Common use of To Class Counsel Clause in Contracts

To Class Counsel. Before the final approval and fairness hearing, and with required statutory notice, Class Counsel will apply to the Court for, and Defendant agrees not to oppose, a total Attorneys’ Fee Award not to exceed Two Hundred Sixty Six Thousand Six Hundred Sixty Six Dollars and Sixty Seven Cents ($266,666.67), of the Gross Settlement Amount and a Cost Award not to exceed Ten Thousand Dollars and Zero Cents ($10,000.00). If requested by the Settlement Administrator, Class Counsel will provide the Settlement Administrator with a completed and signed Form W-9 within fifteen (15) calendar days after the Effective Final Settlement Date. The Settlement Administrator will pay the court-approved amounts for the Attorneys’ Fee Award and Cost Award out of the Gross Settlement Amount. Payroll taxes will not be withheld from the Attorneys’ Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel by the Settlement Administrator for these payments. Class Counsel shall hold Defendant, the Released Parties, and Defense Counsel harmless and indemnify each of them for all taxes, interest, penalties, and costs, including attorneys’ fees, incurred by reason of any claims against it arising from or relating to the non-withholding of taxes from the Attorneys’ Fees and Cost Award. In the event the Court does not approve the entirety of the application for the Attorneys’ Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference to Class Counsel between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorneys’ Fee Award and/or Cost Award, the difference shall become part of the NSA and be available for distribution to Participating Class Members.

To Class Counsel. Before the final approval and fairness hearing, and with required statutory notice, Class Counsel will apply to the Court for, and Defendant Xxxxxxxxx agrees not to oppose, a total Attorneys’ Attorney Fee Award not to exceed Two Hundred Sixty Six Thousand Six Hundred Sixty Six Dollars and Sixty Seven Cents thirty-five percent (35%) or $266,666.67), 420,000 of the Gross Settlement Amount and a Cost Award not to exceed Ten Thousand Dollars and Zero Cents ($10,000.00). If requested by the Settlement Administrator, Class Counsel will provide the Settlement Administrator with a completed and signed Form W-9 within fifteen (15) calendar days after the Effective Final Settlement Date20,000. The Settlement Administrator will pay the courtCourt-approved amounts for the Attorneys’ Attorney Fee Award and Cost Award out of the Gross Settlement Amount. The Settlement Administrator may purchase an annuity to utilize US treasuries and bonds or other attorney fee deferral vehicles for Class Counsel. Payroll taxes tax withholding and deductions will not be withheld taken from the Attorneys’ Attorney Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel by the Settlement Administrator for with respect to these payments. Class Counsel shall hold Defendant, be solely and legally responsible to pay all applicable taxes on the Released Parties, and Defense Counsel harmless and indemnify each of them for all taxes, interest, penalties, and costs, including attorneys’ fees, incurred by reason of any claims against it arising from or relating to the non-withholding of taxes from the Attorneys’ Fees Fee and Cost AwardAwards. In the event If the Court does not approve the entirety of the application for the Attorneys’ Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant nor Defendant, the Released Parties, or the Settlement Administrator shall be responsible for paying the difference to Class Counsel between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorneys’ Attorney Fee Award and/or Cost Award, the difference shall become part of the NSA Net Settlement Amount and will be available for distribution distributed to Participating Class Members. If the Court reduces or does not approve the requested Attorney Fee Award or Cost Award, Plaintiffs or Class Counsel shall not have the right to revoke the Settlement, and it will remain binding, nor will Plaintiffs seek, request, or demand an increase in the Gross Settlement Amount on that basis or any basis.

To Class Counsel. Before the final approval and fairness hearing, and with required statutory notice, Class Counsel will apply to the Court for, and Defendant agrees Fees of not to oppose, a total Attorneys’ Fee Award not to exceed Two Hundred Sixty Six Thousand Six Hundred Sixty Six Dollars and Sixty Seven Cents more than one-third ($266,666.67), 1/3) of the Gross Settlement Amount Amount, which is currently estimated to be Two Million Dollars and a Cost Award Zero Cents ($2,000,000.00), and Class Counsel Litigation Costs of not to exceed Ten more than Forty Thousand Dollars and Zero Cents ($10,000.0040,000.00). If requested by the Settlement Administrator, Defendant will not oppose requests for these payments provided they do not exceed these amounts. Plaintiffs and/or Class Counsel will provide file a motion for Class Counsel Fees and Class Counsel Litigation Costs no later than 16 court days prior to the Settlement Administrator with a completed and signed Form W-9 within fifteen (15) calendar days after Final Approval Hearing. If the Effective Final Settlement Date. The Settlement Court approves Class Counsel Fees and/or Class Counsel Litigation Costs less than the amounts requested, the Administrator will pay allocate the court-approved amounts for remainder to the Attorneys’ Fee Award and Cost Award out of the Gross Net Settlement Amount. Payroll taxes will This Settlement is not contingent upon the Court awarding any particular amount as the Class Counsel Fees and/or the Class Counsel Litigation Costs. Class Counsel agrees to provide the Administrator with an executed IRS Form W-9 before the Class Counsel Fees and Class Counsel Litigation Costs may be withheld from the Attorneys’ Fee Award or the Cost Awarddisbursed to Class Counsel. The Administrator (and not Defendant) shall issue an IRS Forms Form 1099 will be issued to Class Counsel by for the Settlement Administrator for these paymentspayments awarded and disbursed pursuant to this paragraph. Neither Class Counsel nor any other current or past counsel for Plaintiffs shall hold Defendantbe permitted to petition the Court for, the Released Partiesor to accept, and Defense Counsel harmless and indemnify each of them any additional payments for all taxes, interest, penalties, and costs, including attorneys’ fees, incurred by reason of costs, interest, or any claims against it arising from or other amount relating to the non-withholding Actions from Defendant except as specified above. Defendant’s payment of taxes from the Attorneys’ Class Counsel Fees and Cost Award. In the event the Court does not approve the entirety Class Counsel Litigation Costs shall constitute full satisfaction of the application obligation to pay any amounts to any person, attorney, or law firm allegedly incurred on behalf of Plaintiffs, Class Members, the State of California, and/or Affected Employees for the Attorneys’ Fee Award and/or Cost Award, prosecution and settlement of the Settlement Administrator Actions. The Released Parties shall pay whatever amount the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference have no liability to Class Counsel between or any other Plaintiffs’ attorney(s) arising from any claim to any portion of the amount requested payments of Class Counsel Fees or Class Counsel Litigation Costs. Class Counsel assumes full responsibility and liability for taxes owed on the Class Counsel Fees and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel Litigation Costs and holds Defendant harmless, and indemnifies Defendant, from any dispute or controversy regarding any division or sharing of any of these payments. In consideration for the Attorneysawarded Class Counsel Fees and Class Counsel Litigation Costs, Class Counsel waives any and all claims to any further attorneys’ Fee Award and/or Cost Awardfees, costs, and expenses in connection with the difference shall become part of the NSA and be available for distribution to Participating Class MembersActions.

To Class Counsel. Before the final approval and fairness hearing, and with required statutory notice, Class Counsel will apply to the Court for, and Defendant agrees agree not to oppose, a total Attorneys’ Attorney Fee Award not to exceed Two Hundred Sixty Six Thousand Six Hundred Sixty Six Dollars and Sixty Seven Cents (one-third or $266,666.67), 126,666.66 of the Gross Settlement Amount GSA and a Cost Award not to exceed Ten Thousand Dollars and Zero Cents ($10,000.00). If requested by the Settlement Administrator, Class Counsel will provide the Settlement Administrator with a completed and signed Form W-9 within fifteen (15) calendar days after the Effective Final Settlement Date20,000. The Settlement Administrator will pay the courtCourt-approved amounts for the Attorneys’ Attorney Fee Award and Cost Award out of the Gross Settlement AmountFund. The Settlement Administrator may purchase an annuity to utilize US treasuries and bonds or other attorney fee deferral vehicles for Class Counsel. Payroll taxes tax withholding and deductions will not be withheld taken from the Attorneys’ Attorney Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel by the Settlement Administrator for with respect to these payments. Class Counsel shall hold Defendant, be solely and legally responsible to pay all applicable taxes on the Released Parties, and Defense Counsel harmless and indemnify each of them for all taxes, interest, penalties, and costs, including attorneys’ fees, incurred by reason of any claims against it arising from or relating to the non-withholding of taxes from the Attorneys’ Fees Fee and Cost AwardAwards. In the event the Court does not approve the entirety of the application for the Attorneys’ Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever the amount the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference to Class Counsel between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorneys’ Attorney Fee Award and/or Cost Award, the difference shall become part of the NSA and will be available for distribution distributed to Participating Class Members. In the event that the Court reduces or does not approve the requested Attorney Fee Award, Plaintiffs shall not have the right to revoke the Settlement, and it will remain binding, nor will Plaintiffs or Class Counsel seek, request, or demand an increase in the Gross Settlement Amount on that basis.

To Class Counsel. Before the final approval and fairness hearing, and with required statutory notice, Class Counsel will apply to the Court for, and Defendant Xxxxxxxxx agrees not to oppose, a total Attorneys’ Attorney Fee Award not to exceed Two Hundred Sixty Six Thousand Six Hundred Sixty Six Dollars and Sixty Seven Cents thirty-five percent ($266,666.67), 35%) of the Gross Settlement Amount GSA and a Cost Award not to exceed Ten Thousand Dollars $25,000.00. Class Counsel, Plaintiffs and Zero Cents ($10,000.00)the Participating Class Members will not apply to the Court for any payment of attorneys’ fees and costs that are in addition to the foregoing or that exceed the GSA. If requested by The Parties agree that, over and above the Settlement Administrator, Court-approved Class Counsel will provide Award, each of the Settlement Administrator with a completed Parties, including all Participating Class Members, shall bear their own fees and signed Form W-9 within fifteen (15) calendar days after costs, including, but not limited to, those related to the Effective investigation, filing, prosecution, or settlement of the Actions; the negotiation, execution, or implementation of this Agreement; and/or the process of obtaining, administering, or challenging an Order Granting Preliminary Approval and/or Final Settlement DateApproval. The Settlement Administrator will pay the court-approved amounts for the Attorneys’ Attorney Fee Award and Cost Award out of the Gross Settlement AmountFund. Payroll taxes tax withholding and deductions will not be withheld taken from the Attorneys’ Attorney Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel by the Settlement Administrator for with respect to these payments. Class Counsel shall hold Defendant, the Released Parties, and Defense Counsel harmless and indemnify each of them for all taxes, interest, penalties, and costs, including attorneys’ fees, incurred by reason of any claims against it arising from or relating to the non-withholding of taxes from the Attorneys’ Fees and Cost Award. In the event the Court does not approve the entirety of the application for the Attorneys’ Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference to Class Counsel between the amount requested and the amount awarded. Neither Plaintiffs nor their Counsel shall have the right to revoke the settlement if a lesser Attorney Fee Award and/or Cost Award is awarded by the Court. If the amount awarded is less than the amount requested by Class Counsel for the Attorneys’ Attorney Fee Award and/or Cost Award, the difference shall become part of the NSA and be available for distribution to Participating Class Members.

To Class Counsel. Before the final approval and fairness hearing, and with required statutory notice, Class Counsel will apply to the Court for, and Defendant Xxxxxxxxx agrees not to oppose, a total Attorneys’ Attorney Fee Award not to exceed Two Hundred Sixty Six Thousand Six Hundred Sixty Six Dollars and Sixty Seven Cents one-third (1/3) or $266,666.67), 83,333.33 of the Gross Settlement Amount GSA and a Cost Award not to exceed Ten Thousand Dollars and Zero Cents ($10,000.00). If requested by the Settlement Administrator, Class Counsel will provide the Settlement Administrator with a completed and signed Form W-9 within fifteen (15) calendar days after the Effective Final Settlement Date15,000. The Settlement Administrator will pay the courtCourt-approved amounts for the Attorneys’ Attorney Fee Award and Cost Award out of the Gross Settlement AmountFund. The Settlement Administrator may purchase an annuity to utilize US treasuries and bonds or other attorney fee deferral vehicles for Class Counsel. Payroll taxes tax withholding and deductions will not be withheld taken from the Attorneys’ Attorney Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel by the Settlement Administrator for with respect to these payments. Class Counsel shall hold Defendant, be solely and legally responsible to pay all applicable taxes on the Released Parties, and Defense Counsel harmless and indemnify each of them for all taxes, interest, penalties, and costs, including attorneys’ fees, incurred by reason of any claims against it arising from or relating to the non-withholding of taxes from the Attorneys’ Fees Fee and Cost AwardAwards. In the event the Court does not approve the entirety of the application for the Attorneys’ Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference to Class Counsel between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorneys’ Attorney Fee Award and/or Cost Award, the difference shall become part of the NSA and will be available for distribution distributed to Participating Class Members. The Parties agree that, over and above the Court-approved Attorney Fee and Cost Award, each of the Parties, including all Class Members, shall bear their own fees and costs, including, but not limited to, those related to the investigation, filing, prosecution, or Settlement of the Class Action; the negotiation, execution, or implementation of this Agreement; and/or the process of obtaining, administering, or challenging an Preliminary Approval Order and/or Final Approval Order and Judgment. In the event that the Court reduces or does not approve the requested Fee and Cost Awards, Plaintiff and Class Counsel shall not have the right to modify or revoke the Settlement, or to appeal such order, and the Settlement will remain binding, nor will Plaintiff or Class Counsel seek, request, or demand an increase in the Gross Settlement Amount on that basis.

To Class Counsel. Before the final approval and fairness hearing, and with required statutory notice, Class Counsel will apply to the Court for, and Defendant Xxxxxxxxx agrees not to oppose, a total Attorneys’ Attorney Fee Award not to exceed Two Hundred Sixty Six Thousand Six Hundred Sixty Six Dollars and Sixty Seven Cents one-third (1/3) or $266,666.67), 458,333.34 of the Gross Settlement Amount MSA and a Cost Award not to exceed Ten Thousand Dollars and Zero Cents ($10,000.00). If requested by the Settlement Administrator, Class Counsel will provide the Settlement Administrator with a completed and signed Form W-9 within fifteen (15) calendar days after the Effective Final Settlement Date20,000. The Settlement Administrator will pay the courtCourt-approved amounts for the Attorneys’ Attorney Fee Award and Cost Award out of the Gross Maximum Settlement Amount. The Settlement Administrator may purchase an annuity to utilize US treasuries and bonds or other attorney fee deferral vehicles for Class Counsel. Payroll taxes tax withholding and deductions will not be withheld taken from the Attorneys’ Attorney Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel by the Settlement Administrator for with respect to these payments. Class Counsel shall hold Defendant, be solely and legally responsible to pay all applicable taxes on the Released Parties, and Defense Counsel harmless and indemnify each of them for all taxes, interest, penalties, and costs, including attorneys’ fees, incurred by reason of any claims against it arising from or relating to the non-withholding of taxes from the Attorneys’ Fees Attorney Fee and Cost AwardAwards. In the event If the Court does not approve the entirety of the application for the Attorneys’ Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference to Class Counsel between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorneys’ Attorney Fee Award and/or Cost Award, the difference shall become part of the NSA and will be available for distribution distributed to Participating Class Members. If the Court reduces or does not approve the requested Attorney Fee Award, Plaintiff shall not have the right to revoke the Settlement, and it will remain binding, nor will Plaintiff seek, request, or demand an increase in the Maximum Settlement Amount on that basis or any basis.

To Class Counsel. Before the final approval and fairness hearing, and with required statutory notice, Class Counsel will apply to the Court for, and Defendant agrees agree not to oppose, a total Attorneys’ Attorney Fee Award not to exceed Two Hundred Sixty Six Thousand Six Hundred Sixty Six Dollars and Sixty Seven Cents thirty-five percent (35%) or $266,666.67), 280,499.45 of the Gross Settlement Amount GSA and a Cost Award not to exceed Ten Thousand Dollars and Zero Cents ($10,000.00). If requested by the Settlement Administrator, Class Counsel will provide the Settlement Administrator with a completed and signed Form W-9 within fifteen (15) calendar days after the Effective Final Settlement Date25,000. The Settlement Administrator will pay the court-Court- approved amounts for the Attorneys’ Attorney Fee Award and Cost Award out of the Gross Settlement AmountFund. The Settlement Administrator may purchase an annuity to utilize US treasuries and bonds or other attorney fee deferral vehicles for Class Counsel. Payroll taxes tax withholding and deductions will not be withheld taken from the Attorneys’ Attorney Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel by the Settlement Administrator for with respect to these payments. Class Counsel shall hold Defendant, be solely and legally responsible to pay all applicable taxes on the Released Parties, and Defense Counsel harmless and indemnify each of them for all taxes, interest, penalties, and costs, including attorneys’ fees, incurred by reason of any claims against it arising from or relating to the non-withholding of taxes from the Attorneys’ Fees Fee and Cost AwardAwards. In the event the Court does not approve the entirety of the application for the Attorneys’ Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference to Class Counsel between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorneys’ Attorney Fee Award and/or Cost Award, the difference shall become part of the NSA and will be available for distribution distributed to Participating Class Members. In the event that the Court reduces the requested Attorney Fee Award and/or Cost Award, neither Plaintiff nor Class Counsel shall have the right to revoke the Settlement, and it will remain binding, nor will Plaintiff seek, request, or demand an increase in the Gross Settlement Amount on that basis or any basis.

To Class Counsel. Before the final approval and fairness hearing, and with required statutory notice, Class Counsel will apply to the Court for, and Defendant agrees Defendants agree not to oppose, a total Attorneys’ Attorney Fee Award not to exceed Two Hundred Sixty Six Thousand Six Hundred Sixty Six Dollars and Sixty Seven Cents thirty-five percent (35%) or $266,666.67), 875,000.00 of the Gross Settlement Amount GSA and a Cost Award not to exceed Ten Thousand Dollars and Zero Cents ($10,000.00). If requested by the Settlement Administrator, Class Counsel will provide the Settlement Administrator with a completed and signed Form W-9 within fifteen (15) calendar days after the Effective Final Settlement Date25,000. The Settlement Administrator will pay the court-Court- approved amounts for the Attorneys’ Attorney Fee Award and Cost Award out of the Gross Settlement AmountFund. The Settlement Administrator may purchase an annuity to utilize US treasuries and bonds or other attorney fee deferral vehicles for Class Counsel. Payroll taxes tax withholding and deductions will not be withheld taken from the Attorneys’ Attorney Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel by the Settlement Administrator for with respect to these payments. Class Counsel shall hold Defendant, be solely and legally responsible to pay all applicable taxes on the Released Parties, and Defense Counsel harmless and indemnify each of them for all taxes, interest, penalties, and costs, including attorneys’ fees, incurred by reason of any claims against it arising from or relating to the non-withholding of taxes from the Attorneys’ Fees Fee and Cost AwardAwards. In the event the Court does not approve the entirety of the application for the Attorneys’ Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant Defendants nor the Settlement Administrator shall be responsible for paying the difference to Class Counsel between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorneys’ Attorney Fee Award and/or Cost Award, the difference shall become part of the NSA and will be available for distribution distributed to Participating Class Members. In the event that the Court reduces the requested Attorney Fee Award and/or Cost Award, neither Plaintiff nor Class Counsel shall have the right to revoke the Settlement, and it will remain binding, nor will Plaintiff seek, request, or demand an increase in the Gross Settlement Amount on that basis or any basis.

To Class Counsel. Before the final approval and fairness hearing, and with required statutory notice, Class Counsel will apply to the Court for, and Defendant agrees not to oppose, for a total Attorneys’ Attorney Fee Award not to exceed Two Hundred Sixty Six Thousand Six Hundred Sixty Six Dollars and Sixty Seven Cents thirty-five percent (35%), or $266,666.67)52,500, of the Gross Settlement Amount GSA and a Cost Award not to exceed Ten Thousand Dollars $20,000. Defendants take no position on the requests for these payments provided they do not exceed these amounts. Class Counsel, Plaintiff and Zero Cents ($10,000.00)the Participating Class Members will not apply to the Court for any payment of attorneys’ fees and costs that are in addition to the foregoing or that exceed the GSA. If requested by The Parties agree that, over and above the Settlement AdministratorCourt-approved Attorney Fee and Cost Awards, each of the Parties, including all Participating Class Counsel will provide Members, shall bear their own fees and costs, including, but not limited to, those related to the Settlement Administrator with a completed and signed Form W-9 within fifteen (15) calendar days after investigation, filing, prosecution, or settlement of the Effective Action; the negotiation, execution, or implementation of this Agreement; and/or the process of obtaining, administering, or challenging an Order Granting Preliminary Approval and/or Final Settlement DateApproval. The Settlement Administrator will pay the court-approved amounts for the Attorneys’ Attorney Fee Award and Cost Award out of the Gross Settlement Amount. Payroll taxes tax withholding and deductions will not be withheld taken from the Attorneys’ Attorney Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel by the Settlement Administrator for with respect to these payments. Class Counsel shall hold Defendant, the Released Parties, and Defense Counsel harmless and indemnify each of them for all taxes, interest, penalties, and costs, including attorneys’ fees, incurred by reason of any claims against it arising from or relating to the non-withholding of taxes from the Attorneys’ Fees and Cost Award. In the event If the Court does not approve the entirety of the application for the Attorneys’ Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant Defendants nor the Settlement Administrator shall be responsible for paying the difference to Class Counsel between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorneys’ Attorney Fee Award and/or Cost Award, the difference shall become part of the NSA and be available for distribution to Participating Class Members. This Settlement is not contingent on the award of Attorney Fee Award and Cost Award. Nothing in this section or Settlement limits the rights of Class Counsel to appeal any decision by the Court regarding Attorney Fee Award or Cost Award. Class Counsel assumes full responsibility and liability for taxes owed on the Attorney Fee Award and Cost Award, holds Defendants harmless, and indemnifies Defendants from any dispute or controversy regarding any division or sharing of any of these payments.

To Class Counsel. Before the final approval and fairness hearing, and with required statutory notice, Class Counsel will apply to the Court for, and Defendant agrees agree not to oppose, a total Attorneys’ Attorney Fee Award not to exceed Two Hundred Sixty Six Thousand Six Hundred Sixty Six Dollars and Sixty Seven Cents one-third (1/3), or $266,666.67)375,000.00, of the Gross Settlement Amount and a Cost Award not to exceed Ten Thousand Dollars and Zero Cents ($10,000.00). If requested by the Settlement Administrator, Class Counsel will provide the Settlement Administrator with a completed and signed Form W-9 within fifteen (15) calendar days after the Effective Final Settlement Date20,000.00. The Settlement Administrator will pay the court-Court- approved amounts for the Attorneys’ Attorney Fee Award and Cost Award out of the Gross Settlement Amount. The Settlement Administrator may purchase an annuity to utilize U.S. treasuries and bonds or other attorney fee deferral vehicles for Class Counsel. Payroll taxes tax withholding and deductions will not be withheld taken from the Attorneys’ Attorney Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel by the Settlement Administrator for with respect to these payments. Class Counsel shall hold Defendant, the Released Parties, and Defense Counsel harmless and indemnify each of them for all taxes, interest, penalties, and costs, including attorneys’ fees, incurred by reason of any claims against it arising from or relating to the non-withholding of taxes from the Attorneys’ Fees and Cost Award. In the event the Court does not approve the entirety of the application for the Attorneys’ Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference to Class Counsel between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorneys’ Attorney Fee Award and/or Cost Award, the difference shall become part of the NSA Net Settlement Amount and be available for distribution to Participating Class Members.. Any reduction by the Court of the amount requested by Class Counsel for the Attorney Fee Award and/or Cost Award shall not be sufficient grounds to void the Settlement. The attorneys’ fees paid pursuant to this Settlement Agreement shall be inclusive of all fees in this matter. Defendant shall bear their own attorneys’ fees and costs. / / / / / /

To Class Counsel. Before the final approval and fairness hearing, and with required statutory notice, Class Counsel will shall be entitled to apply to the Court for, and Defendant Xxxxxxxxx agrees not to oppose, a total Attorneys’ the Attorney Fee Award not to exceed Two Hundred Sixty Six Thousand Six Hundred Sixty Six Dollars and Sixty Seven Cents thirty-five percent ($266,666.67), 35%) of the Gross Settlement Amount Amount, or $165,375.00 and a Cost Award not to exceed Ten Thousand Dollars and Zero Cents ($10,000.00). If requested by the Settlement Administrator, Class Counsel will provide the Settlement Administrator with a completed and signed Form W-9 within fifteen (15) calendar days after the Effective Final Settlement Date20,000.00. The Settlement Administrator will pay the court-Court- approved amounts for the Attorneys’ Attorney Fee Award and Cost Award out of the Gross Settlement Amount. Payroll taxes will not be withheld from the Attorneys’ Fee Award or the Cost Award. The Settlement Administrator shall issue an IRS Forms Form 1099 will be issued to Class Counsel by reflecting the Settlement Administrator for these payments. Class Counsel shall hold Defendant, the Released Parties, and Defense Counsel harmless and indemnify each of them for all taxes, interest, penalties, and costs, including attorneys’ fees, incurred by reason of any claims against it arising from or relating to the non-withholding of taxes from the Attorneys’ Fees awarded Attorney Fee Award and Cost Award. In the event Plaintiff and/or Class Counsel do not request, or the Court does not approve approve, the entirety of the application for the Attorneys’ Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount amount(s) the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference to Class Counsel between the amount amounts requested and the amount amount(s) awarded. If the amount amount(s) requested and/or awarded is less than the amount amounts requested by Class Counsel for the Attorneys’ Attorney Fee Award and/or Cost Award, the difference shall become part of the NSA Net Settlement Amount and be available for distribution to Participating Class Members. Class Counsel will not be permitted to petition the Court for, or accept, any additional payments from Defendant for attorneys' fees, costs, or expenses in connection with the Action. Plaintiff, Class Counsel, and Class Members shall assume full responsibility and liability for the payment of taxes due on such awards. Defendant's payment of the Attorney Fee Award and Cost Award awarded to Class Counsel shall constitute full satisfaction of the obligation to pay any amounts to any person, attorney, or law firm for attorneys' fees, costs, or expenses in the Action incurred by any attorney on behalf of the Plaintiff and the Class Members, and shall relieve Defendant, the Settlement Administrator, and Counsel for Defendant of any other claims or liability to any other attorney or law firm for any attorneys' fees, costs, and expenses to which any of them may claim to be entitled on behalf of Plaintiff and/or the Class Members.

To Class Counsel. Before the final approval and fairness hearing, and with required statutory notice, Class Counsel will apply to the Court for, and Defendant agrees for an award of not to oppose, a total Attorneys’ Fee Award not to exceed Two Hundred Sixty Six Thousand Six Hundred Sixty Six Dollars and Sixty Seven Cents ($266,666.67), more than One-Third of the Gross Settlement Amount Amount, which is presently $240,000, as their Class Counsel Fees Payment and an amount not more than $20,000 for all expenses incurred as documented in Class Counsel’s billing records as their Class Counsel Litigation Expenses Payment. Defendant will not oppose their request for a Cost Award not to exceed Ten Thousand Dollars Class Counsel Fees Payment and Zero Cents ($10,000.00). If requested Class Counsel Litigation Expenses Payment consistent with this Agreement and approved by the Settlement AdministratorCourt. The amounts so awarded shall be for and in complete satisfaction of all attorneys’ fees, costs, and expenses incurred to date by the Class Representative, Class Counsel will provide on behalf of the Settlement Administrator with a completed Class Representative and signed Form W-9 within fifteen (15) calendar days after the Effective Class, and of all such future fees, costs, and expenses, including fees, costs, and expenses incurred in documenting this Settlement, securing Court approval of this Settlement, monitoring this Settlement, reviewing and participating in the claims and distribution administration process, and obtaining the Final Settlement DateApproval Order and Judgment. The Settlement Administrator will pay the court-amounts approved amounts for by the Attorneys’ Fee Award and Cost Award Court out of the Gross Settlement Amount. Payroll taxes will If the Court approves a Class Counsel Fees Payment or a Class Counsel Litigation Expenses Payment of less than these amounts, which are presently $240,000, and $20,000 respectively, it shall not be withheld from the Attorneys’ Fee Award terminate this Agreement, otherwise affect the Court’s ruling on the Motion for Final Approval, or extend the Cost Award. IRS Forms 1099 deadline for any appeal with respect to any order on the Motion for Final Approval and the remainder will be issued to Class Counsel by retained in the Net Settlement Administrator for these payments. Class Counsel shall hold Defendant, the Released Parties, and Defense Counsel harmless and indemnify each of them for all taxes, interest, penalties, and costs, including attorneys’ fees, incurred by reason of any claims against it arising from or relating to the non-withholding of taxes from the Attorneys’ Fees and Cost Award. In the event the Court does not approve the entirety of the application for the Attorneys’ Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference to Class Counsel between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorneys’ Fee Award and/or Cost Award, the difference shall become part of the NSA and be available Amount for distribution to Participating Class Members. Payroll tax withholding and deductions, if any, will not be taken from the Class Counsel Fees Payment and Class Counsel Litigation Expenses Payment and instead one or more Forms 1099 will be issued by the Settlement Administrator to Class Counsel with respect to those payments. Not later than the Effective Date, Class Counsel shall provide a fully and properly executed IRS Form W-9 for purposes of the payments which the Settlement Administrator will make to Class Counsel. The payment of the Class Counsel Fees Payment and Class Counsel Litigation Expenses Payment shall be made to Class Counsel.

To Class Counsel. Before the final approval and fairness hearing, and with required statutory notice, Class Counsel will separately apply to the Court forfor the Xxxxxx Counsel Fees Payment and the Xxxxx/Xxxx Counsel Fees Payment, which altogether will not exceed one-third (1/3) of the Gross Settlement Amount. Subject to Court approval, the Xxxxxx Counsel Fees Payment of not more than one-third (1/3) of Xxxxxx Settlement Amount of $11,000,000 ($3,700,000) will be paid from to Class Counsel for the Xxxxxx Subclass. Subject to Court approval, the Xxxxx/Xxxx Counsel Fees Payment of not more than one-third (1/3) of Xxxxx/Xxxx Settlement Amount of $4,900,000 ($1,633,333) will be paid to Class Counsel for the Xxxxx/Xxxx Subclass. Class Counsel will also be allowed to apply for an amount not more than $130,000 as the Xxxxxx Counsel Litigation Expenses Payment and $30,000 as the Xxxxx/Xxxx Counsel Litigation Expenses Payment for all expenses incurred as documented in Class Counsel’s billing records. Counsel for Xxxxxxx Xxxxxxxx (LOYR, APC) shall be permitted to separately apply for an award of attorneys’ fees and costs which shall be part of the Xxxxxx Counsel Fees Payment and Xxxxxx Litigation Expenses Payment, respectively. The fee award for Counsel for Xxxxxxx Xxxxxxxx shall be limited to LOYR, APC’s lodestar subject to a multiplier as determined by the Court, and that Court-approved fee award for LOYR, APC shall be paid from the Xxxxxx Counsel Fees Payment. Defendant agrees will not to oppose, oppose these requests for a total Attorneys’ Fee Award Class Counsel Fees Payment and Class Counsel Litigation Expenses Payment consistent with this Agreement and as approved by the Court so long as altogether they do not to exceed Two Hundred Sixty Six Thousand Six Hundred Sixty Six Dollars and Sixty Seven Cents one-third ($266,666.67), 1/3) of the Gross Settlement Amount and a Cost Award do not to exceed Ten Thousand Dollars and Zero Cents ($10,000.00). If requested interfere with the approval of this Agreement by the Settlement Administrator, Class Counsel will provide the Settlement Administrator with a completed and signed Form W-9 within fifteen (15) calendar days after the Effective Final Settlement DateCourt. The Settlement Administrator will pay the courtamount approved by the Court for the Xxxxxx Counsel Fees Payment and the Xxxxxx Counsel Litigation Expenses Payment (which includes the Court-approved amounts attorneys’ fees and costs for the Attorneys’ Fee Award and Cost Award LOYR, APC, respectively) out of the Gross Xxxxxx Settlement Amount, and the amount approved by the Court for the Xxxxx/Xxxx Counsel Fees Payment and the Xxxxx/Xxxx Counsel Litigation Expenses Payment out of the Xxxxx/Xxxx Settlement Amount. If the Court approves an Xxxxxx Counsel Fees Payment and the Xxxxxx Counsel Litigation Expenses Payment of less than one-third of Xxxxxx Settlement Amount for fees or $130,000 for costs, the remainder will be retained in the Xxxxxx Settlement Amount for distribution to the Xxxxxx Subclass. If the Court approves a Xxxxx/Xxxx Counsel Fees Payment and the Xxxxx/Xxxx Counsel Litigation Expenses Payment of less than one-third of the Xxxxx/Xxxx Settlement Amount for fees or $30,000 for costs, the remainder will be retained in the Xxxxx/Xxxx Settlement Amount for distribution to the Xxxxx/Xxxx Subclass. Payroll taxes tax withholding and deductions, if any, will not be withheld taken from the Attorneys’ Fee Award Class Counsel Fees Payment and Class Counsel Litigation Expenses Payment and instead one or the Cost Award. IRS Forms 1099 more Form 1099s will be issued to Class Counsel with respect to those payments. The payment of the Xxxxxx Counsel Fees Payment and the Xxxxxx Counsel Litigation Expenses Payment shall be made to Xxxxxxxxxx, Nordrehaug Xxxxxxx Xx Xxxxx LLP and LOYR, APC in the amount approved by the Settlement Administrator Court for these paymentseach firm. Class The payment of the Xxxxx/Xxxx Counsel Fees Payment shall hold Defendantbe allocated to 50% to Xxxxxxxxx Xxxxxxx Xxxxxxxx Xxxxxxx Xxxxxxx LLP, the Released PartiesXxxxxxx LLP, and Defense Counsel harmless and indemnify each of them for all taxes, interest, penaltiesLaw Offices Of Xxxxx Xxxxxxxx XX, and costs50% to Xxxx Xxxxxxxxx, including attorneys’ feesLLP, incurred and Xxxxxxxxx Law, APC, in the amount approved by reason the Court. Xxxxx/Xxxx Counsel will provide the fee allocation among firms for the Xxxxx/Xxxx Counsel Fees Payment in their declaration(s) in support of any claims against it arising from or relating approval of the settlement, and will provide this information to the non-withholding of taxes from settlement administrator prior to its disbursement. The Xxxxx/Xxxx Counsel Litigation Expenses Payment shall be allocated in accordance among the Attorneys’ Fees and Cost Award. In the event the Court does not approve the entirety Xxxxx/Xxxx Counsel in accordance with their respective declarations filed in support of the application request for the Attorneys’ Fee Award and/or Cost Award, Xxxxx/Xxxx Counsel Litigation Expenses Payment. Any dispute between counsel as to the fee allocation shall not delay the Settlement Administrator shall pay whatever amount or impact the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference to Class Counsel between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorneys’ Fee Award and/or Cost Award, the difference shall become part finality of the NSA and be available for distribution to Participating Class MembersJudgment.

To Class Counsel. Before At the final approval and fairness hearing, and with required statutory noticeFinal Approval Hearing, Class Counsel will apply to the Court for, and Defendant agrees not to oppose, a total Attorneys’ for an Attorneys Fee Award not to exceed Two Hundred Sixty Six Thousand Six Hundred Sixty Six Dollars and Sixty Seven Cents ($266,666.67), 33.333% of the Gross Settlement Amount GSA (which equates to $666,660) and a Cost Award not to exceed Ten Thousand Dollars and Zero Cents ($10,000.00)30,000. If requested by the Settlement Administrator, Class Counsel will provide the Settlement Administrator with a completed and signed Form W-9 within fifteen (15) calendar days after the Effective Final Settlement DateDefendants shall not oppose this request. The Settlement Administrator will pay the court-Court approved amounts for the Attorneys’ Attorneys Fee Award and Cost Award out of the Gross Settlement Amount. Payroll taxes tax withholding and deductions will not be withheld taken from the Attorneys’ Attorneys Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel by the Settlement Administrator for these payments. Class Counsel shall hold Defendant, the Released Parties, and Defense Counsel harmless and indemnify each of them for all taxes, interest, penalties, and costs, including attorneys’ fees, incurred by reason of any claims against it arising from or relating with respect to the non-withholding of taxes from the Attorneys’ Fees and Cost Attorneys Fee Award. In the event the Court does not approve the entirety of the application for the Attorneys’ Attorneys Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant Defendants nor the Settlement Administrator shall be responsible for paying the difference to Class Counsel between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorneys’ Attorneys Fee Award and/or Cost Award, the difference shall become part of the NSA and be available for distribution to Participating Class Members. The approved Fee Award and Class Counsels’ Costs, even if less than what Class Counsel request, shall constitute full satisfaction of Defendants’ obligations to pay amounts to Class Counsel for attorneys’ fees or costs in this Action on behalf of Named Plaintiffs and Settlement Class Members, and shall relieve Defendants from any other claims or liability to Class Counsel for any attorneys’ fees or costs to which they may claim to be entitled on behalf of Named Plaintiffs or any other Settlement Class Member. If the Court approves a Fee Award and/or Class Counsels’ Costs in amounts less than what Class Counsel request, the reduction in the Fee Award and/or Class Counsels’ Costs shall not be a basis for nullification of this Settlement. Nor shall a reduction in the Fee Award and/or Class Counsels’ Costs in any way delay or preclude the judgment from becoming a final judgment or the Settlement from becoming Effective. Class Counsel represents that they are not aware of any other attorney or person who may assert any potential claim for attorneys’ fees or costs incurred in connection with the Action.