Common use of To Class Counsel Clause in Contracts

To Class Counsel. Class Counsel will apply to the Court for, and Xxxxxxxxx agrees not to oppose, a total Attorney Fee Award not to exceed one-third (1/3) or $83,333.33 of the GSA and a Cost Award not to exceed $15,000. The Settlement Administrator will pay the Court-approved amounts for the Attorney Fee Award and Cost Award out of the Gross Settlement Fund. The Settlement Administrator may purchase an annuity to utilize US treasuries and bonds or other attorney fee deferral vehicles for Class Counsel. Payroll tax withholding and deductions will not be taken from the Attorney Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel with respect to these payments. Class Counsel shall be solely and legally responsible to pay all applicable taxes on the Fee and Cost Awards. In the event the Court does not approve the entirety of the application for the Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorney Fee Award and/or Cost Award, the difference shall become part of the NSA and will be distributed to Participating Class Members. The Parties agree that, over and above the Court-approved Attorney Fee and Cost Award, each of the Parties, including all Class Members, shall bear their own fees and costs, including, but not limited to, those related to the investigation, filing, prosecution, or Settlement of the Class Action; the negotiation, execution, or implementation of this Agreement; and/or the process of obtaining, administering, or challenging an Preliminary Approval Order and/or Final Approval Order and Judgment. In the event that the Court reduces or does not approve the requested Fee and Cost Awards, Plaintiff and Class Counsel shall not have the right to modify or revoke the Settlement, or to appeal such order, and the Settlement will remain binding, nor will Plaintiff or Class Counsel seek, request, or demand an increase in the Gross Settlement Amount on that basis.

To Class Counsel. A Class Counsel will apply to the Court for, and Xxxxxxxxx agrees Fees Payment of not to oppose, a total Attorney Fee Award not to exceed more than one-third (1/3) or $83,333.33 of the GSA and a Cost Award not to exceed $15,000. The Settlement Administrator will pay the Court-approved amounts for the Attorney Fee Award and Cost Award out of the Gross Settlement FundAmount ($5,166,666), plusa Class Counsel Litigation Expenses Payment of not more than Seventy-Thousand Dollars ($75,000.00). The Settlement Administrator may purchase an annuity to utilize US treasuries and bonds or other attorney fee deferral vehicles Defendants will not oppose requests for these payments provided they do not exceed these amounts. Plaintiff and/or Class Counsel will file a motion for Class CounselCounsel Fees Payment and Class Litigation Expenses Payment in accordance with Fed. Payroll tax withholding R. Civ. P. 23(h) and deductions will not be taken from the Attorney Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel with respect to these payments. Class Counsel shall be solely and legally responsible to pay all applicable taxes on the Fee and Cost Awards. In the event the Court does not approve the entirety Local Rules and/or Orders of the application for the Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference between the amount requested and the amount awardedCourt. If the amount awarded is Court approves a Class Counsel Fees Payment and/or a Class Counsel Litigation Expenses Payment less than the amount requested by amounts requested, the Administrator will allocate the remainder to the Net Settlement Amount. This Settlement is not contingent upon the Court awarding Class Counsel any particular amount for the Attorney Fee Award and/or Cost AwardClass Counsel Fees Payment or Class Counsel Litigation Expenses Payment, the difference shall become part of the NSA and will be distributed to Participating Class Members. The Parties agree thatand, over and above the Court-approved Attorney Fee and Cost Award, each of the Parties, including all Class Members, shall bear their own fees and costs, including, but not limited to, those related to the investigation, filing, prosecution, or Settlement of the Class Action; the negotiation, execution, or implementation of this Agreement; and/or the process of obtaining, administering, or challenging an Preliminary Approval Order and/or Final Approval Order and Judgment. In in the event that the Court reduces or does not approve the requested Fee and Cost Awardsamounts, Plaintiff and Class Counsel shall not have the right to modify or revoke the Settlement, or to appeal such order, and the Settlement will remain binding, nor will Plaintiff Plaintiffs or Class Counsel seek, request, or demand an increase in to the Gross Settlement Amount on that basis. Released Parties shall have no liability to Class Counsel or any other Plaintiffs Counsel arising from any claim to any portion any Class Counsel Fee Payment and/or Class Counsel Litigation Expenses Payment. The Administrator will pay the Class Counsel Fees Payment and Class Counsel Expenses Payment using one or more IRS 1099 Forms. Class Counsel assumes full responsibility and liability for taxes owed on the Class Counsel Fees Payment and the Class Counsel Litigation Expenses Payment and holds Defendants harmless, and indemnifies Defendants, from claim or liability for taxes, penalties or interests arising as a result of any payments received by Class Counsel pursuant to this Settlement and from any dispute or controversy regarding any division or sharing of any of these Payments.

To Class Counsel. Class Counsel will separately apply to the Court forfor the Xxxxxx Counsel Fees Payment and the Xxxxx/Xxxx Counsel Fees Payment, and Xxxxxxxxx agrees which altogether will not to oppose, a total Attorney Fee Award not to exceed one-third (1/3) or $83,333.33 of the GSA Gross Settlement Amount. Subject to Court approval, the Xxxxxx Counsel Fees Payment of not more than one-third (1/3) of Xxxxxx Settlement Amount of $11,000,000 ($3,700,000) will be paid from to Class Counsel for the Xxxxxx Subclass. Subject to Court approval, the Xxxxx/Xxxx Counsel Fees Payment of not more than one-third (1/3) of Xxxxx/Xxxx Settlement Amount of $4,900,000 ($1,633,333) will be paid to Class Counsel for the Xxxxx/Xxxx Subclass. Class Counsel will also be allowed to apply for an amount not more than $130,000 as the Xxxxxx Counsel Litigation Expenses Payment and $30,000 as the Xxxxx/Xxxx Counsel Litigation Expenses Payment for all expenses incurred as documented in Class Counsel’s billing records. Counsel for Xxxxxxx Xxxxxxxx (LOYR, APC) shall be permitted to separately apply for an award of attorneys’ fees and costs which shall be part of the Xxxxxx Counsel Fees Payment and Xxxxxx Litigation Expenses Payment, respectively. The fee award for Counsel for Xxxxxxx Xxxxxxxx shall be limited to LOYR, APC’s lodestar subject to a Cost Award multiplier as determined by the Court, and that Court-approved fee award for LOYR, APC shall be paid from the Xxxxxx Counsel Fees Payment. Defendant will not to oppose these requests for a Class Counsel Fees Payment and Class Counsel Litigation Expenses Payment consistent with this Agreement and as approved by the Court so long as altogether they do not exceed $15,000one-third (1/3) of the Gross Settlement Amount and do not interfere with the approval of this Agreement by the Court. The Settlement Administrator will pay the amount approved by the Court for the Xxxxxx Counsel Fees Payment and the Xxxxxx Counsel Litigation Expenses Payment (which includes the Court-approved amounts attorneys’ fees and costs for the Attorney Fee Award and Cost Award LOYR, APC, respectively) out of the Gross Xxxxxx Settlement FundAmount, and the amount approved by the Court for the Xxxxx/Xxxx Counsel Fees Payment and the Xxxxx/Xxxx Counsel Litigation Expenses Payment out of the Xxxxx/Xxxx Settlement Amount. The If the Court approves an Xxxxxx Counsel Fees Payment and the Xxxxxx Counsel Litigation Expenses Payment of less than one-third of Xxxxxx Settlement Administrator may purchase an annuity Amount for fees or $130,000 for costs, the remainder will be retained in the Xxxxxx Settlement Amount for distribution to utilize US treasuries the Xxxxxx Subclass. If the Court approves a Xxxxx/Xxxx Counsel Fees Payment and bonds the Xxxxx/Xxxx Counsel Litigation Expenses Payment of less than one-third of the Xxxxx/Xxxx Settlement Amount for fees or other attorney fee deferral vehicles $30,000 for Class Counselcosts, the remainder will be retained in the Xxxxx/Xxxx Settlement Amount for distribution to the Xxxxx/Xxxx Subclass. Payroll tax withholding and deductions deductions, if any, will not be taken from the Attorney Fee Award Class Counsel Fees Payment and Class Counsel Litigation Expenses Payment and instead one or the Cost Award. IRS Forms 1099 more Form 1099s will be issued to Class Counsel with respect to these those payments. Class The payment of the Xxxxxx Counsel Fees Payment and the Xxxxxx Counsel Litigation Expenses Payment shall be solely made to Xxxxxxxxxx, Nordrehaug Xxxxxxx Xx Xxxxx LLP and legally responsible to pay all applicable taxes on LOYR, APC in the Fee and Cost Awards. In the event amount approved by the Court does not approve the entirety for each firm. The payment of the application Xxxxx/Xxxx Counsel Fees Payment shall be allocated to 50% to Xxxxxxxxx Xxxxxxx Xxxxxxxx Xxxxxxx Xxxxxxx LLP, Xxxxxxx LLP, and Law Offices Of Xxxxx Xxxxxxxx XX, and 50% to Xxxx Xxxxxxxxx, LLP, and Xxxxxxxxx Law, APC, in the amount approved by the Court. Xxxxx/Xxxx Counsel will provide the fee allocation among firms for the Attorney Fee Award and/or Cost AwardXxxxx/Xxxx Counsel Fees Payment in their declaration(s) in support of approval of the settlement, and will provide this information to the settlement administrator prior to its disbursement. The Xxxxx/Xxxx Counsel Litigation Expenses Payment shall be allocated in accordance among the Xxxxx/Xxxx Counsel in accordance with their respective declarations filed in support of the request for the Xxxxx/Xxxx Counsel Litigation Expenses Payment. Any dispute between counsel as to the fee allocation shall not delay the Settlement Administrator shall pay whatever amount or impact the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorney Fee Award and/or Cost Award, the difference shall become part finality of the NSA and will be distributed to Participating Class Members. The Parties agree that, over and above the Court-approved Attorney Fee and Cost Award, each of the Parties, including all Class Members, shall bear their own fees and costs, including, but not limited to, those related to the investigation, filing, prosecution, or Settlement of the Class Action; the negotiation, execution, or implementation of this Agreement; and/or the process of obtaining, administering, or challenging an Preliminary Approval Order and/or Final Approval Order and Judgment. In the event that the Court reduces or does not approve the requested Fee and Cost Awards, Plaintiff and Class Counsel shall not have the right to modify or revoke the Settlement, or to appeal such order, and the Settlement will remain binding, nor will Plaintiff or Class Counsel seek, request, or demand an increase in the Gross Settlement Amount on that basis.

To Class Counsel. Class Counsel will shall be entitled to apply to the Court for, and Xxxxxxxxx agrees not to oppose, a total the Attorney Fee Award not to exceed onethirty-third five percent (1/335%) of the Gross Settlement Amount, or $83,333.33 of the GSA 165,375.00 and a Cost Award not to exceed $15,00020,000.00. The Settlement Administrator will pay the Court-Court- approved amounts for the Attorney Fee Award and Cost Award out of the Gross Settlement FundAmount. The Settlement Administrator may purchase shall issue an annuity IRS Form 1099 to utilize US treasuries and bonds or other attorney fee deferral vehicles for Class Counsel. Payroll tax withholding and deductions will not be taken from Counsel reflecting the awarded Attorney Fee Award or the and Cost Award. IRS Forms 1099 will be issued to Class Counsel with respect to these payments. Class Counsel shall be solely and legally responsible to pay all applicable taxes on the Fee and Cost Awards. In the event Plaintiff and/or Class Counsel do not request, or the Court does not approve approve, the entirety of the application for the Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount amount(s) the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference between the amount amounts requested and the amount amount(s) awarded. If the amount amount(s) requested and/or awarded is less than the amount amounts requested by Class Counsel for the Attorney Fee Award and/or Cost Award, the difference shall become part of the NSA Net Settlement Amount and will be distributed available for distribution to Participating Class Members. The Parties agree thatClass Counsel will not be permitted to petition the Court for, over or accept, any additional payments from Defendant for attorneys' fees, costs, or expenses in connection with the Action. Plaintiff, Class Counsel, and above Class Members shall assume full responsibility and liability for the Court-approved payment of taxes due on such awards. Defendant's payment of the Attorney Fee Award and Cost Award, each Award awarded to Class Counsel shall constitute full satisfaction of the Partiesobligation to pay any amounts to any person, including all attorney, or law firm for attorneys' fees, costs, or expenses in the Action incurred by any attorney on behalf of the Plaintiff and the Class Members, and shall bear their own fees relieve Defendant, the Settlement Administrator, and Counsel for Defendant of any other claims or liability to any other attorney or law firm for any attorneys' fees, costs, including, but not limited to, those related and expenses to the investigation, filing, prosecution, or Settlement which any of them may claim to be entitled on behalf of Plaintiff and/or the Class Action; the negotiation, execution, or implementation of this Agreement; and/or the process of obtaining, administering, or challenging an Preliminary Approval Order and/or Final Approval Order and Judgment. In the event that the Court reduces or does not approve the requested Fee and Cost Awards, Plaintiff and Class Counsel shall not have the right to modify or revoke the Settlement, or to appeal such order, and the Settlement will remain binding, nor will Plaintiff or Class Counsel seek, request, or demand an increase in the Gross Settlement Amount on that basisMembers.

To Class Counsel. Class Counsel will apply to the Court for, and Xxxxxxxxx agrees Defendants agree not to oppose, a total Attorney Fee Award not to exceed onethirty-third five percent (1/335%) or $83,333.33 875,000.00 of the GSA and a Cost Award not to exceed $15,00025,000. The Settlement Administrator will pay the Court-Court- approved amounts for the Attorney Fee Award and Cost Award out of the Gross Settlement Fund. The Settlement Administrator may purchase an annuity to utilize US treasuries and bonds or other attorney fee deferral vehicles for Class Counsel. Payroll tax withholding and deductions will not be taken from the Attorney Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel with respect to these payments. Class Counsel shall be solely and legally responsible to pay all applicable taxes on the Fee and Cost Awards. In the event the Court does not approve the entirety of the application for the Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant Defendants nor the Settlement Administrator shall be responsible for paying the difference between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorney Fee Award and/or Cost Award, the difference shall become part of the NSA and will be distributed to Participating Class Members. The Parties agree that, over and above the Court-approved Attorney Fee and Cost Award, each of the Parties, including all Class Members, shall bear their own fees and costs, including, but not limited to, those related to the investigation, filing, prosecution, or Settlement of the Class Action; the negotiation, execution, or implementation of this Agreement; and/or the process of obtaining, administering, or challenging an Preliminary Approval Order and/or Final Approval Order and Judgment. In the event that the Court reduces or does not approve the requested Attorney Fee and Award and/or Cost AwardsAward, neither Plaintiff and nor Class Counsel shall not have the right to modify or revoke the Settlement, or to appeal such order, and the Settlement it will remain binding, nor will Plaintiff or Class Counsel seek, request, or demand an increase in the Gross Settlement Amount on that basis or any basis.

To Class Counsel. Class Counsel will apply to the Court for, and Xxxxxxxxx agrees Defendant agree not to oppose, a total Attorney Fee Award not to exceed one-third (1/3) or $83,333.33 126,666.66 of the GSA and a Cost Award not to exceed $15,00020,000. The Settlement Administrator will pay the Court-approved amounts for the Attorney Fee Award and Cost Award out of the Gross Settlement Fund. The Settlement Administrator may purchase an annuity to utilize US treasuries and bonds or other attorney fee deferral vehicles for Class Counsel. Payroll tax withholding and deductions will not be taken from the Attorney Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel with respect to these payments. Class Counsel shall be solely and legally responsible to pay all applicable taxes on the Fee and Cost Awards. In the event the Court does not approve the entirety of the application for the Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever the amount the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorney Fee Award and/or Cost Award, the difference shall become part of the NSA and will be distributed to Participating Class Members. The Parties agree that, over and above the Court-approved Attorney Fee and Cost Award, each of the Parties, including all Class Members, shall bear their own fees and costs, including, but not limited to, those related to the investigation, filing, prosecution, or Settlement of the Class Action; the negotiation, execution, or implementation of this Agreement; and/or the process of obtaining, administering, or challenging an Preliminary Approval Order and/or Final Approval Order and Judgment. In the event that the Court reduces or does not approve the requested Attorney Fee and Cost AwardsAward, Plaintiff and Class Counsel Plaintiffs shall not have the right to modify or revoke the Settlement, or to appeal such order, and the Settlement it will remain binding, nor will Plaintiff Plaintiffs or Class Counsel seek, request, or demand an increase in the Gross Settlement Amount on that basis.

To Class Counsel. At the Final Approval Hearing, Class Counsel will apply to the Court for, and Xxxxxxxxx agrees not to oppose, a total Attorney for an Attorneys Fee Award not to exceed one-third (1/3) or $83,333.33 33.333% of the GSA (which equates to $666,660) and a Cost Award not to exceed $15,00030,000. Defendants shall not oppose this request. The Settlement Administrator will pay the Court-Court approved amounts for the Attorney Attorneys Fee Award and Cost Award out of the Gross Settlement Fund. The Settlement Administrator may purchase an annuity to utilize US treasuries and bonds or other attorney fee deferral vehicles for Class CounselAmount. Payroll tax withholding and deductions will not be taken from the Attorney Attorneys Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel with respect to these payments. Class Counsel shall be solely and legally responsible to pay all applicable taxes on the Attorneys Fee and Cost AwardsAward. In the event the Court does not approve the entirety of the application for the Attorney Attorneys Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant Defendants nor the Settlement Administrator shall be responsible for paying the difference between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorney Attorneys Fee Award and/or Cost Award, the difference shall become part of the NSA and will be distributed available for distribution to Participating Class Members. The Parties agree thatapproved Fee Award and Class Counsels’ Costs, over even if less than what Class Counsel request, shall constitute full satisfaction of Defendants’ obligations to pay amounts to Class Counsel for attorneys’ fees or costs in this Action on behalf of Named Plaintiffs and above the Court-approved Attorney Fee and Cost Award, each of the Parties, including all Settlement Class Members, and shall bear their own relieve Defendants from any other claims or liability to Class Counsel for any attorneys’ fees and costsor costs to which they may claim to be entitled on behalf of Named Plaintiffs or any other Settlement Class Member. If the Court approves a Fee Award and/or Class Counsels’ Costs in amounts less than what Class Counsel request, including, but the reduction in the Fee Award and/or Class Counsels’ Costs shall not limited to, those related to the investigation, filing, prosecution, or Settlement of the Class Action; the negotiation, execution, or implementation be a basis for nullification of this Agreement; Settlement. Nor shall a reduction in the Fee Award and/or Class Counsels’ Costs in any way delay or preclude the process of obtaining, administering, judgment from becoming a final judgment or challenging an Preliminary Approval Order and/or Final Approval Order and Judgmentthe Settlement from becoming Effective. In the event that the Court reduces or does not approve the requested Fee and Cost Awards, Plaintiff and Class Counsel shall represents that they are not have aware of any other attorney or person who may assert any potential claim for attorneys’ fees or costs incurred in connection with the right to modify or revoke the Settlement, or to appeal such order, and the Settlement will remain binding, nor will Plaintiff or Class Counsel seek, request, or demand an increase in the Gross Settlement Amount on that basisAction.

To Class Counsel. Before the final approval and fairness hearing, and with required statutory notice, Class Counsel will apply to the Court for, and Xxxxxxxxx Defendant agrees not to oppose, a total Attorney Attorneys’ Fee Award not to exceed one-third Two Hundred Sixty Six Thousand Six Hundred Sixty Six Dollars and Sixty Seven Cents (1/3) or $83,333.33 266,666.67), of the GSA Gross Settlement Amount and a Cost Award not to exceed Ten Thousand Dollars and Zero Cents ($15,00010,000.00). If requested by the Settlement Administrator, Class Counsel will provide the Settlement Administrator with a completed and signed Form W-9 within fifteen (15) calendar days after the Effective Final Settlement Date. The Settlement Administrator will pay the Courtcourt-approved amounts for the Attorney Attorneys’ Fee Award and Cost Award out of the Gross Settlement Fund. The Settlement Administrator may purchase an annuity to utilize US treasuries and bonds or other attorney fee deferral vehicles for Class CounselAmount. Payroll tax withholding and deductions taxes will not be taken withheld from the Attorney Attorneys’ Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel with respect to by the Settlement Administrator for these payments. Class Counsel shall be solely hold Defendant, the Released Parties, and legally responsible Defense Counsel harmless and indemnify each of them for all taxes, interest, penalties, and costs, including attorneys’ fees, incurred by reason of any claims against it arising from or relating to pay all applicable the non-withholding of taxes on from the Fee Attorneys’ Fees and Cost AwardsAward. In the event the Court does not approve the entirety of the application for the Attorney Attorneys’ Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference to Class Counsel between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorney Attorneys’ Fee Award and/or Cost Award, the difference shall become part of the NSA and will be distributed available for distribution to Participating Class Members. The Parties agree that, over and above the Court-approved Attorney Fee and Cost Award, each of the Parties, including all Class Members, shall bear their own fees and costs, including, but not limited to, those related to the investigation, filing, prosecution, or Settlement of the Class Action; the negotiation, execution, or implementation of this Agreement; and/or the process of obtaining, administering, or challenging an Preliminary Approval Order and/or Final Approval Order and Judgment. In the event that the Court reduces or does not approve the requested Fee and Cost Awards, Plaintiff and Class Counsel shall not have the right to modify or revoke the Settlement, or to appeal such order, and the Settlement will remain binding, nor will Plaintiff or Class Counsel seek, request, or demand an increase in the Gross Settlement Amount on that basis.

To Class Counsel. Class Counsel will apply to the Court for, and Xxxxxxxxx agrees Defendant agree not to oppose, a total Attorney Fee Award not to exceed onethirty-third five percent (1/335%) or $83,333.33 280,499.45 of the GSA and a Cost Award not to exceed $15,00025,000. The Settlement Administrator will pay the Court-Court- approved amounts for the Attorney Fee Award and Cost Award out of the Gross Settlement Fund. The Settlement Administrator may purchase an annuity to utilize US treasuries and bonds or other attorney fee deferral vehicles for Class Counsel. Payroll tax withholding and deductions will not be taken from the Attorney Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel with respect to these payments. Class Counsel shall be solely and legally responsible to pay all applicable taxes on the Fee and Cost Awards. In the event the Court does not approve the entirety of the application for the Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorney Fee Award and/or Cost Award, the difference shall become part of the NSA and will be distributed to Participating Class Members. The Parties agree that, over and above the Court-approved Attorney Fee and Cost Award, each of the Parties, including all Class Members, shall bear their own fees and costs, including, but not limited to, those related to the investigation, filing, prosecution, or Settlement of the Class Action; the negotiation, execution, or implementation of this Agreement; and/or the process of obtaining, administering, or challenging an Preliminary Approval Order and/or Final Approval Order and Judgment. In the event that the Court reduces or does not approve the requested Attorney Fee and Award and/or Cost AwardsAward, neither Plaintiff and nor Class Counsel shall not have the right to modify or revoke the Settlement, or to appeal such order, and the Settlement it will remain binding, nor will Plaintiff or Class Counsel seek, request, or demand an increase in the Gross Settlement Amount on that basis or any basis.

To Class Counsel. Class Counsel will apply to the Court for, and Xxxxxxxxx agrees not to oppose, a total Attorney Fee Award not to exceed onethirty-third five percent (1/335%) or $83,333.33 420,000 of the GSA Gross Settlement Amount and a Cost Award not to exceed $15,00020,000. The Settlement Administrator will pay the Court-approved amounts for the Attorney Fee Award and Cost Award out of the Gross Settlement FundAmount. The Settlement Administrator may purchase an annuity to utilize US treasuries and bonds or other attorney fee deferral vehicles for Class Counsel. Payroll tax withholding and deductions will not be taken from the Attorney Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel with respect to these payments. Class Counsel shall be solely and legally responsible to pay all applicable taxes on the Fee and Cost Awards. In the event If the Court does not approve the entirety of the application for the Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant nor Defendant, the Released Parties, or the Settlement Administrator shall be responsible for paying the difference between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorney Fee Award and/or Cost Award, the difference shall become part of the NSA Net Settlement Amount and will be distributed to Participating Class Members. The Parties agree that, over and above the Court-approved Attorney Fee and Cost Award, each of the Parties, including all Class Members, shall bear their own fees and costs, including, but not limited to, those related to the investigation, filing, prosecution, or Settlement of the Class Action; the negotiation, execution, or implementation of this Agreement; and/or the process of obtaining, administering, or challenging an Preliminary Approval Order and/or Final Approval Order and Judgment. In the event that If the Court reduces or does not approve the requested Attorney Fee and Award or Cost AwardsAward, Plaintiff and Plaintiffs or Class Counsel shall not have the right to modify or revoke the Settlement, or to appeal such order, and the Settlement it will remain binding, nor will Plaintiff or Class Counsel Plaintiffs seek, request, or demand an increase in the Gross Settlement Amount on that basis or any basis.

To Class Counsel. Class Counsel will apply to the Court forfor an award of not more than One-Third of the Gross Settlement Amount, which is presently $240,000, as their Class Counsel Fees Payment and an amount not more than $20,000 for all expenses incurred as documented in Class Counsel’s billing records as their Class Counsel Litigation Expenses Payment. Defendant will not oppose their request for a Class Counsel Fees Payment and Class Counsel Litigation Expenses Payment consistent with this Agreement and approved by the Court. The amounts so awarded shall be for and in complete satisfaction of all attorneys’ fees, costs, and Xxxxxxxxx agrees not expenses incurred to opposedate by the Class Representative, a total Attorney Fee Award not to exceed one-third (1/3) or $83,333.33 Class Counsel on behalf of the GSA Class Representative and a Cost Award not to exceed $15,000the Class, and of all such future fees, costs, and expenses, including fees, costs, and expenses incurred in documenting this Settlement, securing Court approval of this Settlement, monitoring this Settlement, reviewing and participating in the claims and distribution administration process, and obtaining the Final Approval Order and Judgment. The Settlement Administrator will pay the Court-amounts approved amounts for by the Attorney Fee Award and Cost Award Court out of the Gross Settlement FundAmount. The If the Court approves a Class Counsel Fees Payment or a Class Counsel Litigation Expenses Payment of less than these amounts, which are presently $240,000, and $20,000 respectively, it shall not the terminate this Agreement, otherwise affect the Court’s ruling on the Motion for Final Approval, or extend the deadline for any appeal with respect to any order on the Motion for Final Approval and the remainder will be retained in the Net Settlement Administrator may purchase an annuity Amount for distribution to utilize US treasuries and bonds or other attorney fee deferral vehicles for Participating Class CounselMembers. Payroll tax withholding and deductions deductions, if any, will not be taken from the Attorney Fee Award Class Counsel Fees Payment and Class Counsel Litigation Expenses Payment and instead one or the Cost Award. IRS more Forms 1099 will be issued by the Settlement Administrator to Class Counsel with respect to these those payments. Not later than the Effective Date, Class Counsel shall be solely provide a fully and legally responsible to pay all applicable taxes on the Fee and Cost Awards. In the event the Court does not approve the entirety properly executed IRS Form W-9 for purposes of the application for the Attorney Fee Award and/or Cost Award, payments which the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by will make to Class Counsel for the Attorney Fee Award and/or Cost Award, the difference shall become part of the NSA and will be distributed to Participating Class MembersCounsel. The Parties agree that, over and above the Court-approved Attorney Fee and Cost Award, each of the Parties, including all Class Members, shall bear their own fees and costs, including, but not limited to, those related to the investigation, filing, prosecution, or Settlement payment of the Class Action; the negotiation, execution, or implementation of this Agreement; and/or the process of obtaining, administering, or challenging an Preliminary Approval Order and/or Final Approval Order and Judgment. In the event that the Court reduces or does not approve the requested Fee and Cost Awards, Plaintiff Counsel Fees Payment and Class Counsel Litigation Expenses Payment shall not have the right be made to modify or revoke the Settlement, or to appeal such order, and the Settlement will remain binding, nor will Plaintiff or Class Counsel seek, request, or demand an increase in the Gross Settlement Amount on that basisCounsel.

To Class Counsel. Class Counsel will apply to the Court for, and Xxxxxxxxx agrees not to oppose, a total Attorney Fee Award not to exceed one-third (1/3) or $83,333.33 458,333.34 of the GSA MSA and a Cost Award not to exceed $15,00020,000. The Settlement Administrator will pay the Court-approved amounts for the Attorney Fee Award and Cost Award out of the Gross Maximum Settlement FundAmount. The Settlement Administrator may purchase an annuity to utilize US treasuries and bonds or other attorney fee deferral vehicles for Class Counsel. Payroll tax withholding and deductions will not be taken from the Attorney Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel with respect to these payments. Class Counsel shall be solely and legally responsible to pay all applicable taxes on the Attorney Fee and Cost Awards. In the event If the Court does not approve the entirety of the application for the Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorney Fee Award and/or Cost Award, the difference shall become part of the NSA and will be distributed to Participating Class Members. The Parties agree that, over and above the Court-approved Attorney Fee and Cost Award, each of the Parties, including all Class Members, shall bear their own fees and costs, including, but not limited to, those related to the investigation, filing, prosecution, or Settlement of the Class Action; the negotiation, execution, or implementation of this Agreement; and/or the process of obtaining, administering, or challenging an Preliminary Approval Order and/or Final Approval Order and Judgment. In the event that If the Court reduces or does not approve the requested Attorney Fee and Cost AwardsAward, Plaintiff and Class Counsel shall not have the right to modify or revoke the Settlement, or to appeal such order, and the Settlement it will remain binding, nor will Plaintiff or Class Counsel seek, request, or demand an increase in the Gross Maximum Settlement Amount on that basis or any basis.

To Class Counsel. Class Counsel will apply to the Court for, and Xxxxxxxxx agrees not to oppose, a total Attorney Fee Award not to exceed onethirty-third five percent (1/335%) or $83,333.33 of the GSA and a Cost Award not to exceed $15,00025,000.00. Class Counsel, Plaintiffs and the Participating Class Members will not apply to the Court for any payment of attorneys’ fees and costs that are in addition to the foregoing or that exceed the GSA. The Parties agree that, over and above the Court-approved Class Counsel Award, each of the Parties, including all Participating Class Members, shall bear their own fees and costs, including, but not limited to, those related to the investigation, filing, prosecution, or settlement of the Actions; the negotiation, execution, or implementation of this Agreement; and/or the process of obtaining, administering, or challenging an Order Granting Preliminary Approval and/or Final Approval. The Settlement Administrator will pay the Courtcourt-approved amounts for the Attorney Fee Award and Cost Award out of the Gross Settlement Fund. The Settlement Administrator may purchase an annuity to utilize US treasuries and bonds or other attorney fee deferral vehicles for Class Counsel. Payroll tax withholding and deductions will not be taken from the Attorney Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel with respect to these payments. Class Counsel shall be solely and legally responsible to pay all applicable taxes on the Fee and Cost Awards. In the event the Court does not approve the entirety of the application for the Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference between the amount requested and the amount awarded. Neither Plaintiffs nor their Counsel shall have the right to revoke the settlement if a lesser Attorney Fee Award and/or Cost Award is awarded by the Court. If the amount awarded is less than the amount requested by Class Counsel for the Attorney Fee Award and/or Cost Award, the difference shall become part of the NSA and will be distributed available for distribution to Participating Class Members. The Parties agree that, over and above the Court-approved Attorney Fee and Cost Award, each of the Parties, including all Class Members, shall bear their own fees and costs, including, but not limited to, those related to the investigation, filing, prosecution, or Settlement of the Class Action; the negotiation, execution, or implementation of this Agreement; and/or the process of obtaining, administering, or challenging an Preliminary Approval Order and/or Final Approval Order and Judgment. In the event that the Court reduces or does not approve the requested Fee and Cost Awards, Plaintiff and Class Counsel shall not have the right to modify or revoke the Settlement, or to appeal such order, and the Settlement will remain binding, nor will Plaintiff or Class Counsel seek, request, or demand an increase in the Gross Settlement Amount on that basis.

To Class Counsel. Class Counsel will apply to the Court for, and Xxxxxxxxx agrees Fees of not to oppose, a total Attorney Fee Award not to exceed more than one-third (1/3) or $83,333.33 of the GSA and a Cost Award not to exceed $15,000. The Settlement Administrator will pay the Court-approved amounts for the Attorney Fee Award and Cost Award out of the Gross Settlement FundAmount, which is currently estimated to be Two Million Dollars and Zero Cents ($2,000,000.00), and Class Counsel Litigation Costs of not more than Forty Thousand Dollars and Zero Cents ($40,000.00). The Defendant will not oppose requests for these payments provided they do not exceed these amounts. Plaintiffs and/or Class Counsel will file a motion for Class Counsel Fees and Class Counsel Litigation Costs no later than 16 court days prior to the Final Approval Hearing. If the Court approves Class Counsel Fees and/or Class Counsel Litigation Costs less than the amounts requested, the Administrator will allocate the remainder to the Net Settlement Amount. This Settlement is not contingent upon the Court awarding any particular amount as the Class Counsel Fees and/or the Class Counsel Litigation Costs. Class Counsel agrees to provide the Administrator with an executed IRS Form W-9 before the Class Counsel Fees and Class Counsel Litigation Costs may purchase an annuity be disbursed to utilize US treasuries and bonds or other attorney fee deferral vehicles for Class Counsel. Payroll tax withholding The Administrator (and deductions will not be taken from the Attorney Fee Award or the Cost Award. Defendant) shall issue an IRS Forms Form 1099 will be issued to Class Counsel with respect to these payments. Class Counsel shall be solely and legally responsible to pay all applicable taxes on the Fee and Cost Awards. In the event the Court does not approve the entirety of the application for the Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant nor the Settlement Administrator shall be responsible for paying the difference between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorney Fee Award and/or Cost Awardpayments awarded and disbursed pursuant to this paragraph. Neither Class Counsel nor any other current or past counsel for Plaintiffs shall be permitted to petition the Court for, or to accept, any additional payments for attorneys’ fees, costs, interest, or any other amount relating to the difference shall become part Actions from Defendant except as specified above. Defendant’s payment of the NSA Class Counsel Fees and will be distributed to Participating Class Members. The Parties agree that, over and above the Court-approved Attorney Fee and Cost Award, each Counsel Litigation Costs shall constitute full satisfaction of the Partiesobligation to pay any amounts to any person, including all attorney, or law firm allegedly incurred on behalf of Plaintiffs, Class Members, shall bear their own fees the State of California, and/or Affected Employees for the prosecution and costs, including, but not limited to, those related to the investigation, filing, prosecution, or Settlement settlement of the Actions. The Released Parties shall have no liability to Class Action; Counsel or any other Plaintiffs’ attorney(s) arising from any claim to any portion of the negotiationpayments of Class Counsel Fees or Class Counsel Litigation Costs. Class Counsel assumes full responsibility and liability for taxes owed on the Class Counsel Fees and the Class Counsel Litigation Costs and holds Defendant harmless, executionand indemnifies Defendant, from any dispute or implementation controversy regarding any division or sharing of this Agreement; and/or the process any of obtaining, administering, or challenging an Preliminary Approval Order and/or Final Approval Order and Judgmentthese payments. In consideration for the event that the Court reduces or does not approve the requested Fee and Cost Awards, Plaintiff awarded Class Counsel Fees and Class Counsel shall not have the right Litigation Costs, Class Counsel waives any and all claims to modify or revoke the Settlementany further attorneys’ fees, or to appeal such ordercosts, and expenses in connection with the Settlement will remain binding, nor will Plaintiff or Class Counsel seek, request, or demand an increase in the Gross Settlement Amount on that basisActions.

To Class Counsel. Class Counsel will apply to the Court for, and Xxxxxxxxx agrees not to oppose, for a total Attorney Fee Award not to exceed onethirty-third five percent (1/3) 35%), or $83,333.33 52,500, of the GSA and a Cost Award not to exceed $15,00020,000. Defendants take no position on the requests for these payments provided they do not exceed these amounts. Class Counsel, Plaintiff and the Participating Class Members will not apply to the Court for any payment of attorneys’ fees and costs that are in addition to the foregoing or that exceed the GSA. The Parties agree that, over and above the Court-approved Attorney Fee and Cost Awards, each of the Parties, including all Participating Class Members, shall bear their own fees and costs, including, but not limited to, those related to the investigation, filing, prosecution, or settlement of the Action; the negotiation, execution, or implementation of this Agreement; and/or the process of obtaining, administering, or challenging an Order Granting Preliminary Approval and/or Final Approval. The Settlement Administrator will pay the Courtcourt-approved amounts for the Attorney Fee Award and Cost Award out of the Gross Settlement Fund. The Settlement Administrator may purchase an annuity to utilize US treasuries and bonds or other attorney fee deferral vehicles for Class CounselAmount. Payroll tax withholding and deductions will not be taken from the Attorney Fee Award or the Cost Award. IRS Forms 1099 will be issued to Class Counsel with respect to these payments. Class Counsel shall be solely and legally responsible to pay all applicable taxes on the Fee and Cost Awards. In the event If the Court does not approve the entirety of the application for the Attorney Fee Award and/or Cost Award, the Settlement Administrator shall pay whatever amount the Court awards, and neither Defendant Defendants nor the Settlement Administrator shall be responsible for paying the difference between the amount requested and the amount awarded. If the amount awarded is less than the amount requested by Class Counsel for the Attorney Fee Award and/or Cost Award, the difference shall become part of the NSA and will be distributed available for distribution to Participating Class Members. The Parties agree that, over and above This Settlement is not contingent on the Court-approved award of Attorney Fee Award and Cost Award. Nothing in this section or Settlement limits the rights of Class Counsel to appeal any decision by the Court regarding Attorney Fee Award or Cost Award. Class Counsel assumes full responsibility and liability for taxes owed on the Attorney Fee Award and Cost Award, each of the Parties, including all Class Members, shall bear their own fees and costs, including, but not limited to, those related to the investigation, filing, prosecution, or Settlement of the Class Action; the negotiation, execution, or implementation of this Agreement; and/or the process of obtaining, administering, or challenging an Preliminary Approval Order and/or Final Approval Order and Judgment. In the event that the Court reduces or does not approve the requested Fee and Cost Awards, Plaintiff and Class Counsel shall not have the right to modify or revoke the Settlement, or to appeal such orderholds Defendants harmless, and the Settlement will remain binding, nor will Plaintiff indemnifies Defendants from any dispute or Class Counsel seek, request, controversy regarding any division or demand an increase in the Gross Settlement Amount on that basissharing of any of these payments.