Common use of Settlement Payment Clause in Contracts

Settlement Payment. (a) At any time from the first anniversary of the Completion Date, the Payor may, upon written notice to the Payee (the “Settlement Notice”), elect to pay the Settlement Payment to the Payee as full and final settlement of all amounts payable under this deed. Upon payment of the Settlement Payment, this deed shall terminate with no further actions required by the parties. (b) The Settlement Payment shall be calculated as follows: (1) Within 30 calendar days of receipt of the Settlement Notice, the Payor and the Payee shall mutually appoint two Independent Valuers to determine the current value of the Deferred Contingent Payment Amount that has not yet been paid as of the date of the Settlement Notice; provided, that if the parties cannot mutually agree to the two Independent Valuers within 30 calendar days, each of the Payor and the Payee shall be entitled to appoint one Independent Valuer and shall notify the other party of the identity and contact information of the Independent Valuer it has appointed within 40 calendar days from the date of the Settlement Notice; however, if either party fails to appoint an Independent Valuer within such time period then the other party shall be entitled to appoint the two Independent Valuers. (2) Each of the Payor and the Payee shall instruct the Independent Valuers to use a Black-Scholes option pricing model to value the unpaid Deferred Contingent Payment Amount in light of the facts and circumstances in existence immediately prior to the date of the Settlement Notice. The Independent Valuers will be instructed to prepare and directly send the valuation to each of the Payor and the Payee within 60 calendar days of receipt of the instruction (the “Settlement Valuation Deadline Date”). (3) The Payor and the Payee agree that the average of the valuations prepared by the Independent Valuers will determine the amount owing by the Payor to the Payee (the “Settlement Payment”); provided that if a party’s appointed Independent Valuer has not submitted its valuation by the Settlement Valuation Deadline Date, the Payor and the Payee agree that the Settlement Payment shall be the valuation submitted by the Independent Valuer appointed by the other party, and if no Independent Valuer has submitted its valuation by the Settlement Valuation Deadline Date, the Payor and the Payee agree that the Settlement Payment shall be the first valuation submitted by an Independent Valuer following the Settlement Valuation Deadline Date. (c) The Payor must within 30 days after receipt by the Payor and the Payee of the last valuation, pay the Settlement Payment to the Payee in Immediately Available Funds to the Payee’s Bank Account. The Payor shall pay the Independent Valuers’ costs and expenses.

Settlement Payment. a. Within three business (a3) At days of entry of the Final Judgment and Order, ▇▇▇▇▇ agrees to cause to be paid into the Settlement Fund a total of Six Million Seven Hundred Thousand dollars ($6,700,000) by check or wire transfer into a Qualified Settlement Fund (“QSF”) account to be established by Class Counsel pursuant to the Internal Revenue Code. See 26 C.F.R. 1.468B-1. b. No later than ten (10) business days after the Effective Date, Class counsel shall be paid any time and all attorneys’ fees and expenses awarded by the Court. All such payments to Class Counsel shall be made exclusively from the first anniversary of Settlement Fund. c. No later than ten (10) business days after the Completion Effective Date, the Payor mayNamed Class Representatives shall be paid any Incentive Awards awarded by the Court. Such Incentive Awards are for their efforts on behalf of the Settlement Class, upon written notice and are in addition to any distribution or payment they may receive by virtue of their status as one of the Settlement Class Members. d. No later than thirty (30) business days after the Effective Date, the balance of the Settlement Fund after any Court-approved Fee Award and Incentive Award, i.e. the Net Settlement Amount, shall be disbursed to each Owner(s) providing a Valid Proof of Ownership Form in a manner consistent with the process explained in Section 6(f). i. The Allocation Amount of each Affected Property will be calculated by multiplying the amount of Eligible Concrete at the Affected Property by the Value Per Yard of Eligible Concrete. ii. There will only be one Allocation Amount per Affected Property. If the Proof of Ownership Form is timely and properly submitted to the Payee Settlement Administrator, and then approved by the Settlement Administrator, a check will be issued in the names of all co-owners. e. No payment from the Settlement Fund to Class Counsel, the Named Class Representative, or any Settlement Class Members shall be made until after the Effective Date. The Settlement Administrator will distribute payments to the Class Members who timely submit settlement Proof of Ownership Forms that are approved by the Settlement Administrator in consultation with Class Counsel within thirty (30) days of the “Settlement Notice”)Effective Date. All checks will remain valid for one hundred-fifty (150) days, elect after which they shall become null and void. Any replacement checks that may be issued shall remain valid for only the original 150-day period. Any unclaimed funds shall revert to Argos 180 days after the Effective Date. ▇▇▇▇▇ agrees to timely pay the Settlement Payment Administrator as required. Any dispute between the parties regarding payment to the Payee as full Settlement Administrator will be submitted to and final settlement of all amounts payable under this deed. Upon payment of the Settlement Payment, this deed shall terminate with no further actions required resolved by the partiesCourt. (b) The Settlement Payment shall be calculated as follows: (1) Within 30 calendar days of receipt of the Settlement Notice, the Payor and the Payee shall mutually appoint two Independent Valuers to determine the current value of the Deferred Contingent Payment Amount that has not yet been paid as of the date of the Settlement Notice; provided, that if the parties cannot mutually agree to the two Independent Valuers within 30 calendar days, each of the Payor and the Payee shall be entitled to appoint one Independent Valuer and shall notify the other party of the identity and contact information of the Independent Valuer it has appointed within 40 calendar days from the date of the Settlement Notice; however, if either party fails to appoint an Independent Valuer within such time period then the other party shall be entitled to appoint the two Independent Valuers. (2) Each of the Payor and the Payee shall instruct the Independent Valuers to use a Black-Scholes option pricing model to value the unpaid Deferred Contingent Payment Amount in light of the facts and circumstances in existence immediately prior to the date of the Settlement Notice. The Independent Valuers will be instructed to prepare and directly send the valuation to each of the Payor and the Payee within 60 calendar days of receipt of the instruction (the “Settlement Valuation Deadline Date”). (3) The Payor and the Payee agree that the average of the valuations prepared by the Independent Valuers will determine the amount owing by the Payor to the Payee (the “Settlement Payment”); provided that if a party’s appointed Independent Valuer has not submitted its valuation by the Settlement Valuation Deadline Date, the Payor and the Payee agree that the Settlement Payment shall be the valuation submitted by the Independent Valuer appointed by the other party, and if no Independent Valuer has submitted its valuation by the Settlement Valuation Deadline Date, the Payor and the Payee agree that the Settlement Payment shall be the first valuation submitted by an Independent Valuer following the Settlement Valuation Deadline Date. (c) The Payor must within 30 days after receipt by the Payor and the Payee of the last valuation, pay the Settlement Payment to the Payee in Immediately Available Funds to the Payee’s Bank Account. The Payor shall pay the Independent Valuers’ costs and expenses.

Settlement Payment. (a) At any time from Academy agrees to pay the first anniversary total sum of the Completion Date, the Payor may, upon written notice (and not to the Payee exceed) Nine Hundred Twenty-Five Thousand Dollars ($925,000.00) (the “Total Settlement NoticeAmount”)) into a Qualified Settlement Fund (“QSF”) in order to fully and finally resolve settlement of the Claim for the Participating Class Members. The Total Settlement Amount is inclusive of the Settlement Administrator’s administration costs; Class Counsel’s fees and costs; interest; litigation costs; back wages; liquidated/statutory damages or penalties; and service payments to Named Plaintiffs, elect if awarded by the Court; arising out of the Claim. The Total Settlement Amount will cover the full amount of both the Participating Class Members’ W-2 withholdings (and state/local withholdings if applicable) on the wages portion of their Settlement Payments, and any employer share of payroll taxes on the wages portion of the Settlement Payments made to pay Participating Class Members, to be paid by the Settlement Administrator from the QSF created for this settlement. Plaintiff s counsel, or the Settlement Administrator, will notify Defendant's counsel of the allocations and the percentage for tax purposes of the net Settlement Payment to Participating Class Members that will be treated as wages and reported by Form W-2 by the Payee QSF, and the percentage that will be treated as full penalties, liquidated damages, interest, service payments, or other non-wage payments and final settlement of all amounts payable under this deedreported by Form 1099. Upon payment No amount of the Total Settlement Payment, this deed shall terminate Amount will revert to Defendant. Uncashed check amounts after all reasonable skip tracing attempts at contact will be returned to the Settlement Administrator for deposit with no further actions required by the partiesany applicable state unclaimed property office. (b) The Settlement Payment shall be calculated as follows: Plaintiffs’ counsel will, no later than ten (110) Within 30 calendar days of receipt of prior to the Settlement Notice, the Payor and the Payee shall mutually appoint two Independent Valuers to determine the current value of the Deferred Contingent Payment Amount that has not yet been paid as of the scheduled date of the final approval hearing, apply for payment of attorney's fees from the Total Settlement Notice; providedAmount in an amount up to thirty-three percent (33%), that if the parties canand for reimbursement of advanced litigation costs and expenses, which Defendant does not mutually agree oppose. Plaintiffs’ counsel will also, no later than ten (10) days prior to the two Independent Valuers within 30 calendar days, each of the Payor and the Payee shall be entitled to appoint one Independent Valuer and shall notify the other party of the identity and contact information of the Independent Valuer it has appointed within 40 calendar days from the scheduled date of the Settlement Notice; howeverfinal approval hearing, if either party fails request that the court approve an award of service payments of $7,500 to appoint an Independent Valuer within such time period then named plaintiff ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, and $1,000 to each class representative of the other party State Classes, which request Defendant does not oppose, subject to approval by any required court. Any service payments awarded shall be entitled in addition to appoint the two Independent Valuers. (2) Each payments that they shall receive as members of the Payor and the Payee FLSA Settlement Collective and, as applicable, State Settlement Classes; shall instruct the Independent Valuers to use a Black-Scholes option pricing model to value the unpaid Deferred Contingent Payment Amount in light of the facts and circumstances in existence immediately prior to the date of the Settlement Notice. The Independent Valuers will be instructed to prepare and directly send the valuation to each of the Payor and the Payee within 60 calendar days of receipt of the instruction (the “Settlement Valuation Deadline Date”). (3) The Payor and the Payee agree that the average of the valuations prepared by the Independent Valuers will determine the amount owing by the Payor to the Payee (the “Settlement Payment”); provided that if a party’s appointed Independent Valuer has not submitted its valuation distributed by the Settlement Valuation Deadline Date, Administrator in separate checks mailed contemporaneously with the Payor mailing of checks as set forth below; and the Payee agree that the Settlement Payment shall be the valuation submitted by the Independent Valuer appointed by the other party, reported to state and if no Independent Valuer has submitted its valuation by the Settlement Valuation Deadline Date, the Payor and the Payee agree that the Settlement Payment shall be the first valuation submitted by an Independent Valuer following the Settlement Valuation Deadline Datefederal taxing authorities as non-wage income on IRS Form 1099. (c) The Payor must within 30 days after receipt Total Settlement Amount less the amount of Settlement Administrator’s costs, Class Counsel’s fees and costs, service payments to Named Plaintiffs, and estimated payroll taxes to be paid on the wage portions by the Payor QSF, is defined as the “Net Settlement Amount.” (d) The Net Settlement Amount has been apportioned as set forth below between the FLSA Collective, the members of the State Settlement Classes who did not previously opt-in but timely submit a Claim form to opt-in and receive their FLSA payment as part of the FLSA Settlement Collective, and the Payee members of the last valuationState Settlement Classes who do not timely submit a Claim form, pay the in a manner that accounts for non-opt-in State Settlement Payment Class members' additional risks on FLSA claims by not opting in to the Payee Action if the court were to deny approval of settlement and not equitably toll the running of the FLSA statute of limitations on their unpreserved FLSA claims, and for absent State Settlement Class members’ additional risks of non-recovery if the court were to deny Rule 23 certification in Immediately Available Funds whole or in part, deny state law class claims on the Claim as preempted, and/or rule that the running of the statute of limitations on members of the State Settlement Classes bars some or all of their recovery on the Claim. Payments will be calculated on a pro-rata basis based upon the formula set forth below under which Class Counsel negotiated their claims, which accounts for valuation differential between preserved FLSA claims by FLSA Collective members and unpreserved FLSA claims only made available by settlement subject to Court approval to State Settlement Class members, as well as variances in additional remedies available under certain state laws to employees who worked in those states, which allocation Defendant does not oppose. Settlement payments have been apportioned between wages and non-wage liquidated damages, interest and penalties as appropriate for the Payee’s Bank Accountapplicable state law claims, as set forth below. The Payor apportionment and allocation of the Net Settlement Amount shall pay the Independent Valuers’ costs and expensesbe as set forth in Section 10 below.

Settlement Payment. (a) At In full settlement of Plaintiffs’ claims for the Class, without admitting any time from liability and only after the first anniversary satisfaction of the Completion Dateconditions set forth in Paragraph 9 below to Glenmoor's satisfaction, Defendant shall pay an “all-inclusive,” non-reversionary Settlement Payment of $450,000.00 plus 50% of the Payor mayemployer’s share of FICA and FUTA taxes and other applicable employer tax contributions and/or payments to taxing entities associated with the wage payments to Class Members at the rates required by the appropriate tax agency as payment of all sums due under the settlement (“Settlement Payment”) in the manner described below, upon written notice which amount shall be held in trust by the Settlement Administrator to be allocated as described herein. The Settlement Payment is a common fund from which will be made all settlement payments to the Payee Settlement Class members who do not opt out of the settlement; all attorney’s fees and litigation costs and expenses that are awarded by the Court; any service awards awarded by the Court to Plaintiff ▇▇▇▇ ▇▇▇▇▇; all settlement administration costs, including any and all costs related to Class notice, notice of settlement, calculation of settlement payments, all payments to the Settlement Administrator and any other costs of settlement administration (the “Settlement NoticeAdministration Costs”), elect to pay . In determining the allocation of the Settlement Payment to each Settlement Class Member the Payee as full Settlement Administrator, on approval by the Court, and final settlement after calculations of all amounts payable under distributions except the distributions to each of the Settlement Class Members shall calculate the proposed individual distributions to each of the Settlement Class Members, utilizing and applying a pro rata distribution to each of the Settlement Class Members in consideration of the number of hours worked during each payroll period and the amount and percentage that their gratuities/service charges were reduced by Defendant for allocation to itself or others. (See, e.g., unredacted Exhibit 7 to Plaintiff’s Motion for Certification and all such similar documents utilized by Defendant and affecting Class Members from February 10, 2012 until the date of the preliminary approval of this deedAgreement by the Court). Upon payment The Settlement Class Administrator shall pay the employer’s share of FICA and FUTA taxes and other applicable employer tax contributions and/or payments to taxing entities associated with the wage payments to Class Members at the rates required by the appropriate tax agency from the proceeds of the Settlement Payment, this deed . Defendant shall terminate pay 50% of the employer’s share of FICA and FUTA taxes and other applicable employer tax contributions and/or payments to taxing entities associated with no further actions the wage payments to Class Members at the rates required by the parties. (b) The appropriate tax agency to the Settlement Payment Class Administrator after the final calculation of settlement payments has been completed. Other than as specifically set forth herein, Defendant shall not be calculated as follows: (1) Within 30 calendar days of receipt liable for and shall make no additional payment to or on behalf of the Settlement NoticeClass or to Plaintiffs’ counsel. Other than as specifically set forth herein Defendant shall not be liable for satisfaction of any taxes, the Payor and the Payee shall mutually appoint two Independent Valuers contributions to determine the current value of the Deferred Contingent Payment Amount that has not yet been paid as of the date of any employment security funds, contributions to any retirement plans or employee benefit funds, liens or for any pre- or post-judgment interest, liquidated damages, or penalties in addition to the Settlement Notice; provided, that if the parties cannot mutually agree to the two Independent Valuers within 30 calendar days, each of the Payor and the Payee shall be entitled to appoint one Independent Valuer and shall notify the other party of the identity and contact information of the Independent Valuer it has appointed within 40 calendar days from the date of the Settlement Notice; however, if either party fails to appoint an Independent Valuer within such time period then the other party shall be entitled to appoint the two Independent ValuersPayment. (2) Each of the Payor and the Payee shall instruct the Independent Valuers to use a Black-Scholes option pricing model to value the unpaid Deferred Contingent Payment Amount in light of the facts and circumstances in existence immediately prior to the date of the Settlement Notice. The Independent Valuers will be instructed to prepare and directly send the valuation to each of the Payor and the Payee within 60 calendar days of receipt of the instruction (the “Settlement Valuation Deadline Date”). (3) The Payor and the Payee agree that the average of the valuations prepared by the Independent Valuers will determine the amount owing by the Payor to the Payee (the “Settlement Payment”); provided that if a party’s appointed Independent Valuer has not submitted its valuation by the Settlement Valuation Deadline Date, the Payor and the Payee agree that the Settlement Payment shall be the valuation submitted by the Independent Valuer appointed by the other party, and if no Independent Valuer has submitted its valuation by the Settlement Valuation Deadline Date, the Payor and the Payee agree that the Settlement Payment shall be the first valuation submitted by an Independent Valuer following the Settlement Valuation Deadline Date. (c) The Payor must within 30 days after receipt by the Payor and the Payee of the last valuation, pay the Settlement Payment to the Payee in Immediately Available Funds to the Payee’s Bank Account. The Payor shall pay the Independent Valuers’ costs and expenses.

Settlement Payment. (a) At any time from the first anniversary of the Completion Date, the Payor may, upon written notice to the Payee (the “Settlement Notice”), elect to pay the Settlement Payment to the Payee as full and final settlement of all amounts payable under this deed. Upon payment of the Settlement Payment, this deed shall terminate with no further actions required by the parties. (b) The Settlement Payment shall be calculated as follows: (1) Within 30 calendar days of receipt of the Settlement Notice, the Payor and the Payee shall mutually appoint two Independent Valuers to determine the current value of the Deferred Contingent Payment Amount Metal Price Upside Payments that has have not yet been paid as of the date of the Settlement Notice; provided, that if the parties cannot mutually agree to the two Independent Valuers within 30 calendar days, each of the Payor and the Payee shall be entitled to appoint one Independent Valuer and shall notify the other party of the identity and contact information of the Independent Valuer it has appointed within 40 calendar days from the date of the Settlement Notice; however, if either party fails to appoint an Independent Valuer within such time period then the other party shall be entitled to appoint the two Independent Valuers. (2) Each of the Payor and the Payee shall instruct the Independent Valuers to use a Black-Scholes option pricing model to value the unpaid Deferred Contingent Payment Amount Metal Price upside Payments in light of the facts and circumstances in existence immediately prior to the date of the Settlement Notice. The Independent Valuers will be instructed to prepare and directly send the valuation to each of the Payor and the Payee within 60 calendar days of receipt of the instruction (the “Settlement Valuation Deadline Date”). (3) The Payor and the Payee agree that the average of the valuations prepared by the Independent Valuers will determine the amount owing by the Payor to the Payee (the “Settlement Payment”); provided that if a party’s appointed Independent Valuer has not submitted its valuation by the Settlement Valuation Deadline Date, the Payor and the Payee agree that the Settlement Payment shall be the valuation submitted by the Independent Valuer appointed by the other party, and if no Independent Valuer has submitted its valuation by the Settlement Valuation Deadline Date, the Payor and the Payee agree that the Settlement Payment shall be the first valuation submitted by an Independent Valuer following the Settlement Valuation Deadline Date. (c) The Payor must within 30 days after receipt by the Payor and the Payee of the last valuation, pay the Settlement Payment to the Payee in Immediately Available Funds to the Payee’s Bank Account. The Payor shall pay the Independent Valuers’ costs and expenses.

Settlement Payment. (a) At In full settlement of Plaintiffs’ claims for the Class, without admitting any time from liability and only after the first anniversary satisfaction of the Completion Dateconditions set forth in Paragraph 9 below to Prestige's satisfaction, Defendant shall pay an “all-inclusive,” non-reversionary Settlement Payment of $215,000.00, which includes theemployer’s share of FICA and FUTA taxes and other applicable employer tax contributions and/or payments to taxing entities associated with the Payor maywage payments to Class Members at the 2016 rates required by the appropriate tax agency not at the bonus or supplement wage payment rates, upon written notice but at the rates paid on each Class Member’s last paycheck. In other words, if an employee had previously filed an I.R.S. form W9 that indicated one (1) deduction and resulted in a particular tax rate being withheld, then the employer’s tax contribution calculation for the Plaintiff Class would use that tax rate to calculate the employer’s contribution and not the rate for bonuses and/or supplemental payments of wages. The Settlement Payment is a common fund from which will be made all settlement payments to the Payee Plaintiff Class Members who do not opt out of the settlement; any employer tax contributions owed on the settlement payments to the Plaintiff Class Members, all attorney’s fees and litigation costs and expenses that are awarded by the Court; any service awards awarded by the Court to Plaintiff ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇-▇▇▇▇▇; all settlement administration costs, including any and all costs related to Class notice, notice of settlement, calculation of settlement payments, all payments to the Settlement Administrator and any other costs of settlement administration (the “Settlement NoticeAdministration Costs”), elect to pay . In determining the allocation of the Settlement Payment to each Plaintiff Class Member the Payee as full Settlement Administrator, on approval by the Court, and final settlement after calculations of all amounts payable under this deeddistributions except the distributions to each of the Plaintiff Class Members, shall calculate the proposed individual distributions to each of the Plaintiff Class Members, utilizing and applying a pro rata distribution to each of the Plaintiff Class Members in consideration of the number of hours worked during each payroll period and the extent to which the records reasonably indicate that such a Class Member was engaged in intra-state (and not interstate) commerce. Upon payment (See, e.g., Defendant’s records from October 2013 to January 2014 that are the best and most complete data record on which to allocate the Settlement Fund. For Class Members who did not work during that period, their length of time employed will be presumed to be reflective of what their performance would have been during the actual term of their employment for the worker average for the above October 2013 to January 2014 time period). The Plaintiff Class Administrator shall pay the employer’s share of FICA and FUTA taxes and other applicable employer tax contributions and/or payments to taxing entities associated with the wage payments to Class Members at the rates required by the appropriate tax agency from the proceeds of the Settlement Payment, this deed shall terminate with no further actions required by the parties. (b) The Settlement Payment shall be calculated as follows: (1) Within 30 calendar days of receipt of the Settlement Notice, the Payor and the Payee shall mutually appoint two Independent Valuers to determine the current value of the Deferred Contingent Payment Amount that has not yet been paid as of the date of the Settlement Notice; provided, that if the parties cannot mutually agree to the two Independent Valuers within 30 calendar days, each of the Payor and the Payee shall be entitled to appoint one Independent Valuer and shall notify the other party of the identity and contact information of the Independent Valuer it has appointed within 40 calendar days from the date of the Settlement Notice; however, if either party fails to appoint an Independent Valuer within such time period then the other party shall be entitled to appoint the two Independent Valuers. (2) Each of the Payor and the Payee shall instruct the Independent Valuers to use a Black-Scholes option pricing model to value the unpaid Deferred Contingent Payment Amount in light of the facts and circumstances in existence immediately prior to the date of the Settlement Notice. The Independent Valuers will be instructed to prepare and directly send the valuation to each of the Payor and the Payee within 60 calendar days of receipt of the instruction (the “Settlement Valuation Deadline Date”). (3) The Payor and the Payee agree that the average of the valuations prepared by the Independent Valuers will determine the amount owing by the Payor to the Payee (the “Settlement Payment”); provided that if a party’s appointed Independent Valuer has not submitted its valuation by the Settlement Valuation Deadline Date, the Payor and the Payee agree that Other than the Settlement Payment set forth in Paragraph 2, Defendant shall not be the valuation submitted by the Independent Valuer appointed by the other party, liable for and if shall make no Independent Valuer has submitted its valuation by the Settlement Valuation Deadline Date, the Payor and the Payee agree that the Settlement Payment shall be the first valuation submitted by an Independent Valuer following the Settlement Valuation Deadline Date. (c) The Payor must within 30 days after receipt by the Payor and the Payee additional payment to or on behalf of the last valuationPlaintiff Class or to Plaintiffs’ counsel, pay the Settlement Payment including but not limited to the Payee in Immediately Available Funds payments for satisfaction of any taxes, contributions to the Payee’s Bank Account. The Payor shall pay the Independent Valuers’ costs and expensesany employment security funds, contributions to any retirement plans or employee benefit funds, liens or for any pre- or post-judgment interest, liquidated damages, or penalties.

Settlement Payment. Only Settlement Collective/Class Members will receive money in connection with this Settlement. Once the Settlement becomes Final, the Settlement Administrator will calculate Settlement Payments for Collective/Class Members in accordance with the following steps: 1. After the Opt/Out Objection Date, the Settlement Administrator will calculate each Collective/Class Member’s final payment amount using the methodology outlined above, after removing from that calculation the apportionment made above in Section 4.6A to any Collective/ClassMember who timely opts-out of the Settlement. 2. The calculation above in Section 4.6A will also be adjusted based on the Court’s final award of Class Counsel’s attorneys’ fees and expenses, Service Awards, and costs of administration. 3. The Settlement Administrator will partition each Collective/Class Member’s Settlement Payment into two payments to the Collective/Class Member: (a) At any time from the first anniversary one check for 50% of the Completion Date, the Payor may, upon written notice to the Payee (the “Settlement Notice”), elect to pay the Settlement Payment to the Payee as full and final settlement of all amounts payable under this deed. Upon payment of the Collective/Class Member’s Settlement Payment, this deed shall terminate with no further actions representing alleged lost wages, less all deductions required by the parties. law; and (b) The Settlement Payment shall be calculated as follows: (1) Within 30 calendar days of receipt one check for 50% of the Collective/Class Member’s Settlement NoticePayment, the Payor and the Payee shall mutually appoint two Independent Valuers to determine the current value of the Deferred Contingent Payment Amount that has not yet been paid representing liquidated damages. For any individual currently employed by EWSO as of the date of Final Approval, any payments shall indicate and include deductions for wage garnishments, child support payments, or tax liens, if any, as set forth in Defendant’s records (if applicable). 4. In performing the calculations for the Settlement Notice; providedPayments, that if the parties cannot mutually agree Settlement Administrator will use the information provided to Class Counsel by Defendant. 5. Plaintiffs, Class Counsel, Released Persons, and Defendant’s Counsel will have no responsibility for, or liability arising from, the two Independent Valuers within 30 calendar days, each Settlement Administrator’s calculations of the Payor and the Payee shall be entitled to appoint one Independent Valuer and shall notify the other party of the identity and contact information of the Independent Valuer it has appointed within 40 calendar days from the date distribution of the Settlement Notice; howeverAmount including, if either party fails to appoint without limitation, the calculation of an Independent Valuer within such time period then the other party shall be entitled to appoint the two Independent Valuersindividual Collective/Class Member’s Settlement Payment. 6. Ten (210) Each of days before the Payor and the Payee shall instruct the Independent Valuers to use a Black-Scholes option pricing model to value the unpaid Deferred Contingent Payment Amount in light of the facts and circumstances in existence immediately prior to the date of Final Approval Hearing, the Settlement Notice. The Independent Valuers Administrator will be instructed certify jointly to prepare Class Counsel and directly send Defendant’s Counsel a list of all Collective/Class Members, indicating for each the valuation total estimated Settlement Payment due to each of the Payor and the Payee within 60 calendar days of receipt of the instruction (the “that individual pursuant to this Settlement Valuation Deadline Date”)Agreement. (37. Nothing in this Settlement Agreement shall require any adjustment to any Collective/Class Member’s accrued benefits under the Beusa Energy 401(k) The Payor and the Payee agree that the average of the valuations prepared by the Independent Valuers will determine the amount owing by the Payor to the Payee (the “Settlement Payment”); provided that if a party’s appointed Independent Valuer has not submitted its valuation by the Settlement Valuation Deadline Date, the Payor and the Payee agree that the Settlement Payment shall be the valuation submitted by the Independent Valuer appointed by the other party, and if no Independent Valuer has submitted its valuation by the Settlement Valuation Deadline Date, the Payor and the Payee agree that the Settlement Payment shall be the first valuation submitted by an Independent Valuer following the Settlement Valuation Deadline DatePlan. (c) The Payor must within 30 days after receipt by the Payor and the Payee of the last valuation, pay the Settlement Payment to the Payee in Immediately Available Funds to the Payee’s Bank Account. The Payor shall pay the Independent Valuers’ costs and expenses.