Common use of MOTION FOR PRELIMINARY APPROVAL Clause in Contracts

MOTION FOR PRELIMINARY APPROVAL. Promptly following the execution of this Settlement Agreement by all parties hereto, Plaintiff shall file with the Court a motion for preliminary approval of the Settlement. The motion for preliminary approval shall request the entry of a preliminary approval order substantially in the form of Exhibit A hereto (the “Preliminary Approval Order”), including: (i) the preliminary approval of the Settlement set forth in this Settlement Agreement as fair, reasonable, and adequate, and in the best interests of the Direct Purchaser Class; (ii) approval of the notice and proposed notice plan; (iii) a schedule for a hearing by the Court after the notice period has expired to approve the Settlement and to consider Plaintiffs’ counsel’s applications for attorneys’ fees, reimbursement of costs and expenses, and any incentive award for the Named Plaintiff; (iv) a stay of all proceedings in the Action until such time as the Court renders a final decision regarding the approval of the Settlement, as described below in paragraph 19; and (v) approval of an escrow agreement regarding the Settlement consideration described below in paragraph 10. After the Court preliminarily approves the Settlement, Plaintiff shall, in accordance with the Preliminary Approval Order, provide Direct Purchaser Class members with notice of the Settlement pursuant to Rule 23 of the Federal Rules of Civil Procedure substantially in the form attached hereto as Exhibit B. Plaintiffs’ counsel will recommend notice to the Direct Purchaser Class by means of direct first class mail.

MOTION FOR PRELIMINARY APPROVAL. Promptly following the execution of this Settlement Agreement by all parties hereto, Plaintiff Plaintiffs shall file with the Court a motion for preliminary approval of the Settlement. The motion for preliminary approval shall request the entry of a preliminary approval order substantially in the form of Exhibit A hereto (the “Preliminary Approval Order”), including: (i) the preliminary approval of the Settlement set forth in this Settlement Agreement as fair, reasonable, and adequate, and in the best interests of the Direct Purchaser Class; (ii) approval of the notice and proposed notice plan; (iii) a schedule for a hearing by the Court after the notice period has expired to approve the Settlement and to consider Plaintiffs’ counsel’s applications for attorneys’ fees, reimbursement of costs and expenses, and any incentive award for the Named Plaintiffawards as set forth in this Settlement Agreement; (iv) a stay of all proceedings in the Direct Purchaser Class Action against the Cephalon Defendants as party- defendants until such time as the Court renders a final decision regarding the approval of the Settlement, Settlement as described below in paragraph 1917; and (v) approval of an escrow agreement regarding the Settlement consideration described below in paragraph 108; and (vi) certification of the Direct Purchaser Class as defined in paragraph 1 for purposes of settlement. After the Court preliminarily approves the Settlement, Plaintiff Plaintiffs shall, in accordance with the Preliminary Approval Order, provide Direct Purchaser Class members with notice of the Settlement pursuant to Rule 23 of the Federal Rules of Civil Procedure substantially in the form attached hereto as Exhibit B. Plaintiffs’ counsel will recommend notice to the Direct Purchaser Class by means of direct first class mail.

MOTION FOR PRELIMINARY APPROVAL. Promptly following the execution ‌ Within five (5) days of executing this Settlement Agreement by all parties heretoAgreement, Plaintiff shall file with the Court a motion for preliminary approval of the Settlement. The motion for preliminary approval shall request the entry of a preliminary approval order substantially in the form of Exhibit A hereto (the “Preliminary Approval Order”), including: (i) the preliminary approval of the Settlement set forth in this Settlement Agreement as fair, reasonable, and adequate, and in the best interests of the Direct Purchaser Class; (ii) approval of the notice and proposed notice plan; (iii) a schedule for a hearing by the Court after the notice period has expired to approve the Settlement and to consider Plaintiffs’ counsel’s applications for attorneys’ fees, reimbursement of costs and expenses, and any incentive award for the Named Plaintiff; (iv) a stay of all proceedings in the Action until such time as the Court renders a final decision regarding the approval of the Settlement, as described below in paragraph 19; and (v) approval of an escrow agreement regarding the Settlement consideration described below in paragraph 10. After the Court preliminarily approves the Settlement, Plaintiff shall, in accordance with the Preliminary Approval Order, provide Direct Purchaser Class members with notice of the Settlement pursuant to Rule 23 23(e) of the Federal Rules of Civil Procedure Procedure, Representative Plaintiffs, Class Counsel, Individual Plaintiffs’ Counsel, and the Mericle Defendants shall submit this Agreement, together with the exhibits attached hereto, to the Court and jointly move the Court for the entry of an Order for preliminary approval (“Preliminary Approval Order”) substantially in the form attached hereto as Exhibit B. B (“Proposed Preliminary Approval Order”). The Mericle Defendants reserve the right to file a separate brief in support of the motion. The Proposed Preliminary Approval Order shall: 1. Certify the Settlement Classes defined herein for settlement purposes only; 2. Solely for the purposes of the implementation, approval and consummation of this Settlement, appoint counsel to represent all proposed Settlement Class Members (“Settlement Class Counsel”); 3. Solely for the purpose of the implementation, approval and consummation of this Settlement, appoint Representative Plaintiffs’ counsel will recommend ; 4. Grant preliminary approval of this MSA; 5. Authorize Notice of this MSA; and 6. Schedule a final Settlement Hearing, as set forth in Paragraph VI herein, to review comments concerning this Agreement, to consider its fairness, reasonableness and adequacy, and to determine whether to enter an Order approving the Settlement (“Final Order and Judgment”) substantially in the form described in Paragraph VI. The Settlement Hearing shall be scheduled to give sufficient time for notice to be disseminated and to allow for objections pursuant to the Direct Purchaser Class by means terms of direct first class mailthis MSA.

MOTION FOR PRELIMINARY APPROVAL. Promptly following As soon as reasonably possible after the execution of this Agreement, Class Counsel shall submit this fully executed Settlement Agreement by all parties hereto, Plaintiff to the Court and shall file with a Motion for Preliminary Approval, requesting a Preliminary Approval Order that contains the Court a motion for preliminary approval following provisions: a. Preliminarily approving the Settlement in its entirety, including the PAGA Payment and the release of the Settlement. The motion for preliminary approval shall request the entry of a preliminary approval order substantially in the form of Exhibit A hereto (the “Preliminary Approval Order”), including: (i) the preliminary approval of the Settlement PAGA Claims set forth in this Settlement Agreement Agreement, and finding its terms as fair, reasonablereasonable and adequate to the members of the Class and the PAGA Releasees; b. Preliminarily approving and certifying the Class for settlement purposes only; c. Permanently enjoining all Class Members from pursuing or seeking to reopen the Released Claims against Defendant and the Released Parties, and adequateenjoining all PAGA Releasees from pursuing or seeking to reopen the PAGA Claims against Defendant and the Released Parties; d. Scheduling a Final Approval Hearing for consideration of final approval of this Settlement Agreement; e. Preliminarily approving Plaintiff and Class Counsel to represent the Settlement Class for settlement purpose only; f. Preliminarily approving the allocation and distribution plan of the GSA as stated in this Settlement Agreement; g. Approving the form of the proposed Class Notice, and in finding that the proposed method of disseminating the Class Notice meets the requirements of due process and is the best interests notice practicable under the circumstances; h. Directing the delivery of the Direct Purchaser Class; (ii) approval of the notice and proposed notice plan; (iii) a schedule for a hearing by the Court after the notice period has expired Class Notice to approve the Settlement and to consider Plaintiffs’ counsel’s applications for attorneys’ fees, reimbursement of costs and expenses, and any incentive award for the Named Plaintiff; (iv) a stay of all proceedings in the Action until such time as the Court renders a final decision regarding the approval of the Settlement, as described below in paragraph 19; and (v) approval of an escrow agreement regarding the Settlement consideration described below in paragraph 10. After the Court preliminarily approves the Settlement, Plaintiff shall, in accordance with the Preliminary Approval Order, provide Direct Purchaser Class members with notice of the Settlement pursuant to Rule 23 of the Federal Rules of Civil Procedure substantially in the form attached hereto as Exhibit B. Plaintiffs’ counsel will recommend notice to the Direct Purchaser Class by means of direct first class mail.Members;

MOTION FOR PRELIMINARY APPROVAL. Promptly following the execution of this Settlement Agreement by all parties hereto, Plaintiff Plaintiffs shall file with the Court a motion for preliminary approval of the Settlement. The motion for preliminary approval shall request the entry of a preliminary approval order substantially in the form of Exhibit A hereto (the “Preliminary Approval Order”), including: (i) the preliminary approval of the Settlement set forth in this Settlement Agreement as fair, reasonable, and adequate, adequate and in the best interests of the Direct Purchaser End-Payor Class; (ii) approval of the notice and proposed notice plan; (iii) a schedule for a hearing by the Court after the notice period has expired to approve the Settlement and to consider Plaintiffs’ counsel’s applications for attorneys’ fees, reimbursement of costs and expenses, and any incentive award for awards to each of the Named PlaintiffEnd- Payor Class Plaintiffs as set forth in this Settlement Agreement; and (iv) a stay of all proceedings in the Action End-Payor Class cases against Teva until such time as that (a) either Teva or Plaintiffs exercise their rights to cancel and terminate the Settlement Agreement pursuant to paragraphs 15 and 16, (b) Teva elects not to effectuate the Settlement Agreement pursuant to paragraph 6 because either Teva’s settlement with the Direct Purchaser Class or Teva’s settlement with the Individual Retailer Plaintiffs is not effectuated; or (c) the Court renders a final decision regarding the approval of the Settlement, as described below in paragraph 19; and (v) approval of an escrow agreement regarding the Settlement consideration described below in paragraph 10. After the Court preliminarily approves the Settlement, Plaintiff Plaintiffs shall, in accordance with the Preliminary Approval Order, provide Direct Purchaser Class members with notice of the Settlement pursuant to Rule 23 of the Federal Rules of Civil Procedure substantially in the form attached hereto as Exhibit B. Plaintiffs’ counsel will recommend notice to the Direct Purchaser Class by means of direct first class mail.C.

MOTION FOR PRELIMINARY APPROVAL. Promptly following the execution of this Settlement Agreement by all parties hereto, Plaintiff Plaintiffs shall file with the Court a motion for preliminary approval of the Settlement. The motion for preliminary approval shall request the entry of a preliminary approval order substantially in the form of Exhibit A hereto (the “Preliminary Approval Order”), including: (i) the preliminary approval of the Settlement set forth in this Settlement Agreement as fair, reasonable, and adequate, and in the best interests of the Direct Purchaser Class; (ii) approval of the notice and proposed notice plan; (iii) a schedule for a hearing by the Court after the notice period has expired to approve the Settlement and to consider Plaintiffs’ counselDirect Purchaser Class Counsel’s applications for attorneys’ fees, reimbursement of costs and expenses, and any incentive award for the Named Plaintiffawards as set forth in this Settlement Agreement; (iv) a stay of all proceedings in the Direct Purchaser Class Action against Defendant until such time as the Court renders a final decision regarding the approval of the Settlement, Settlement as described below in paragraph 1915; and (v) approval of an escrow agreement regarding the Settlement consideration described below in paragraph 107. After the Court preliminarily approves the Settlement, Plaintiff Plaintiffs shall, in accordance with the Preliminary Approval Order, provide Direct Purchaser Class members with notice of the Settlement pursuant to Rule 23 of the Federal Rules of Civil Procedure substantially in the form attached hereto as Exhibit B. Plaintiffs’ counsel Counsel will recommend notice to the Direct Purchaser Class by means of direct first class mail.

MOTION FOR PRELIMINARY APPROVAL. Promptly following the execution of this Settlement Agreement by all parties heretoClass Plaintiffs, Plaintiff through their counsel ("Class Counsel"), shall file with the Court a motion for preliminary approval of the Settlement. The motion for preliminary approval shall request the entry of , which contains a proposed preliminary approval order substantially in the a form of Exhibit A hereto (the “Preliminary Approval Order”), including: (i) the agreed upon by Class Counsel and Defendants. The proposed preliminary approval of the Settlement set forth in this Settlement Agreement as fairorder shall include, reasonableinter alia, and adequate, and in the best interests of the Direct Purchaser Class; (iia) approval of the notice and a proposed notice plan; , (iiib) appointment of a schedule Claims Administrator, (c) the deadline and procedures for a hearing by requesting exclusion from the Court after class, (d) the notice period has expired deadline and procedures for objecting to approve the Settlement and to consider Plaintiffs’ counsel’s applications for attorneys’ fees, reimbursement of costs and expenses, and any incentive award for the Named Plaintiff; (iv) a stay of all proceedings in the Action until such time as the Court renders a final decision regarding the approval of the Settlement, as described below in paragraph 19; and (ve) approval an order temporarily barring Class Members, directly or representatively, from commencing or prosecuting any action or proceeding in any court or tribunal asserting any of an escrow agreement regarding the Released Claims against the Released Parties pending final determination of whether the Settlement consideration described below in paragraph 10should be approved. After In the event that the Court preliminarily approves the Settlement, Plaintiff Class Counsel shall, in accordance with the Preliminary Approval Order, provide Direct Purchaser Class members with notice of the Settlement pursuant to Rule 23 of the Federal Rules of Civil Procedure substantially and the preliminary approval order, direct the Claims Administrator, to be approved by the Court, to provide the Class with settlement notice as ordered by the Court ("Settlement Notice"). The Parties have agreed on a proposed notice plan for approval by the Court, including the forms of notice to the Class, as more fully described in the form Declaration of ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ in Support of Proposed Settlement Notice Program, Form of Notice, and Appointment of Notice Administrator ("▇▇▇▇▇▇▇▇▇▇ Declaration") attached hereto as Exhibit B. Plaintiffs’ counsel will recommend A. All costs of Settlement Notice, including any notice to required by the Direct Purchaser Class by means Action Fairness Act of direct first class mail2005 ("CAFA"), shall be paid exclusively from the Settlement Fund (as defined in section 6 herein) as provided in this Settlement Agreement.

MOTION FOR PRELIMINARY APPROVAL. Promptly following the execution of this Settlement Agreement by all parties hereto, Plaintiff Plaintiffs shall file with the Court a motion for preliminary approval of the Settlement. The motion for preliminary approval shall request the entry of a preliminary approval order substantially in the form of Exhibit A hereto (the “Preliminary Approval Order”), including: (i) the preliminary approval of the Settlement set forth in this Settlement Agreement as fair, reasonable, reasonable and adequate, adequate and in the best interests of the Direct Purchaser Class; (ii) approval of the notice and proposed notice plan; (iii) a schedule for a hearing by the Court after the notice period has expired to approve the Settlement and to consider Plaintiffs’ counsel’s applications for attorneys’ fees, reimbursement of costs fees and expenses, expenses and any incentive award for the Named Plaintiffawards as set forth in this Settlement Agreement; and (iv) a stay of all proceedings in the Class Action until such time as the Court renders a final decision regarding the approval of the Settlement, as described below in paragraph 19; and (v) approval of an escrow agreement regarding . In the Settlement consideration described below in paragraph 10. After event that the Court preliminarily approves the Settlement, Plaintiff Plaintiffs shall, in accordance accord with the Preliminary Approval Order, provide Direct Purchaser Class members with notice of the Settlement pursuant to Rule 23 of the Federal Rules of Civil Procedure substantially in the form attached hereto as Exhibit B. B-1 and short-form notice of the Settlement for publication in the form attached hereto as Exhibit B-2. Plaintiffs’ counsel will recommend notice to the Direct Purchaser Class by means of (i) direct first class mailmail and (ii) publication in an industry trade publication.

MOTION FOR PRELIMINARY APPROVAL. Promptly following Following the execution of this Settlement Agreement by all parties hereto, Plaintiff Plaintiffs shall file with the Court a motion for preliminary approval of the Settlement. The motion for preliminary approval shall request the entry of a preliminary approval order substantially in the form of Exhibit A hereto (the “Preliminary Approval Order”), including: (i) the preliminary approval of the Settlement set forth in this Settlement Agreement as fair, reasonable, and adequate, and in the best interests of the Direct Indirect Purchaser Class; (ii) preliminary approval of the Plan of Allocation of the Settlement Fund; (iii) approval of the notice and proposed notice plan; (iiiiv) a schedule for a hearing by the Court after the notice period has expired to approve the Settlement and to consider Plaintiffs’ counsel’s applications for attorneys’ fees, reimbursement of costs and expenses, and any incentive award for the Named Plaintiffawards as set forth in this Settlement Agreement; (ivv) a stay of all proceedings in the Indirect Purchaser Class Action against Defendants until such time as the Court renders a final decision regarding the approval of the Settlement, Settlement as described below in paragraph 1917; and (vvi) approval of an escrow agreement regarding the Settlement consideration described below in paragraph 108; and (vii) certification of the Indirect Purchaser Class as defined in paragraph 1 for purposes of settlement. After the Court preliminarily approves the Settlement, Plaintiff Plaintiffs shall, in accordance with the Preliminary Approval Order, provide Direct Indirect Purchaser Class members with notice of the Settlement pursuant to Rule 23 of the Federal Rules of Civil Procedure substantially in the form attached hereto as Exhibit B. Plaintiffs’ counsel will recommend notice to the Direct Purchaser Class according to the Notice Plan submitted by means the Claims and Notice Administrator which shall provide for the best notice practicable and to include direct mail to those members of direct first the class mailwho can be reasonably identified and shall also provide notice by publication as set forth in the notice plan.