Williamson et al v. Microsemi Corporation et al

Filing 34

ORDER by Judge Lucy Koh granting 30 Motion for Final Approval (lhklc2S, COURT STAFF) (Filed on 2/19/2015)

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UNITED STATES DISTRICT COURT

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NORTHERN DISTRICT OF CALIFORNIA

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SAN JOSE DIVISION

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JANE WILLIAMSON and GERALD
BEAUCHESNE, on Behalf of Themselves and
All Others Similarly Situated,
Plaintiffs,

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v.
MICROSEMI CORP., PETT ACQUISITION
CORP., SYMMETRICOM, INC., and Does 1
through 10, inclusive,
Defendants.

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Case No. 5:14-cv-01827-LHK
CLASS ACTION
ORDER GRANTING FINAL
APPROVAL OF CLASS ACTION
SETTLEMENT
Hearing Date: February 19, 2015
Time:
1:30 p.m.
Courtroom:
8
Judge:
Lucy Koh

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This matter having come before the Court on February 19, 2015, for Final Approval of the

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parties’ Joint Stipulation of Class Action Settlement and Release (Dkt. No. 22), dated August 21,

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2014 (“Settlement Stipulation”) and Addendum to the Joint Stipulation of Class Action Settlement

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and Release (Dkt. No. 29-1), dated January 15, 2015 (“Addendum”) (collectively, “Settlement”),

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between Plaintiffs Jane Williamson (“Williamson”) and Gerald Beauchesne (“Beauchesne”)

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(collectively, “Named Plaintiffs”) and Defendants Microsemi Corp., PETT Acquisition Corp. and

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Symmetricom, Inc. (collectively, “Defendants”),1 due and adequate notice having been given to

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PETT, although named as a party in this suit, no longer exists as a separate corporate entity, as it
was merged into Symmetricom pursuant to the Agreement and Plan of Merger, dated October 21,
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Putative Class Members as required by the Court’s Order Granting Preliminary Approval of Class

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Action Settlement (Dkt. No. 26), dated November 6, 2014 (“Preliminary Approval Order”), and the

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Court having considered all the papers filed and proceedings herein, having received no objections

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to the Settlement, having determined that the proposed Settlement is fair, adequate and reasonable,

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and otherwise being fully informed, good cause appearing therefore, it is hereby ORDERED AS

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FOLLOWS:

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1.

All terms used herein and not otherwise defined shall have the same meaning as

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given in the Settlement Stipulation and/or Addendum. All references herein to “Settlement” shall

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include and incorporate both the Settlement Stipulation and the Addendum.

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2.

The Court has jurisdiction over the subject matter of this proceeding and personal

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jurisdiction over all parties to this proceeding, including Defendants and all Settlement Class

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Members.

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3.

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to include:

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Any employee of Symmetricom who remained on Symmetricom’s
payroll as of November 26, 2013 and was a participant in
Symmetricom’s
Incentive
Compensation
Plan
and/or
Symmetricom’s Success Sharing Plan.

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The Court hereby certifies the following Class for purposes of this settlement only

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The Court hereby finds that the Settling Class meets all the requirements of Federal

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Rule of Civil Procedure 23(a) in the context of settlement: That is, the class is sufficiently

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numerous, Named Plaintiffs Jane Williamson and Gerald Beauchesne are typical and adequate

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class representatives, and common questions are present. The Court makes no finding as to

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whether the Settling Class meets the “manageability” requirement of Federal Rule of Civil

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Procedure 23(b)(3), but finds that, other than with respect to manageability, the Settling Class

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meets the predominance and superiority requirements of Fed. R. Civ. Proc. 23(b)(3).

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5.

The deadline for filing a request for exclusion was February 3, 2015. No Class

Members have opted out.

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2013. All further references to Microsemi will be to the merged surviving entity and all references
to Defendants will refer collectively to Microsemi and Symmetricom.
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6.

Distribution of the Settlement Class Notice and Data Form to the Putative Class

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Members as set forth in the Settlement and confirmed in the Claims Administrator’s declaration,

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has been completed in conformity with the Preliminary Approval Order – including individual

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notice to all Putative Class Members who could be identified through reasonable effort – and

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constitutes the best notice practicable under the circumstances. The Court hereby finds that the

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Notice provided due and adequate notice of the proceedings and of the matters set forth in the

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Preliminary Approval Order, including the material terms of the Settlement Stipulation, including

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the Release, the method of calculating Settlement Class Member Payments and each Class

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Member’s individual payment amount, and the proposed deductions for attorneys’ fees and

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litigation expenses, settlement administration costs, and class representative incentive awards. The

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Notice also informed Class Members of the manner in which to request exclusion or to object to the

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settlement and the deadlines for each, and their right to appear in person or by counsel at the Final

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Approval Hearing. Reasonable periods of time were provided for each of these procedures. The

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Court also finds that the Notice provided adequate and appropriate notice to all persons entitled to

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such notice, and therefore fully satisfied the requirements of due process and Fed. R. Civ. P. 23(c)

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and (e).

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7.

There is no reason to send new class notice regarding the Addendum, which

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provides additional benefits to the class as a whole. See Weeks v. Kellogg Co., No. CV 09-08102

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MMM RZX, 2013 WL 6531177, at *38 (C.D. Cal. Nov. 23, 2013) (citing In re Prudential Ins. Co.

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of Am. Sales Practices Litig., 962 F.Supp. 450, 473 n.10 (D.N.J.1997)). In addition, the Settlement

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Class Notice advised the Putative Class Members that settlement payments could increase (or

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decrease) without additional notice.

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8.

Defendants have filed documentation which demonstrates compliance with the

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notice requirements of 29 U.S.C. § 1715(b). See Notice of Compliance with 28 U.S.C. §§ 1715 and

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1332(d) (Dkt. No. 23), dated August 27, 2014.

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9.

The Court hereby finds the Settlement was entered into in good faith pursuant to

non-collusive, arms-length negotiations, and that Plaintiffs have satisfied the standards and

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applicable requirements for final approval of this class action settlement under Federal Rule of

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Civil Procedure 23(e).

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10.

Upon review of the record, particularly the Declarations of Cliff Palefsky and Eve

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Cervantez, the Settlement Stipulation and Addendum, and Class Counsel’s Motion for Final

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Approval, the Court hereby finds that the Settlement – including but not limited to the amount paid

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in settlement, the plan of allocation, and the releases set out in Paragraphs 101, 102, and 103 of the

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Settlement Stipulation – is, in all respects, fair, adequate and reasonable, and therefore approves the

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Settlement. The Court has come to this determination pursuant to the factors outlined in cases such

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as Churchill Village, L.L.C. v. Gen. Elec., 361 F.3d 566, 575 (9th Cir. 2004), including “(1) the

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strength of plaintiffs’ case; (2) the risk, expense, complexity, and likely duration of further

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litigation; (3) the risk of maintaining class action status throughout the trial; (4) the amount offered

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in settlement; (5) the extent of discovery completed and the stage of the proceedings; (6) the

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experience and views of counsel; (7) the presence of a governmental participant; 2 and (8) the

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reaction of the class members to the proposed settlement.” The Court has also considered the

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factors set forth in In re Bluetooth Headsets Prods. Liab. Litig., 654 F.3d 935, 946-47 (9th Cir.

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2011), and finds no evidence of collusion here.

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11.

The Court also notes that the Settlement contains a release and/or waiver of certain

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potential claims under California Labor Code §§ 2698 et seq. (“PAGA”). Accordingly, this Court

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hereby finds that the members of the Settling Class acknowledge and/or are deemed to

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acknowledge that they are choosing, on a post-dispute basis and with the advice of counsel, to

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waive any right they may have to bring a claim on behalf of themselves and/or on behalf of the State

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of California pursuant to PAGA. See Iskanian v. CLS Transp. Los Angeles, LLC, 59 Cal.4th 348,

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387 (2014) (“Of course, employees are free to choose whether or not to bring PAGA actions when

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they are aware of Labor Code violations”).

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12.

The Court directs the parties to effectuate the settlement terms as set forth in the

Settlement. The Court also directs the Claims Administrator to calculate and pay the claims of all

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This factor is irrelevant as there was no government participant here.
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448 Settlement Class Members in accordance with the terms set forth in the Settlement.
13.

Any Settlement Class Member who did not timely opt out will be bound by the

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Settlement, pursuant to Paragraph 17 of this Order and Paragraph 73 of the Settlement Stipulation,

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regardless of whether they ultimately receive their Settlement Class Member Payment.

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14.

The Court hereby confirms Cliff Palefsky and Scott Stillman of McGuinn, Hillsman

& Palefsky, and Michael Rubin and Eve Cervantez of Altshuler Berzon LLP as Class Counsel.
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As set forth in more detail in the separate Order Awarding Attorneys’ Fees,

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Reimbursement of Expenses, and Class Representative Incentive Payments, an award of attorneys’

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fees in the aggregate amount of $587,500– equivalent to 25% of the total Gross Settlement Value –

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and for costs and litigation expenses in the aggregate amount of $6,280.07 as final payment for and

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complete satisfaction of any and all attorneys’ fees and costs incurred by and/or owed to Class

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Counsel is hereby granted. A payment to Dahl Administration, Inc, as Claims Administrator, in the

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aggregate amount of $14,830.00 is similarly granted. These payments to Class Counsel and the

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Claims Administrator shall only be made in accordance with the terms set forth in the Settlement.

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16.

As set forth in more detail in the separate Order Awarding Attorneys’ Fees,

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Reimbursement of Expenses, and Class Representative Incentive Payments, and having reviewed

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the Named Plaintiffs’ declarations in support of Plaintiffs’ Motion for Preliminary Approval of

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Settlement (Dkt. Nos. 21-3, 21-4) the Court also hereby approves Named Plaintiffs Williamson and

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Beauchesne as Class Representatives and grants payment to Ms. Williamson and Mr. Beauchesne

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of an Enhancement Award in the amount of $5,000 each for their service as Class Representatives.

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17.

As of the Effective Date as defined in the Settlement, each and every Released

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Claim (as defined in the Settlement Stipulation) of each Settlement Class Member – regardless of

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whether or not they ultimately receive a Settlement Class Member Payment – is and shall be

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deemed to be conclusively released as against the Microsemi Releasees (as defined in the

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Settlement Stipulation). As of the Effective Date, all Settlement Class Members are hereby forever

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barred and enjoined from prosecuting any of the Released Claims against any of the Microsemi

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Releasees.

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18.

Neither the Settlement nor any of the terms set forth in the Settlement Stipulation

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constitute an admission by Defendants, or any of the other Microsemi Releasees, of liability to the

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Plaintiffs or any Settlement Class Member or Putative Class Member, nor does this Final Approval

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Order constitute a finding by the Court of the validity of any of the claims alleged by Plaintiffs in

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the Lawsuit, or of any liability of Defendants or any of the other Microsemi Releasees. This Order,

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the Settlement, any action taken to carry out the Settlement, any document referenced to herein or

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filed in connection herewith, and the exhibits thereto, and any negotiations or proceedings related

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thereto shall not be construed as, or deemed to be evidence of, or an admission or concession with

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regard to the denials or defenses by Defendants. Nothing in this paragraph, however, shall be

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deemed to preclude the parties from introducing this Order, the Settlement and/or exhibits, and any

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other papers and records on file in the Lawsuit, to enforce the Settlement and/or any orders of this

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Court, and/or in any other litigation as evidence of the Settlement by Defendants to support a

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defense of res judicata, collateral estoppel, release, or other theory of claim or issue preclusion or

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similar defense as to the Released Claims.

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19.

If the Settlement does not become final and effective in accordance with its terms,

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this Final Approval Order and all orders entered in connection herewith shall be vacated and shall

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have no further force or effect.

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20.

Without affecting the finality of the Settlement or the dismissal of this action, this

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Court shall retain exclusive and continuing jurisdiction over the present action and the Settling

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Parties, including all Settlement Class Members, for purposes of enforcing and interpreting the

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Settlement, this Final Approval Order, and the distribution of Settlement Class Member Payments.

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The Court hereby directs the parties to effectuate the terms of the Settlement as set

forth in the Settlement Stipulation and Addendum.
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The Court further approves and directs Dahl Administration, Inc., the appointed

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Claims Administrator, to disburse to those persons and entities referenced below, in the manner set

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forth, the following sums:

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A. Settlement Class Members, by check, his or her Settlement Class Member Payment as

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calculated by the Claims Administrator pursuant to Paragraph 92 of the Settlement

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Stipulation, as modified by the Addendum, within ten (10) business days of the

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Effective Date, as defined in Paragraphs 70-74 of the Settlement Stipulation;

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B. Named Plaintiffs, the sums of $5,000 each by check within fifteen (15) business days of

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the Effective Date, in addition to any Settlement Class Member Payment to which each

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of them is entitled;

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C. Altshuler Berzon LLP and McGuinn, HIllsman & Palefsky, jointly, by wire transfer, the

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total amount of $587,500, for their attorneys’ fees and $6,280.97 for their litigation

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expenses, within fifteen (15) business days of the Effective Date;

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D. As set forth in Paragraph 100, any Residual Amount from Settlement Class Members’

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uncashed checks, will escheat to the State of that Settlement Class Member’s residence.

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The above-captioned action is hereby dismissed with prejudice. The Clerk shall

close the file.

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IT IS SO ORDERED

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DATED: February 19, 2015
___________________________________
HONORABLE LUCY H. KOH
UNITED STATES DISTRICT COURT

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