Anwar et al v. Fairfield Greenwich Limited et al

Filing 1097

FINAL JUDGMENT AND ORDER OF DISMISSAL WITH PREJUDICE settling action. (Signed by Judge Victor Marrero on 3/22/13) (Attachments: #1 Notice of Right to Appeal)(ml)

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

PASHA ANWAR, et aI.,
Plaintiffs,

v.
F AIRFIELD GREENWICH LIMITED, et al.,

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Master File No. 09-cv-118 (VM) (PM)

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FINAL JUDGMENT AND ORDER OF DISMISSAL WITH PREJUDICE
This matter came before the Court for hearing pursuant to the Order Preliminarily Approving
Settlement and Providing for Notice ofProposed Settlement ("Preliminary Approval Order"), dated
November 30,2012 (Dkt. No.1 008), on the application ofthe Representative Plaintiffs for approval
ofthe Settlement set forth in the Stipulation of Settlement dated as of November 6,2012 (Dkt. No.
996), as modified by the Amendment to Stipulation of Settlement dated December 12, 2012, so
ordered on December 13, 2012 (Dkt. No.1 012), and the letter to the Court dated January 23,20] 3
from counsel for the Settling Parties, so ordered on January 24, 2013 (Dkt. No. 1022) (collectively,
the "Stipulation"). Due and adequate notice having been given to the Settlement Class as required in
said Preliminary Approval Order, and the Court having considered all papers filed and proceedings
held herein and otherwise being fully informed in the premises and good cause appearing therefore,
IS HEREBY ORDERED, ADJUDGED AND DECREED that:
1.

This Final Judgment and Order of Dismissal With Prejudice (the "Final Judgment")

incorporates by reference the definitions in the Stipulation, and all terms used herein shall have the
same meanings as set forth in the StipUlation.

2.

This Court has jurisdiction over the subject matter ofthe Action and over all parties to

the Action, including all Settlement Class Members (subject to ~ 28 herein).
3.

The distribution of the Notice and the publication of the Summary Notice, as

provided for in the Preliminary Approval Order, constituted the best notice practicable under the
circumstances, including individual notice to all Settlement Class Members who could be identified
through reasonable effort. Said notices fully satisfied the requirements of Federal Rule of Civil
Procedure 23, Section 21 D(a)(7) ofthe Securities Exchange Act of 1934, as amended by the Private
Securities Litigation Reform Act of 1995 (15 U.S.C. ~78u-4(a)(7)), the requirements ofdue process,
and any other applicable law.
4.

The Court finds that the Settling Defendants have provided notice pursuant to the

Class Action Fairness Act of2005, 28 U.S.C. §§ 1715.
5.

The Court finds that the prerequisites for a class action under Rule 23(a) and (b)(3) of

the Federal Rules of Civil Procedure have been satisfied in that: (a) the number of Settlement Class
Members is so numerous that joinder ofall members thereof is impracticable; (b) there are questions
of law or fact common to the Settlement Class that predominate over any individual questions; (c)
the claims ofthe Representative Plaintiffs are typical ofthe claims ofthe Settlement Class they seek
to represent; (d) the Representative Plaintiffs fairly and adequately represent the interests of the
Settlement Class; and (e) a class action is superior to other available methods for the fair and
efficient adjudication of this Action.
6.

Pursuant to Rule 23(a) and (b)(3) ofthe Federal Rules of Civil Procedure, the Court

hereby certifies the Action as a class action for purposes ofthis Settlement only, and certifies as the
Settlement Class all Persons who were Beneficial Owners ofshares or limited partnership interests
in the Funds as ofDecember 10,2008 (whether as holders ofrecord or traceable to a shareholder or

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limited partner account of record), and who suffered a Net Loss of principal invested in the Funds,
excluding (i) those Persons who timely and validly requested exclusion from the Settlement Class
and who have not validly revoked such request for exclusion; (ii) Fairfield Sigma Limited, (iii)
Fairfield Lambda Limited, (iv) any Settlement Class Member who has been dismissed from this
Action with prejudice; and (v) the FG Defendants and any entity in which the FG Defendants have a
controlling interest, and the officers, directors, affiliates, legal representatives, immediate family
members, heirs, successors, subsidiaries and/or assigns of any such individual or entity in their
capacity as such. The definition of the Settlement Class, agreed to by the Settling Parties for
purposes of settlement only, includes Settlement Class Members in the twenty-five countries (the
"Excluded Countries") that were excluded from the definition ofthe litigation class that was certified
pursuant to the Court's February 25, 2013 Decision and Order (Dkt. No. 1052) (the "Class
Certification Order"). As clarified in the Court's March 6, 2013 Order (Dkt. No. 1068) and March
11, 2013 Order (Dkt. No. 1076) , the Class Certification Order does not apply to the claims asserted
by Plaintiffs against the FG Defendants, which were stayed by the Preliminary Approval Order.
Accordingly, Settlement Class Members in the Excluded Countries can make claims and shall be
paid in accordance with the Plan of Allocation for the Settlement.
7.

Pursuant to Rule 23 of the Federal Rules of Civil Procedure, this Court hereby

approves the Settlement set forth in the Stipulation and finds that said Settlement is, in all respects,
fair, reasonable and adequate to, and is in the best interests of, the Representative Plaintiffs, the
Settlement Class and each ofthe Settlement Class Members. This Court further finds the Settlement
set forth in the Stipulation is the result ofgood faith, arm's-length negotiations between experienced
counsel representing the interests ofthe Representative Plaintiffs, Settlement Class Members and the
Settling Defendants. Accordingly, the Settlement embodied in the Stipulation is hereby approved in

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all respects and shall be consummated in accordance with its terms and provisions. The Settling
Parties are hereby directed to perform the terms of the Stipulation.
8.

In accordance with Paragraph l(h) of the Stipulation, for purposes of this Final

Judgment, the term "Claims" shall mean: any and all manner of claims, demands, rights, actions,
potential actions, causes of action, liabilities, duties, damages, losses, diminutions in value,
obligations, agreements, suits, fees, attorney's fees, expert or consulting fees, debts, expenses, costs,
sanctions, judgments, decrees, matters, issues and controversies of any kind or nature whatsoever,
whether known or unknown, contingent or absolute, liquidated or not liquidated, accrued or
unaccrued, suspected or unsuspected, disclosed or undisclosed, apparent or not apparent, foreseen or
unforeseen, matured or not matured, which now exist, or heretofore or previously existed, or may
hereafter exist, (including, but not limited to, any claims arising under federal, state or foreign law,
common law, bankruptcy law, statute, rule, or regulation relating to alleged fraud, breach of any
duty, negligence, fraudulent conveyance, avoidance, violations of the federal securities laws, or
otherwise), whether individual, class, direct, derivative, representative, on behalf of others, legal,
equitable, regulatory, governmental or of any other type or in any other capacity.
9.

In accordance with Paragraph len) of the Stipulation, for purposes of this Final

Judgment, the term "FG Entity Defendants" shall mean: Fairfield Greenwich Limited, Fairfield
Greenwich (Bermuda) Limited, Fairfield Greenwich Group, Fairfield Greenwich Advisors LLC,
Fairfield Risk Services Ltd., Fairfield Heathcliff Capital LLC, and Fairfield Greenwich (UK)
Limited.
10.

In accordance with Paragraph 1(0) of the Stipulation, for purposes of this Final

Judgment, the term "FG Defendants" shall mean: FG Entity Defendants and the FG Individual
Defendants.

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11.

In accordance with Paragraph l(p) of the Stipulation, for purposes of this Final

Judgment, the term "FG Individual Defendants" shall mean: Walter M. Noel, Jr., Jeffrey H. Tucker,
Andres Piedrahita, Lourdes Barreneche, Robert Blum, Comelis Boele, Gregory Bowes, Vianney
d'Hendecourt, Yanko Della Schiava, Harold Greisman, Jacqueline Harary, David Hom, Richard
Landsberger, Daniel E. Lipton, Julia Luongo, Mark McKeefry, Charles Murphy, Corina Noel
Piedrahita, Maria Teresa Pulido Mendoza, Santiago Reyes, Andrew Smith, Philip Toub, and Amit
Vijayvergiya.
12.

In accordance with Paragraph 1(11) of the Stipulation, for purposes of this Final

Judgment, the term "Released Claims" shall mean: any and all Claims, including Unknown Claims,
that have been, could have been, or in the future can or might be asserted in any federal, state or
foreign court, tribunal, forum or proceeding by on or behalf of any of the Releasing Parties against
anyone or more ofthe Released Parties, whether any such Released Parties were named, served with
process, or appeared in the Action, which have arisen, could have arisen, arise now, or hereafter arise
out ofor relate in any manner to the allegations, facts, events, matters, acts, occurrences, statements,
representations, misrepresentations, omissions, or any other matter, thing or cause whatsoever, or
any series thereof, embraced, involved, or set forth in, or referred to or otherwise related in any way,
directly or indirectly, to: (i) the Action, (ii) marketing and/or selling of the Funds by one or more of
the FG Defendants andlor the Released Parties, (iii) disclosures or failures to disclose, by one or
more of the FG Defendants and/or the Released Parties, with respect to one or more of the Funds
and/or the FG Defendants and/or BLMIS, (iv) fiduciary obligations of one or more of the FG
Defendants andlorthe Released Parties related to the marketing andlor selling of the Funds, (v) due
diligence of one or more of the FG Defendants and/or the Released Parties related to the Funds
andlor BLMIS, (vi) purchases of, sales of (or decisions not to sell), or fees paid in relation to, direct

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or indirect investments in one or more of the Funds, (vii) any direct or indirect investment in
BLMIS, or (viii) any claims in connection with, based upon, arising out of, or relating to the
Settlement (but excluding any claims to enforce the terms of the Settlement).
13.

In accordance with Paragraph 1(mm) of the Stipulation, for purposes of this Final

Judgment, the term "Released Parties" shall mean: (i) each of the FG Entity Defendants, their
respective past, present and future, direct or indirect, parent entities, associates, affiliates, and
subsidiaries, and each and all oftheir respective past, present, and future directors, officers, partners,
alleged partners, stockholders, predecessors, successors and employees, and in their capacity as such,
each and all of their attorneys, advisors, consultants, trustees, insurers, co-insurers, reinsurers,
representatives, and assigns; (ii) each ofthe FG Individual Defendants and their respective present,
past and future spouses, parents, siblings, children, grandparents, and grandchildren, the present, past
and future spouses oftheir respective parents, siblings and children, and the present, past and future
parents and siblings of their respective spouses, including step and adoptive relationships; (iii) any
and all persons, firms, trusts, corporations, and other entities in which any ofthe FG Defendants has
a financial interest or was a founder, settlor or creator ofthe entity, and, in their capacity as such, any
and all officers, directors, employees, trustees, beneficiaries, settlors, creators, attorneys, consultants,
agents or representatives ofany such person, firm, trust, corporation or other entity; and (iv) in their
capacity as such, the legal representatives, heirs, executors, administrators, predecessors, successors,
predecessors-in-interest, successors-in-interest, and assigns of any ofthe foregoing. For avoidance
of doubt, "Released Parties" does not include the Funds, or auditors, custodians or fund
administrators, in their capacity as such, including without limitation PricewaterhouseCoopers
International Ltd., PricewaterhouseCoopers LLP, PricewaterhouseCoopers Accountants Netherlands
N.V., Citeo Fund Services (Europe) RV., Citeo (Canada) Inc., Citeo Bank Nederland N.V. Dublin

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Branch, Citco Global Custody N.V., Citco Fund Services (Bennuda) Ltd., The Citco Group Limited,
and GlobeOp Financial Services LLC (the "Service Provider Defendants"), or any of the Service
Provider Defendants' respective directors, officers, agents, employees or partners in their capacity as
such.
14.

In accordance with Paragraph 1(nn) of the Stipulation, for purposes of this Final

Judgment, the tenn "Releasing Parties" shall mean: the Representative Plaintiffs, each and every
member of the Settlement Class and each of their respective predecessors, successors, assigns,
attorneys, heirs, representatives, administrators, executors, devisees, legatees, and estates.
15.

In accordance with Paragraph l(xx) of the Stipulation, for purposes of this Final

Judgment, the tenn "Unknown Claims" shall mean: all claims, demands, rights, liabilities, and
causes ofaction ofevery nature and description which any Settlement Class Member does not know
or suspect to exist in his, her or its favor at the time of the release of the Released Parties which, if
known by him, her or it, might have affected his, her or its settlement with and release of the
Released Parties, or might have affected his, her or its decision not to opt-out or object to this
Settlement. With respect to any and all Released Claims, the Settling Parties stipulate and agree that,
upon the Effective Date, the Representative Plaintiffs shall expressly waive, and each of the
Settlement Class Members shall be deemed to have waived, and by operation ofthe Final Judgment
shall have waived, the provisions, rights and benefits of California Civil Code § 1542, which
provides:
A general release does not extend to claims which the creditor does not know or
suspect to exist in his or her favor at the time of executing the release, which if
known by him or her must have materially affected his or her settlement with the
debtor.
The Representative Plaintiffs shall expressly waive and each of the Settlement Class Members
shall be deemed to have, and by operation of the Final Judgment shall have, expressly waived
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any and all provisions, rights and benefits conferred by any law of any state, territory, foreign
country or principle of common law, which is similar, comparable or equivalent to California
Civil Code § 1542. Settlement Class Members may hereafter discover facts in addition to or
different from those which he, she or it now knows or believes to be true with respect to the
subject matter of the Released Claims, but the Representative Plaintiffs shall expressly fully,
finally and forever settle and release, and each Settlement Class Member, upon the Effective
Date, shaH be deemed to have, and by operation of the Final Judgment shall have, fully, finally
and forever settled and released, any and all Released Claims, known or unknown, suspected or
unsuspected, contingent of non-contingent, whether or not concealed or hidden, which now exist,
or heretofore have existed, upon any theory of law or equity now existing or coming into
existence in the future, including, but not limited to, conduct which is negligent, intentional, with
or without malice, or a breach of fiduciary duty, law or rule, without regard to the subsequent
discovery or existence of such different or additional facts. The Representative Plaintiffs
acknowledge, and the Settlement Class Members shall be deemed by operation of the Final
Judgment to have acknowledged, that the foregoing waiver was separately bargained for and a
key element of the Settlement of which this release is a part.
16.

Except as to any individual claim of those Persons (identified in Exhibit 1 attached

hereto), who pursuant to the Notice, timely requested exclusion from the Settlement Class before the
February 15, 2013 deadline and who have not validly revoked such requests for exclusion, the
Action and all claims contained therein, as well as all of the Released Claims, are dismissed with
prejudice as against each and all ofthe Settling Defendants and the FG Defendants. The parties are
to bear their own costs, except as otherwise provided in the Stipulation.

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17.

The Releasing Parties, on behalf ofthemselves, their successors and assigns, and any

other Person claiming (now or in the future) through or on behalf ofthem, regardless ofwhether any
such Releasing Party ever seeks or obtains by any means, including without limitation by submitting
a Proof of Claim, any disbursement from the Settlement Fund or Escrow Fund, shall be deemed to
have, and by operation of this Final Judgment shall have, fully, finally, and forever released,
relinquished, and discharged all Released Claims (including Unknown Claims) against the Released
Parties and shall have covenanted not to sue the Released Parties with respect to all such Released
Claims, and shall be permanently barred and enjoined from asserting, commencing, prosecuting,
instituting, assisting, instigating, or in any way participating in the commencement or prosecution of
any action or other proceeding, in any forum, asserting any Released Claim, either directly,
representatively, derivatively, or in any other capacity, against any ofthe Released Parties. Nothing
contained herein shall, however, bar the Releasing Parties from bringing any action or claim to
enforce the terms ofthe Stipulation or this Final Judgment.
18.

The FG Defendants and the Released Parties, on behalf of themselves, their heirs,

executors, predecessors, successors and assigns, shall be deemed to have, and by operation of
this Final Judgment shall have, fully, finally, and forever released, relinquished, and discharged
each and all of the Representative Plaintiffs, Settlement Class Members and Plaintiffs' Counsel
from all Claims which arise out of, concern or relate to the institution, prosecution, settlement or
dismissal of the Action (the "FG Defendant Released Claims"), and shall be permanently
enjoined from prosecuting the FG Defendant Released Claims against the Representative
Plaintiffs, Settlement Class Members and Plaintiffs' Counsel. Nothing contained herein shall,
however, bar the FG Defendants and the Released Parties from bringing any action or claim to
enforce the terms of the Stipulation or this Final Judgment.

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19.

To the fullest extent permitted by law, all Persons, including without limitation

the Non-Dismissed Defendants, shall be permanently enjoined, barred and restrained from
bringing, commencing, prosecuting or asserting any claims, actions, or causes of action for
contribution, indemnity or otherwise against any of the Released Parties seeking as damages or
otherwise the recovery of all or any part of any liability, judgment or settlement which they pay
or are obligated to payor agree to pay to the Settlement Class or any Settlement Class Member
arising out of, relating to or concerning such Persons' participation in any acts, facts, statements
or omissions that were or could have been alleged in the Action, whether arising under state,
federal or foreign law as claims, cross-claims, counterclaims, third-party claims or otherwise, in
the Court or any other federal, state, or foreign court, or in any arbitration proceeding,
administrative agency proceeding, tribunal, or any other proceeding or forum.
20.

To the fullest extent permitted by law, the Released Parties shall be permanently

enjoined, barred and restrained from bringing, commencing, prosecuting or asserting any claims,
actions, or causes of action for contribution, indemnity or otherwise against any of the Non­
Dismissed Defendants seeking as damages or otherwise the recovery of all or any part of any
liability, judgment or settlement which they payor are obligated to payor agree to pay to the
Settlement Class or any Settlement Class Member arising out of, relating to or concerning such
Released Parties' participation in any acts, facts, statements or omissions that were or could have
been alleged in the Action, whether arising under state, federal or foreign law as claims, cross­
claims, counterclaims, third-party claims or otherwise, in the Court or any other federal, state, or
foreign court, or in any arbitration proceeding, administrative agency proceeding, tribunal, or any
other proceeding or forum.
21.

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Any final verdict or judgment that may be obtained by one or more of the

10

Representative Plaintiffs or one or more of the other Settlement Class Members, whether
individually or on behalf of a class, against one or more of the Non-Dismissed Defendants or
other Person barred from seeking contribution pursuant to this Final Judgment (a ''Non­
Dismissed Defendant Judgment") shall be reduced, to the extent permitted by applicable law, by
the greater of (i) the amount that corresponds to the percentage of responsibility attributed to the
Released Parties under the Non-Dismissed Defendant Judgment; and (ii) the gross monetary
consideration provided to such Representative Plaintiff or other Settlement Class Member or
Members pursuant to this Stipulation.
22.

The Court hereby finds that the proposed Plan of Allocation is a fair and reasonable

method to allocate the Net Settlement Fund among Settlement Class Members and directs that
Plaintiffs' Lead Counsel implement the Plan of Allocation in accordance with the terms of the
Stipulation.
23.

Neither the Stipulation nor the Settlement contained therein, nor any act performed or

document executed pursuant to or in furtherance ofthe Stipulation or the Settlement: (a) is or may be
deemed to be or may be used as an admission, concession, or evidence of, the validity or invalidity
of any Released Claims, the truth or falsity of any fact alleged by the Representative Plaintiffs, the
sufficiency or deficiency of any defense that has been or could have been asserted in the Action, or
of any wrongdoing, liability, negligence or fault of the Settling Defendants, the FG Defendants, the
Released Parties, or any of them; (b) is or may be deemed to be or may be used as an admission of,
or evidence of, any fault or misrepresentation or omission with respect to any statement or written
document attributed to, approved or made by any of the Settling Defendants, FG Defendants or
Released Parties in any civil, criminal or administrative proceeding in any court, administrative
agency or other tribunal; (c) is or may be deemed to be or shall be used, offered or received against

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the Settling Parties, the FG Defendants or the Released Parties, or each or any of them, as an
admission, concession or evidence of the validity or invalidity ofthe Released Claims, the infirmity
or strength of any claim raised in the Action, the truth or falsity of any fact alleged by the
Representative Plaintiffs, Named Plaintiffs or the Settlement Class, or the availability or lack of
availability of meritorious defenses to the claims raised in the Action; and/or (d) is or may be
deemed to be or shall construed as or received in evidence as an admission or concession against the
Settling Parties, the FG Defendants, or the Released Parties, or each or any of them, that any of
Representative Plaintiffs' or Settlement Class Members' claims are with or without merit, that a
litigation class should or should not be certified, that damages recoverable under the SCAC would
have been greater or less than the Settlement Fund and Escrow Fund or that the consideration to be
given pursuant to the Stipulation represents an amount equal to, less than or greater than the amount
which could have or would have been recovered after trial.
24.

The Released Parties may file the Stipulation and/or this Final Judgment in any other

action that may be brought against them in order to support a defense or counterclaim based on
principles of res judicata, collateral estoppel, full faith and credit, release, good faith settlement,
judgment bar or reduction or any other theory of claim preclusion or issue preclusion or similar
defense or counterclaim.
25.

The Court finds that during the course of the Action, the Settling Parties and their

respective counsel at all times complied with the requirements of Federal Rule of Civil Procedure
11.

26.

In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur, or in the event that the Settlement
Fund, or any portion thereof, is returned to the Settling Defendants in accordance with the terms of

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the Stipulation, then this Final Judgment shall be vacated and rendered null and void to the extent
provided by and in accordance with the Stipulation and, in such event, all orders entered and releases
delivered in connection herewith shall be null and void to the extent provided by and in accordance
with the Stipulation.
27.

The foregoing orders solely regarding~~ 19-21 or the Plan ofAllocation

(~22), shall

in no way disturb or affect this Final Judgment and shall be separate and apart from this Final
Judgment.
28.

Any Settlement Class Member who has submited a Request for Exclusion shall not be

deemed to have submitted to the jurisdiction of any Court in the United States for any matter on
account of such submission, and any Settlement Class Member who has submitted or submits a
Proof of Claim thereby submits to the jurisdiction of this Court with respect only to the subject
matter of such Proof of Claim and all determinations made by this Court thereon and shall not be
deemed to have submitted to the jurisdiction ofthis Court or ofany court in the United States for any
other matter on account of such submission.
29.

Except where a Settlement Class Member who has submitted a Request for Exclusion

commences or otherwise prosecutes a Released Claim against a Released Party, all information
submitted by a Settlement Class Member in a Request for Exclusion or a Proof of Claim shall be
treated as confidential protected information and may not be disclosed by the Claims Administrator,
its affiliates or the Setting Parties to any third party absent a further order of this Court upon a
showing of necessity, and any such information that is submitted to the Court shall be filed under
seaL
30.

The Court having been advised that the Proof of Claim form disseminated to

Settlement Class Members (in the form provided in Dkt. No. 996-4) contained an error in Part III,

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Point 3 (on page 4 thereof), in that the Proof of Claim referenced Paragraph 25 ofthe Stipulation of
Settlement when it should have referenced Paragraph 24 of the Stipulation (and has been since
corrected), the Court finds that because, among other reasons, Claimants are required to
acknowledge in the Proof of Claim form that they have read the mailed Notice and Stipulation of
Settlement as a whole, and to "acknowledge and agree" in the last sentence of Point 3 that they are
"bound by and subject to the terms of any judgment that may be entered in the Action, including
without limitation, the release of claims against the Released Parties," that the release of claims
against the Released Parties contained in Paragraph 24 of the Stipulation and incorporated as
Paragraph 17 of this Final Judgment is binding against all Settlement Class Members, including
those persons who have executed or may execute the Proof of Claim in the form that erroneously
refers to Paragraph 25 where it should refer to Paragraph 24. The notice that is sent to Settlement
Class Members informing them of the amount of their allowed claim shall state that by accepting
payment ofthe claim the Settlement Class Member is agreeing to the terms ofthe release set forth in
paragraph 17 of this Final Judgment.
31.

Part III, Point 3 ofthe Proof ofClaim shall be deemed to state "I (We) hereby warrant

and represent that I (we) have read the Notice and the Stipulation of Settlement, as amended by the
Amendment to Stipulation of Settlement dated as of December 12, 2012 (collectively, the
"StipUlation") and understand that pursuant to,-r 24 of the Stipulation and through operation of the
final judgment to be entered by the Court, I (we) shall have fully, finally and forever released,
relinquished and discharged claims against the Released Parties as set forth in ~ 24 ofthe Stipulation
and the defined terms set forth therein. I (we) further acknowledge and agree that I am (we are)
bound by and subject to the terms of any judgment that may be entered in the Action, including

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without limitation, the release of claims against the Released Parties as set forth in

~

24 of the

Stipulation and the defined terms set forth therein."
32.

The Court expressly determines that there is no just reason for delay in entering this

Final Judgment and directs the Clerk of the Court to enter this Final Judgment pursuant to Fed. R.
Civ. P. 54(b).
33.

Without affecting the finality of this Final Judgment in any way, exclusive

jurisdiction is hereby retained over the Settling Parties, the FG Defendants, and the Settlement Class
Members (subject to

~

28) for all matters relating to the Action, including (i) the administration,

interpretation, effectuation or enforcement ofthe Stipulation and this Final Judgment, (ii) disposition
of the Settlement Fund and/or Escrow Fund; and (iii) any application for attorneys' fees, costs,
interest, and reimbursement of expenses in the Action.

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