest, less the costs of the Settlement Fundnotice and administration, shall promptly be returned to HSBC.
Appears in 1 contract
Samples: Settlement Agreement
The Settlement Fund. (a) 25. Before the Court issues the Final Approval Ordera final order approving this Agreement, disbursements for reasonable expenses (not including attorneys’ fees) associated with the following may be made from the Settlement Fund as directed by Class Counsel: providing notice of the Settlement settlement to the Settlement Class, expenses associated with administering the Settlementsettlement, and any payments and expenses incurred in connection with taxation matters relating to the Settlement settlement and this Settlement Agreement (“Administration Expenses”) may be made from the Settlement Fund, and such amounts as addressed by paragraph 32 of this Agreement. Such reasonable expenses shall not be refundable to Defendants Xxxxxx in the event the Agreement is disapproved, terminatedrescinded, or otherwise fails to become effective. Court approval shall not be required Except as provided for disbursements or distributions of Administration Expenses for amounts (in the aggregate) of less than $150,000. Otherwise, no disbursement from or distribution of the Settlement Fund shall be made without prior approval of the Court.
(b) At all times prior to the Effective Date, the Settlement Fund shall be invested as set forth in Paragraph 3 of the Escrow this Agreement, in instruments backed by the full faith and credit of the United States Government or fully insured by the United States Government or an agency thereof, including a U.S. Treasury Money Market Fund or a bank account insured by the Federal Deposit Insurance Corporation (“FDIC”) up no event shall Xxxxxx have any liability with respect to the guaranteed FDIC limitgiving of notice of this settlement to Settlement Class members, including, but not limited to, the expense and cost of such notice, except for the reasonable expense or cost incidental to providing Class Counsel the names and addresses of its customers who purchased Ready-Mixed Concrete during the Class Period.
26. After the Effective Date, Plaintiffs and Class Counsel shall have the right to seek, and Xxxxxx shall not oppose, Court approval of payments from the Settlement Fund shall for distribution to Settlement Class members or to reimburse Class Counsel for reasonable expenditures made or to be invested pursuant to Paragraph 3 made by Class Counsel in the prosecution of the Escrow Agreement as directed in writing by Co-Lead Class Counsel: Xxxxx X. Xxxxxxxx of Xxxxxx & XxxxxxxxAction against the Defendants other than Xxxxxx. In no event shall Shelby have any responsibility, P.C.financial obligation, Xxxxx X. Xxxxxxxx of Grant & Eisenhoferor liability whatsoever with respect to the investment, P.A.distribution, Xxxxx Xxxx of Xxxxxx & Xxxxxx LLP, and Xxxxxx X. Xxxxx of Xxxxxx Xxxxxx Xxxxx Xxxxxxx LLP. All interest earned on the Settlement Fund shall become and remain part or administration of the Settlement Fund.
(c) After the Effective Date, including, but not limited to, the Settlement Fund shall be distributed costs and expenses of such distribution and administration, except as otherwise expressly provided in accordance with the Court-approved plan for such distribution.
(d) After making the payment described in Paragraph 6 above, Defendants shall have no responsibility whatsoever for the allocation or distribution of the Settlement Fund and shall not be responsible for any disputes relating to the amount, allocation, or distribution of any fees, costs or awards. Further, after making the payment described in Paragraph 6 above, Defendants shall not be liable for any additional payments to the Class or Plaintiffs’ Counsel pursuant to this Settlement Agreement.
(e) Plaintiffs and 27. Class Counsel shall be reimbursed and indemnified paid solely out of the Settlement Fund for all expenses including, but not limited to, attorneys’ fees and expenses. The Defendants Plaintiffs and Class Counsel shall have the right to seek, and Xxxxxx shall not oppose, the Court’s approval of the payment of attorneys’ fees in an amount not to exceed 33 1/3 % of the Settlement Amount, and reimbursement of reasonable expenses, to be paid from the Settlement Fund. No attorneys’ fees or expenses, other than the reimbursement of any costs or expenses advanced by Class Counsel associated with providing notice of the settlement to the Settlement Class, administering the settlement, or in connection with taxation matters relating to the settlement and this Agreement as addressed by paragraph 32 of this Agreement, shall be paid to Class Counsel prior to the Effective Date. Xxxxxx shall not be liable for any costs, attorneys’ fees, other fees, fees or expenses of any of Plaintiffs or the Class’s Plaintiffs’ respective attorneys, experts, advisors, agents, or representatives, but all such costs, fees fees, and expenses as approved by the Court shall be paid out of the Settlement Fund.
Appears in 1 contract
Samples: Settlement Agreement
The Settlement Fund. 14. Defendant agrees to make a payment of Five Hundred Seventy-Eight Thousand Six Hundred and Eighty dollars and no cents (a$578,680.00), and to deposit that payment into the Settlement Fund within thirty (30) Before Days after the Effective Date. For the avoidance of doubt, and for purposes of this Settlement Agreement only, Defendant’s liability shall not exceed Five Hundred Seventy-Eight Thousand Six Hundred and Eighty dollars and no cents ($578,680.00), inclusive of attorneys’ fees, costs, and expenses. The timing set forth in this provision is contingent upon the receipt of a W-9 from the Settlement Administrator for the Settlement Fund before the Effective Date. If Defendant does not receive this information before the Effective Date, the payments specified by this paragraph shall be made within thirty (30) Days after Defendant receives this information.
15. The Settlement Fund shall be deposited in an appropriate trust account established by the Settlement Administrator but shall remain subject to the jurisdiction of the Court issues until such time as the Final Approval Order, disbursements for expenses associated with providing notice entirety of the Settlement Fund is distributed pursuant to the Class, expenses associated with administering the Settlement, and any payments and expenses incurred in connection with taxation matters relating this Agreement or returned to those who paid the Settlement and this Settlement Agreement (“Administration Expenses”) may be made from the Settlement Fund, and such amounts shall be refundable to Defendants Fund in the event the this Agreement is disapprovedvoided, terminated, or otherwise fails cancelled.
16. In the event this Agreement is voided, terminated, or cancelled due to become effective. lack of approval from the Court approval or any other reason: (i) the Class Representatives and Class Counsel shall not be required for disbursements have no obligation to repay any of the Notice and Claims Administration Costs that have been paid or distributions incurred in accordance with the terms and conditions of Administration Expenses for this Agreement; (ii) any amounts (remaining in the aggregateSettlement Fund after payment of Notice and Claims Administration Costs paid or incurred in accordance with the terms and conditions of this Agreement, including all interest earned on the Settlement Fund net of any taxes, shall be returned to Defendant; and (iii) no other person or entity shall have any further claim whatsoever to such amounts.
17. This Settlement is non-reversionary. As of less than $150,000the Effective Date, all rights of Defendant in or to the Settlement Fund shall be extinguished, except in the event this Settlement Agreement is voided, cancelled, or terminated, as described in Section XIV of this Agreement. OtherwiseIn the event the Effective Date occurs, no disbursement from or distribution portion of the Settlement Fund shall be made without prior approval of the Courtreturned to Defendant.
(b) At all times prior to the Effective Date18. As further described in this Agreement, the Settlement Fund shall be invested as set forth in Paragraph 3 of the Escrow Agreement, in instruments backed used by the full faith Settlement Administrator to pay for: (i) reasonable Notice and credit of the United States Government or fully insured by the United States Government or an agency thereof, including a U.S. Treasury Money Market Fund or a bank account insured by the Federal Deposit Insurance Corporation (“FDIC”) up to the guaranteed FDIC limit. After the Effective Date, the Settlement Fund shall be invested pursuant to Paragraph 3 of the Escrow Agreement as directed in writing by Co-Lead Class Counsel: Xxxxx X. Xxxxxxxx of Xxxxxx & Xxxxxxxx, P.C., Xxxxx X. Xxxxxxxx of Grant & Eisenhofer, P.A., Xxxxx Xxxx of Xxxxxx & Xxxxxx LLP, and Xxxxxx X. Xxxxx of Xxxxxx Xxxxxx Xxxxx Xxxxxxx LLP. All interest earned on the Settlement Fund shall become and remain part of the Settlement Fund.
(c) After the Effective Date, the Settlement Fund shall be distributed in accordance with the Court-approved plan for such distribution.
(d) After making the payment described in Paragraph 6 above, Defendants shall have no responsibility whatsoever for the allocation or distribution of the Settlement Fund and shall not be responsible for any disputes relating to the amount, allocation, or distribution of any fees, costs or awards. Further, after making the payment described in Paragraph 6 above, Defendants shall not be liable for any additional payments to the Class or Plaintiffs’ Counsel Claims Administration Costs incurred pursuant to this Settlement Agreement.
(e) Plaintiffs and Class Counsel shall be reimbursed and indemnified solely out of the Settlement Fund for all expenses. The Defendants shall not be liable for any costs, attorneys’ fees, other fees, or expenses of any of Plaintiffs or the Class’s respective attorneys, experts, advisors, agents, or representatives, but all such costs, fees and expenses Agreement as approved by the Court shall be paid out of Parties and approved by the Court, (ii) any taxes owed by the Settlement Fund., (iii) any Service Awards approved by the Court,
Appears in 1 contract
Samples: Settlement Agreement
The Settlement Fund. (a) Before
a. The Escrow Account is to be administered under the Court issues Court’s continuing supervision and control. The Escrow Agent shall cause the Final Approval Order, disbursements for expenses associated with providing notice of the Settlement to the Class, expenses associated with administering the Settlement, and any payments and expenses incurred in connection with taxation matters relating to the Settlement and this Settlement Agreement (“Administration Expenses”) may be made from the Settlement Fund, and such amounts shall be refundable to Defendants funds deposited in the event the Agreement is disapproved, terminated, or otherwise fails Escrow Account to become effective. Court approval shall not be required for disbursements or distributions of Administration Expenses for amounts (in the aggregate) of less than $150,000. Otherwise, no disbursement from or distribution of the Settlement Fund shall be made without prior approval of the Court.
(b) At all times prior to the Effective Date, the Settlement Fund shall be invested as set forth in Paragraph 3 of the Escrow Agreement, in instruments backed by the full faith and credit of the United States Government or fully insured by the United States Government or an agency thereof, including a U.S. Treasury Money Market Fund or a bank account insured by money market invested substantially in such instruments, and shall reinvest any income from these instruments and the Federal Deposit Insurance Corporation (“FDIC”) up proceeds of these instruments as they mature in similar instruments at their then-current market rates. All funds held in the Escrow Account shall be deemed and considered to be in custodia legis of the Court and shall remain subject to the guaranteed FDIC limit. After jurisdiction of the Effective DateCourt, the Settlement Fund until such time as such funds shall be invested distributed pursuant to Paragraph 3 this Settlement Agreement and/or further order(s) of the Escrow Agreement as directed in writing by Co-Lead Class Counsel: Xxxxx X. Xxxxxxxx of Xxxxxx & Xxxxxxxx, P.C., Xxxxx X. Xxxxxxxx of Grant & Eisenhofer, P.A., Xxxxx Xxxx of Xxxxxx & Xxxxxx LLP, and Xxxxxx X. Xxxxx of Xxxxxx Xxxxxx Xxxxx Xxxxxxx LLPCourt. All interest earned on the Settlement Fund shall become and remain part of the Settlement Fund.
(c) After the Effective Date, the Settlement Fund shall be distributed in accordance with the Court-approved plan for such distributionor formula of allocation of the Settlement Fund, (the “Plan of Allocation”). It is understood and agreed by the Parties that any Plan of Allocation is not a part of this Settlement Agreement and is to be considered by the Court separately from the Court’s consideration of the fairness, reasonableness, and adequacy of the Settlement set forth in this Settlement Agreement, and any order or proceedings solely relating to the Plan of Allocation shall not operate to terminate or cancel this Settlement Agreement or affect the finality of the judgment, the Final Approval Order, or any other orders entered pursuant to this Settlement Agreement.
(d) b. After making the payment payments described in Paragraph 6 above, Defendants Actavis and Merz shall have no responsibility whatsoever for the allocation or distribution of the Settlement Fund and shall not be responsible for any disputes relating to the amount, allocation, or distribution of any fees, costs costs, or awards. Further, after making the payment payments described in Paragraph 6 above, Defendants Actavis and Merz shall not be liable for any additional payments to the Indirect Purchaser Class or Plaintiffs’ Plaintiff’s Counsel for any reason. Liability for additional payments, if any, to the Indirect Purchaser Class or Plaintiff’s Counsel pursuant to this Settlement AgreementAgreement shall be the sole responsibility of Plaintiff’s Counsel.
(e) Plaintiffs c. Plaintiff and Counsel for the Class Counsel shall be reimbursed and indemnified for all expenses solely out of the Settlement Fund for all expensesFund. The Defendants After payment of the Settlement Amount, Actavis and Merz shall not be liable for any costs, attorneys’ fees, other fees, or expenses of any of Plaintiffs Plaintiff’s or the Indirect Purchaser Class’s respective attorneys, experts, advisors, agents, or representatives, but all such costs, fees fees, and expenses as approved by the Court shall be paid out of the Settlement Fund.
d. To the extent that there is any ambiguity or inconsistency concerning disbursements when this Settlement Agreement and the Escrow Agreement are read together, the terms of this Settlement Agreement shall control.
Appears in 1 contract
Samples: Settlement Agreement
The Settlement Fund. (a) Before the Court issues the Final Approval Order, disbursements for expenses associated with providing notice of the Settlement to the Class, expenses associated with Direct Purchaser Classes and administering the Settlement, Settlement and any payments and expenses incurred in connection with taxation matters relating to the Settlement and this Settlement Agreement (collectively, “Administration Expenses”) may be made from the Settlement Fund, and such amounts shall be refundable to Defendants in . In the event the Agreement is disapproved, terminated, or otherwise fails to become effective, the Settlement Fund shall be refunded to Ranbaxy plus interest earned (net of any taxes paid on such interest), minus Administration Expenses reasonably paid or incurred up to fifty thousand dollars ($50,000). Court The Court’s approval shall not be required for disbursements or distributions of Administration Expenses for amounts (in the aggregate) of less than fifty thousand dollars ($150,00050,000). Otherwise, no disbursement from or distribution of the Settlement Fund shall be made without prior approval of the Court.
(b) At all times prior to the Effective Date, the Settlement Fund shall be invested as set forth in Paragraph 3 of the Escrow Agreement, in instruments backed by the full faith and credit of the United States Government government or fully insured by the United States Government government or an agency thereof, including a U.S. Treasury Money Market Fund or a bank account insured by the Federal Deposit Insurance Corporation (“FDIC”) up to the guaranteed FDIC limit. After the Effective Date, the Settlement Fund shall be invested pursuant to Paragraph 3 of the Escrow Agreement as directed in writing by Co-Lead Class Counsel: Xxxxx X. Xxxxxxxx of Xxxxxx & Xxxxxxxx, P.C., Xxxxx X. Xxxxxxxx of Grant & Eisenhofer, P.A., Xxxxx Xxxx of Xxxxxx & Xxxxxx LLP, and Xxxxxx X. Xxxxx of Xxxxxx Xxxxxx Xxxxx Xxxxxxx LLP. All interest and dividends earned on the Settlement Fund shall become and remain part of the Settlement Fund. Ranbaxy shall have no liability, obligation, or responsibility of any kind in connection with the investment, disbursement, or other oversight of the Settlement Fund.
(c) After the Effective Date, the Settlement Fund shall be distributed in accordance with the Court-approved plan for such distribution.
(d) After making the payment described in Paragraph 6 above, Defendants . Ranbaxy shall have no responsibility whatsoever for the allocation or distribution of the Settlement Fund and shall not be responsible for any disputes relating to the amount, allocation, or distribution of any fees, costs fees or awardsexpenses. Further, after making the payment described in Paragraph 6 aboveSettlement Payment, Defendants Ranbaxy shall not be liable for any additional payments payments, including without limitation any damages, fines, penalties, punitive damages, or forfeitures, to Plaintiffs, Class Counsel, or the Class or Plaintiffs’ Counsel Direct Purchaser Classes pursuant to this Settlement Agreement.
(d) Ranbaxy shall have no right of reimbursement or repayment from the Settlement Fund except as set forth in Paragraphs 7(a) and 13.
(e) Plaintiffs and Class Counsel shall be reimbursed and indemnified solely out of the Settlement Fund for all expenses. The Defendants Ranbaxy shall not be liable for any costs, attorneys’ fees, other fees, or expenses of any of Plaintiffs Plaintiffs’ or the Class’s Direct Purchaser Classes’ respective attorneys, experts, advisors, agents, or representatives, but all such costs, fees fees, and expenses as approved by the Court shall be paid out of the Settlement Fund.
(f) To the extent that there is any ambiguity or inconsistency concerning disbursements when this Settlement Agreement and the Escrow Agreement are read together, the terms of this Settlement Agreement shall control.
Appears in 1 contract
Samples: Settlement Agreement
The Settlement Fund. (a) Before the Court issues the Final Approval Order, disbursements for expenses associated with providing notice of the Settlement to the Class, expenses associated with Class and administering the Settlement, Settlement and any payments and expenses incurred in connection with taxation matters relating to the Settlement and this Settlement Agreement (collectively, “Administration Expenses”) may be made from the Settlement Fund, and such amounts shall be refundable to Defendants in . In the event the Agreement is disapproved, terminated, or otherwise fails to become effective, the Settlement Fund shall be refunded to Ranbaxy plus interest earned (net of any taxes paid on such interest), minus Administration Expenses reasonably paid or incurred up to two hundred and twenty five thousand dollars ($225,000). Court approval shall not be required for disbursements or distributions of Administration Expenses for amounts (in the aggregate) of less than two hundred and twenty five thousand dollars ($150,000225,000). Otherwise, no disbursement from or distribution of the Settlement Fund shall be made without prior approval of the Court.
(b) At all times prior to the Effective Date, the Settlement Fund shall be invested as set forth in Paragraph 3 of the Escrow Agreement, in instruments backed by the full faith and credit of the United States Government government or fully insured by the United States Government government or an agency thereof, including a U.S. Treasury Money Market Fund or a bank account insured by the Federal Deposit Insurance Corporation (“FDIC”) up to the guaranteed FDIC limit. After the Effective Date, the Settlement Fund shall be invested pursuant to Paragraph 3 of the Escrow Agreement as directed in writing by Co-Lead Class Counsel: Xxxxx X. Xxxxxxxx of Xxxxxx & Xxxxxxxx, P.C., Xxxxx X. Xxxxxxxx of Grant & Eisenhofer, P.A., Xxxxx Xxxx of Xxxxxx & Xxxxxx LLP, and Xxxxxx X. Xxxxx of Xxxxxx Xxxxxx Xxxxx Xxxxxxx LLP. All interest and dividends earned on the Settlement Fund shall become and remain part of the Settlement Fund. Ranbaxy shall have no liability, obligation, or responsibility of any kind in connection with the investment, disbursement, or other oversight of the Settlement Fund.
(c) After the Effective Date, the Settlement Fund shall be distributed in accordance with the Court-approved plan for such distribution.
(d) After making the payment described in Paragraph 6 above, Defendants . Ranbaxy shall have no responsibility whatsoever for the allocation or distribution of the Settlement Fund and shall not be responsible for any disputes relating to the amount, allocation, or distribution of any fees, costs fees or awardsexpenses. Further, after making the payment described in Paragraph 6 aboveSettlement Payment, Defendants Ranbaxy shall not be liable for any additional payments payments, including without limitation any damages, fines, penalties, punitive damages, or forfeitures, to the Plaintiffs, Lead Class Counsel, or Plaintiffs’ Counsel the End Payor Classes pursuant to this Settlement Agreement.
(d) Ranbaxy shall have no right of reimbursement or repayment from the Settlement Fund except as set forth in Paragraphs 7(a) and 13.
(e) Plaintiffs and Lead Class Counsel shall be reimbursed reimbursed, paid, and indemnified solely out of the Settlement Fund for all expenses. The Defendants Ranbaxy shall not be liable for any costs, attorneys’ fees, other fees, or expenses of any of Plaintiffs Plaintiffs’ or the Class’s End Payor Classes’ respective attorneys, experts, advisors, agents, or representatives, but all such costs, fees fees, and expenses as approved by the Court shall be paid out of the Settlement Fund.
(f) To the extent that there is any ambiguity or inconsistency concerning disbursements when this Settlement Agreement and the Escrow Agreement are read together, the terms of this Settlement Agreement shall control.
Appears in 1 contract
Samples: Settlement Agreement
The Settlement Fund. (a) a. Before the Court issues the Final Approval Order, disbursements for expenses associated with providing notice of the Settlement to the Class, expenses associated with administering the Settlement, and any payments and expenses incurred in connection with taxation matters relating to the Settlement and this Settlement Agreement (collectively, “Administration Expenses”) may be made from the Settlement Fund, and such amounts shall be refundable to Defendants in . In the event the Agreement is disapproved, terminated, or otherwise fails to become effective, the Settlement Fund shall be refunded to Shire plus interest earned (net of any taxes paid on such interest), minus half the actual costs of notice and claims administration. Court approval shall not be required for disbursements or distributions of Administration Expenses for amounts (in the aggregate) of less than $150,00050,000. Otherwise, no disbursement from or distribution of the Settlement Fund shall be made without prior approval of the Court.
(b) b. At all times prior to the Effective Date, the Settlement Fund shall be invested as set forth in Paragraph 3 of the Escrow Agreement, in instruments backed by the full faith and credit of the United States Government or fully insured by the United States Government or an agency thereof, including a U.S. Treasury Money Market Fund or a bank account insured by the Federal Deposit Insurance Corporation (“FDIC”) up to the guaranteed FDIC limit. After the Effective Date, the Settlement Fund shall be invested pursuant to Paragraph 3 of the Escrow Agreement as directed in writing by Co-Lead Class Counsel: Xxxxx X. Xxxxxxxx of Xxxxxx & Xxxxxxxx, P.C., Xxxxx X. Xxxxxxxx of Grant & Eisenhofer, P.A., Xxxxx Xxxx of Xxxxxx & Xxxxxx LLP, and Xxxxxx X. Xxxxx of Xxxxxx Xxxxxx Xxxxx Xxxxxxx LLP. All interest and dividends earned on the Settlement Fund shall become and remain part of the Settlement Fund. Any losses on the Settlement Fund shall be borne by the Settlement Fund and shall not be recoverable from Shire. Shire shall have no liability, obligation, or responsibility of any kind in connection with the investment, disbursement, or other oversight of the Settlement Fund.
(c) c. After the Effective Date, the Settlement Fund shall be distributed in accordance with the Court-approved plan for such distribution.
(d) . After making the payment described in Paragraph 6 aboveSettlement Payment, Defendants Shire shall have no responsibility whatsoever for the allocation or distribution of the Settlement Fund and shall not be responsible for any disputes relating to the amount, allocation, or distribution of any fees, costs fees or awardsexpenses. Further, after making the payment described in Paragraph 6 aboveSettlement Payment, Defendants Shire shall not be liable for any additional payments to the Plaintiffs, Class or Plaintiffs’ Counsel Counsel, of the Direct Purchaser Class pursuant to this Settlement Agreement.
(ed. Shire shall have no right of reimbursement or repayment from the Settlement Fund except as set forth in Paragraphs 8(a) Plaintiffs and 14 .
e. Plaintiff and Class Counsel shall be reimbursed and indemnified solely out of the Settlement Fund for all expenses. The Defendants Shire shall not be liable for any costs, attorneys’ fees, other fees, or expenses of any of Plaintiffs Plaintiffs’ or the Direct Purchaser Class’s respective attorneys, experts, advisors, agents, or representatives, but all such costs, fees fees, and expenses as approved by the Court shall be paid out of the Settlement Fund.
f. To the extent that there is any ambiguity or inconsistency concerning disbursements when this Settlement Agreement and the Escrow Agreement are read together, the terms of this Settlement Agreement shall control.
Appears in 1 contract
Samples: Settlement Agreement
The Settlement Fund. (a) Before the Court issues the Final Approval Order, disbursements for expenses associated with providing notice of the Settlement a. Subject to the Class, expenses associated with administering the Settlement, terms and any payments and expenses incurred in connection with taxation matters relating to the Settlement and conditions of this Settlement Agreement and the Escrow Agreement (as defined below), within fourteen (14) business days after the execution date of this Settlement Agreement, and upon receipt from EPP Counsel of wiring instructions on the recipient’s letterhead that include the bank name and ABA routing number, account name, and account number, and a signed Form W-9 reflecting a valid taxpayer identification number for the qualified settlement account in which the funds are to be deposited, Defendants shall deposit the “Administration ExpensesSettlement Fund Amount” (as defined below) into an escrow account (the “Escrow Account”) may held and administered by Huntington Bank (the “Escrow Agent”). The Settlement Fund Amount shall be made $30 million ($30,000,000.00) in United States dollars, all in cash. The Settlement Fund Amount deposited by Defendants into the Escrow Account and any accrued interest after deposit shall become part of and shall be referred to as the “Settlement Fund.”
b. The Escrow Account shall be established and administered pursuant to the Escrow Agreement attached hereto as Exhibit D (the “Escrow Agreement”). It is intended that the Escrow Account be treated as a “qualified settlement fund” for federal income tax purposes pursuant to Treas. Reg. § 1.468B-1 and that any taxes due as a result of income earned by the Settlement Fund will be paid from the Settlement Fund, . The Escrow Agent shall disburse funds from the Escrow Account only pursuant to and such amounts shall be refundable to Defendants in consistent with the event the Agreement is disapproved, terminated, or otherwise fails to become effective. Court approval shall not be required for disbursements or distributions express terms of Administration Expenses for amounts (in the aggregate) of less than $150,000. Otherwise, no disbursement from or distribution of the this Settlement Fund shall be made without prior approval of the Court.
(b) At all times prior to the Effective DateAgreement, the Settlement Fund shall be invested as set forth in Paragraph 3 of Preliminary Approval Order, the Final Judgment and Order, the Escrow Agreement, in instruments backed and as expressly authorized by the full faith and credit any other applicable order of the United States Government or fully insured Court. Interest earned by the United States Government or an agency thereof, including a U.S. Treasury Money Market Fund or a bank account insured by the Federal Deposit Insurance Corporation (“FDIC”) up to the guaranteed FDIC limit. After the Effective Date, the Settlement Fund shall be invested pursuant to Paragraph 3 of the Escrow Agreement as directed in writing by Co-Lead Class Counsel: Xxxxx X. Xxxxxxxx of Xxxxxx & Xxxxxxxx, P.C., Xxxxx X. Xxxxxxxx of Grant & Eisenhofer, P.A., Xxxxx Xxxx of Xxxxxx & Xxxxxx LLP, and Xxxxxx X. Xxxxx of Xxxxxx Xxxxxx Xxxxx Xxxxxxx LLP. All interest earned on the Settlement Fund shall become and remain part of the Settlement Fund, less any taxes imposed on such interest.
(c) After the Effective Date, the c. The Settlement Fund shall be distributed in accordance with available for distributions to members of the End- Payor Class upon the Settlement becoming final pursuant to Paragraph 6 of this Settlement Agreement, subject to deductions for payments of: (1) reasonable attorneys’ fees, costs and expenses approved by the Court (and any interest awarded thereon); (2) any Court-approved plan for such distributionservice awards to the XXXx; (3) taxes payable on the Settlement Fund; and (4) any and all administrative and notice expenses associated with this litigation or the Settlement.
(d) After making d. The total consideration that Novartis will pay for this Settlement shall be the Settlement Fund Amount only. No portion of the Settlement Fund Amount shall constitute, or shall be construed as constituting, a payment described in Paragraph 6 abovelieu of treble damages, Defendants fines, penalties, punitive damages or forfeitures. Novartis shall have no liability, obligation, or responsibility whatsoever for of any kind in connection with the investment, disbursement, oversight, allocation or distribution of the Settlement Fund Fund, and shall not be responsible for any disputes relating to the amount, allocation, or distribution of any fees, costs fees or awardsexpenses. Further, after making paying the payment described in Paragraph 6 aboveSettlement Fund Amount, Defendants Novartis shall not be liable for any additional payments to XXXx, XXX Counsel, or the End-Payor Class or Plaintiffs’ Counsel pursuant to this Settlement Agreement.
(e) Plaintiffs and Class Counsel shall be reimbursed and indemnified solely out of the Settlement Fund for all expenses. The Defendants Novartis shall not be liable for any costs, attorneys’ fees, other fees, or expenses of any of Plaintiffs XXXx’ or the End-Payor Class’s respective attorneys, experts, advisors, agents, or representatives, but all such costs, fees fees, and expenses as approved by the Court shall be paid out of the Settlement Fund.
Appears in 1 contract
Samples: Class Action Settlement Agreement
The Settlement Fund. (a) a. Before the Court issues the Final Approval Order, disbursements for reasonable expenses, including expenses associated with providing notice of the Settlement to the Settlement Class, expenses associated with administering the Settlement, and expenses associated with developing a plan of allocation of the Settlement Fund to those who submit valid and timely claims, and any payments and expenses incurred in connection with taxation matters relating Expenses prior to or after the Settlement and this Settlement Agreement (“Administration Expenses”) Effective Date may be made without court order up to a total of $150,000; all Administration Expenses incurred or owed by Settlement Class Counsel in excess of this amount whether before or after the Effective Date, shall be borne by Settlement Class Counsel, who may be repaid from the Settlement Fund, and such amounts shall be refundable or may seek to Defendants in have outstanding invoices paid from the Settlement Fund, after the Effective Date upon Court approval. In the event the Settlement Agreement is disapproved, terminated, or otherwise fails to become effective, the Settlement Fund shall be refunded to Settling Defendant plus interest earned (net of any taxes paid on such interest), minus Administration Expenses not to exceed $150,000. Court approval shall not be required for disbursements or distributions of for Administration Expenses for amounts (in the aggregate) of less than $150,000. Otherwise, no disbursement from or distribution of the Settlement Fund shall be made without prior approval of the Court.
(b) b. At all times prior to the Effective Date, the Settlement Fund shall be invested as set forth in Paragraph 3 of the Escrow Agreement, in instruments backed by the full faith and credit of the United States Government or fully insured by the United States Government or an agency thereof, including a U.S. Treasury Money Market Fund or a bank account insured by the Federal Deposit Insurance Corporation (“FDIC”) up to the guaranteed FDIC limit. After the Effective Date, the Settlement Fund shall be invested pursuant to Paragraph 3 of the Escrow Agreement as directed in writing by Co-Lead Class Counsel: Xxxxx X. Xxxxxxxx of Xxxxxx & Xxxxxxxx, P.C., Xxxxx X. Xxxxxxxx of Grant & Eisenhofer, P.A., Xxxxx Xxxx of Xxxxxx & Xxxxxx LLP, and Xxxxxx X. Xxxxx of Xxxxxx Xxxxxx Xxxxx Xxxxxxx LLPCounsel or her designee. All interest and dividends earned on the Settlement Fund shall become and remain part of the Settlement Fund. Any losses on the Settlement Fund shall be borne by the Settlement Fund and shall not be recoverable from Settling Defendant. Settling Defendant shall have no liability, obligation, or responsibility of any kind in connection with the investment, disbursement, or other oversight of the Settlement Fund.
(c) c. After the Effective Date, the Settlement Fund shall be distributed in accordance with the Court-approved plan for such distribution.
(d) . After making the payment described in Paragraph 6 aboveSettlement Payment, Defendants Settling Defendant shall have no responsibility whatsoever for the allocation or distribution of the Settlement Fund and shall not be responsible for any disputes relating to the amount, allocation, or distribution of any feesfees Defendant shall provide reasonable cooperation, costs as needed, in connection with claims administration, including providing data and answers to data questions.
d. Settling Defendant shall have no right of reimbursement or awards. Further, after making repayment from the payment described Settlement Fund except pursuant to Paragraph 9 or if the Settlement Agreement is terminated as set forth in Paragraph 6 above, Defendants shall not be liable for any additional payments to the Class or Plaintiffs’ Counsel pursuant to this Settlement Agreement17 below.
(e) Plaintiffs e. Settling Plaintiffs, Lead Counsel and Settlement Class Counsel shall may be reimbursed and indemnified solely out of the Settlement Fund for all expenses. The Defendants Settling Defendant shall not be liable for any costs, attorneys’ fees, other fees, or expenses of any of Plaintiffs or the Class’s respective attorneys, experts, advisors, agents, or representatives, but all such costs, fees fees, and expenses as approved by the Court shall be paid out of the Settlement Fund.
f. To the extent that there is any ambiguity or inconsistency concerning disbursements when this Settlement Agreement and the Escrow Agreement are read together, the terms of this Settlement Agreement shall control.
Appears in 1 contract
Samples: Settlement Agreement
The Settlement Fund. (a) a. Before the Court issues the Final Approval Order, disbursements for reasonable expenses, including expenses associated with providing notice of the Settlement to the Settlement Class, expenses associated with administering the Settlement, and expenses associated with developing a plan of allocation of the Settlement Fund to those who submit valid and timely claims, and any payments and expenses incurred in connection with taxation matters relating prior to or after the Settlement and this Settlement Agreement (“Administration Expenses”) Effective Date may be made without court order up to a total of $150,000; all Administration Expenses incurred or owed by Settlement Class Counsel in excess of this amount whether before or after the Effective Date, shall be borne by Settlement Class Counsel, who may be repaid from the Settlement Fund, and such amounts shall be refundable or may seek to Defendants in have outstanding invoices paid from the Settlement Fund, after the Effective Date upon Court approval. In the event the Settlement Agreement is disapproved, terminated, or otherwise fails to become effective, the Settlement Fund shall be refunded to Settling Defendant plus interest earned (net of any taxes paid on such interest), minus Administration Expenses not to exceed $150,000. Court approval shall not be required for disbursements or distributions of for Administration Expenses for amounts (in the aggregate) of less than $150,000. Otherwise, no disbursement from or distribution of the Settlement Fund shall be made without prior approval of the Court.
(b) b. At all times prior to the Effective Date, the Settlement Fund shall be invested as set forth in Paragraph 3 of the Escrow Agreement, in instruments backed by the full faith and credit of the United States Government or fully insured by the United States Government or an agency thereof, including a U.S. Treasury Money Market Fund or a bank account insured by the Federal Deposit Insurance Corporation (“FDIC”) up to the guaranteed FDIC limit. After the Effective Date, the Settlement Fund shall be invested pursuant to Paragraph 3 of the Escrow Agreement as directed in writing by Co-Lead Class Counsel: Xxxxx X. Xxxxxxxx of Xxxxxx & Xxxxxxxx, P.C., Xxxxx X. Xxxxxxxx of Grant & Eisenhofer, P.A., Xxxxx Xxxx of Xxxxxx & Xxxxxx LLP, and Xxxxxx X. Xxxxx of Xxxxxx Xxxxxx Xxxxx Xxxxxxx LLPCounsel or her designee. All interest and dividends earned on the Settlement Fund shall become and remain part of the Settlement Fund. Any losses on the Settlement Fund shall be borne by the Settlement Fund and shall not be recoverable from Settling Defendant. Settling Defendant shall have no liability, obligation, or responsibility of any kind in connection with the investment, disbursement, or other oversight of the Settlement Fund.
(c) c. After the Effective Date, the Settlement Fund shall be distributed in accordance with the Court-approved plan for such distribution.
(d) . After making the payment described in Paragraph 6 aboveSettlement Payment, Defendants Settling Defendant shall have no responsibility whatsoever for the allocation or distribution of the Settlement Fund and shall not be responsible for any disputes relating to the amount, allocation, or distribution of any feesfees Defendant shall provide reasonable cooperation, costs as needed, in connection with claims administration, including providing data and answers to data questions.
d. Settling Defendant shall have no right of reimbursement or awards. Further, after making repayment from the payment described Settlement Fund except pursuant to Paragraph 9 or if the Settlement Agreement is terminated as set forth in Paragraph 6 above, Defendants shall not be liable for any additional payments to the Class or Plaintiffs’ Counsel pursuant to this Settlement Agreement17 below.
(e) Plaintiffs e. Upon prior approval by the Court, Settling Plaintiffs, Lead Counsel, and Settlement Class Counsel shall may be reimbursed and indemnified solely out of the Settlement Fund for all expenses. The Defendants Settling Plaintiffs, Lead Counsel, and Settlement Class Counsel shall not seek reimbursement of any expenses (other than as authorized in para l Motion. Settling Defendant shall not be liable for any costs, attorneys’ fees, other fees, or expenses of any of Plaintiffs or the Class’s respective attorneys, experts, advisors, agents, or representatives, but all any such costs, fees fees, and expenses as approved by the Court shall be paid out of the Settlement Fund.
f. To the extent that there is any ambiguity or inconsistency concerning disbursements when this Settlement Agreement and the Escrow Agreement are read together, the terms of this Settlement Agreement shall control.
Appears in 1 contract
Samples: Settlement Agreement
The Settlement Fund. (a) Before 1. The Netbrands Defendants shall pay or cause to be paid the Court issues the Final Approval Order, disbursements for expenses associated with providing notice portions of the Settlement Amount by wire transfer to the ClassEscrow Agent pursuant to the schedule established in Section II.29 above. Before final approval of the settlement by the Court, expenses associated with administering if the SettlementNetbrands Defendants fail to make a required payment pursuant to the schedule set forth in Section II.29 above and do not cure within 15 days of the failure to make such payment, the Settlement shall be null and void, and all parties shall return to their respective positions in this actions as if this Agreement had never been executed. After final approval of the settlement by the Court, if the Netbrands Defendants fail to make a required payment pursuant to the schedule set forth in Section II.29 and fail to cure such failure within 15 days, the total amount of the settlement shall immediately become due and payable and Plaintiffs will be allowed to take any payments and expenses incurred all legal actions to collect such debt. Before any wire transfer takes place, Lead Class Counsel shall provide the Netbrands Defendants with information necessary to complete the wire transfer. These wire-transferred funds, together with any interest earned thereon in the escrow account from the date of such wire transfer, shall constitute the Settlement Fund. The Settlement Fund shall be established as an escrow account and administered by the Escrow Agent, subject to approval by the Court. Should the Settlement become final, the Netbrands Defendants, and each of them, shall under no circumstances have any reversionary interest in the Settlement Fund or any portion thereof.
2. Other than payment of the Settlement Amount in accordance with the provisions of Section IV.1 above, the Netbrands Defendants shall not have any liability, responsibility, or obligation to pay or reimburse any other amounts to any Person, including but not limited to Plaintiffs, Class Counsel, any Class Member, or any Releasing Parties in connection with, relating to, or arising out of the Action, the Released Claims, or this Settlement. The Netbrands Defendants shall have no liability, obligation, or responsibility with taxation matters relating respect to the investment, allocation, use, disbursement, administration, or oversight of the Settlement Fund.
3. The Settlement Fund shall be administered pursuant to this Agreement and subject to the Court’s continuing supervision and control, as shall any provision of this Settlement Agreement (“Administration Expenses”) may Agreement. No monies shall be made disbursed from the Settlement FundFund prior to the Effective Date and without the specific authorization of the Court, with the sole exception of notice and such amounts shall be refundable to Defendants administration costs described in Section VIII and Taxes described in Section IX. Provided, however, that expenses authorized by the event the Agreement is disapproved, terminated, or otherwise fails to become effective. Court approval shall not be required for disbursements or distributions of Administration Expenses for amounts (in the aggregate) of less than $150,000. Otherwise, no disbursement from or distribution of the Settlement Fund shall be made without prior approval payable to Class Counsel upon award, notwithstanding the existence of any timely filed objections to the CourtSettlement, to any payment of fees, expenses, or incentive awards or potential for any appeal therefrom, or collateral attack on the Settlement or any part thereof, subject to Class Counsel’s obligation to make appropriate refunds or repayments to the Settlement Fund, if the Effective Date does not occur, or the Settlement Agreement is subject to successful collateral attack, or the fee or cost amount is reduced or reversed.
(b) At all times prior to the Effective Date, the 4. The Settlement Fund shall be invested as set forth in Paragraph 3 of by the Escrow Agreement, Agent in short term (up to one-year maturity) United States agency or Treasury securities or other instruments backed by the full faith and credit of the United States Government government or an agency thereof, or fully insured by the United States Government government or an agency thereof, including and the proceeds of these instruments shall be reinvested in similar instruments at their then-current market rates as they mature. In the event that the yield on securities identified herein is negative, in lieu of purchasing such securities, all or any portion of the Settlement Fund held may be deposited in a U.S. Treasury Money Market Fund or a bank account non-interest- bearing account, which to the extent available, is fully insured by the Federal Deposit Insurance Corporation (“FDIC”) up Corporation. All risks related to the guaranteed FDIC limit. After the Effective Date, investment of the Settlement Fund in accordance with the investment guidelines set forth in this Section shall be invested pursuant borne by the Settlement Fund. Neither the Netbrands Defendants nor their counsel shall bear any liability relating to Paragraph 3 the management of the Escrow Agreement as directed in writing by Co-Lead Class Counsel: Xxxxx X. Xxxxxxxx of Xxxxxx & Xxxxxxxx, P.C., Xxxxx X. Xxxxxxxx of Grant & Eisenhofer, P.A., Xxxxx Xxxx of Xxxxxx & Xxxxxx LLP, and Xxxxxx X. Xxxxx of Xxxxxx Xxxxxx Xxxxx Xxxxxxx LLP. All interest earned on the Settlement Fund shall become and remain part or for the loss of any funds invested in the Settlement Fund.
(c) After 5. All funds held by the Escrow Agent shall be deemed and considered to be in custodia legis of the Court, and shall remain subject to the jurisdiction of the Court, until such time as such funds are either returned to the Netbrands Defendants pursuant to Section X.3 of this Agreement or distributed subsequent to the Effective Date, the Settlement Fund shall be distributed in accordance with the Court-approved plan for such distribution.
(d) After making the payment described in Paragraph 6 above, Defendants shall have no responsibility whatsoever for the allocation or distribution of the Settlement Fund and shall not be responsible for any disputes relating to the amount, allocation, or distribution of any fees, costs or awards. Further, after making the payment described in Paragraph 6 above, Defendants shall not be liable for any additional payments to the Class or Plaintiffs’ Counsel Date pursuant to this Settlement Agreement.
(e) Plaintiffs and Class Counsel shall be reimbursed and indemnified solely out a plan of the Settlement Fund for all expenses. The Defendants shall not be liable for any costs, attorneys’ fees, other fees, or expenses of any of Plaintiffs or the Class’s respective attorneys, experts, advisors, agents, or representatives, but all such costs, fees and expenses as distribution approved by the Court shall be paid out or pursuant to other orders of the Settlement FundCourt.
Appears in 1 contract
Samples: Settlement Agreement
The Settlement Fund. (a) Before 1. The Gennex Defendants shall pay or cause to be paid the Court issues the Final Approval Order, disbursements for expenses associated with providing notice portions of the Settlement Amount by wire transfer to the ClassEscrow Agent pursuant to the schedule established in Section II.29 above. Before final approval of the settlement by the Court, expenses associated with administering if the SettlementGennex Defendants fail to make a required payment pursuant to the schedule set forth in Section II.29 above and do not cure within 15 days of the failure to make such payment, the Settlement shall be null and void, and all parties shall return to their respective positions in this actions as if this Agreement had never been executed. After final approval of the settlement by the Court, if the Gennex Defendants fail to make a required payment pursuant to the schedule set forth in Section II.29 and fail to cure such failure within 15 days, the total amount of the settlement shall immediately become due and payable and Plaintiffs will be allowed to take any payments and expenses incurred all legal actions to collect such debt. Before any wire transfer takes place, Lead Class Counsel shall provide the Gennex Defendants with information necessary to complete the wire transfer. These wire-transferred funds, together with any interest earned thereon in the escrow account from the date of such wire transfer, shall constitute the Settlement Fund. The Settlement Fund shall be established as an escrow account and administered by the Escrow Agent, subject to approval by the Court. Should the Settlement become final, the Gennex Defendants, and each of them, shall under no circumstances have any reversionary interest in the Settlement Fund or any portion thereof.
2. Other than payment of the Settlement Amount in accordance with the provisions of Section IV.1 above, the Gennex Defendants shall not have any liability, responsibility, or obligation to pay or reimburse any other amounts to any Person, including but not limited to Plaintiffs, Class Counsel, any Class Member, or any Releasing Parties in connection with, relating to, or arising out of the Action, the Released Claims, or this Settlement. The Gennex Defendants shall have no liability, obligation, or responsibility with taxation matters relating respect to the investment, allocation, use, disbursement, administration, or oversight of the Settlement Fund.
3. The Settlement Fund shall be administered pursuant to this Agreement and subject to the Court’s continuing supervision and control, as shall any provision of this Settlement Agreement (“Administration Expenses”) may Agreement. No monies shall be made disbursed from the Settlement FundFund prior to the Effective Date and without the specific authorization of the Court, with the sole exception of notice and such amounts shall be refundable to Defendants administration costs described in Section VIII and Taxes described in Section IX. Provided, however, that expenses authorized by the event the Agreement is disapproved, terminated, or otherwise fails to become effective. Court approval shall not be required for disbursements or distributions of Administration Expenses for amounts (in the aggregate) of less than $150,000. Otherwise, no disbursement from or distribution of the Settlement Fund shall be made without prior approval payable to Class Counsel upon award, notwithstanding the existence of any timely filed objections to the CourtSettlement, to any payment of fees, expenses, or incentive awards or potential for any appeal therefrom, or collateral attack on the Settlement or any part thereof, subject to Class Counsel’s obligation to make appropriate refunds or repayments to the Settlement Fund, if the Effective Date does not occur, or the Settlement Agreement is subject to successful collateral attack, or the fee or cost amount is reduced or reversed.
(b) At all times prior to the Effective Date, the 4. The Settlement Fund shall be invested as set forth in Paragraph 3 of by the Escrow Agreement, Agent in short term (up to one-year maturity) United States agency or Treasury securities or other instruments backed by the full faith and credit of the United States Government government or an agency thereof, or fully insured by the United States Government government or an agency thereof, including and the proceeds of these instruments shall be reinvested in similar instruments at their then-current market rates as they mature. In the event that the yield on securities identified herein is negative, in lieu of purchasing such securities, all or any portion of the Settlement Fund held may be deposited in a U.S. Treasury Money Market Fund or a bank account non-interest-bearing account, which to the extent available, is fully insured by the Federal Deposit Insurance Corporation (“FDIC”) up Corporation. All risks related to the guaranteed FDIC limit. After the Effective Date, investment of the Settlement Fund in accordance with the investment guidelines set forth in this Section shall be invested pursuant borne by the Settlement Fund. Neither the Gennex Defendants nor their counsel shall bear any liability relating to Paragraph 3 the management of the Escrow Agreement as directed in writing by Co-Lead Class Counsel: Xxxxx X. Xxxxxxxx of Xxxxxx & Xxxxxxxx, P.C., Xxxxx X. Xxxxxxxx of Grant & Eisenhofer, P.A., Xxxxx Xxxx of Xxxxxx & Xxxxxx LLP, and Xxxxxx X. Xxxxx of Xxxxxx Xxxxxx Xxxxx Xxxxxxx LLP. All interest earned on the Settlement Fund shall become and remain part or for the loss of any funds invested in the Settlement Fund.
(c) After 5. All funds held by the Escrow Agent shall be deemed and considered to be in custodia legis of the Court, and shall remain subject to the jurisdiction of the Court, until such time as such funds are either returned to the Gennex Defendants pursuant to Section X.3 of this Agreement or distributed subsequent to the Effective Date, the Settlement Fund shall be distributed in accordance with the Court-approved plan for such distribution.
(d) After making the payment described in Paragraph 6 above, Defendants shall have no responsibility whatsoever for the allocation or distribution of the Settlement Fund and shall not be responsible for any disputes relating to the amount, allocation, or distribution of any fees, costs or awards. Further, after making the payment described in Paragraph 6 above, Defendants shall not be liable for any additional payments to the Class or Plaintiffs’ Counsel Date pursuant to this Settlement Agreement.
(e) Plaintiffs and Class Counsel shall be reimbursed and indemnified solely out a plan of the Settlement Fund for all expenses. The Defendants shall not be liable for any costs, attorneys’ fees, other fees, or expenses of any of Plaintiffs or the Class’s respective attorneys, experts, advisors, agents, or representatives, but all such costs, fees and expenses as distribution approved by the Court shall be paid out or pursuant to other orders of the Settlement FundCourt.
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Samples: Settlement Agreement
