Common use of Escrow Account Clause in Contracts

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company with such Bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions mutually acceptable to Settlement Class Counsel and Fujikura, such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount deposited in the Escrow Account, as well as the resulting Settlement Fund, to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. (c) The Settlement Fund held in the Escrow Account 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/or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, and Fujikura agree to treat the Settlement Fund as being at all times a qualified settlement fund. In addition, Settlement Class Counsel shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 22, including the relation-back election (as defined in Treas. Reg. § 1.468B- l(j)(2)) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. (e) For the purpose of section 468B of the Code, and Treasury Regulation § 1.468B-2(k)(3), the administrator shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l)). Such returns (as well as the election described in Paragraph 25(d)) shall be consistent with Paragraph 25(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d) through 25(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless for such amounts by the Settlement Fund. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1.4688-2(1)(2)). Neither Fujikura nor any other Releasee nor their respective counsel shall be responsible or have any liability therefor. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d) through 25(g). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 11, or if the Action is not certified as a class action for settlement purposes, then all amounts paid by Fujikura into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 27), shall be returned to Fujikura from the Escrow Account by the Escrow Agent along with any interest accrued thereon within thirty (30) calendar days of the Court’s denial of final approval of the Agreement and/or Settlement Class.

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company Citibank N.A.— Citi Private Bank, San Francisco, California, with such Bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions mutually acceptable to Settlement Class Counsel the Chairman and FujikuraPioneer, such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as the resulting Settlement Fund, Account to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, Plaintiffs and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, and Fujikura Pioneer agree to treat the Settlement Fund as being at all times a qualified settlement fundfund within the meaning of Treas. Reg. §1.468B-1. In addition, Settlement Class Counsel the Escrow Agent shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2217, including the relation-back election (as defined in Treas. Reg. § 1.468B- l(j)(2)§1.468B-1) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel the Escrow Agent to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. (e) For the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated there under, the administrator shall be Settlement Class Counselthe Escrow Agent. Settlement Class Counsel, as administrator, be responsible for the The Escrow Agent or its designee shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information informational and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k)(l)). Such returns (as well as the election described in Paragraph 25(d17(d)) shall be consistent with Paragraph 25(d17(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f17(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura Pioneer or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d17(d) through 25(f17(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in this Paragraph 25(e17(f) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura Pioneer nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless for such amounts by the Settlement Fund. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1.4688-2(1)(21.468B-2(1)(2)). Neither Fujikura Pioneer nor any other Releasee is responsible nor their respective counsel shall be responsible or they have any liability therefor. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ Pioneer agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d17(d) through 25(g17(f). (h) If this Agreement does not receive final Court approval, including final approval of “the Settlement Class Class” as defined in Paragraph 11Plaintiffs’ Complaint or, if that complaint is amended, the operative complaint at the time this Agreement is signed, or if the Action is not certified as a class action for settlement purposes, then all amounts paid by Fujikura Pioneer into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 2719(a), ) shall within thirty (30) calendar days be returned to Fujikura Pioneer from the Escrow Account by the Escrow Agent along with any interest accrued thereon within thirty (30) calendar days thereon. If there is a conflict between the terms of the Court’s denial Escrow Account and this Agreement, the terms of final approval of the this Agreement and/or Settlement Classshall control.

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company Bank with such Bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions regarding investment types and reinvestment of income and proceeds mutually acceptable to Settlement Class Counsel and FujikuraALPHA, such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as the resulting Settlement Fund, Account to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. ALPHA shall bear no costs, risks or liabilities related to the management and investment of the Settlement Fund. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, Plaintiffs and Fujikura ALPHA agree to treat the Settlement Fund as being at all times a qualified settlement fundfund within the meaning of Treas. Reg. § 1.468B-1. In addition, Settlement Class Counsel shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2226, including the relation-back election (as defined in Treas. Reg. § 1.468B- l(j)(21.468B-1(j)) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. All provisions of this Agreement shall be interpreted in a manner that is consistent with the Settlement Amount being a “Qualified Settlement Fund” within the meaning of Treasury Regulation § 1.468B-1. (e) For the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator of the Settlement Fund shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k), (1)). Such returns (as well as the election described in Paragraph 25(d)26(d) above) shall be consistent with Paragraph 25(d26(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f26(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura ALPHA or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d26(d) through 25(f26(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e26(e) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura ALPHA nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless for such amounts by the Settlement Fund. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1. § 1.4688-2(1)(2468B-2(l)(2)). Neither Fujikura nor any other Releasee nor their respective counsel ALPHA shall not be responsible or have any liability therefor. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ ALPHA agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d26(d) through 25(g26(f). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 1112, or if the Action is not certified as a class action Action for settlement purposes, then all amounts paid by Fujikura ALPHA into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 27Paragraphs 26 and 29), shall be returned to Fujikura ALPHA from the Escrow Account by the Escrow Agent Agent, along with any interest accrued thereon thereon, within thirty (30) calendar days of the Courtcourt’s denial of final determination denying final approval of the Agreement and/or Settlement Class.

Escrow Account. (a) The Escrow Account referenced in paragraph 20 will be established at ▇▇▇▇▇ Fargo & Company The Huntington National Bank, with such Bank bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions mutually acceptable to Settlement Class Counsel and Fujikura, such escrow to be administered as agreed by the Escrow Agent under the Court’s continuing supervision and controlParties. (b) The Escrow Agent shall cause invest the Settlement Amount Fund deposited in the Escrow Account, as well as the resulting Settlement Fund, Account in short term (up to be invested in shortone-term year maturity) United States Agency or Treasury Securities or other instruments backed by the full faith and credit of the United States Government or an Agency thereof, or fully insured in writing by the United States Government, Government or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, an Agency thereof and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then then-current market rates. All risks related to the investment of the Settlement Fund in accordance with the investment guidelines set forth in this paragraph shall be borne by the Settlement Fund. (c) The Escrow Agent shall not disburse the Settlement Fund except as provided in this Agreement, by an order of the Court, or with the written agreement of counsel for Defendants. (d) Subject to further order(s) and/or directions as may be made by the Court, or as provided in this Agreement, the Escrow Agent is authorized to execute such transactions as are consistent with the terms of this Agreement. (e) 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 jurisdiction of the Court, until such time as such funds shall be distributed or returned to the parties who deposited such funds pursuant to this Agreement and/or further order(s) of the Court. (df) The Settlement Fund is, Parties and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, and Fujikura Escrow Agent agree to treat the Settlement Fund as being at all times a “qualified settlement fund” within the meaning of Treas. Reg. §1.468B-1. In addition, Settlement Class Counsel the Escrow Agent shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 22paragraph, including the “relation-back election election” (as defined in Treas. Reg. §1. § 1.468B- l(j)(2)468B-1) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Co-Lead Counsel to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. (eg) For the purpose of section §468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3), the administrator shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of thereunder, the Code, including, but not limited to, filing “administrator” shall be Co-Lead Counsel. Co-Lead Counsel shall timely and properly file all information informational and other tax returns necessary or advisable with respect to the Settlement Fund (including including, without limitation limitation, the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k)). Such returns (as well as the election described in Paragraph 25(d)paragraph 22(f) hereof) shall be consistent with Paragraph 25(d) this paragraph and in all events shall reflect that all Taxes, as defined below Taxes (including any estimated Taxes, interest or penalties), ) on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f) hereofherein. (fh) All (ia) taxes Taxes (including any estimated taxesTaxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes Taxes or tax detriments that may be imposed upon Fujikura the Releasees or any other Releasee their counsel with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a “qualified settlement fund fund” for federal or state income tax purposes (“Taxes”); purposes, and (iib) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d) through 25(f) this paragraph (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(ethis paragraph) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by ; in all events the Escrow Agent. Releasees and Releasors (g“Released Persons”) Neither Fujikura nor any other Releasee nor and their respective counsel shall have any no liability or responsibility for the any Taxes or the Tax Expenses, . The Settlement Fund shall indemnify and shall be indemnified hold each of the Released Persons and held their counsel harmless for Taxes and Tax Expenses (including, without limitation, Taxes payable by reason of any such amounts by the Settlement Fundindemnification). Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court Court, and the Escrow Agent shall be obligated authorized (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court Authorized Claimants any funds necessary to pay such amounts amounts, including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. §1. § 1.4688-2(1)(2468B-2(l)(2)). Neither Fujikura nor any other Releasee nor their respective counsel shall be responsible or have any liability therefor. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ The Parties agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d) through 25(g)this paragraph. (hi) If In the event that this Agreement does is not receive final Court approvalapproved or this Agreement is terminated, including final approval of canceled, or fails to become effective for any reason, the Settlement Class Fund less Notice and Administration Expenses (as defined in Paragraph 11paragraph 23(c) below) or Taxes or Tax Expenses paid, incurred, or if due and owing in connection with the Action is not certified as a class action settlement provided for settlement purposes, then all amounts paid by Fujikura into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 27)herein, shall be returned refunded to Fujikura from the Escrow Account by the Escrow Agent ▇▇▇▇ Capital along with any interest accrued thereon within thirty (30) calendar days of the Court’s denial of final approval of the Agreement and/or Settlement Classdays.

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company Bank with such Bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions regarding investment types and reinvestment of income and proceeds mutually acceptable to Settlement Class Counsel and FujikuraNRC, such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. The Settlement Class Counsel shall indemnify and hold NRC and the Releasees harmless for Taxes and Tax Expenses (including taxes payable by reason of such indemnification). (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as the resulting Settlement Fund, Account to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. NRC and the other Releasees shall bear no risk related to the management and investment of the Settlement Fund. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, Plaintiffs and Fujikura NRC agree to treat the Settlement Fund as being at all times a qualified settlement fund“Qualified Settlement Fund” within the meaning of Treas. Reg. § 1.468B-1. In addition, Settlement Class Counsel shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2228, including the relation-back election (as defined in Treas. Reg. § 1.468B- l(j)(21.468B-1(j)) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. All provisions of this Agreement shall be interpreted in a manner that is consistent with the Settlement Amount being a “Qualified Settlement Fund” within the meaning of Treasury Regulation § 1.468B-1. (e) For the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator of the Settlement Fund shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k), (1)). Such returns (as well as the election described in Paragraph 25(d)28(d) above) shall be consistent with Paragraph 25(d28(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f28(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura NRC or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“Taxes”); and (ii) reasonable expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d28(d) through 25(f28(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e28(e)) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura NRC nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless Expenses or for such amounts by the filing of any tax returns or other Documents with the Internal Revenue Service or any other taxation authority in any jurisdiction with respect to the Settlement Fund. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court Court, and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1.4688-2(1)(21.468B-2(l)(2)). Neither Fujikura nor any NRC and the other Releasee nor their respective counsel Releasees shall not be responsible or have any liability therefortherefor and shall have no responsibility for any reporting requirements that may relate thereto. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ NRC agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d28(d) through 25(g28(f). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 1114, or if the Action is not certified as a class action for settlement purposes, or if this Agreement is rescinded or terminated, then all amounts paid by Fujikura NRC into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 27Paragraphs 28 and 31), shall be returned to Fujikura NRC from the Escrow Account by the Escrow Agent Agent, along with any interest accrued thereon thereon, within thirty (30) calendar days of the Court’s denial of final determination denying final approval of the Agreement and/or Settlement Class.

Escrow Account. ‌ (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company Bank with such Bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions regarding investment types and reinvestment of income and proceeds mutually acceptable to Settlement Class Counsel and FujikuraDelphi, such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as the resulting Settlement Fund, Account to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, Plaintiffs and Fujikura Delphi agree to treat the Settlement Fund as being at all times a qualified settlement fundfund within the meaning of Treas. Reg. § 1.468B-1. In addition, Settlement Class Counsel shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2226, including the relation-back election (as defined in Treas. Reg. § 1. § 1.468B- l(j)(2468B-1(j)) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. All provisions of this Agreement shall be interpreted in a manner that is consistent with the Settlement Amount being a “Qualified Settlement Fund” within the meaning of Treasury Regulation § 1.468B-1. (e) For the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator of the Settlement Fund shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k), (1)). Such returns (as well as the election described in Paragraph 25(d)26(d) above) shall be consistent with Paragraph 25(d26(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f26(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura Delphi or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d26(d) through 25(f26(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e26(e) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura Delphi nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless for such amounts by the Settlement Fund. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1. § 1.4688-2(1)(2)468B-2(l)(2). Neither Fujikura nor any other Releasee nor their respective counsel Delphi shall not be responsible or have any liability therefor. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d26(d) through 25(g26(f). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 1112, or if the Action is not certified as a class action for settlement purposes, then all amounts paid by Fujikura Delphi into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 27Paragraphs 26 and 29), shall be returned to Fujikura Delphi from the Escrow Account by the Escrow Agent Agent, along with any interest accrued thereon thereon, within thirty (30) calendar days of the Courtcourt’s denial of final determination denying final approval of the Agreement and/or Settlement Class.

Escrow Account. ‌ (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company Bank with such Bank bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions regarding investment types and reinvestment of income and proceeds mutually acceptable to Settlement Class Counsel and FujikuraEberspächer, such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as the resulting Settlement Fund, Account to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. Eberspächer shall bear no risk related to the management and investment of the Settlement Fund. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, Plaintiffs and Fujikura Eberspächer agree to treat the Settlement Fund as being at all times a qualified settlement fundfunds within the meaning of Treas. Reg. § 1.468B-1. In addition, Settlement Class Counsel shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2227, including the relation-back election (as defined in Treas. Reg. § 1.468B- l(j)(21.468B-1(j)) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. All provisions of this Agreement shall be interpreted in a manner that is consistent with the Settlement Amount being a “Qualified Settlement Fund” within the meaning of Treasury Regulation § 1.468B-1. (e) For the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator of the Settlement Fund shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k), (1)). Such returns (as well as the election described in Paragraph 25(d)27(d) above) shall be consistent with Paragraph 25(d27(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f27(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura Eberspächer or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d27(d) through 25(f27(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e27(e) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura Eberspächer nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless for such amounts by the Settlement Fund. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court Court, and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts amounts, including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1. § 1.4688-2(1)(2468B-2(l)(2)). Neither Fujikura nor any other Releasee nor their respective counsel Eberspächer shall not be responsible or have any liability therefor. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ Eberspächer agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d27(d) through 25(g27(f). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 1112, or if the Action is not certified as a class action for settlement purposes, then all amounts paid or caused to be paid by Fujikura Eberspächer into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 27Paragraphs 27 and 29), shall be returned to Fujikura Eberspächer from the Escrow Account by the Escrow Agent Agent, along with any interest accrued thereon thereon, within thirty (30) calendar days of the Court’s denial of final determination denying final approval of the Agreement and/or Settlement Class.

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company Bank with such Bank bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions regarding investment types and reinvestment of income and proceeds mutually acceptable to Settlement Class Counsel and FujikuraFaurecia, such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as the resulting Settlement Fund, Account to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. Faurecia shall bear no risk related to the management and investment of the Settlement Fund. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, Plaintiffs and Fujikura Faurecia agree to treat the Settlement Fund as being at all times a qualified settlement fundfunds within the meaning of Treas. Reg. § 1.468B-1. In addition, Settlement Class Counsel shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2227, including the relation-back election (as defined in Treas. Reg. § 1.468B- l(j)(21.468B-1(j)) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. All provisions of this Agreement shall be interpreted in a manner that is consistent with the Settlement Amount being a “Qualified Settlement Fund” within the meaning of Treasury Regulation § 1.468B-1. (e) For the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator of the Settlement Fund shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k), (1)). Such returns (as well as the election described in Paragraph 25(d)27(d) above) shall be consistent with Paragraph 25(d27(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f27(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura Faurecia or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d27(d) through 25(f27(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e27(e) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura Faurecia nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless or for such amounts by the filing of any tax returns or other documents with the Internal Revenue Service or any other taxation authority in the United States or any other jurisdiction with respect to the Settlement Fund. Settlement Class Counsel shall indemnify and hold harmless the Releasee for Taxes and Tax Expenses. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1.4688-2(1)(21.468B-2(l)(2)). Neither Fujikura nor any other Releasee nor their respective counsel Faurecia shall not be responsible or have any liability therefortherefor and for any reporting requirements that may relate thereto. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ Faurecia agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d27(d) through 25(g27(f). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 1113, or if the Action is not certified as a class action for settlement purposespurposes or if this Agreement is rescinded or terminated, then all amounts paid by Fujikura Faurecia into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 27Paragraphs 27 and 30), shall be returned to Fujikura Faurecia from the Escrow Account by the Escrow Agent Agent, along with any interest accrued thereon thereon, within thirty (30) calendar days of the Court’s denial of final determination denying final approval of the Agreement and/or Settlement Class.

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company Bank with such Bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions regarding investment types and reinvestment of income and proceeds mutually acceptable to Settlement Class Counsel and FujikuraKiekert, such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as the resulting Settlement Fund, Account to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively respectively, by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then then-current market rates. Kiekert shall bear no risk related to the management and investment of the Settlement Fund. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, Plaintiffs and Fujikura Kiekert agree to treat the Settlement Fund as being at all times a qualified settlement fundfunds within the meaning of Treas. Reg. § 1.468B-1. In addition, Settlement Class Counsel shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2227, including the relation-back election (as defined in Treas. Reg. § 1.468B- l(j)(21.468B-1(j)) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. All provisions of this Agreement shall be interpreted in a manner that is consistent with the Settlement Amount being a “Qualified Settlement Fund” within the meaning of Treasury Regulation § 1.468B-1. (e) For the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator of the Settlement Fund shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k), (1)). Such returns (as well as the election described in Paragraph 25(d)27(d) above) shall be consistent with Paragraph 25(d27(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f27(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura Kiekert or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d27(d) through 25(f27(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e27(e) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura Kiekert nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless for such amounts by the Settlement Fund. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts amounts, including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1. § 1.4688-2(1)(2)468B-2(l)(2). Neither Fujikura nor any other Releasee nor their respective counsel Kiekert shall not be responsible or have any liability therefor. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d27(d) through 25(g27(f). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 1112, or if the Action is not certified as a class action for settlement purposes, then all amounts paid by Fujikura Kiekert into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 27Paragraphs 27 and 30), shall be returned to Fujikura Kiekert from the Escrow Account by the Escrow Agent Agent, along with any interest accrued thereon thereon, within thirty (30) calendar days of the Courtcourt’s denial of final determination denying final approval of the Agreement and/or Settlement Class.

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company Bank with such Bank serving as escrow agent (“Escrow Agent”) subject to an escrow instructions agreement mutually acceptable to Settlement Class Counsel and FujikuraAisan Defendants, such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as the resulting Settlement Fund, Account to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. Aisan Defendants shall bear no risk related to the management and investment of the Settlement Fund. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, Plaintiffs and Fujikura Aisan Defendants agree to treat the Settlement Fund as being at all times a qualified settlement fund“Qualified Settlement Fund” within the meaning of Treas. Reg. § 1.468B-1. In addition, Settlement Class Counsel shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2227, including the relation-back election (as defined in Treas. Reg. § 1.468B- l(j)(21.468B-1(j)) back to the earliest permitted date, if available. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. All provisions of this Agreement shall be interpreted in a manner that is consistent with the Settlement Fund being a “Qualified Settlement Fund” within the meaning of Treasury Regulation § 1.468B-1. (e) For the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator of the Settlement Fund shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k), (1)). Such returns (as well as the election described in Paragraph 25(d)27(d) above) shall be consistent with Paragraph 25(d27(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f27(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura Aisan Defendants or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund Qualified Settlement Fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d27(d) through 25(f27(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e27(e) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura the Aisan Defendants nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, . Settlement Class Counsel shall indemnify and shall be indemnified hold harmless the Releasees for Taxes and held harmless for such amounts by the Settlement FundTax Expenses. Further, Taxes and Tax Expenses shall be treated as, and considered to be, be a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court and Settlement Class Counsel and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1.4688-2(1)(21.468B-2(1)(2)). Neither Fujikura Aisan Defendants nor any other Releasee nor their respective counsel shall be responsible or have any liability therefor. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ Defendants agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d27(d) through 25(g27(f). (h) If this Agreement does not receive final Final Court approvalApproval, including final approval of the Settlement Class as defined in Paragraph 1113, or if the Action is not certified as a class action for settlement purposes, then all amounts paid by Fujikura into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 27Paragraphs 27 and 30), shall be returned to Fujikura Aisan Defendants from the Escrow Account by the Escrow Agent along with Agent, including any income or interest accrued thereon thereon, within thirty (30) calendar days of the Court’s denial of final approval determination denying Final Court Approval of the Agreement and/or Settlement Class.

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company Bank with such Bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions regarding investment types and reinvestment of income and proceeds mutually acceptable to Settlement Class Counsel and FujikuraChiyoda, such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as the resulting Settlement Fund, Account to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. Chiyoda shall bear no risk related to the management and investment of the Settlement Fund. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, Counsel and Fujikura Chiyoda agree to treat the Settlement Fund as being at all times a qualified settlement fundfunds within the meaning of Treas. Reg. § 1.468B-1. In addition, Settlement Class Counsel shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2226, including the relation-relation- back election (as defined in Treas. Reg. § 1.468B- l(j)(21.468B-1(j)) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. All provisions of this Agreement shall be interpreted in a manner that is consistent with the Settlement Amount being a “Qualified Settlement Fund” within the meaning of Treasury Regulation § 1.468B-1. (e) For the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator of the Settlement Fund shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k), (1)). Such returns (as well as the election described in Paragraph 25(d)26(d) above) shall be consistent with Paragraph 25(d26(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f26(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura Chiyoda or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d26(d) through 25(f26(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e26(e) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura Chiyoda nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, . Settlement Class Counsel shall indemnify and shall be indemnified hold harmless the Releasees for Taxes and held harmless for such amounts by the Settlement FundTax Expenses. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1.4688-2(1)(21.468B-2(1)(2)). Neither Fujikura nor any other Releasee nor their respective counsel Chiyoda shall not be responsible or have any liability therefor. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ Chiyoda agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d26(d) through 25(g26(f). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 1112, or if the Action is not certified as a class action for settlement purposes, then all amounts paid by Fujikura Chiyoda into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 27Paragraphs 26 and 28), shall be returned to Fujikura Chiyoda from the Escrow Account by the Escrow Agent Agent, along with any interest accrued thereon thereon, within thirty (30) calendar days of the Courtcourt’s denial of final determination denying final approval of the Agreement and/or Settlement Class.

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company Bank with such Bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions regarding investment types and reinvestment of income and proceeds mutually acceptable to Settlement Class Counsel and FujikuraHIAMS, and such escrow is to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as the resulting Settlement Fund, Account to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. HIAMS shall bear no risk related to the management and investment of the Settlement Fund. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, Plaintiffs and Fujikura HIAMS agree to treat the Settlement Fund as being at all times a qualified settlement fundfund within the meaning of Treasury Regulation (“Treas. Reg.”) § 1.468B-1. In addition, Settlement Class Counsel shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2225, including the relation-back election (as defined in Treas. Reg. § 1.468B- l(j)(21.468B-1(j)) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. All provisions of this Agreement shall be interpreted in a manner that is consistent with the Settlement Amount being a qualified settlement fund within the meaning of Treas. Reg. § 1.468B-1. (e) For the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator of the Settlement Fund shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k), (1)). Such returns (as well as the election described in Paragraph 25(d)25 (d) above) shall be consistent with Paragraph 25(d25 (d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxestaxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f25 (f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura HIAMS or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(dParagraph 25 (d) through 25(f25 (f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e25 (e) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura HIAMS nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, . The Escrow Agent and/or Settlement Class Counsel shall indemnify and shall be indemnified hold HIAMS and held the other Releasees harmless for Taxes and Tax Expenses (including taxes payable by reason of such amounts by the Settlement Fundindemnification). Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1.4688-2(1)(2)1.468B-2(l)(l)(2). Neither Fujikura nor HIAMS or any other Releasee nor their respective counsel Releasees shall not be responsible or have any liability therefor. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ HIAMS agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d25 (d) through 25(g25 (g). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 11, or if the Action is not certified as a class action for settlement purposes, then all amounts paid by Fujikura HIAMS into the Settlement Fund Escrow Account (other than costs expended or incurred in accordance with Paragraph 27Paragraphs 25 and 28), shall be returned to Fujikura HIAMS from the Escrow Account Settlement Fund by the Escrow Agent Agent, along with any interest accrued thereon thereon, within thirty (30) calendar days of the Courtcourt’s denial of final determination denying final approval of the Agreement and/or Settlement Class.

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company Bank, with such Bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions mutually acceptable to Settlement Class Counsel and FujikuraNTN, such escrow to be administered by the Escrow Agent under subject to the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount to be deposited in the Escrow Account, as well as the resulting Settlement Fund, Account to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds Funds shall be distributed pursuant to this Agreement and/or or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, Plaintiffs and Fujikura NTN agree to treat the Settlement Fund as being at all times a qualified settlement fundQualified Settlement Fund within the meaning of Treas. Reg. § 1.468B-1. In addition, Settlement Class Counsel the Escrow Agent shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2228, including the relation-back election (as defined in Treas. Reg. § 1.468B- l(j)(2)1.468B-1) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel the Escrow Agent to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. (e) For the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k)(l)). Such returns (as well as the election described in Paragraph 25(d28(d)) shall be consistent with Paragraph 25(d28(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the applicable Settlement Fund as provided in Paragraph 25(f28(f) hereof. (f) All (i1) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura NTN or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“Taxes”); and (ii2) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d28(d) through 25(f28(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in this Paragraph 25(e28(f) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura NTN nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless for such amounts by the Settlement Fund. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds Funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1.4688-2(1)(21.468B-2(1)(2)). Neither Fujikura nor any other Releasee nor their respective counsel NTN shall not be responsible or have any liability therefor. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ NTN agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d28(d) through 25(g28(f). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 1113, or if the Action is not certified as a class action for settlement purposes, then all amounts paid by Fujikura NTN into the Settlement Fund (other than costs expended or incurred in accordance with this Paragraphs 28 and Paragraph 2730), shall be returned to Fujikura NTN from the Escrow Account by the Escrow Agent along with any interest accrued thereon within thirty (30) calendar days of the Court’s denial of final approval of the Agreement and/or Settlement Class.

Escrow Account. ‌ (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company Bank with such Bank bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions regarding investment types and reinvestment of income and proceeds mutually acceptable to Settlement Class Counsel and Fujikura▇▇▇▇▇ ▇▇▇▇, such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as the resulting Settlement Fund, Account to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Moody’s Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. ▇▇▇▇▇ ▇▇▇▇ shall bear no risk related to the management and investment of the Settlement Fund. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, Plaintiffs and Fujikura ▇▇▇▇▇ Behr agree to treat the Settlement Fund as being at all times a qualified settlement fundfunds within the meaning of Treas. Reg. § 1.468B-1. In addition, Settlement Class Counsel shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2226, including the relation-back election (as defined in Treas. Reg. § 1.468B- l(j)(21.468B-1(j)) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. All provisions of this Agreement shall be interpreted in a manner that is consistent with the Settlement Amount being a “Qualified Settlement Fund” within the meaning of Treasury Regulation § 1.468B-1. (e) For the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator of the Settlement Fund shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k), (1)). Such returns (as well as the election described in Paragraph 25(d)26(d) above) shall be consistent with Paragraph 25(d26(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f26(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura ▇▇▇▇▇ ▇▇▇▇ or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d26(d) through 25(f26(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e26(e) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura ▇▇▇▇▇ Behr nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless for such amounts by the Settlement Fund. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court Court, and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts amounts, including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1. § 1.4688-2(1)(2)468B-2(l)(2). Neither Fujikura nor any other Releasee nor their respective counsel ▇▇▇▇▇ ▇▇▇▇ shall not be responsible or have any liability therefor. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ Behr agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d26(d) through 25(g26(f). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 1112, or if the Action is not certified as a class action for settlement purposes, then all amounts paid or caused to be paid by Fujikura ▇▇▇▇▇ ▇▇▇▇ into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 27Paragraphs 26 and 28), shall be returned to Fujikura ▇▇▇▇▇ Behr from the Escrow Account by the Escrow Agent Agent, along with any interest accrued thereon thereon, within thirty (30) calendar days of the Court’s denial of final determination denying final approval of the Agreement and/or Settlement Class.

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company with such Bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions mutually acceptable to Settlement Class Counsel and FujikuraHitachi Metals, such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount deposited in the Escrow Account, as well as the resulting Settlement Fund, to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. (c) The Settlement Fund held in the Escrow Account 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/or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, and Fujikura Hitachi Metals agree to treat the Settlement Fund as being at all times a qualified settlement fund. In addition, Settlement Class Counsel the Escrow Agent shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement fundingfund, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2226, including the relation-back election (as defined in Treas. Reg. § 1.468B- l(j)(2)) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel the Escrow Agent to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. (e) For the purpose of section 468B of the Code, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund Funds (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l)). Such returns (as well as the election described in Paragraph 25(d26(d)) shall be consistent with Paragraph 25(d26(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest interest, or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f26(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura Hitachi Metals or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d26(d) through 25(f26(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e26(e) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura Hitachi Metals nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless for such amounts by the Settlement Fund. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts amounts, including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1. § 1.4688-2(1)(2468B-2(1)(2)). Neither Fujikura nor any other Releasee nor their respective counsel Hitachi Metals shall not be responsible or have any liability therefor. End-End- Payor Plaintiffs and ▇▇▇▇▇▇▇▇ Hitachi Metals agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d26(d) through 25(g26(g). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 11, or if the Action is not certified as a class action for settlement purposes, then all amounts paid by Fujikura Hitachi Metals into the Settlement Fund (other than costs expended or incurred in accordance with this Paragraph 27), shall be returned to Fujikura from the Escrow Account by the Escrow Agent along with any interest accrued thereon within thirty (30) calendar days of the Court’s denial of final approval of the Agreement and/or Settlement Class.26 and Paragraph

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company U.S. Bank National Association with such Bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions mutually acceptable to Settlement Class Counsel and FujikuraMitsubishi Electric, such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as the resulting Settlement Fund, Account to be held in cash or invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then then-current market rates. Mitsubishi Electric shall bear no risk related to the Settlement Fund. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, Plaintiffs and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, and Fujikura Mitsubishi Electric agree to treat the Settlement Fund as being at all times a qualified settlement fundQualified Settlement Fund within the meaning of Treas. Reg. § 1. 468B-1. All provisions of this Agreement shall be interpreted in a manner that is consistent with the Settlement Funds being a “Qualified Settlement Fund” within the meaning of Treasury Regulation § 1.468B-1. In addition, Settlement Class Counsel shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2228, including the relation-back election (as defined in Treas. Reg. § 1.468B- l(j)(21.468B-1(j)) back to the earliest permitted date, if available. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. (e) For the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k) and (l)). Such returns (as well as the election described in Paragraph 25(d28(d)) shall be consistent with Paragraph 25(d28(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f28(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura Mitsubishi Electric or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund Qualified Settlement Fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d28(d) through 25(f28(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e28(e) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura Mitsubishi Electric nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, . Settlement Class Counsel shall indemnify and shall be indemnified hold Mitsubishi Electric and held the Releasees harmless for Taxes and Tax Expenses (including taxes payable by reason of such amounts by the Settlement Fundindemnification). Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent Agent, upon written directions by Settlement Class Counsel, out of the Settlement Fund without prior order from the Court and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1.4688-2(1)(21.468B-2(1)(2)), as identified in writing by Settlement Class Counsel. Neither Fujikura Mitsubishi Electric nor any other Releasee nor their respective counsel shall be responsible or have any liability therefortherefor or for any reporting requirements that relate thereto. End-Payor Plaintiffs Plaintiffs, Settlement Class Counsel, and ▇▇▇▇▇▇▇▇ Mitsubishi Electric agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d28(d) through 25(g28(f). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 11, or if the Action is not certified as a class action for settlement purposes, then all amounts paid by Fujikura Mitsubishi Electric into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 2730), shall be returned to Fujikura Mitsubishi Electric from the Escrow Account by the Escrow Agent along with any interest accrued thereon within thirty (30) calendar days of the Court’s denial of final approval of the Agreement and/or Settlement Class.

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company Bank with such Bank bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions regarding investment types and reinvestment of income and proceeds mutually acceptable to Settlement Class Counsel and FujikuraNGK, such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as the resulting Settlement Fund, Account to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. NGK shall bear no risk related to the management and investment of the Settlement Fund. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, Plaintiffs and Fujikura NGK agree to treat the Settlement Fund as being at all times a qualified settlement fundfund within the meaning of Treas. Reg. § 1.468B-1. In addition, Settlement Class Counsel shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2227, including the relation-back election (as defined in Treas. Reg. § 1. § 1.468B- l(j)(2468B-1(j)) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. All provisions of this Agreement shall be interpreted in a manner that is consistent with the Settlement Amount being a “Qualified Settlement Fund” within the meaning of Treasury Regulation § 1.468B-1. (e) For the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator of the Settlement Fund shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k), (1)). Such returns (as well as the election described in Paragraph 25(d)27(d) above) shall be consistent with Paragraph 25(d27(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f27(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments detriments, that may be imposed upon Fujikura NGK or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d27(d) through 25(f27(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e27(e) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura NGK nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless for such amounts by Expenses or the Settlement Fundfiling of any tax returns or other documents with the Internal Revenue Service or any other taxing authority. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1.4688-2(1)(2)1.468B-2(l)(2). Neither Fujikura NGK nor any other Releasee nor their respective counsel shall be responsible or have any liability therefortherefor or for any reporting requirements that may relate thereto. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ NGK agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d27(d) through 25(g27(f). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 1112, or if the Action is not certified as a class action Action for settlement purposes, then all amounts paid by Fujikura NGK into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 27Paragraphs 27 and 29), shall be returned to Fujikura NGK from the Escrow Account by the Escrow Agent Agent, along with any interest accrued thereon thereon, within thirty (30) calendar days of the Court’s denial of final determination denying final approval of the Agreement and/or and the Settlement Class.

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company Bank, with such Bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions regarding investment types and reinvestment of income and proceeds mutually acceptable to Settlement Class Counsel and Fujikurathe Corning Defendants, and with such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount to be deposited in the Escrow Account, as well as the resulting Settlement Fund, to be invested substantially in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively respectively, by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then then-current market rates. The Corning Defendants shall bear no risk related to the management and investment of the Settlement Fund. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, Plaintiffs and Fujikura the Corning Defendants agree to treat the Settlement Fund as being at all times a qualified settlement fundQualified Settlement Fund within the meaning of Treasury Regulation § 1.468B-1. In addition, Settlement Class Counsel shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2225, including the relation-back election (as defined in Treas. Reg. Treasury Regulation § 1.468B- l(j)(21.468B-1(j)) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. All provisions of this Agreement shall be interpreted in a manner that is consistent with the Settlement Amount being a “Qualified Settlement Fund” within the meaning of Treasury Regulation § 1.468B-1. (e) For the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §Treasury Regulation § 1.468B-2(k)-(l1.468B-2(k), (l)). Such returns (as well as the election described in Paragraph 25(d)) shall be consistent with Paragraph 25(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest interest, or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f) hereof. (f) All (i) taxes (including any estimated taxes, interest interest, or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura the Corning Defendants or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d) through 25(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless for such amounts by the Settlement Fund. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1.4688-2(1)(2)). Neither Fujikura nor any other Releasee nor their respective counsel shall be responsible or have any liability therefor. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d) through 25(g). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 11, or if the Action is not certified as a class action for settlement purposes, then all amounts paid by Fujikura into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 27), shall be returned to Fujikura from the Escrow Account by the Escrow Agent along with any interest accrued thereon within thirty (30) calendar days of the Court’s denial of final approval of the Agreement and/or Settlement Class.and

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company with such Bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions mutually acceptable to Settlement Class Counsel and FujikuraTOKAI RIKA, such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as the resulting Account (“Settlement Fund, ”) to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds fund rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. Any interest earned on any of the foregoing shall become part of the Settlement Fund. TOKAI RIKA and the Releasees shall have no responsibility for, or liability in connection with, the Settlement Fund, including, without limitation, the investment, administration, maintenance, or distribution thereof. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, Plaintiffs and Fujikura TOKAI RIKA agree to treat the Settlement Fund as being at all times a qualified settlement fundfund within the meaning of Treasury Regulations Section 1.468B-1. In addition, Settlement Class Counsel shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2224, including the relation-back election (as defined in Treas. Reg. § 1.468B- l(j)(2)Treasury Regulations Section 1.468B-1) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of the Settlement Class Counsel or Escrow Agent to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. (e) For the purpose of section Section 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund Escrow Account (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(lTreasury Regulations Section 1.468B-2(k)(1)). Such returns (as well as the election described in Paragraph 25(d24(d)) shall be consistent with Paragraph 25(d24(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund Escrow Account as provided in Paragraph 25(f24(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura TOKAI RIKA or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d24(d) through 25(f24(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e24(e) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura TOKAI RIKA nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless for such amounts by the Settlement Fund. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund Fund, with prior notice to the parties hereto, without prior order from the Court Court, and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1.4688-2(1)(2Treasury Regulations Section 1.468B-2(1)(2)). Neither Fujikura nor any other Releasee nor their respective counsel TOKAI RIKA and the Releasees shall not be responsible or have any liability therefor. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ TOKAI RIKA agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d24(d) through 25(g24(f). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 1112, or if such approval is modified or set aside on appeal, or if the Action is not certified as a class action for settlement purposes, then all amounts paid by Fujikura TOKAI RIKA into the Settlement Fund (other than costs actually expended or incurred in accordance with Paragraph 27), shall be returned to Fujikura TOKAI RIKA from the Escrow Account by the Escrow Agent along with any interest accrued thereon within thirty (30) calendar days of the Court’s denial of final approval of the Agreement and/or Settlement Class.

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company Huntington National Bank, with such Bank bank serving as escrow agent (“"Escrow Agent”") subject to escrow instructions mutually acceptable to Settlement Plaintiffs' Class Counsel counsel and FujikuraDefendants, such escrow to be administered by the Escrow Agent under the Court’s 's continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as Account (the resulting “Settlement Fund, ”) to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’'▇ Investor Services and Standard and Poor’s's, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, Plaintiffs and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, and Fujikura Defendants agree to treat the Settlement Fund as being at all times a qualified settlement fundfund within the meaning of Treas. Reg. §1.468B-1. In addition, Settlement Class Counsel the Escrow Agent shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2219, including the relation-back election (as defined in Treas. Reg. § 1.468B- l(j)(2)§1.468B-1) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel the Escrow Agent to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. (e) For the purpose of section §468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated there under, the administrator of the Settlement Fund shall be Settlement Class Counselthe Escrow Agent. Settlement Class Counsel, as administrator, be responsible for the The Escrow Agent shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information informational and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(lReg.§ 1.468B-2(k)(l))) , and shall be solely responsible for such filing. Such returns (as well as the election described in Paragraph 25(d19(d)) shall be consistent with Paragraph 25(d19(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest interest, or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f19(f) hereof. (f) All (i) taxes (including any estimated taxes, interest interest, or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura Defendants or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“"Taxes”"); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d19(d) through 25(f19(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in this Paragraph 25(e19(f)) (“"Tax Expenses”)"), shall be timely paid out of the Settlement Fund, Fund by the Escrow Agent. (g) Neither Fujikura Defendants nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless for such amounts by the Settlement Fundincluding filing any tax returns or paying any Taxes or Tax Expense. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1.4688-2(1)(21.468B-2(1)(2)). Neither Fujikura Defendants nor any other Releasee is responsible nor their respective counsel shall be responsible or they have any liability therefor. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ Defendants agree to cooperate with the Escrow Agent, each other, and their tax attorneys attorneys, advisors, auditors, and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d19(d) through 25(g19(f). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 11, or if the Action is not certified as a class action for settlement purposes, then all amounts paid by Fujikura Defendants into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 27), 20) shall be returned to Fujikura Defendants from the Escrow Account by the Escrow Agent along with any interest accrued thereon within thirty (30) calendar days of the Court’s denial of final approval of the Agreement and/or Settlement Classdays.

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company Bank with such Bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions regarding investment types and reinvestment of income and proceeds mutually acceptable to Settlement Class Counsel and Fujikurathe Panasonic Defendants, and such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as the resulting Settlement Fund, Account to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, AAA respectively by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. The Panasonic Defendants shall bear no risk related to the management and investment of the Settlement Fund. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, Plaintiffs and Fujikura the Panasonic Defendants agree to treat the Settlement Fund as being at all times a qualified settlement fund“Qualified Settlement Fund” within the meaning of Treas. Reg. § 1.468B-1. In addition, Settlement Class Counsel shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2227, including the relation-back election (as defined in Treas. Reg. § 1.468B- l(j)(21.468B-1(j)) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. All provisions of this Agreement shall be interpreted in a manner that is consistent with the Settlement Fund being a “Qualified Settlement Fund” within the meaning of Treasury Regulation § 1.468B-1. (e) For the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator of the Settlement Fund shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k), (1)). Such returns (as well as the election described in Paragraph 25(d)27(d) above) shall be consistent with Paragraph 25(d27(d) above and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f27(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura the Panasonic Defendants or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d27(d) through 25(f27(f) of this Agreement (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e27(e) of this Agreement (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura the Panasonic Defendants nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless for such amounts by the Settlement Fund. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1.4688-2(1)(2)1.468B-2(l)(2) ). Neither Fujikura nor any other Releasee nor their respective counsel The Panasonic Defendants shall not be responsible or have any liability therefor. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ the Panasonic Defendants agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d27(d) through 25(g)27(f) of this Agreement. (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 1112 of this Agreement, or if the Action is not certified as a class action for settlement purposes, then all amounts paid by Fujikura Panasonic Corp. into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 27Paragraphs 27 and 30 of this Agreement), shall be returned to Fujikura Panasonic Corp. from the Escrow Account by the Escrow Agent Agent, along with any interest accrued thereon thereon, within thirty (30) calendar days of the Court’s denial of final determination denying final approval of the Agreement and/or Settlement Class.

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company Bank with such Bank serving as escrow agent (“"Escrow Agent”") subject to escrow instructions regarding investment types and reinvestment of income and proceeds mutually acceptable to Settlement Class Counsel and FujikuraBridgestone, such escrow to be administered by the Escrow Agent under the Court’s 's continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as the resulting Settlement Fund, Account to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’'▇ Investor Services and Standard and Poor’s's, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. Bridgestone shall bear no risk related to the management and investment of the Settlement tfund. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, Plaintiffs and Fujikura Bridgestone agree to treat the Settlement Fund tfund as being at all times a qualified settlement fundfund within the meaning of Treas. Reg. § l .468B- l. In addition, Settlement Class Counsel shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2226, including the relation-back election (as defined in Treas. Reg. § 1.468B- l(j)(2l.468B-I(i)) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur.. All provisions of this Agreement shall be interpreted in a manner that is consistent with the Settlement Amount being a "Qualified Settlement tfund" within the meaning of Treasury Regulation § l .468B-I. (e) For tfor the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator of the Settlement tfund shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation but not limited to the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k), (1)). Such returns (as well as the election described in Paragraph 25(d)26(d) above) shall be consistent with Paragraph 25(d26(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f26(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura Bridgestone or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“{"Taxes”"); , and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d26(d) through 25(f26(f) (including, without limitation, including but not limited to expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e26(e) (“"Tax Expenses”")), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura Bridgestone nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless for such amounts by the Settlement Fund. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1.4688-2(1)(2)). Neither Fujikura nor any other Releasee nor their respective counsel shall be responsible or have any liability therefor. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d) through 25(g). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 11, or if the Action is not certified as a class action for settlement purposes, then all amounts paid by Fujikura into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 27), shall be returned to Fujikura from the Escrow Account by the Escrow Agent along with any interest accrued thereon within thirty (30) calendar days of the Court’s denial of final approval of the Agreement and/or Settlement Class.

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company Bank with such Bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions regarding investment types and reinvestment of income and proceeds mutually acceptable to Settlement Class Counsel and FujikuraMeritor, such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as the resulting Settlement Fund, Account to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Moody’s Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. Meritor shall bear no risk related to the management and investment of the Settlement Fund. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, Plaintiffs and Fujikura Meritor agree to treat the Settlement Fund as being at all times a qualified settlement fundfund within the meaning of Treas. Reg. § 1.468B-1. In addition, Settlement Class Counsel shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2227, including the relation-back election (as defined in Treas. Reg. § 1. § 1.468B- l(j)(2468B-1(j)) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. All provisions of this Agreement shall be interpreted in a manner that is consistent with the Settlement Amount being a “Qualified Settlement Fund” within the meaning of Treasury Regulation § 1.468B-1. (e) For the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator of the Settlement Fund shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k), (1)). Such returns (as well as the election described in Paragraph 25(d)27(d) above) shall be consistent with Paragraph 25(d27(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f27(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura Meritor or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d27(d) through 25(f27(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e27(e) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura Meritor nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless for such amounts by the Settlement Fund. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1. § 1.4688-2(1)(2)468B-2(l)(2). Neither Fujikura nor any other Releasee nor their respective counsel Meritor shall not be responsible or have any liability therefor. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ Meritor agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d27(d) through 25(g27(f). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 1113, or if the Action is not certified as a class action for settlement purposes, then all amounts paid by Fujikura Meritor into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 27Paragraphs 27 and 30), shall be returned to Fujikura Meritor from the Escrow Account by the Escrow Agent Agent, along with any interest accrued thereon thereon, within thirty (30) calendar days of the Courtcourt’s denial of final determination denying final approval of the Agreement and/or Settlement Class.

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company Bank with such Bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions regarding investment types and reinvestment of income and proceeds mutually acceptable to Settlement Class Counsel and FujikuraContinental, such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as the resulting Settlement Fund, Account to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. Continental shall bear no risk related to the management and investment of the Settlement Fund. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, Plaintiffs and Fujikura Continental agree to treat the Settlement Fund as being at all times a qualified settlement fundfund within the meaning of Treas. Reg. § 1.468B-1. In addition, Settlement Class Counsel shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2226, including the relation-back election (as defined in Treas. Reg. § 1.468B- l(j)(21.468B-1(j)) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. All provisions of this Agreement shall be interpreted in a manner that is consistent with the Settlement Amount being a “Qualified Settlement Fund” within the meaning of Treasury Regulation § 1.468B-1. (e) For the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator of the Settlement Fund shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k), (1)). Such returns (as well as the election described in Paragraph 25(d)26(d) above) shall be consistent with Paragraph 25(d26(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f26(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura Continental or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d26(d) through 25(f26(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e26(e) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura Continental nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless for such amounts by the Settlement Fund. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1. § 1.4688-2(1)(2468B-2(1)(2)). Neither Fujikura nor any other Releasee nor their respective counsel Continental shall not be responsible or have any liability therefor. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ Continental agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d26(d) through 25(g26(f). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 1112, or if the Action is not certified as a class action for settlement purposes, then all amounts paid by Fujikura Continental into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 27Paragraphs 26 and 29), shall be returned to Fujikura Continental from the Escrow Account by the Escrow Agent Agent, along with any interest accrued thereon thereon, within thirty (30) calendar days of the Court’s denial of final determination denying final approval of the Agreement and/or Settlement Class.

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company Bank, N.A. with such Bank bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions regarding investment types and reinvestment of income and proceeds mutually acceptable to Settlement Class Counsel and FujikuraTRW, and such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as the resulting Settlement Fund, Account to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then current market rates. TRW shall bear no risk related to the management and investment of Settlement Fund. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, Plaintiffs and Fujikura TRW agree to treat the Settlement Fund as being at all times a qualified settlement fundfund within the meaning of Treas. Reg. § 1.468B-1. In addition, Settlement Class Counsel shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2227, including the relation-back election (as defined in Treas. Reg. § 1. § 1.468B- l(j)(2468B-1(j)) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. All provisions of this Agreement shall be interpreted in a manner that is consistent with the Settlement Amount being a “Qualified Settlement Fund” within the meaning of Treasury Regulation § 1.468B-1. (e) For the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator of the Settlement Fund shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k) (1)). Such returns (as well as the election described in Paragraph 25(d)27(d) above) shall be consistent with Paragraph 25(d27(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f27(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura TRW or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d27(d) through 25(f27(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e27(e) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura TRW nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless for such amounts by Expenses or the Settlement Fundfiling of any tax returns or other documents with the Internal Revenue Service or any other taxing authority. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1.4688-2(1)(2)1.468B-2(l)(2). Neither Fujikura nor any TRW and the other Releasee nor their respective counsel shall not be responsible or have any liability therefor. End-Payor Plaintiffs and ▇▇▇▇▇▇▇▇ TRW agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d27(d) through 25(g27(f). (h) If this Agreement does not receive become final Court approvalwithin the meaning of Paragraph 22, including final approval of the Settlement Class as defined in Paragraph 1113, or if the Action is not certified as a class action for settlement purposes, then all amounts paid by Fujikura TRW into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 27Paragraphs 27 and 30), shall be returned to Fujikura TRW from the Escrow Account by the Escrow Agent Agent, along with any interest accrued thereon thereon, within thirty (30) calendar days of the Court’s denial of final determination denying final approval of the Agreement and/or Settlement Class, or if this Agreement is rescinded or terminated.

Escrow Account. (a) The Escrow Account will be established at ▇▇▇▇▇ Fargo & Company U.S. Bank with such Bank serving as escrow agent (“Escrow Agent”) subject to escrow instructions mutually acceptable to Settlement Class Counsel and FujikuraSumitomo, such escrow to be administered by the Escrow Agent under the Court’s continuing supervision and control. (b) The Escrow Agent shall cause the Settlement Amount funds deposited in the Escrow Account, as well as the resulting Settlement Fund, Account to be invested in short-term instruments backed by the full faith and credit of the United States Government or fully insured in writing by the United States Government, or money market funds rated Aaa and AAA, respectively by ▇▇▇▇▇’▇ Investor Services and Standard and Poor’s, invested substantially in such instruments, and shall reinvest any income from these instruments and the proceeds of these instruments as they mature in similar instruments at their then then-current market rates. (c) The Settlement Fund 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 jurisdiction of the Court, until such time as such funds shall be distributed pursuant to this Agreement and/or further order(s) of the Court. (d) The Settlement Fund is, Truck and shall be operated in a manner so that it qualifies as, a qualified settlement fund under section 468B of the Internal Revenue Code, as amended (the “Code”), Equipment Dealer Plaintiffs and Treas. Reg. § 1.468B-1, et seq., and End-Payor Plaintiffs, Settlement Class Counsel, and Fujikura Sumitomo agree to treat the Settlement Fund as being at all times a qualified settlement fundSettlement Fund within the meaning of Treas. Reg. § 1.468B-1. In addition, Settlement Class Counsel the Escrow Agent shall timely take such actions as are necessary to create and maintain the Settlement Fund’s status as a qualified settlement funding, including to timely make such elections as necessary or advisable to carry out the provisions of this Paragraph 2225, including the relation-relation- back election (as defined in Treas. Reg. § 1.468B- l(j)(2)1.468B-1) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of Settlement Class Counsel the Escrow Agent to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur. (e) For the purpose of section § 468B of the CodeInternal Revenue Code of 1986, as amended, and Treasury Regulation § 1.468B-2(k)(3)the regulations promulgated thereunder, the administrator shall be Settlement Class Counsel. Settlement Class Counsel, as administrator, be responsible for the Counsel shall timely and proper performance of the undertakings specified in the regulations promulgated under section 468B of the Code, including, but not limited to, filing properly file all information and other tax returns necessary or advisable with respect to the Settlement Fund (including without limitation the information and tax returns described in Treas. Reg. §§ 1.468B-2(k)-(l1.468B-2(k)(1)). Such returns (as well as the election described in Paragraph 25(d)) shall be consistent with Paragraph 25(d) and in all events shall reflect that all Taxes, as defined below (including any estimated Taxes, interest or penalties), on the income earned by the Settlement Fund shall be paid out of the Settlement Fund as provided in Paragraph 25(f) hereof. (f) All (i) taxes (including any estimated taxes, interest or penalties) arising with respect to the income earned by the Settlement Fund, including any taxes or tax detriments that may be imposed upon Fujikura Sumitomo or any other Releasee with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a qualified settlement fund Settlement Fund for federal or state income tax purposes (“Taxes”); and (ii) expenses and costs incurred in connection with the operation and implementation of Paragraphs 25(d) through 25(f) (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns described in Paragraph 25(e) (“Tax Expenses”)), shall be timely paid out of the Settlement Fund, by the Escrow Agent. (g) Neither Fujikura Sumitomo nor any other Releasee nor their respective counsel shall have any liability or responsibility for the Taxes or the Tax Expenses, and shall be indemnified and held harmless for such amounts by the Settlement Fund. Further, Taxes and Tax Expenses shall be treated as, and considered to be, a cost of administration of the Settlement Fund and shall be timely paid by the Escrow Agent out of the Settlement Fund without prior order from the Court and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution to any claimants authorized by the Court any funds necessary to pay such amounts including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1.4688-2(1)(21.468B-2(1)(2)). Neither Fujikura nor any other Releasee nor their respective counsel Sumitomo shall not be responsible or have any liability therefor. End-Payor Truck and Equipment Dealer Plaintiffs and ▇▇▇▇▇▇▇▇ agree to cooperate with the Escrow Agent, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of Paragraphs 25(d) through 25(g25(f). (h) If this Agreement does not receive final Court approval, including final approval of the Settlement Class as defined in Paragraph 11, or if the Action is not certified as a class action for settlement purposes, then all amounts paid by Fujikura Sumitomo into the Settlement Fund (other than costs expended or incurred in accordance with Paragraph 2729), shall be returned to Fujikura Sumitomo from the Escrow Account by the Escrow Agent along with any interest accrued thereon within thirty (30) calendar days of the Court’s denial of final approval of the Agreement and/or Settlement Class.