Common use of Motion for Preliminary Approval of the Settlement Clause in Contracts

Motion for Preliminary Approval of the Settlement. Plaintiffs shall submit to the Court—and AstraZeneca shall not oppose in any court, including on appeal—a motion (the “Motion”) requesting entry of an order preliminarily approv- ing the settlement, the proposed forms of notice, and plan of allocation. The text of the Motion, proposed order and corresponding notices shall be agreed upon by the Direct Purchaser Plaintiffs and by AstraZeneca before the Direct Purchaser Plaintiffs submit it to the Court, provided AstraZeneca provides comments and edits to such documents within forty-eight (48) hours of receiving the same from the Direct Pur- chaser Plaintiffs. Direct Purchaser Plaintiffs shall provide drafts of the Motion, pro- posed order, and corresponding notices to counsel for AstraZeneca within eight (8) calendar days of the Execution Date and shall submit same to the Court within forty- eight (48) hours of receiving final comments and edits from AstraZeneca. The Mo- tion shall, inter alia: a. request preliminary approval of the settlement set forth in this Settle- ment Agreement as fair, reasonable, and adequate within the meaning of Federal Rule of Civil Procedure 23, and in the best interests of the Direct Purchaser Class; b. request a stay of all proceedings against AstraZeneca until such time as the Court renders a final decision regarding the approval of the settlement, ex- cept those proceedings provided for or required by this Settlement Agreement; c. seek approval of an escrow agreement regarding the settlement con- sideration described herein; d. seek approval for notice to the Class by means of direct first-class United States mail notice; and e. include a proposed form of order, which includes such provisions as are typical in such orders, including a finding that the proposed plan of notice com- plies with Federal Rule of Civil Procedure 23 and the requirements of due process.

Motion for Preliminary Approval of the Settlement. As soon as possible and in no event later than twenty (20) business days after the date of execution of this Settlement Agreement (or earlier if required by the Court), Plaintiffs and the Direct Purchaser Classes shall submit to the Court—, and AstraZeneca Ranbaxy shall not oppose in any courtsupport, including on appeal—a motion (the “Motion”) requesting seeking entry of an order preliminarily approv- ing approving the settlement, Settlement substantially in the proposed forms form of notice, and plan of allocation. The text of Exhibit A hereto (the Motion, proposed order and corresponding notices shall be agreed upon by “Preliminary Approval Order”)— a) preliminarily approving the Direct Purchaser Plaintiffs and by AstraZeneca before the Direct Purchaser Plaintiffs submit it to the Court, provided AstraZeneca provides comments and edits to such documents within forty-eight (48) hours of receiving the same from the Direct Pur- chaser Plaintiffs. Direct Purchaser Plaintiffs shall provide drafts of the Motion, pro- posed order, and corresponding notices to counsel for AstraZeneca within eight (8) calendar days of the Execution Date and shall submit same to the Court within forty- eight (48) hours of receiving final comments and edits from AstraZeneca. The Mo- tion shall, inter alia: a. request preliminary approval of the settlement Settlement set forth in this Settle- ment Settlement Agreement as fair, reasonable, and adequate within the meaning of Federal Rule of Civil Procedure 23adequate, and in the best interests of the Direct Purchaser ClassClasses, pursuant to Federal Rule of Civil Procedure 23; b. request a stay of b) staying all proceedings in this Action on behalf of Plaintiffs and the Direct Purchaser Classes against AstraZeneca until such time as the Court renders a final decision regarding the approval of the settlementRanbaxy, ex- cept except those proceedings provided for in or required by this Settlement Agreement; c. seek approval c) approving the form and manner of an escrow agreement regarding notice, which provides for dissemination of notice, substantially in the settlement con- sideration described hereinform of Exhibit B hereto, by U.S. mail and, where possible, email to all Class Members, except pursuant to CAFA, Ranbaxy shall serve notices as required under CAFA within ten (10) business days from the date Plaintiffs file the Settlement Documents with the Court. Ranbaxy shall bear any costs associated with such CAFA notices and contemporaneously provide Class Counsel with copies of any such notices; d. seek approval for notice to the Class by means of direct first-class United States mail noticed) appointing a settlement administrator and escrow agent; and e. include e) setting a proposed form of orderfinal settlement schedule and date for a final approval hearing by the Court after the notice period has expired to approve the Settlement, which includes such provisions as are typical in such orders, including a finding that the proposed plan allocation plan, and Lead Class Counsel’s application for an award of notice com- plies with Federal Rule attorneys’ fees and reimbursement of Civil Procedure 23 expenses, and the requirements of due processPlaintiffs’ application for Incentive Awards.