Common use of Settlement Administration Clause in Contracts

Settlement Administration. The Administrator will be responsible for establishing and maintaining the Settlement Fund, using its best efforts to locate updated addresses for the Class Members if the Administrator determines that the contact information included in the Class List is no longer current; mailing, and emailing the Class Notice to Class Members; handling inquiries from Class Members concerning the Notice or any other issue related to administration of the Settlement; preparing and distributing settlement checks to Participating Class Members; maintaining a static website, the web address for which will be included in the Notice, providing Class Members with a method to obtain information regarding final approval and final judgment; and performing such other duties as the Parties and/or the Court may direct. On a weekly basis, the Administrator will provide updates to Class Counsel and Defense Counsel regarding the number of validated and timely received Opt-Out Requests and any objections submitted by Class Members. The Administrator will serve on Class Counsel and Defense Counsel via e-mail date-stamped copies of the original objections, rescissions of Opt-Out Requests, and withdrawal of objections within seven days of the Administrator’s receipt of the same. By no later than 14 days after the Opt-Out Deadline, the Administrator will compile and deliver to Class Counsel and Defense Counsel a final report with information regarding: (a) the final pro-rata portion of the Residual Settlement Fund for each of the Plaintiffs and each Participating Class Member, and (b) the final number of Opt-Outs. Further, at least 14 days prior to the Final Approval and Fairness Hearing, the Administrator shall provide Class Counsel and Defense Counsel with a Declaration of Due Diligence and Proof of Mailing (Declaration) regarding the mailing of the Notice, its attempts to locate Class Members where applicable, and other information regarding administration of the Settlement. Specifically, the Declaration shall include the number of Class Members to whom/which Notices were sent, the number of Class Members for whom/which there is reason to suspect that Notices were not delivered, the number of Opt-Outs, and the number and form of any objections received. Class Counsel will file the Administrator’s Declaration with the Court at least seven days before the Final Approval and Fairness Hearing.

Settlement Administration. The Settlement Administrator will shall be responsible for Notice mailings to the Settlement Class Members; tracing undeliverable mailings; recording and tracking responses to the mailings to the Settlement Class Members; tracking and responding to any inquiries made by Settlement Class Members; establishing and maintaining a Settlement Fund and depositing the Settlement Fund monies into the Settlement Fund; calculating appropriate tax obligations and withholdings; issuing the necessary checks for all Class Member Settlement Payments; withholding from each Class Member Settlement Payment, using its and disbursing to the IRS and other taxing authorities as applicable, the employee’s portion of payroll taxes and other applicable tax withholdings attributable to the Class Member Settlement Payments; processing payments to a deceased Class Member’s executor, administrator, or next of kin, as appropriate; calculating, deducting, and appropriately remitting from each Class Member Settlement Payment any other applicable wage deductions required or permitted by law; logging returned checks and making one attempt to obtain an updated address for returned checks; receiving information about Settlement Class Members’ union membership to enable calculation of appropriate Dues Payments and so calculating; issuing the Attorneys’ Fees and Costs Award payment, the Dues Payment, the Settlement Administration Expenses payment and the Reversion payment; performing all related tax reporting to taxing authorities and issuing all necessary tax statements; paying legal obligations of Settlement Class Members enforceable against the Settlement Fund by operation or application of law, court order, or otherwise; and any other related tasks mutually agreed to by the Parties. Other than as expressly specified in this Agreement, Releasees and the Class Representatives, individually, shall have no responsibility whatsoever for calculating, deducting, or remitting tax withholdings attributable to the Class Member Settlement Payments. The Settlement Administrator will amend the payments reported to the IRS if any Class Member Settlement Payments are not cashed. Any identifying personal information of Settlement Class Members and their data provided to or from the Settlement Administrator or to or from Defendants, Class Counsel, Class Representatives, or the Parties’ experts pursuant to this Agreement, including any “sensitive personal information” of any Individual Provider or client of DSHS, as that term is defined in RCW 42.56.640, shall be used solely for the purposes of administering this Agreement and not for any other purpose. The Settlement Administrator, Defendants, Class Counsel, Class Representatives, and the Parties’ experts shall maintain all such information and data as private and strictly confidential and shall not disclose such data to any persons or entities (including government entities), except as required by this Agreement, by law, or by Court order. Notwithstanding the foregoing, the Settlement Administrator may disclose individual Settlement Class Member data to the individual Settlement Class Member to whom the data applies. The Settlement Administrator must agree to a nondisclosure and confidentiality agreement incorporating these obligations. As to Class Member Settlement Payments, and the Second and Third Distributions described in paragraphs 4.3(j)—(k), the Settlement Administrator shall provide Plaintiffs’ Counsel and Defendants’ Counsel with data regarding each Settlement Class Member’s name, provider number, gross settlement payment, dues payment if any, payroll taxes and withholdings, net settlement payment, and whether or not the settlement payment was cashed or deposited. Plaintiffs will use best efforts to locate updated addresses select a Settlement Administrator that will agree to specifically indemnify and hold Defendants harmless for any errors or omissions the Settlement Administrator may make in appropriately withholding and remitting to any taxing authority whatsoever the Defendants’ and Settlement Class Members’ portions of taxes attributable to the Class Members if the Administrator determines that the contact information included in the Class List is no longer current; mailing, and emailing the Class Notice to Class Members; handling inquiries from Class Members concerning the Notice or any other issue related to administration of the Settlement; preparing and distributing settlement checks to Participating Class Members; maintaining a static website, the web address for which will be included in the Notice, providing Class Members with a method to obtain information regarding final approval and final judgment; and performing such other duties as the Parties and/or the Court may direct. On a weekly basis, the Administrator will provide updates to Class Counsel and Defense Counsel regarding the number of validated and timely received Opt-Out Requests and any objections submitted by Class Members. The Administrator will serve on Class Counsel and Defense Counsel via e-mail date-stamped copies of the original objections, rescissions of Opt-Out Requests, and withdrawal of objections within seven days of the Administrator’s receipt of the same. By no later than 14 days after the Opt-Out Deadline, the Administrator will compile and deliver to Class Counsel and Defense Counsel a final report with information regarding: (a) the final pro-rata portion of the Residual Member Settlement Fund for each of the Plaintiffs and each Participating Class Member, and (b) the final number of Opt-Outs. Further, at least 14 days prior to the Final Approval and Fairness Hearing, the Administrator shall provide Class Counsel and Defense Counsel with a Declaration of Due Diligence and Proof of Mailing (Declaration) regarding the mailing of the Notice, its attempts to locate Class Members where applicable, and other information regarding administration of the Settlement. Specifically, the Declaration shall include the number of Class Members to whom/which Notices were sent, the number of Class Members for whom/which there is reason to suspect that Notices were not delivered, the number of Opt-Outs, and the number and form of any objections received. Class Counsel will file the Administrator’s Declaration with the Court at least seven days before the Final Approval and Fairness HearingPayments.

Settlement Administration. The Administrator will be responsible for establishing and maintaining Subject to approval of the Court, the Parties agree to mutually select Epiq Global, formerly Garden City Group Inc., as the Settlement FundAdministrator in this Action. This administration duty shall include without limitation, using its best efforts to locate updated addresses setting up an escrow account for the Class Members if the Administrator determines that the contact information included in the Class List is no longer current; mailing, and emailing the Class Notice to Class Members; handling inquiries from Class Members concerning the Notice or any other issue related to administration funding of the Settlement; preparing , calculating the Breach of Contract Class Settlement Shares and distributing settlement checks to Participating the 17200 Class Settlement Shares, calculating employer-side and employee-side tax and withholding liabilities, processing all necessary 1099 and W-2 IRS forms, remitting appropriate tax forms, performing an initial National Change of Address (“NCOA”) search upon receipt of mailing addresses for Breach of Contract Class Members and 17200 Class Members; maintaining a static website, distributing the web address for which will be included in the Breach of Contract Class Settlement Notice and 17200 Class Settlement Notice, providing performing skip-tracing on the Breach of Contract Class Members with a method to obtain information regarding final approval Settlement Notices and final judgment; 17200 Class Settlement Notices returned as undeliverable, reviewing and performing such other duties as the Parties and/or the Court may direct. On a weekly basis, the Administrator will provide updates submitting to Class Counsel and Defense Counsel regarding the number of validated and timely AAA NCNU’s counsel any received Opt-Out Requests and any objections submitted by Class Members. The Administrator will serve on Class Counsel and Defense Counsel via e-mail date-stamped copies of the original objections, rescissions posting of Opt-Out Requests, and withdrawal a webpage for notice of objections within seven days of the Administrator’s receipt of the same. By no later than 14 days after the Opt-Out Deadline, the Administrator will compile and deliver to Class Counsel and Defense Counsel a final report with information regarding: (a) the final pro-rata portion of the Residual Settlement Fund for each of the Plaintiffs and each Participating Class Member, and (b) the final number of Opt-Outs. Further, at least 14 days prior to the Final Approval Order that will remain active as of the date that the Breach of Contract Class Settlement Notice and Fairness Hearing17200 Class Settlement Notice are mailed until at least sixty (60) days following the issuance of the Final Approval Order, mailing settlement checks and tax forms to Breach of Contract Class Members and 17200 Class Members, and making all required distributions. The Settlement Administrator will establish a Qualified Settlement Fund (“QSF”), pursuant to Section 468B(g) of the Internal Revenue Code for the purposes of administering the Settlement. Subject to Court approval, all Settlement Administration Costs shall be paid from the GFV. The Parties expect Settlement Administration Costs to not exceed One Hundred Fifty-Eight Thousand Dollars ($158,000). Any unapproved amount of Settlement Administration Costs shall be allocated to the NSA and apportioned to Breach of Contract Class Members and 17200 Class Members as described below. The award of Settlement Administration Costs in the amount sought is not a material term of this Agreement and the award of an amount less than requested by Plaintiffs does not give rise to a basis to abrogate this Agreement. The Settlement Administrator shall provide AAA NCNU’s counsel and Class Counsel and Defense Counsel with a Declaration periodic summary reports, including the total number of Due Diligence and Proof Breach of Mailing (Declaration) regarding the mailing of the Notice, its attempts to locate Contract Class Members where applicable, and other information regarding administration of the Settlement. SpecificallySettlement Notices/17200 Class Settlement Notices that were returned as undeliverable, the Declaration shall include the total number of Class Members to whom/which Notices were sent, the number of Class Members for whom/which there is reason to suspect that Notices were not delivered, the number of Opt-Outsobjections, and the number amounts not cashed by Breach of Contract Class Members and form 17200 Class Members, if any. The Settlement Administrator shall maintain records of any objections received. its work, which shall be available for inspection upon request by AAA NCNU’s counsel or Class Counsel will file the Administrator’s Declaration with the Court at least seven days before the Final Approval and Fairness HearingCounsel.

Settlement Administration. Class Counsel has selected American Legal Claims Services, LLC as the Settlement Administrator. The Settlement Administrator’s costs associated with the administration of this Settlement shall be paid from the Gross Settlement Fund. The Settlement Administrator will shall be responsible for establishing handling class noticing and maintaining all aspects of the administration of the distribution of the Gross Settlement Fund, using its best efforts to locate updated addresses for the Class Members if the Administrator determines that the contact information included in the Class List is no longer current; mailingincluding, and emailing the Class Notice to Class Members; handling inquiries from Class Members concerning the Notice or any other issue related to administration of the Settlement; preparing and distributing settlement checks to Participating Class Members; maintaining a static websitebut not limited to, the web address for which will be included in the Notice, providing Class Members with a method to obtain information regarding final approval and final judgment; and performing such other duties as the Parties and/or the Court may direct. On a weekly basis, the Administrator will provide updates to Class Counsel and Defense Counsel regarding the number of validated and timely received Opt-Out Requests and any objections submitted by Class Members. The Administrator will serve on Class Counsel and Defense Counsel via e-mail date-stamped copies of the original objections, rescissions of Opt-Out Requests, and withdrawal of objections within seven days of the Administrator’s receipt of the same. By no later than 14 days after the Opt-Out Deadline, the Administrator will compile and deliver to Class Counsel and Defense Counsel a final report with information regarding: (a) the final pro-rata portion formation of a qualified settlement fund (the Residual “Qualified Settlement Fund for each of the Plaintiffs and each Participating Class MemberFund”) as authorized by Treasury Regulation 1.486B-1(c) to accept, distribute, and otherwise administer the Settlement, including wiring Class Counsel’s Fees and Class Counsel’s Expenses to Class Counsel, according to such wiring instructions that The Xxxxxxx Firm, PC will provide to the Settlement Administrator; (b) the final number determination of the Tax and Withholding Amounts for each Class member based on the pre-tax amounts shown on Schedule 1, as well as the determination of the amount of all applicable employer tax contributions, including, without limitation, the employer’s share of FICA/Medicare tax and any federal and state unemployment tax due (“Employer Portions”); (c) the preparation and mailing of settlement checks to each Class member who does not Opt-Outs. Furtherout (as defined herein); (d) the withholding, at least 14 days prior to transmittal, and reporting of the Final Approval Tax and Fairness HearingWithholding Amounts and all payroll taxes, the Administrator shall provide Class Counsel and Defense Counsel with a Declaration of Due Diligence preparing and Proof of Mailing (Declaration) regarding the mailing of the Noticeall W-2 Forms and/or 1099 Forms, its attempts to locate Class Members where applicable, and other information regarding administration (e) the processing of returned settlement checks as undeliverable, including re-mailing to forwarding addresses and tracing of current addresses The Settlement Administrator shall notify Defendant’s counsel, in writing, of the Settlementpayment amount necessary to satisfy the Employer Portions, as well as the computation thereof. Specifically, Defendant shall wire the Declaration shall include Employer Portions to the number of Class Members to whom/which Notices were sent, the number of Class Members for whom/which there is reason to suspect that Notices were not delivered, the number of Opt-Outs, and the number and form of any objections received. Class Counsel will file the Administrator’s Declaration Qualified Settlement Fund simultaneously with the Court at least seven days before payment of the Final Approval Gross Settlement Fund. The Class members’ settlement distributions shall be included under the Class member’s name and Fairness Hearingsocial security number on a W-2 Form and any applicable state or local tax form to be distributed by the Settlement Administrator.

Settlement Administration. The A Settlement Fund will be established with a Settlement Administrator selected by Plaintiffs who will be responsible for establishing for: researching and maintaining updating addresses through skip-traces and similar means; reporting on the Settlement Fund, using its best efforts to locate updated addresses for status of the Class Members if the Administrator determines that the contact information included in the Class List is no longer current; mailing, and emailing the Class Notice to Class Members; handling inquiries from Class Members concerning the Notice or any other issue related to administration of the SettlementSettlement to the Parties; preparing resolving any settlement payment dispute, in concert with the counsel for the Parties; providing the Parties with all necessary data; setting up, administering and making payments from the settlement fund; distributing settlement checks payments and withholding therefrom the Opt-in Plaintiffs’ share of payroll taxes and remitting such funds to Participating Class Members; maintaining a static websitethe appropriate taxing authorities, the web address for which will be included in the Noticealong with any associated tax reporting, providing Class Members with a method to obtain information regarding final approval return and final judgment; filing requirements, and performing such other additional duties as the Parties and/or the Court may mutually direct. On a weekly basisAll disputes relating to the Settlement Administrator’s performance of its duties shall be referred to the Court, if necessary, which will have continuing jurisdiction over the Administrator terms and conditions of this Settlement until all payments and obligations contemplated by this Settlement have been fully carried out. The administration costs will be paid from the Settlement Payment Amount, and shall include all costs necessary to administer the Settlement. The actions of the settlement administrator shall be governed by the terms of the Settlement Agreement. Defendants will provide updates to Class Counsel and Defense Counsel regarding the number of validated and timely received settlement administrator with, as to each Opt-Out Requests in Plaintiff: 1) name; 2) last known home address; 3) last known personal email address; 4) social security number; and any objections submitted by Class Members5) last known telephone number. Plaintiffs’ Counsel will provide to the Settlement Administrator the settlement payment for each Opt-in Plaintiff. The total administrative costs of the Settlement Administrator, including payment for all services and mailings, shall be paid from the Gross Settlement Amount. The Administrator will serve on Class Counsel and Defense Counsel via e-mail date-stamped copies of the original objections, rescissions of Opt-Out Requests, and withdrawal of objections within seven days of the Administrator’s receipt of the same. By no later than 14 days after the Opt-Out Deadline, the Administrator will compile and deliver to Class Counsel and Defense Counsel a final report with information regardingshall: (a) the final pro-rata portion of the Residual set up and administer a qualified settlement fund to disburse settlement payments (“Settlement Fund for each of the Plaintiffs and each Participating Class Member, and Fund”); (b) distribute all settlement checks; (c) address questions from Settlement Plaintiffs; (d) prepare and mail all necessary IRS W-2 and 1099 forms; (e) calculate the final number employer’s share of Opt-Outs. Further, at least 14 days prior payroll taxes to the Final Approval appropriate federal, state and Fairness Hearing, the Administrator shall provide Class Counsel local taxing authorities; (f) collect and Defense Counsel with a Declaration of Due Diligence and Proof of Mailing (Declaration) regarding the mailing of the Notice, its attempts to locate Class Members where applicable, and other information regarding administration of the Settlement. Specifically, the Declaration shall include the number of Class Members to whom/which Notices were sent, the number of Class Members for whom/which there is reason to suspect that Notices were not delivered, the number of Opt-Outs, timely remit withholdings and the number employer’s share of payroll taxes to the appropriate federal, state and form of local taxing authorities; and (g) perform any objections received. Class Counsel will file other duties necessary to effectuate the Administrator’s Declaration with the Court at least seven days before the Final Approval and Fairness HearingAgreement.

Settlement Administration. The Subject to approval by the Court, the Settlement Administrator will shall be responsible for establishing and maintaining mailing the Settlement FundNotices; receiving and logging arbitration election forms and fully executed Amendments and attached Arbitration Agreements, using its best efforts to locate updated addresses for the Class Members if the Administrator determines that the contact information included in the Class List is no longer current; mailingBuy Back Election Forms, and emailing the Class Notice to Exclusion Requests; researching and updating addresses through skip-traces and similar means; answering questions from Settlement Class Members; handling inquiries from Class Members concerning reporting on the Notice or any other issue related to administration status of the Settlementclaims administration to counsel for the Parties; sending the notices required by CAFA within the appropriate time period; preparing a declaration regarding its due diligence in the claims administration process; providing the Parties with data regarding the arbitration election forms, accompanying Amendments and Arbitration Agreements, Buy Back Election Forms, and Exclusion Requests; distributing settlement checks to Participating Class Memberschecks; maintaining a static websitereporting and paying, the web address for which will be included in the Noticeas necessary, providing Class Members with a method to obtain information regarding final approval and final judgmentapplicable taxes on settlement payments; and performing doing such other duties things as the Parties and/or the Court may direct. On a weekly basisWithin seven (7) days after the Court’s Preliminary Approval, the Administrator Defendants will provide updates to Class Counsel the Settlement Administrator a database listing of the names, last known addresses, dates contracted by Xxxxxxxx as distributors during a Covered Period, and Defense Counsel regarding social security numbers or dates of birth of the number of validated Named Plaintiffs, FLSA Collective Members, and timely received Opt-Out Requests and any objections submitted by Class Members. The Settlement Administrator will serve on perform the following functions in accordance with the terms of this Settlement Agreement, the Preliminary Approval Order, and the Final Approval Order and Judgment: Provide for the Settlement Notices (with the Fairness Hearing dates) to be sent by mail to all applicable Class and FLSA Collective Members that can be identified through a reasonable effort; Provide to Defense Counsel and Defense Counsel via e-mail date-stamped copies of the original objectionsClass Counsel, rescissions of Opt-Out Requests, and withdrawal of objections within seven days of the Administrator’s receipt of the same. By no later than 14 days after the Opt-Out Deadline, the Administrator will compile and deliver to Class Counsel and Defense Counsel a final report with information regarding: (a) the final pro-rata portion of the Residual Settlement Fund for each of the Plaintiffs and each Participating Class Member, and (b) the final number of Opt-Outs. Further, at least 14 days prior to the Final Approval and Fairness Hearing, the Administrator shall provide Class Counsel and Defense Counsel with a Declaration of Due Diligence and Proof of Mailing (Declaration) regarding the first mailing of the Notice, its attempts Settlement Notices and then updated every 14 days thereafter: (i) a list of the names and addresses of all Class Members or FLSA Collective Members whose Settlement Notices have been returned to the Settlement Administrator as undeliverable along with a report indicating steps taken by the Settlement Administrator to locate updated address information for such Class Members where applicableand FLSA Collective Members and to resend the Settlement Notices, and other information regarding administration of and/or whose Settlement Notices have been forwarded to an updated address by the Settlement. Specifically, the Declaration shall include the number of Class Members to whom/which Notices were sent, the number of Class Members for whom/which there is reason to suspect that Notices were not delivered, the number of Opt-Outs, and the number and form of any objections received. Class Counsel will file the Administrator’s Declaration with the Court at least seven days before the Final Approval and Fairness Hearing.United States Postal Service;

Settlement Administration. The Subject to approval by the Court, the Settlement Administrator will shall be responsible for establishing and maintaining mailing the Settlement FundNotices; receiving and logging arbitration election forms and fully executed Amendments and attached Arbitration Agreements, using its best efforts to locate updated addresses for the Class Members if the Administrator determines that the contact information included in the Class List is no longer current; mailingBuy Back Election Forms, and emailing the Class Notice to Exclusion Requests; researching and updating addresses through skip-traces and similar means; answering questions from Settlement Class Members; handling inquiries from Class Members concerning reporting on the Notice or any other issue related to administration status of the Settlementclaims administration to counsel for the Parties; sending the notices required by CAFA within the appropriate time period; preparing a declaration regarding its due diligence in the claims administration process; providing the Parties with data regarding the arbitration election forms, accompanying Amendments and Arbitration Agreements, Buy Back Election Forms, and Exclusion Requests; distributing settlement checks to Participating Class Memberschecks; maintaining a static websitereporting and paying, the web address for which will be included in the Noticeas necessary, providing Class Members with a method to obtain information regarding final approval and final judgmentapplicable taxes on settlement payments; and performing doing such other duties things as the Parties and/or the Court may direct. On a weekly basisWithin seven (7) days after the Court’s Preliminary Approval, the Administrator Defendants will provide updates to Class Counsel the Settlement Administrator a database listing of the names, last known addresses, dates contracted by Flowers/Oxford as distributors during a Covered Period, and Defense Counsel regarding social security numbers or dates of birth of the number of validated Named Plaintiffs, FLSA Collective Members, and timely received Opt-Out Requests and any objections submitted by Class Members. The Settlement Administrator will serve on perform the following functions in accordance with the terms of this Settlement Agreement, the Preliminary Approval Order, and the Final Approval Order and Judgment: Provide for the Settlement Notices (with the Fairness Hearing dates) to be sent by mail to all applicable Class and FLSA Collective Members that can be identified through a reasonable effort; Provide to Defense Counsel and Defense Counsel via e-mail date-stamped copies of the original objectionsClass Counsel, rescissions of Opt-Out Requests, and withdrawal of objections within seven days of the Administrator’s receipt of the same. By no later than 14 days after the Opt-Out Deadline, the Administrator will compile and deliver to Class Counsel and Defense Counsel a final report with information regarding: (a) the final pro-rata portion of the Residual Settlement Fund for each of the Plaintiffs and each Participating Class Member, and (b) the final number of Opt-Outs. Further, at least 14 days prior to the Final Approval and Fairness Hearing, the Administrator shall provide Class Counsel and Defense Counsel with a Declaration of Due Diligence and Proof of Mailing (Declaration) regarding the first mailing of the Notice, its attempts Settlement Notices and then updated every 14 days thereafter: (i) a list of the names and addresses of all Class Members or FLSA Collective Members whose Settlement Notices have been returned to the Settlement Administrator as undeliverable along with a report indicating steps taken by the Settlement Administrator to locate updated address information for such Class Members where applicableand FLSA Collective Members and to resend the Settlement Notices, and other information regarding administration of and/or whose Settlement Notices have been forwarded to an updated address by the Settlement. Specifically, the Declaration shall include the number of Class Members to whom/which Notices were sent, the number of Class Members for whom/which there is reason to suspect that Notices were not delivered, the number of Opt-Outs, and the number and form of any objections received. Class Counsel will file the Administrator’s Declaration with the Court at least seven days before the Final Approval and Fairness Hearing.United States Postal Service;