Common use of Preliminary Approval Motion Clause in Contracts

Preliminary Approval Motion. (A) Upon execution of this Agreement, Defendants’ Counsel shall execute a stipulation reflecting the Parties’ agreement that the Amended Complaint, as annexed as Exhibit F, shall be used as the operative complaint for the purposes of Settlement. Upon execution of this Agreement, Plaintiffs shall file the Amended Complaint. To the extent that any application to the Court needs to be made to further amend the complaint during the course of Settlement, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the Court, the Parties will make all applications, correspondence, requests, and motions utilizing the caption of the Amended Complaint. (B) Plaintiffs shall file a Motion for an Order Preliminarily Approving the Class and Collective Action Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“the Preliminary Approval Motion”). The Preliminary Approval Motion will be provided to Defendants for review and approval at least ten (10) days prior to filing with the Court, and Plaintiffs will review and may accept Defendants’ proposed changes. Defendants shall provide proposed changes within five (5) days of receipt. In connection with the Preliminary Approval Motion, Plaintiff will submit to the Court this Agreement, including all exhibits such as the proposed Preliminary Approval Order attached here as Exhibit D. (C) The Preliminary Approval Motion also will seek the setting of date(s) for individuals to opt-out, elect to participate, or provide objections to this Agreement, and for a Fairness Hearing before the Court at the earliest practicable date. (D) In the Preliminary Approval Motion, Class Counsel will inform the Court of the intended process to obtain a “Final Approval Order” and a “Judgment of Dismissal” that will, among other things: (1) approve the settlement as fair, adequate and reasonable; (2) incorporate the terms of the Release, as described herein; (3) dismiss the Litigation with prejudice; (4) award Class Counsel fees and costs; and (5) award Service Awards to the Named Plaintiffs as more fully set forth herein. Provided that the terms of this Agreement are adhered to, and Defendants’ reasonable changes are incorporated into the Preliminary Approval Motion, Defendants may not oppose the Preliminary Approval Motion. (E) The Parties will work together, diligently and in good faith, to obtain expeditiously a Preliminary Approval Order, Final Approval Order, and Judgment of Dismissal.

Preliminary Approval Motion. (A) Upon As soon as practical after the execution of this Agreement, Defendants’ Counsel the Parties shall execute a stipulation reflecting move the Parties’ agreement that Court for entry of the Amended Complaint, as annexed Preliminary Approval Order in substantially the same form attached as Exhibit F, shall be used as the operative complaint for the purposes of Settlement. Upon execution of this Agreement, Plaintiffs shall file the Amended Complaint. To the extent that any application C. Pursuant to the Court needs to be made to further amend the complaint during the course of Settlement, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the Courtmotion for preliminary approval, the Parties will make all applicationsrequest that: (A) The Court preliminarily approve this Agreement and the Settlement reflected herein as fair, correspondence, requestsadequate and reasonable to the Class, and motions utilizing within the caption reasonable range of the Amended Complaint.possible final approval; (B) Plaintiffs shall file a Motion for an Order Preliminarily Approving The Court approve the form of Notice and the Notice Plan and find that the notice program constitutes the best notice practicable under the circumstances, provides due and sufficient notice to the Class and Collective Action Settlement fully satisfies the requirements of due process and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“the Preliminary Approval Motion”)Fed. The Preliminary Approval Motion will be provided to Defendants for review and approval at least ten (10) days prior to filing with the Court, and Plaintiffs will review and may accept Defendants’ proposed changesR. Civ. Defendants shall provide proposed changes within five (5) days of receipt. In connection with the Preliminary Approval Motion, Plaintiff will submit to the Court this Agreement, including all exhibits such as the proposed Preliminary Approval Order attached here as Exhibit D.P. 23; (C) The Preliminary Approval Motion also will seek Court direct that notice be provided to the setting of date(s) for individuals to opt-outClass, elect to participate, or provide objections to in accordance with this Agreement, and for a Fairness Hearing before within thirty (30) days following entry of the Court at Preliminary Approval Order (the earliest practicable date.“Notice Deadline”); (D) In the Preliminary Approval Motion, The Court shall approve a procedure for Class Counsel will inform the Court of the intended process members to obtain a “Final Approval Order” and a “Judgment of Dismissal” that will, among other things: (1) approve the settlement as fair, adequate and reasonable; (2) incorporate the terms of the Release, as described herein; (3) dismiss the Litigation with prejudice; (4) award Class Counsel fees and costs; and (5) award Service Awards object to the Named Plaintiffs as more fully set forth herein. Provided that the terms of this Agreement are adhered to, and Defendants’ reasonable changes are incorporated into the Preliminary Approval Motion, Defendants may not oppose the Preliminary Approval Motion.Settlement; (E) The Court shall set a deadline sixty (60) days after the Notice Deadline, after which no one shall be allowed to object to the Settlement or seek to intervene (the “Objection Deadline”); (F) The Court shall approve the Claim Form and the claims process described herein for the Class; (G) The Court shall set the Claim Period for the submission of Claims to end sixty (60) days after the Notice Deadline; (H) The Court shall, pending determination of whether the Settlement should be finally approved, bar and enjoin all persons in the Class, directly, on a representative basis or in any other capacity, from commencing or prosecuting against any of the Released Parties will work togetherany action, diligently and arbitration, or proceeding in good faithany court, arbitration forum or tribunal asserting any of the Released Claims; (I) The Court shall, pending final determination of whether the Settlement should be approved, stay all proceedings except those related to obtain expeditiously effectuating the Settlement; and (J) The Court shall schedule a Preliminary Approval Order, hearing to consider Final Approval Orderof the Settlement, and Judgment of Dismissalwhich shall be scheduled no earlier than thirty (30) days after the Objection Deadline.

Preliminary Approval Motion. (A) Upon execution of this Agreement, Defendants’ Counsel shall execute a stipulation reflecting the Parties’ agreement that the Amended Complaint, as annexed as Exhibit F, shall be used as the operative complaint for the purposes of Settlement. Upon execution of this Agreement, Plaintiffs shall will file the Amended Complaint. To the extent that any application to the Court needs to be made to further amend the complaint during the course of Settlement, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the Court, the Parties will make all applications, correspondence, requests, and motions utilizing the caption of the Amended Complaint. (B) Plaintiffs shall file a Motion for an Order Preliminarily Approving the Class and Collective Action Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“the Preliminary Approval Motion”). The Preliminary Approval Motion will be provided to Defendants Defendant for review and approval at least ten seven (107) days prior to filing with the Court, and Plaintiffs will review consider and may accept Defendants’ proposed changes. Defendants shall provide proposed changes within five (5) days of receiptdiscuss Defendant’s reasonable comments. In connection with the Preliminary Approval Motion, Plaintiff Plaintiffs will submit to the Court this AgreementStipulation with all exhibits, including all exhibits such as the proposed Preliminary Approval Order attached here as Exhibit D.Order. (CB) The Preliminary Approval Motion also will seek the setting of date(s) for individuals to opt-out, elect to participateout of this Agreement, or provide objections to this Agreement, and for a Fairness Hearing for Final Approval of the Settlement before the Court at the earliest practicable date. (DC) In the Preliminary Approval Motion, Class Counsel will inform the Court of the intended process to obtain a “Final Approval Order” and a “Judgment of Dismissal” that will, among other things: (1) approve the settlement as fair, adequate and reasonable; (2) incorporate the terms of the Release, as described herein; (3) dismiss the Litigation with prejudice; (4) award Class Counsel fees and costs; and (5) award Service Awards to the Named and Opt-In Plaintiffs as more fully set forth herein. Provided that the terms of this Agreement Stipulation are adhered to, and Defendants’ Defendant’s reasonable changes are incorporated into the Preliminary Approval Motionincorporated, Defendants may Defendant will not oppose the Preliminary Approval Motion. (ED) The Parties will work together, diligently and in good faith, to obtain expeditiously a Preliminary Approval Order, Final Approval Order, and final Judgment of Dismissaland dismissal.

Preliminary Approval Motion. (A) Upon execution of this Agreement, Defendants’ Counsel shall execute a stipulation reflecting the Parties’ agreement that the Amended Complaint, as annexed as Exhibit F, shall be used as the operative complaint for the purposes of Settlement. Upon execution of this Agreement, Plaintiffs shall file the Amended Complaint. To the extent that any application Pursuant to the order entered by the Court needs to be made to further amend on November 21, 2013 (ECF No. 66), Plaintiff will move the complaint during the course Court for entry of Settlement, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the Court, the Parties will make all applications, correspondence, requests, and motions utilizing the caption of the Amended Complaint. (B) Plaintiffs shall file a Motion for an Order Preliminarily Approving the Class and Collective Action Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“the Preliminary Approval Motion”)Order on December 20, 2013. The Preliminary Approval Motion will be provided to Defendants for review and approval at least ten (10) days prior to filing with the Court, and Plaintiffs will review and may accept Defendants’ proposed changes. Defendants Order shall provide proposed changes within five (5) days of receipt. In connection with the Preliminary Approval Motion, Plaintiff will submit to the Court this Agreement, including all exhibits such as the proposed Preliminary Approval Order attached here as Exhibit D. (C) The Preliminary Approval Motion also will seek the setting of date(s) for individuals to opt-out, elect to participate, or provide objections to this Agreement, and for a Fairness Hearing before the Court at the earliest practicable date. (D) In the Preliminary Approval Motion, Class Counsel will inform the Court of the intended process to obtain a “Final Approval Order” and a “Judgment of Dismissal” that will, among other thingsspecifically include provisions that: (1a) preliminarily approve the settlement Settlement reflected herein as fair, adequate and reasonablereasonable to the Settlement Class, and within the reasonable range of possible final approval; (2b) incorporate conditionally certify the terms Settlement Class for settlement purposes only and appoint Class Counsel as counsel for the Settlement Class for settlement purposes only; (c) approve the forms of Class Notice and find that the Notice Program constitutes the best notice practicable under the circumstances, provides due and sufficient notice to the Settlement Class and fully satisfies the requirements of due process and Federal Rule of Civil Procedure 23; (d) direct that notice be provided to the Settlement Class, in accordance with this Agreement, within sixty (60) days following entry of the Release, as described hereinPreliminary Approval Order (the “Notice Deadline”); (3e) dismiss establish a procedure for persons in the Litigation with prejudiceSettlement Class to object to the Settlement or exclude themselves from the Settlement Class, and set a date forty-five (45) days after the Notice Deadline, after which no one shall be allowed to object to the Settlement or exclude himself or herself from the Settlement Class (the “Opt-Out and Objection Deadline”); (4f) award pending final determination of whether the Settlement should be approved, bar and enjoin all Settlement Class Counsel fees and costsMembers who have not validly requested exclusion from the Settlement Class, directly, on a representative basis or in any other capacity, from commencing or prosecuting against any of the Released Parties any action, arbitration, or proceeding in any court, arbitration forum or tribunal asserting any of the Released Claims; (g) pending final determination of whether the Settlement should be approved, stay all proceedings in the Action except those related to effectuation of the Settlement; and (5h) award Service Awards to the Named Plaintiffs as more fully set forth herein. Provided that the terms of this Agreement are adhered to, and Defendants’ reasonable changes are incorporated into the Preliminary Approval Motion, Defendants may not oppose the Preliminary Approval Motion. (E) The Parties will work together, diligently and in good faith, to obtain expeditiously schedule a Preliminary Approval Order, hearing on Final Approval Orderof the Settlement, which shall be scheduled no earlier than sixty (60) days after the Opt-Out and Judgment of DismissalObjection Deadline.

Preliminary Approval Motion. (A) Upon Within thirty (30) days following the Parties’ execution of this Agreement, Defendants’ Class Counsel shall execute a stipulation reflecting will file in the Parties’ agreement that the Amended Complaint, as annexed as Exhibit F, shall be used as the operative complaint United States District Court for the purposes Eastern District of Settlement. Upon execution of this AgreementNew York, Plaintiffs shall file the Amended Complaint. To the extent that any application to the Court needs to be made to further amend the complaint during the course of Settlement, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the Court, the Parties will make all applications, correspondence, requests, and motions utilizing the caption of the Amended Complaint. (B) Plaintiffs shall file a Motion for an Preliminary Settlement Approval, memorandum of law in support thereof, proposed Notice to Class Members, Claim Form, and Proposed Order Preliminarily Approving the Class and Collective Action Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“the Preliminary Approval Motion”), which is consistent with the Agreement. Class Counsel will provide Defendants’ Counsel the opportunity to review the memorandum of law five (5) days prior to filing. The Preliminary Approval Motion will be provided seek a settlement class pursuant to Defendants for review Federal Rule of Civil Procedure (“Rule”) 23(e) and approval at least ten 23(b)(2) and (10) days prior to filing b)(3), with the Court, and Plaintiffs will review and may accept Defendants’ proposed changes. Defendants shall provide proposed changes within five (5) days of receipt. In connection with the Preliminary Approval Motion, Plaintiff will submit to the Court this Agreement, including all exhibits such as the proposed Preliminary Approval Order attached here as Exhibit D.an opt out right. (CB) The Preliminary Approval Motion also will seek the setting of date(s) for individuals to opt-out, elect to participate, opt out of this Agreement or provide objections to this Agreement, which date will be forty-five (45) days from the delivery of Notice to the Class Members, and for a Fairness Hearing for final approval of the Settlement before the Court at the earliest practicable date. (DC) In the Preliminary Approval Motion, Class Counsel will seek to certify a Rule 23(b)(3) settlement class, with an opt out right, and inform the Court of the intended process to obtain a “Final Approval Order” and a “Judgment of Dismissal” Order that will, among other things, seek to: (1) approve the settlement Settlement as fair, adequate adequate, and reasonable; (2) incorporate the terms of the Release, as described herein; (3) dismiss the Litigation with prejudice; (4) award Class Counsel their fees and costs; and (5) award pay a Service Awards Award to the Named Plaintiffs as more fully set forth herein. Provided that Plaintiff. (D) If the terms of this Agreement are adhered to, and Defendants’ reasonable changes are incorporated into Court denies the Preliminary Approval Motion, Defendants may the Parties will work together in good faith to revise the Agreement to address the Court’s concerns, seek reconsideration, and/or appeal the Court’s decision. If these efforts are ultimately unsuccessful or a settlement class is not oppose certified, the Preliminary Approval MotionLitigation will resume as if no settlement had been attempted, and this Settlement will be null and void, with no force and effect. (E) The Parties will work together, diligently and in good faith, regarding all aspects of the settlement approval process, including to expeditiously obtain expeditiously a Preliminary Approval Order, Order and Final Approval Order, and Judgment of Dismissal.

Preliminary Approval Motion. Promptly after the Execution Date, the Receiver shall file in the Receivership Court the Preliminary Approval Motion in substantially the form attached hereto as Exhibit “C,” requesting, inter alia, the entry of the Scheduling Order substantially in the form attached hereto as Exhibit “D,” granting, inter alia, the following relief: (Aa) Upon execution preliminarily approving the Settlement and this Agreement; (b) approving the content and plan for dissemination of the Notice and publication of Short Form Notice; (c) setting the date by which any objection to the Settlement or this Agreement must be filed; (d) setting the date by which any opposition to any filed objection must be filed; and (e) scheduling a Final Approval Hearing to address final approval of the Settlement, this Agreement, Defendants’ Counsel shall execute a stipulation reflecting the Parties’ agreement that the Amended Complaint, as annexed as Exhibit F, shall be used as the operative complaint for the purposes of Settlement. Upon execution of this Agreement, Plaintiffs shall file the Amended Complaint. To the extent that any application to the Court needs to be made to further amend the complaint during the course of Settlement, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the CourtReceiver's proposed Distribution Plan, the Parties will make all applicationsReceiver's request for approval of the professional fees and expenses of the Receiver's general counsel, correspondence, requests▇▇▇▇▇▇, and motions utilizing special counsel, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, and the caption entry of the Amended Complaint. (B) Plaintiffs shall file a Motion for an Bar Order Preliminarily Approving the Class and Collective Action Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“Judgment. The form of the Preliminary Approval Motion”)Motion and the form of Scheduling Order as exhibited hereto are approved for filing. The Preliminary Approval Motion will be provided to Defendants for review entry of the Bar Order and approval at least ten (10) days prior to filing with Judgment by the Court, Receivership Court and Plaintiffs will review and may accept Defendants’ proposed changes. Defendants shall provide proposed changes within five (5) days of receipt. In connection with the Preliminary Approval Motion, Plaintiff will submit its becoming Final are conditions precedent to the Court this Agreement, including all exhibits such as the proposed Preliminary Approval Order attached here as Exhibit D. (C) The Preliminary Approval Motion also will seek the setting of date(s) for individuals to opt-out, elect to participate, or provide objections to this Agreement, and for a Fairness Hearing before the Court at the earliest practicable date. (D) In the Preliminary Approval Motion, Class Counsel will inform the Court of the intended process to obtain a “Final Approval Order” and a “Judgment of Dismissal” that will, among other things: (1) approve the settlement as fair, adequate and reasonable; (2) incorporate the terms of the Release, as described herein; (3) dismiss the Litigation with prejudice; (4) award Class Counsel fees and costs; and (5) award Service Awards to the Named Plaintiffs as more fully set forth herein. Provided that the terms effectiveness of this Agreement are adhered to, and Defendants’ reasonable changes are incorporated into the Preliminary Approval Motion, Defendants may not oppose Settlement. If the Preliminary Approval Motion. (E) The Parties will work together, diligently and in good faith, Receivership Court declines to obtain expeditiously a Preliminary Approval Order, Final Approval Order, enter the Bar Order and Judgment or if the Bar Order and Judgment does not become Final, this Agreement shall be null and void ab initio and the Parties shall be returned to the status quo as it existed prior to any of Dismissalthem having executed this Agreement.

Preliminary Approval Motion. (A) Upon Within ten (10) days following the Parties’ execution of this Agreement, Defendants’ Class Counsel will file with the Court a Motion for Preliminary Settlement Approval (“Preliminary Approval Motion”) which shall execute include (1) the proposed Notices and Claim Forms, attached hereto as Exhibits A and B, respectively; (2) a stipulation reflecting the Parties’ agreement that the Amended Complaint, as annexed as Exhibit F, shall be used as the operative complaint for the purposes of Settlement. Upon execution proposed Preliminary Approval Order; (3) an executed version of this Agreement; and (4) necessary documents, Plaintiffs shall file the Amended Complaint. To the extent that any application to the Court needs to be made to further amend the complaint during the course of Settlementmemoranda, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the Court, the Parties will make all applications, correspondence, requestsaffidavits, and motions utilizing exhibits for purposes of certification of a Class under Federal Rule of Procedure 23(b)(2) and (b)(3) for settlement purposes only, and preliminarily approving the caption of the Amended ComplaintSettlement. (B) Plaintiffs shall file a Motion for an Order Preliminarily Approving the Class and Collective Action Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“the Preliminary Approval Motion”). The Preliminary Approval Motion will be provided to Defendants for review and approval at least ten (10) days prior to filing with the Court, and Plaintiffs will review and may accept Defendants’ proposed changes. Defendants shall provide proposed changes within five (5) days of receipt. In connection with the Preliminary Approval Motion, Plaintiff will submit to the Court this Agreement, including all exhibits such as the proposed Preliminary Approval Order attached here as Exhibit D. (C) The Preliminary Approval Motion also will seek the setting of date(sthe Bar Date for Class Members to submit a Claim Form, which date will be sixty (60) days from the mailing of Notice and Claim Forms to Class Members, or, for individuals Class Members for whom the Notice and Claim Form was re-mailed, thirty (30) days from re-mailing. The Preliminary Approval Motion will also seek the setting of a date for Class Members to opt-opt out, elect to participate, or provide objections to this Agreement, which date will be forty-five (45) days from the mailing of the Notice and Claim Forms to Class Members, or, for Class Members for whom a Notice and Claim Form was re-mailed, thirty (30) days from re- mailing, and for a Fairness Hearing for Final Approval of the Settlement before the Court at the earliest practicable date. (DC) In the Preliminary Approval Motion, Class Counsel will seek to certify a Rule 23(b)(2) and 23(b)(3) class, and inform the Court of the intended process to obtain a “Final Approval Order” and a “Judgment of Dismissal” Order that will, among other things, seek to: (1) approve the settlement Settlement as fair, adequate adequate, and reasonable; (2) incorporate the terms of the FCRA and CHRIA Release, as described set forth herein; (3) dismiss the Litigation with prejudice; (4) award Class Counsel attorneys’ fees and costs; and (5) award Service Awards to the Named Plaintiffs as more fully set forth herein. Provided that Plaintiffs. (D) If the terms of this Agreement are adhered to, and Defendants’ reasonable changes are incorporated into Court denies the Preliminary Approval Motion, Defendants may the Parties will work together in good faith to revise the Agreement to address the Court’s concerns, seek reconsideration, and/or appeal the Court’s decision. If these efforts are ultimately unsuccessful or a Class is not oppose certified, the Preliminary Approval MotionLitigation will resume as if no settlement had been attempted, and this Settlement will be null and void, with no force and effect. (E) The Parties will work together, diligently and in good faith, to expeditiously obtain expeditiously a Preliminary Approval Order, Final Approval Order, and Judgment all other aspects of Dismissalthe settlement approval process.

Preliminary Approval Motion. (A) Upon After the Parties’ execution of this AgreementAgreement and on or before August 21, Defendants’ 2023, Class Counsel shall execute a stipulation reflecting the Parties’ agreement that the Amended Complaint, as annexed as Exhibit F, shall be used as the operative complaint for the purposes of Settlement. Upon execution of this Agreement, Plaintiffs shall file the Amended Complaint. To the extent that any application to the Court needs to be made to further amend the complaint during the course of Settlement, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the Court, the Parties will make all applications, correspondence, requests, and motions utilizing the caption of the Amended Complaint. (B) Plaintiffs shall file a Motion for an Order Preliminarily Approving the Class and Collective Action Preliminary Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only Approval (“the Preliminary Approval Motion”)) with the Court. The Preliminary Approval Motion will be provided to Defendants for review and seek: (i) preliminary approval at least ten (10) days prior to filing with the Court, and Plaintiffs will review and may accept Defendants’ proposed changes. Defendants shall provide proposed changes within five (5) days of receipt. In connection with the Preliminary Approval Motion, Plaintiff will submit to the Court this Agreement, including all exhibits such as the proposed Preliminary Approval Order attached here as Exhibit D. ; (Cii) The Preliminary Approval Motion also will seek the setting of date(s) for individuals to optsubmit Claim Forms, Opt-out, elect to participate, Out Statements or provide objections to this Agreement, which date will be sixty (60) days from the mailing of Notice to the Class Members; (iii) the appointment of the Claims Administrator to administer the settlement; (iv) the appointment of Plaintiff’s Counsel as counsel for the NYLL Class and for FLSA Class; and (v) the scheduling of a Fairness Hearing for Final Approval of the settlement before the Court at the earliest practicable date. Plaintiff will provide Defendant with a copy of the Preliminary Approval Motion at least five (5) days before filing it. Defendant will not oppose the Preliminary Approval Motion provided it is consistent with the terms of this Settlement Agreement. (DB) In If the Court denies the Preliminary Approval Motion, Class Counsel will inform unless the Court parties jointly agree to seek reconsideration of the intended process ruling, to obtain appeal the ruling, or to seek Court approval of a “Final Approval Order” renegotiated settlement, the Litigation will continue as if no settlement had been attempted, and this Agreement shall be null and void. Defendant retains the right to contest whether the Litigation should be maintained as a “Judgment of Dismissal” that will, among other things: (1) approve class action and to contest the settlement as fair, adequate and reasonable; (2) incorporate the terms merits of the Releaseclaims being asserted in the Litigation, as described herein; (3) dismiss including without limitation, contesting whether the Litigation with prejudice; (4) award Class Counsel fees and costs; and (5) award Service Awards is appropriate to the Named Plaintiffs proceed as more fully set forth herein. Provided that the terms of this Agreement are adhered to, and Defendants’ reasonable changes are incorporated into the Preliminary Approval Motion, Defendants may not oppose the Preliminary Approval Motiona class and/or collective action. (EC) The Parties will work together, diligently and in good faith, to expeditiously obtain expeditiously a Preliminary Approval Order, Final Approval Order, and Final Judgment of and Dismissal.

Preliminary Approval Motion. (A) Upon Following the Parties’ execution of this Agreement, Defendants’ Class Counsel shall execute a stipulation reflecting the Parties’ agreement that the Amended Complaint, as annexed as Exhibit F, shall be used as the operative complaint for the purposes of Settlement. Upon execution of this Agreement, Plaintiffs shall will file the Amended Complaint. To the extent that any application to with the Court needs to be made to further amend the complaint during the course of Settlement, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the Court, the Parties will make all applications, correspondence, requests, and motions utilizing the caption of the Amended Complaint. (B) Plaintiffs shall file a Motion for an Preliminary Settlement Approval, memorandum of law in support thereof, proposed Notice to Class Members, Claim Form, and Proposed Order Preliminarily Approving (together the Class and Collective Action Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“the Preliminary Approval Motion”), that is consistent with the Agreement. The Preliminary Approval Motion will be provided seek a settlement class pursuant to Defendants for review Federal Rule of Civil Procedure 23(e) and approval at least ten (10) days prior to filing 23(b)(3), with the Court, and Plaintiffs will review and may accept Defendants’ proposed changes. Defendants shall provide proposed changes within five (5) days of receipt. In connection with the Preliminary Approval Motion, Plaintiff will submit to the Court this Agreement, including all exhibits such as the proposed Preliminary Approval Order attached here as Exhibit D.an opt out right. (CB) The Preliminary Approval Motion also will seek the setting of date(s) for individuals to opt-out, elect to participate, opt out of this Agreement or provide objections to this Agreement, which date will be ninety (90) days from the date Notice is transmitted to the Class Members, and for a Fairness Hearing for Final Approval of the Settlement before the Court at the earliest practicable date. (DC) In the Preliminary Approval Motion, Class Counsel will seek to certify a Fed. R. Civ. Proc. 23(b)(3) settlement class, with an opt out right, and inform the Court of the intended process to obtain a “Final Approval Order” and a “Judgment of Dismissal” Order that will, among other things: (1) approve the settlement Settlement as fair, adequate and reasonable; (2) incorporate the terms of the Release, as described herein; (3) dismiss the Litigation with prejudice; (4) award Class Counsel fees and costs; and (5) award Service Awards to Named Plaintiffs. (D) If the Named Plaintiffs as more fully set forth herein. Provided that the terms of this Agreement are adhered to, and Defendants’ reasonable changes are incorporated into Court denies the Preliminary Approval Motion, Defendants may the Parties will work together in good faith to revise the Agreement to address the Court’s concerns, seek reconsideration, and/or appeal the Court’s decision. Any disputes between the Parties will be submitted to the Mediator. If these efforts are ultimately unsuccessful or a settlement class is not oppose certified, the Preliminary Approval MotionLitigation will resume as if no settlement had been attempted, and this Agreement will be null and void, with no force and effect. (E) The Parties will work together, diligently and in good faith, to expeditiously obtain expeditiously a Preliminary Approval Order, Final Approval Order, and Judgment all other aspects of Dismissalthe settlement approval process.

Preliminary Approval Motion. 1. Promptly after both Parties execute this Agreement, Class Counsel shall file a motion for preliminary approval, which shall include, without limitation: (i) the proposed Settlement Notice attached hereto as Exhibit A; (ii) Upon execution the proposed Claim Form attached hereto as Exhibit B; (iii) a proposed Preliminary Approval Order; (iv) a fully executed version of this Agreement; and (v) any appropriate or necessary documents, memoranda, affidavits, and/or exhibits for purposes of certifying a Class under Fed. R. Civ. P. 23 and preliminarily approving the Settlement. The proposed Settlement Notice, proposed Claim Form, and proposed Preliminary Approval Order approved by the Parties shall be submitted with the motion for the Court’s approval. Defendant shall be given sufficient time to review a draft of the motion for preliminary approval before filing to ensure it is consistent with this Agreement. Defendant will not oppose Plaintiffs’ motion, provided it is consistent with the terms of this Agreement. 2. In the motion for preliminary approval, Class Counsel shall seek the implementation of dates for effectuating the terms of this Agreement, Defendants’ Counsel shall execute a stipulation reflecting the Parties’ agreement that the Amended Complaint, as annexed as Exhibit F, shall be used as the operative complaint for the purposes of Settlement. Upon execution of this Agreement, Plaintiffs shall file the Amended Complaint. To the extent that any application to the Court needs to be made to further amend the complaint during the course of Settlement, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the Court, the Parties will make all applications, correspondence, requests, and motions utilizing the caption of the Amended Complaint. including: (Bi) Plaintiffs shall file a Motion for an Order Preliminarily Approving the Class and Collective Action Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“the Preliminary Approval Motion”). The Preliminary Approval Motion will be provided to Defendants for review and approval at least ten (10) days prior to filing with the Court, and Plaintiffs will review and may accept Defendants’ proposed changes. Defendants shall provide proposed changes within five (5) days of receipt. In connection with the Preliminary Approval Motion, Plaintiff will submit to the Court this Agreement, including all exhibits such as the proposed Preliminary Approval Order attached here as Exhibit D. (C) The Preliminary Approval Motion also will seek the setting of date(s) the Bar Date for individuals to opt-outsubmit Claim Forms, elect to participateopt out of this Settlement, or and/or provide objections to this AgreementSettlement, which date will be forty-five (45) days from the initial mailing of Settlement Notice and for Claim Form to the Class Members by the Settlement Administrator; and (ii) a Fairness Hearing for Final Approval of the Settlement before the Court at the earliest date practicable dateafter the Bar Date. (D) 3. In the Preliminary Approval Motionmotion for preliminary approval, Class Counsel will shall inform the Court of the intended process to obtain a “Final Approval Order” and a “Judgment of Dismissal” that willOrder in accordance with the Court-approved schedule so that, at the Fairness Hearing, the Court may, among other things: (1i) approve the settlement Settlement as fair, adequate adequate, and reasonable; (2ii) incorporate the terms of the ReleaseReleased Claims, as described herein; (3iii) dismiss the Litigation Action with prejudiceprejudice with respect to Defendant; (4iv) award Class Counsel fees approve the Fee & Cost Payments and costsService Award; (v) enter a Final Approval Order; and (5vi) award Service Awards order any other relief necessary to the Named Plaintiffs as more fully set forth herein. Provided that the terms of effectuate this Agreement are adhered to, and Defendants’ reasonable changes are incorporated into the Preliminary Approval Motion, Defendants may not oppose the Preliminary Approval MotionSettlement. (E) The Parties will work together, diligently and in good faith, to obtain expeditiously a Preliminary Approval Order, Final Approval Order, and Judgment of Dismissal.

Preliminary Approval Motion. (A) Upon Promptly following execution of this Settlement Agreement, Defendants’ Counsel shall execute a stipulation reflecting the Parties’ agreement that the Amended Complaintand no later than May 20, as annexed as Exhibit F2019, shall be used as the operative complaint for the purposes of Settlement. Upon execution of this Agreement, Plaintiffs shall file the Amended Complaint. To the extent that any application to Plaintiff will move the Court needs to be made to further amend the complaint during the course for entry of Settlement, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the Court, the Parties will make all applications, correspondence, requests, and motions utilizing the caption of the Amended Complaint. (B) Plaintiffs shall file a Motion for an Order Preliminarily Approving the Class and Collective Action Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“the Preliminary Approval Motion”). The Preliminary Approval Motion will be provided to Defendants for review and approval at least ten (10) days prior to filing with the CourtOrder, and Plaintiffs will review and may accept Defendants’ proposed changes. Defendants which shall provide proposed changes within five (5) days of receipt. In connection with the Preliminary Approval Motion, Plaintiff will submit to the Court this Agreement, including all exhibits such as the proposed Preliminary Approval Order attached here as Exhibit D. (C) The Preliminary Approval Motion also will seek the setting of date(s) for individuals to opt-out, elect to participate, or provide objections to this Agreement, and for a Fairness Hearing before the Court at the earliest practicable date. (D) In the Preliminary Approval Motion, Class Counsel will inform the Court of the intended process to obtain a “Final Approval Order” and a “Judgment of Dismissal” that will, among other thingsspecifically include provisions that: (1) preliminarily approve the settlement reflected herein as fair, adequate adequate, reasonable, and reasonablewithin the reasonable range of possible final approval; (2) incorporate conditionally certify the Settlement Class for settlement purposes only and appoint Class Counsel as counsel for the Settlement Class and Plaintiff as Class Representative; (3) approve the form of Class Notice and find that the notice program set forth herein constitutes the best notice reasonable and practicable under the circumstances, is due and sufficient notice to the Settlement Class, and fully satisfies the requirements of due process and Federal Rule of Civil Procedure 23; (4) establish a procedure for Settlement Class Members to object to the settlement or exclude themselves from the Settlement Class, and set a date following entry of the Preliminary Approval Order, after which no one shall be allowed to object to the settlement or opt-out/exclude himself or herself from the Settlement Class or seek to intervene in the Action; (5) approve the Claim Form and the claims submission process described herein; (6) finally certify the Settlement Class; (7) pending final determination of whether the settlement should be approved, bar all persons in the Settlement Class, directly, on a representative basis, or in any other capacity from commencing or prosecuting against any of the Released Parties any action, arbitration, or proceeding in any court, arbitration forum, or tribunal asserting any of the Released Claims; (8) authorize the Parties, without further approval from the Court, to agree to and adopt such conforming amendments, modifications, and expansions of the Settlement Agreement and its implementing documents (including all exhibits to this Settlement Agreement) so long as they are consistent in all material respects with the terms of the Release, as described hereinFinal Approval Order and Judgment; (39) dismiss pending final determination of whether the Litigation with prejudice; (4) award Class Counsel fees and costs; and (5) award Service Awards settlement should be approved, stay all proceedings in the Action, except those related to the Named Plaintiffs as more fully set forth herein. Provided that effectuation of the terms of this Agreement are adhered to, and Defendants’ reasonable changes are incorporated into the Preliminary Approval Motion, Defendants may not oppose the Preliminary Approval Motion. (E) The Parties will work together, diligently and in good faith, to obtain expeditiously a Preliminary Approval Order, Final Approval Order, and Judgment of Dismissal.settlement; and

Preliminary Approval Motion. Within twenty (A20) Upon days following complete execution of this Agreement, Defendants’ Plaintiff will file this Agreement with the Court and move the Court for entry of the Preliminary Approval Order, which shall include provisions that: (a) preliminarily approve the Settlement reflected herein as fair, adequate, and reasonable to the Settlement Class, and within the reasonable range of possible final approval; (b) for settlement purposes only, conditionally certify the Settlement Class, appoint Class Counsel shall execute a stipulation reflecting as counsel for the Parties’ agreement Settlement Class, and appoint ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ as the class representative for settlement purposes only; (c) approve the form of Class Notice and find that the Amended ComplaintNotice Program constitutes the best notice practicable under the circumstances, as annexed as Exhibit Fprovides due and sufficient notice to the Settlement Class, shall and fully satisfies the requirements of due process and Federal Rule of Civil Procedure 23; (d) direct that notice be used as provided to the operative complaint for the purposes of Settlement. Upon execution of Settlement Class, in accordance with this Agreement, Plaintiffs shall file the Amended Complaint. To the extent that any application to the Court needs to be made to further amend the complaint during the course within thirty (30) days following entry of Settlement, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the Court, the Parties will make all applications, correspondence, requests, and motions utilizing the caption of the Amended Complaint. (B) Plaintiffs shall file a Motion for an Order Preliminarily Approving the Class and Collective Action Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“the Preliminary Approval MotionOrder (the “Notice Deadline”). The Preliminary ; (e) establish a procedure for persons in the Settlement Class to object to the Settlement or exclude themselves from the Settlement Class, and set a deadline thirty (30) days after the Notice Deadline, after which no one shall be allowed to object to the Settlement or exclude himself or herself from the Settlement Class or seek to intervene in the Action (the “Opt- Out and Objection Deadline”); (f) pending final determination of whether the Settlement should be approved, bar and enjoin all persons in the Settlement Class, directly, on a representative basis, or in any other capacity, from commencing, prosecuting, or maintaining against any of the Released Parties any action, arbitration, or proceeding in any court, arbitration forum, or tribunal asserting any of the Released Claims; (g) pending final determination of whether the Settlement should be approved, stay all proceedings in the Action except those related to effectuation of the Settlement; (h) schedule a hearing on Final Approval Motion will of the Settlement, which shall be provided scheduled at the Court’s convenience no earlier than thirty (30) days after the Opt-Out and Objection Deadline; and (i) set the deadline for Class Counsel to Defendants file a motion for review Attorneys’ Fees, Costs, and approval at least ten Class Representative Award twenty-one (1021) days prior to filing with the Court, Opt-Out and Plaintiffs will review and may accept Defendants’ proposed changes. Defendants shall provide proposed changes within five (5) days of receipt. In connection with the Preliminary Approval Motion, Plaintiff will submit to the Court this Agreement, including all exhibits such as the proposed Preliminary Approval Order attached here as Exhibit D. (C) The Preliminary Approval Motion also will seek the setting of date(s) for individuals to opt-out, elect to participate, or provide objections to this Agreement, and for a Fairness Hearing before the Court at the earliest practicable dateObjection Deadline. (D) In the Preliminary Approval Motion, Class Counsel will inform the Court of the intended process to obtain a “Final Approval Order” and a “Judgment of Dismissal” that will, among other things: (1) approve the settlement as fair, adequate and reasonable; (2) incorporate the terms of the Release, as described herein; (3) dismiss the Litigation with prejudice; (4) award Class Counsel fees and costs; and (5) award Service Awards to the Named Plaintiffs as more fully set forth herein. Provided that the terms of this Agreement are adhered to, and Defendants’ reasonable changes are incorporated into the Preliminary Approval Motion, Defendants may not oppose the Preliminary Approval Motion. (E) The Parties will work together, diligently and in good faith, to obtain expeditiously a Preliminary Approval Order, Final Approval Order, and Judgment of Dismissal.

Preliminary Approval Motion. (A) Upon Following the Parties’ execution of this Agreement, Plaintiffs’ counsel will submit to Defendants’ Counsel a draft Motion for Preliminary Settlement Approval (the “Motion”) memorandum of law, and allow Defendants a reasonable opportunity to review the terms of the Motion to ensure that it is consistent with this Agreement. Plaintiff’s Counsel shall execute also draft and provide to Defendants’ counsel: (1) a stipulation reflecting the Parties’ agreement that the Amended Complaint, as annexed as Exhibit F, shall be used as the operative complaint Notice of Proposed Settlement of Class and Collective Action Lawsuit and Fairness Hearing; and (2) a proposed Order conditionally certifying for the purposes of Settlementsettlement the Rule 23 Class under Fed. Upon execution of this Agreement, Plaintiffs shall file R. Civ. P. 23 and preliminarily approving the Amended Complaintsettlement. To the extent that any application to the Court needs to be made to further amend the complaint during the course of Settlement, Defendants shall work cooperatively with Plaintiffs have a reasonable period before the filing deadline to achieve the filing. Once the Amended Complaint is filed with the Court, the Parties will make all applications, correspondence, requests, review and motions utilizing the caption of the Amended Complaintprovide comments on these papers. (B) Plaintiffs shall file a Motion for an Order Preliminarily Approving Once the Class parties have commented on and Collective Action Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“the Preliminary Approval Motion”). The Preliminary Approval Motion will be provided to Defendants for review and approval at least ten (10) days prior to filing with the Court, and Plaintiffs will review and may accept Defendants’ proposed changes. Defendants shall provide proposed changes within five (5) days of receipt. In connection with finalized the Preliminary Approval Motion, Plaintiff Class Counsel will submit to file same with the Court this Agreement, including all exhibits such as the proposed Preliminary Approval Order attached here as Exhibit D. (C) Court. The Preliminary Approval Motion also will seek the setting of date(s) for individuals to opt-out, elect to participate, out of this Agreement or provide objections to this Agreement, which date shall be sixty (60) days from the mailing of Notice to the Class Members, and for a Fairness Hearing for Final Approval of the settlement before the Court at the earliest practicable dateCourt. (DC) In the Preliminary Approval Motion, Class Counsel will inform the Court of the intended process to obtain a “Final Approval Order” and a “Judgment of Dismissal” that will, among other things, seek to: (1) approve the settlement as fair, adequate and reasonable; (2) incorporate the terms of the Mutual Release, as described herein; (3) dismiss the Litigation Litigation, including all Counterclaims asserted by Defendants, with prejudice; (4) award Class Counsel fees and costs; and (5) award Service Awards to the Named Plaintiffs as more fully set forth herein. Provided that Plaintiffs; and (6) provide for continuing jurisdiction to enforce the terms of this Agreement are adhered to, until final payment has been made and Defendants’ reasonable changes are incorporated into all of the Settlement Amounts have been distributed. (D) The Parties expect that the Preliminary Approval MotionMotion will not be opposed, but Defendants may not oppose respond to the Preliminary Motion to ensure that it is consistent with the terms of this Agreement. Any responsive papers will be due seven (7) days after Plaintiffs file the Preliminary Approval Motion. (E) If the Court denies the Preliminary Approval Motion, and unless the parties jointly agree to seek reconsideration of the ruling or to seek Court approval of a renegotiated settlement, or unless an appeal is filed, the Litigation will resume as if no settlement had been attempted. Defendants retain the right to contest whether the Litigation should be maintained as a class action or collective action and to contest the merits of the claims being asserted in the Litigation if the Preliminary Approval Motion is denied. (F) The Parties parties will work together, diligently and in good faith, to expeditiously obtain expeditiously a Preliminary Approval Order, Final Approval Order, and Final Judgment of and Dismissal.

Preliminary Approval Motion. (A) Upon As soon as practical after the execution of this Agreement, Defendants’ Counsel the Parties shall execute a stipulation reflecting move the Parties’ agreement that District Court for entry of the Amended Complaint, as annexed Preliminary Approval Order substantially in the form attached as Exhibit F, shall be used as the operative complaint for the purposes of Settlement4. Upon execution of this Agreement, Plaintiffs shall file the Amended Complaint. To the extent that any application Pursuant to the Court needs to be made to further amend the complaint during the course of Settlement, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the Courtmotion for preliminary approval, the Parties will make all applicationsrequest that: (A) The District Court preliminarily approve this Agreement and the Settlement reflected herein as fair, correspondence, requestsadequate, and motions utilizing reasonable to the caption of the Amended Complaint.Class; (B) Plaintiffs shall file a Motion for an Order Preliminarily Approving The District Court approve the form of Class Notice and find that the notice program constitutes the best notice practicable under the circumstances, provides due and sufficient notice to the Class and Collective Action Settlement fully satisfies the requirements of due process and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“the Preliminary Approval Motion”). The Preliminary Approval Motion will be provided to Defendants for review and approval at least ten (10) days prior to filing with the Court, and Plaintiffs will review and may accept Defendants’ proposed changes. Defendants shall provide proposed changes within five (5) days Federal Rule of receipt. In connection with the Preliminary Approval Motion, Plaintiff will submit to the Court this Agreement, including all exhibits such as the proposed Preliminary Approval Order attached here as Exhibit D.Civil Procedure 23; (C) The Preliminary Approval Motion also will seek District Court direct that notice be provided to the setting of date(s) for individuals to opt-outClass, elect to participate, or provide objections to in accordance with this Agreement, and for a Fairness Hearing before within twenty-one (21) days following entry of the Court at Preliminary Approval Order (the earliest practicable date.“Notice Deadline”); (D) In the Preliminary Approval Motion, Class Counsel will inform the The District Court of the intended process shall establish a procedure for any class members to obtain a “Final Approval Order” and a “Judgment of Dismissal” that will, among other things: (1) approve the settlement as fair, adequate and reasonable; (2) incorporate the terms of the Release, as described herein; (3) dismiss the Litigation with prejudice; (4) award Class Counsel fees and costs; and (5) award Service Awards opt-out or object to the Named Plaintiffs as more fully set forth herein. Provided that the terms of this Agreement are adhered to, and Defendants’ reasonable changes are incorporated into the Preliminary Approval Motion, Defendants may not oppose the Preliminary Approval Motion.Settlement; (E) The District Court shall set a deadline sixty (60) days after the Notice Deadline, after which no one shall be allowed to submit claims, object to the Settlement, or exclude himself or herself, or seek to intervene (the “Opt-Out and Objection Deadline”); (F) The District Court shall approve the claims process described herein for the Class; (G) The District Court shall, pending determination of whether the Settlement should be finally approved, bar and enjoin all persons in the Class, individually, and on a representative basis or other capacity, from commencing or prosecuting against any of the Released Parties will work togetherin any action, diligently and arbitration, or proceeding in good faithany court, arbitration forum, or tribunal asserting any of the Released Claims unless they timely opt-out, except, however, no Class Member is precluded from (H) The District Court shall, pending final determination of whether the Settlement should be finally approved, stay all proceedings between the Parties except those related to obtain expeditiously effectuating the Settlement; and (I) The District Court shall schedule a Preliminary Approval Order, hearing to consider Final Approval Orderof the Settlement, which shall be scheduled no earlier than sixty (60) days after the Opt-Out and Judgment of DismissalObjection Deadline.

Preliminary Approval Motion. (A) Upon execution of this Agreement, Defendants’ Counsel shall execute a stipulation reflecting the Parties’ agreement that the Amended Complaint, as annexed as Exhibit F, shall be used as the operative complaint for the purposes of Settlement. Upon execution of this Agreement, Plaintiffs shall file the Amended Complaint. To the extent that any application to Plaintiff will move the Court needs to be made to further amend the complaint during the course for entry of Settlement, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the Court, the Parties will make all applications, correspondence, requests, and motions utilizing the caption of the Amended Complaint. (B) Plaintiffs shall file a Motion for an Order Preliminarily Approving the Class and Collective Action Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“the Preliminary Approval Motion”)Order. The Preliminary Approval Motion will be provided to Defendants for review and approval at least ten (10) days prior to filing with the Court, and Plaintiffs will review and may accept Defendants’ proposed changes. Defendants Order shall provide proposed changes within five (5) days of receipt. In connection with the Preliminary Approval Motion, Plaintiff will submit to the Court this Agreement, including all exhibits such as the proposed Preliminary Approval Order attached here as Exhibit D. (C) The Preliminary Approval Motion also will seek the setting of date(s) for individuals to opt-out, elect to participate, or provide objections to this Agreement, and for a Fairness Hearing before the Court at the earliest practicable date. (D) In the Preliminary Approval Motion, Class Counsel will inform the Court of the intended process to obtain a “Final Approval Order” and a “Judgment of Dismissal” that will, among other thingsspecifically include provisions that: (1a) preliminarily approve the settlement Settlement reflected herein as fair, adequate and reasonablereasonable to the Settlement Class, and within the reasonable range of possible final approval; (2b) incorporate conditionally certify the terms Settlement Class for settlement purposes only and appoint Class Counsel as counsel for the Settlement Class for settlement purposes only; (c) approve the forms of Class Notice and find that the Notice Program constitutes the best notice practicable under the circumstances, provides due and sufficient notice to the Settlement Class and fully satisfies the requirements of due process and Mass. Gen. Laws ch. 93A § 9; (d) direct that notice be provided to the Settlement Class, in accordance with this Agreement, within 30 calendar days following entry of the Release, as described hereinPreliminary Approval Order (the “Notice Deadline”); (3e) dismiss establish a procedure for persons in the Litigation with prejudiceSettlement Class to object to the Settlement, and set a date 60 calendar days after the Notice Deadline, after which no one shall be allowed to object to the Settlement (the “Objection Deadline”); (4f) award Class Counsel fees pending final determination of whether the Settlement should be approved, bar and costsenjoin, in accordance with applicable law, persons in the Settlement Class, directly, on a representative basis or in any other capacity, from commencing or prosecuting against any of the Released Parties any action, arbitration, or proceeding in any court, arbitration forum or tribunal asserting any of the Released Claims; (g) pending final determination of whether the Settlement should be approved, stay all proceedings in the Action except those related to effectuation of the Settlement; and (5h) award Service Awards to the Named Plaintiffs as more fully set forth herein. Provided that the terms of this Agreement are adhered to, and Defendants’ reasonable changes are incorporated into the Preliminary Approval Motion, Defendants may not oppose the Preliminary Approval Motion. (E) The Parties will work together, diligently and in good faith, to obtain expeditiously schedule a Preliminary Approval Order, hearing on Final Approval Orderof the Settlement, and Judgment of Dismissalwhich shall be scheduled no earlier than 30 calendar days after the Objection Deadline.

Preliminary Approval Motion. (A) Upon execution The Parties will agree upon a form for written Notice of this AgreementSettlement Agreement to Settlement Class Members, Defendants’ Counsel shall execute a stipulation reflecting the Parties’ agreement that the Amended Complaint, as annexed as Exhibit F, shall be used as the operative complaint for the purposes of Settlement. Upon execution of this Agreement, Plaintiffs shall file the Amended Complaint. To the extent that any application subject to the Court needs to be made to further amend the complaint during the course of Settlement, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the Court, the Parties will make all applications, correspondence, requests, and motions utilizing the caption of the Amended Complaintapproval. (B) Plaintiffs shall Class Counsel will file in Court on a date mutually agreed upon by the Parties, a Motion for an Preliminary Settlement Approval and Incorporated Memorandum of Law, proposed Notice to Settlement Class Members, and Proposed Order Preliminarily Approving the Class and Collective Action Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“the Preliminary Approval Motion”), which is consistent with the Agreement. The Preliminary Approval Motion will be provided seek to Defendants certify a settlement class, solely for review and approval at least ten (10) days prior to filing with the Court, and Plaintiffs will review and may accept Defendants’ proposed changes. Defendants shall provide proposed changes within five (5) days purposes of receipt. In connection with the Preliminary Approval Motion, Plaintiff will submit to the Court this Settlement Agreement, including all exhibits such as the proposed Preliminary Approval Order attached here as Exhibit D.. (C) The Preliminary Approval Motion also will seek the setting of date(s) for individuals to opt-out, elect to participate, opt out of this Agreement or provide objections to this Agreement, which will be forty-five (45) days from the delivery of Notice to the Settlement Class Members, and for a Fairness Hearing for Final Approval of the Settlement before the Court at the earliest practicable date, but at least 30 days after the close of the Acceptance Period. (D) In the Preliminary Approval Motion, Class Counsel will seek to certify, solely for the purposes of this Settlement Agreement, a settlement class, with an opt- out right, and inform the Court of the intended process to obtain a “Final Approval Order” and a “Judgment of Dismissal” Order that will, among other things, seek to: (1) approve the settlement Settlement as fair, adequate adequate, and reasonable; (2) incorporate the terms of the Release, as described herein; (3) dismiss the Litigation matter with prejudice; and (4) award Class Counsel fees and costs; and (5) award Service Awards to . If the Named Plaintiffs as more fully set forth herein. Provided that the terms of this Agreement are adhered to, and Defendants’ reasonable changes are incorporated into Court denies the Preliminary Approval Motion, Defendants may not oppose the Parties will work together in good faith to address the Court’s concerns. (E) In the Preliminary Approval Motion, Class Counsel shall petition the Court for an order, pending a Final Approval Order, preliminarily enjoining each Settlement Class Member, including any members who make an irrevocable election to exclude themselves from the monetary relief provisions of the Settlement, from commencing, prosecuting, or maintaining in any court other than this Court any claim, action, or other proceeding that challenges or seeks review of or relief from any order, judgment, act, decision, or ruling in this matter in connection with this Settlement Agreement. Class Counsel shall further petition the Court for an order effective as of the date specified for Settlement Class Members to opt out of the Settlement, further enjoining any Settlement Class Member who has not made an irrevocable election to exclude themselves from the monetary relief provisions of the Settlement from commencing, prosecuting, or maintaining, either directly, representatively, or in any other capacity, claims that would or could have been alleged in the Action, including race and/or color discrimination, harassment, or retaliation claims. (EF) The Parties will work together, diligently and in good faith, to expeditiously obtain expeditiously a Preliminary Approval Order, Final Approval Order, and Judgment all other aspects of Dismissalthe settlement approval process.

Preliminary Approval Motion. As soon as practical after the execution of this Agreement by all Parties, Class Plaintiff will move the Court for entry of the Preliminary Approval Order in substantially the same form attached as Exhibit 4. Pursuant to the motion for preliminary approval, Class Plaintiff will request that (and Defendant will not oppose): (A) Upon execution of this Agreement, Defendants’ The Court conditionally certify the Settlement Class for settlement purposes only and appoint Class Counsel shall execute a stipulation reflecting the Parties’ agreement that the Amended Complaint, as annexed as Exhibit F, shall be used as the operative complaint for the purposes of Settlement. Upon execution of this Agreement, Plaintiffs shall file the Amended Complaint. To the extent that any application to the Court needs to be made to further amend the complaint during the course of Settlement, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the Court, the Parties will make all applications, correspondence, requests, and motions utilizing the caption of the Amended Complaint.Settlement Class; (B) Plaintiffs shall file a Motion for an Order Preliminarily Approving The Court preliminarily approve this Agreement and the Class Settlement as fair, adequate and Collective Action Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“the Preliminary Approval Motion”). The Preliminary Approval Motion will be provided to Defendants for review and approval at least ten (10) days prior to filing with the Court, and Plaintiffs will review and may accept Defendants’ proposed changes. Defendants shall provide proposed changes within five (5) days of receipt. In connection with the Preliminary Approval Motion, Plaintiff will submit reasonable to the Court this Agreement, including all exhibits such as the proposed Preliminary Approval Order attached here as Exhibit D.Settlement Class; (C) The Preliminary Approval Motion also will seek Court approve the setting form of date(s) for individuals Class Notice and find that the notice program constitutes the best notice practicable under the circumstances, provides due and sufficient notice to opt-out, elect to participate, or provide objections to this Agreement, and for a Fairness Hearing before the Court at the earliest practicable date.Settlement (D) In The Court direct that notice be provided to the Settlement Class, in accordance with this Agreement, within forty-five (45) days following entry of the Preliminary Approval Motion, Class Counsel will inform Order (the Court of the intended process to obtain a “Final Approval Order” and a “Judgment of Dismissal” that will, among other things: (1) approve the settlement as fair, adequate and reasonable; (2) incorporate the terms of the Release, as described herein; (3) dismiss the Litigation with prejudice; (4) award Class Counsel fees and costs; and (5) award Service Awards to the Named Plaintiffs as more fully set forth herein. Provided that the terms of this Agreement are adhered to, and Defendants’ reasonable changes are incorporated into the Preliminary Approval Motion, Defendants may not oppose the Preliminary Approval Motion.Notice Deadline”); (E) The Court establish a procedure for any Settlement Class Members to object to the Settlement or exclude themselves from the Settlement Class in accordance with this Agreement; (F) The Court set a deadline sixty (60) days after the Notice Deadline, after which no one will be permitted to object to the Settlement or exclude himself or herself or seek to intervene (the “Opt-Out and Objection Deadline”); (G) The Court approve the Claim Form and the claims process described in this Agreement for the Settlement Class; (H) The Court set the Claim Period for the submission of Claims to end sixty (60) days after the Notice Deadline; (I) The Court, pending determination of whether the Settlement should be finally approved, bar and enjoin all persons in the Settlement Class, individually, and on a representative basis or other capacity, from commencing or prosecuting against any of the Released Parties will work togetherany action, diligently and arbitration, or proceeding in good faithany court, arbitration forum or tribunal asserting any of the Released Claims unless they timely opt- out, except that members of the Settlement Class may participate in any regulatory or government proceeding or investigation; (J) The Court, pending final determination of whether the Settlement should be approved, stay all proceedings except those related to obtain expeditiously effectuating the Settlement; and (K) The Court schedule a Preliminary Approval Order, hearing to consider Final Approval Orderof the Settlement, which, subject to Court approval, should be scheduled no earlier than forty-five (45) days after the Opt-Out and Judgment of DismissalObjection Deadline.

Preliminary Approval Motion. (A) Upon execution of this Agreement, Defendants’ Counsel shall execute a stipulation reflecting the Parties’ agreement that the Amended Complaint, A. On such date as annexed as Exhibit F, shall be used as the operative complaint for the purposes of Settlement. Upon execution of this Agreement, Plaintiffs shall file the Amended Complaint. To the extent that any application to the Court needs to be made to further amend the complaint during the course of Settlement, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with directed by the Court, the Parties Plaintiffs’ Counsel will make all applications, correspondence, requests, and motions utilizing the caption of the Amended Complaint. (B) Plaintiffs shall file a Motion for an Order Preliminarily Approving the Class and Collective Action Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“the Preliminary Approval Motion”). The Preliminary Approval Motion will be provided to Defendants for review and approval at least ten (10) days prior to filing with the Court, and Plaintiffs will review and may accept Defendants’ proposed changes. Defendants shall provide proposed changes within five (5) days of receipt. In connection with the Preliminary Approval Motion, Plaintiff Plaintiffs’ Counsel will submit to the Court an executed copy of this Agreement, including all exhibits such as ; the proposed Allocation Plan; a proposed Notice; a proposed Preliminary Approval Order; and a proposed Claim Form. The proposed Preliminary Approval Order attached here as Exhibit D. (Cwill request that the Rule 23 Class be certified for settlement purposes and will include the findings required by Federal Rule of Civil Procedure 23(a) and 23(b)(3). The Preliminary Approval Motion also will seek the setting of date(s) for individuals to opt-out, elect to participateopt out of this Action, or provide objections to this Agreement, which period shall begin upon the initial mailing of the Notice to Class Members and for conclude thirty (30) days before the Fairness Hearing. The Preliminary Approval Motion will also seek the setting of a Fairness Hearing before for Final Approval of the Court settlement at the earliest practicable date. (D) B. In the Preliminary Approval Motion, Class Plaintiffs’ Counsel will inform the Court of the intended process to obtain a “Final Approval Order” and a “Judgment of Dismissal” that will, among other thingsinter alia: (1) approve the settlement proposed settlement, including the Allocation Plan, as fair, adequate and reasonable; (2) incorporate the terms of the Release, as described herein; (3) dismiss the Litigation Action with prejudice; (4) award Class Plaintiffs’ Counsel fees and costs; and (5) award a Service Awards Award to the Named Plaintiffs Plaintiff as more fully set forth herein. Provided Plaintiffs’ Counsel will provide a draft of the Preliminary Approval Motion to Defendants’ Counsel for review and comment prior to filing so that the terms of this Agreement are adhered to, and Defendants’ reasonable changes are incorporated into Parties can jointly file the Preliminary Approval Motion. In the event Defendants do not agree to jointly file the Preliminary Approval Motion, Defendants may agree not to oppose the relief sought in the Preliminary Approval Motion to the extent that it seeks the relief set forth in B.(1)-(5) above once filed, and Defendants reserve the right to submit their own Preliminary Approval Motion or otherwise respond to Plaintiffs’ Preliminary Approval Motion. (E) C. If the Court denies the Preliminary Approval Motion, unless the Parties jointly agree to seek reconsideration of the ruling or to seek Court approval of a renegotiated settlement, the Action will resume as if no settlement had been attempted. D. The Parties will work together, diligently and in good faith, to obtain expeditiously a Preliminary Approval Order, Final Approval Order, and Final Judgment of and Dismissal.

Preliminary Approval Motion. (A) Upon execution of this Agreement, Defendants’ Counsel shall execute a stipulation reflecting the Parties’ agreement that the Amended Complaint, as annexed as Exhibit F, shall be used as the operative complaint for the purposes of Settlement. Upon execution of this Agreement, Plaintiffs shall file the Amended Complaint. To the extent that any application to Plaintiff will move the Court needs to be made to further amend the complaint during the course for entry of Settlement, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the Court, the Parties will make all applications, correspondence, requests, and motions utilizing the caption of the Amended Complaint. (B) Plaintiffs shall file a Motion for an Order Preliminarily Approving the Class and Collective Action Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“the Preliminary Approval Motion”)Order. The Preliminary Approval Motion will Order shall specifically include provisions that: (a) preliminarily approve the Settlement reflected herein as fair, adequate, and reasonable to the Settlement Class, and within the reasonable range for possible final approval; (b) conditionally certify the Settlement Class for settlement purposes only and appoint Class Counsel as counsel for the Settlement Class for settlement purposes only; (c) approve the forms of Notice and find that the Notice Program constitutes the best notice practicable under the circumstances, provides due and sufficient notice to the Settlement Class, and fully satisfies the requirements of due process and Mass. Gen. Laws ch. 93A § 9; (d) direct that Notice be provided to Defendants for review and approval at least ten the Settlement Class, in accordance with this Agreement, within thirty (1030) days prior to filing with the Court, and Plaintiffs will review and may accept Defendants’ proposed changes. Defendants shall provide proposed changes within five (5) days following entry of receipt. In connection with the Preliminary Approval Motion, Plaintiff will submit Order (the “Notice Deadline”); (e) establish a procedure for persons in the Settlement Class to object to the Court this AgreementSettlement, including all exhibits such as and set a date sixty (60) days after the proposed Preliminary Approval Order attached here as Exhibit D. Notice Deadline, after which no one shall be allowed to object to the Settlement (Ci.e., the Objection Deadline); (f) The Preliminary Approval Motion also will seek pending final determination of whether the setting of date(s) for individuals to opt-outSettlement should be approved, elect to participatebar and enjoin, in accordance with applicable law, persons in the Settlement Class, directly, on a representative basis, or provide objections to this Agreementin any other capacity, and for a Fairness Hearing before the Court at the earliest practicable date. (D) In the Preliminary Approval Motion, Class Counsel will inform the Court from commencing or prosecuting against any of the intended process to obtain a “Final Approval Order” and a “Judgment Released Parties any action, arbitration, or proceeding in any court, arbitration forum, or tribunal asserting any of Dismissal” that will, among other things: (1) approve the settlement as fair, adequate and reasonableReleased Claims; (2g) incorporate pending final determination of whether the terms Settlement should be approved, stay all proceedings in the Action except those related to effectuation of the Release, as described herein; (3) dismiss the Litigation with prejudice; (4) award Class Counsel fees and costsSettlement; and (5h) award Service Awards to the Named Plaintiffs as more fully set forth herein. Provided that the terms of this Agreement are adhered to, and Defendants’ reasonable changes are incorporated into the Preliminary Approval Motion, Defendants may not oppose the Preliminary Approval Motion. (E) The Parties will work together, diligently and in good faith, to obtain expeditiously schedule a Preliminary Approval Order, hearing on Final Approval Orderof the Settlement, and Judgment of Dismissalwhich shall be scheduled no earlier than thirty (30) days after the Objection Deadline.

Preliminary Approval Motion. (A) Upon As soon as practical after the execution of this Agreement, Defendants’ Counsel Class Plaintiff shall execute a stipulation reflecting the Parties’ agreement that the Amended Complaint, as annexed as Exhibit F, shall be used as the operative complaint promptly submit for the purposes of Settlement. Upon execution of this Agreement, Plaintiffs shall file the Amended Complaint. To the extent that any application to the Court needs to be made to further amend the complaint during the course of Settlement, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the Court, the Parties will make all applications, correspondence, requests, and motions utilizing the caption ’s consideration a motion for preliminary approval of the Amended Complaint. (B) Plaintiffs shall file a Motion for an Order Preliminarily Approving the Class and Collective Action Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“seeking entry of the Preliminary Approval Motion”)Order. The Preliminary Approval Motion motion will be provided subject to Defendants review by Defendant. Pursuant to the motion for review and approval at least ten (10) days prior to filing with the Courtpreliminary approval, and Plaintiffs will review and may accept Defendants’ proposed changes. Defendants shall provide proposed changes within five (5) days of receipt. In connection with the Preliminary Approval Motion, Class Plaintiff will submit to request that: i. the Court this Agreement, including all exhibits such as conditionally certify the proposed Preliminary Approval Order attached here as Exhibit D.Settlement Class for settlement purposes only and appoint Class Counsel for the Settlement Class; (C) The Preliminary Approval Motion also will seek the setting of date(s) for individuals to opt-out, elect to participate, or provide objections to this Agreement, and for a Fairness Hearing before ii. the Court at preliminarily approve this Agreement and the earliest practicable date. (D) In the Preliminary Approval Motion, Class Counsel will inform the Court of the intended process to obtain a “Final Approval Order” and a “Judgment of Dismissal” that will, among other things: (1) approve the settlement Settlement reflected herein as fair, adequate and reasonable; (2) incorporate reasonable to the terms Settlement Class; iii. the Court approve the form of Class Notice and find that the notice program constitutes the best notice practicable under the circumstances, provides due and sufficient notice to the Settlement Class and fully satisfies the requirements of due process and Federal Rule of Civil Procedure 23 and due process; iv. the Court direct that notice be provided to the Settlement Class, in accordance with this Agreement, within 21 calendar days following entry of the Release, as described herein; Preliminary Approval Order (3) dismiss the Litigation with prejudice; (4) award Class Counsel fees and costs; and (5) award Service Awards “Notice Deadline”); v. the Court establish a procedure for any class members to object to the Named Plaintiffs Settlement or exclude themselves from the Settlement Class; vi. the Court set a deadline 60 calendar days after the Notice Deadline, after which no one shall be allowed to object to the Settlement or exclude himself or herself from the Settlement (the “Opt-Out and Objection Deadline”); vii. the Court set a deadline 60 calendar days after the Notice Deadline for all claims to be received or post marked and approve the claims process described herein for the Settlement Class; viii. the Court set a deadline for filing applications for attorneys’ fees, costs, and expenses and a service payment; ix. the Court set all other deadlines for filing motions, responding to objections or any other actions required by the Parties, Class Counsel, or the Settlement Class; x. the Court, pending determination of whether the Settlement should be finally approved, bar and enjoin all persons in the Settlement Class, individually, and on a representative basis or other capacity, from commencing or prosecuting against the Released Parties in any action, arbitration, or proceeding in any court, arbitration forum or tribunal asserting any of the Released Claims unless they timely opt-out; xi. the Court, pending final determination of whether the Settlement should be approved, stay all proceedings as more fully set forth herein except those related to effectuating the Settlement; and xii. the Court shall schedule a hearing to consider Final Approval of the Settlement, which shall be scheduled no earlier than 110 after entry of the Preliminary Approval Order. In the event that the Court does not enter the Preliminary Approval Order in a form substantially the same as in the attached Exhibit 5 and without material change, the Parties shall have the right to terminate this Agreement and the Settlement as set forth herein. Provided that While materiality remains subject to the terms of this Agreement are adhered toParties’ determination in their reasonable discretion, and Defendants’ reasonable material changes are incorporated into shall not include any changes to the legal reasoning or format used by the Court to justify the substantive relief sought by the Preliminary Approval Motion, Defendants may not oppose the Preliminary Approval MotionOrder. (E) The Parties will work together, diligently and in good faith, to obtain expeditiously a Preliminary Approval Order, Final Approval Order, and Judgment of Dismissal.

Preliminary Approval Motion. As soon as practical after the execution of this Agreement by all Parties, Class Plaintiff will move the Court for entry of the Preliminary Approval Order in substantially the same form attached as Exhibit 3. Pursuant to the motion for preliminary approval, Class Plaintiff will request that (and Defendant will not oppose): (A) Upon execution of this Agreement, Defendants’ The Court conditionally certify the Settlement Class for settlement purposes only and appoint Class Counsel shall execute a stipulation reflecting the Parties’ agreement that the Amended Complaint, as annexed as Exhibit F, shall be used as the operative complaint for the purposes of Settlement. Upon execution of this Agreement, Plaintiffs shall file the Amended Complaint. To the extent that any application to the Court needs to be made to further amend the complaint during the course of Settlement, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the Court, the Parties will make all applications, correspondence, requests, and motions utilizing the caption of the Amended Complaint.Class; (B) Plaintiffs shall file a Motion for an Order Preliminarily Approving The Court preliminarily approve this Agreement and the Class Settlement reflected herein as fair, adequate and Collective Action Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“the Preliminary Approval Motion”). The Preliminary Approval Motion will be provided to Defendants for review and approval at least ten (10) days prior to filing with the Court, and Plaintiffs will review and may accept Defendants’ proposed changes. Defendants shall provide proposed changes within five (5) days of receipt. In connection with the Preliminary Approval Motion, Plaintiff will submit reasonable to the Court this Agreement, including all exhibits such as the proposed Preliminary Approval Order attached here as Exhibit D.Settlement Class; (C) The Preliminary Approval Motion also will seek Court approve the setting form of date(s) for individuals Class Notice and find that the notice program constitutes the best notice practicable under the circumstances, provides due and sufficient notice to opt-out, elect to participate, or provide objections to this Agreement, the Settlement Class and for a Fairness Hearing before fully satisfies the Court at the earliest practicable date.requirements of due process and Federal Rule of Civil Procedure 23; (D) In The Court direct that notice be provided to the Settlement Class, in accordance with this Agreement, within forty-five (45) days following entry of the Preliminary Approval Motion, Class Counsel will inform Order (the Court of the intended process to obtain a “Final Approval Order” and a “Judgment of Dismissal” that will, among other things: (1) approve the settlement as fair, adequate and reasonable; (2) incorporate the terms of the Release, as described herein; (3) dismiss the Litigation with prejudice; (4) award Class Counsel fees and costs; and (5) award Service Awards to the Named Plaintiffs as more fully set forth herein. Provided that the terms of this Agreement are adhered to, and Defendants’ reasonable changes are incorporated into the Preliminary Approval Motion, Defendants may not oppose the Preliminary Approval Motion.Notice Deadline”); (E) The Court establish a procedure for any class members to object to the Settlement or exclude themselves from the Settlement Class in accordance with this Agreement; (F) The Court set a deadline sixty (60) days after the Notice Deadline, after which no one will be permitted to object to the Settlement or exclude himself or herself or seek to intervene (the “Opt-Out and Objection Deadline”); (G) The Court approve the Claim Form and the claims process described herein for the Settlement Class; (H) The Court set the Claim Period for the submission of Claims to end sixty (I) The Court, pending determination of whether the Settlement should be finally approved, bar and enjoin all persons in the Settlement Class, individually, and on a representative basis or other capacity, from commencing or prosecuting against any of the Released Parties will work togetherany action, diligently and arbitration, or proceeding in good faithany court, arbitration forum or tribunal asserting any of the Released Claims unless they timely opt-out, except that members of the Settlement Class may participate in any regulatory or government proceeding or investigation; (J) The Court, pending final determination of whether the Settlement should be approved, stay all proceedings except those related to obtain expeditiously effectuating the Settlement; and (K) The Court schedule a Preliminary Approval Order, hearing to consider Final Approval Orderof the Settlement, which, subject to Court approval, should be scheduled no earlier than forty- five (45) days after the Opt-Out and Judgment of DismissalObjection Deadline.

Preliminary Approval Motion. (A) Upon Following execution of this Agreement, Defendants’ Class Counsel shall execute will submit to Defendant’s Counsel a stipulation reflecting draft Motion for Preliminary Approval and allow Defendant’s Counsel an opportunity to review and comment on the Parties’ agreement that the Amended Complaint, as annexed as Exhibit F, shall be used as the operative complaint for the purposes of Settlement. Upon execution of Motion to ensure it is consistent with this Agreement, Plaintiffs shall file the Amended Complaint. To the extent that any application to the Court needs to be made to further amend the complaint during the course of Settlement, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the Court, the Parties will make all applications, correspondence, requests, and motions utilizing the caption of the Amended Complaint. (B) Plaintiffs shall file a Motion for an Order Preliminarily Approving the Class and Collective Action Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“the Preliminary Approval Motion”). The Preliminary Approval Motion will be provided to Defendants for review and approval at least ten (10) days prior to filing with the Court, and Plaintiffs will review and may accept Defendants’ proposed changes. Defendants shall provide proposed changes within five (5) days of receipt. In connection with With the Preliminary Approval Motion, Plaintiff Class Counsel will submit to the Court this AgreementCourt, including all exhibits such as among other things: (1) a Notice of Proposed Settlement of Class Action Lawsuit and Fairness Hearing (in the proposed Preliminary Approval Order form attached here as Exhibit D.B); (2) a proposed Order granting preliminary approval to the settlement (in the form attached as Exhibit D); (3) an Opt- Out Statement (in the form attached as Exhibit C); and (4) proposed Individual Releases for Named Plaintiff and Additional Plaintiff’s claims (in the form attached as Exhibit A). Plaintiffs will seek, and Defendant will not oppose, for purposes of the settlement, conditional certification of the Class under Rule 23(b)(3) of the Federal Rules of Civil Procedure and 29 U.S.C. §216(b). (C) The Preliminary Approval Motion also will seek the setting of date(s) for individuals to opt-out, elect to participate, or provide objections to this Agreement, and for a Fairness Hearing before the Court at the earliest practicable date. (D) In the Preliminary Approval Motion, Class Counsel will inform the Court of the intended process to obtain a “Final Approval Order” and a “Judgment of Dismissal” that will, among other things: Final Judgment.” (1D) approve If the settlement as fair, adequate and reasonable; (2) incorporate the terms of the Release, as described herein; (3) dismiss the Litigation with prejudice; (4) award Class Counsel fees and costs; and (5) award Service Awards to the Named Plaintiffs as more fully set forth herein. Provided that the terms of this Agreement are adhered to, and Defendants’ reasonable changes are incorporated into Court does not grant the Preliminary Approval MotionMotion and enter an order in the form attached as Exhibit D hereto, Defendants may not oppose the Preliminary Approval Motionparties jointly agree to negotiate in good faith over an alternative settlement and to seek reconsideration or Court approval of a renegotiated agreement or appeal of the ruling. In the event such efforts are unsuccessful, the Litigation will resume as if no settlement had been attempted. Defendant retains the right to contest whether the Litigation should be maintained as a class action and/or collective action and to contest the merits of the claims being asserted in the Litigation. (E) The Parties parties will work together, diligently and in good faith, to expeditiously obtain expeditiously a Preliminary Approval Order, Final Approval Order, and Final Judgment of and Dismissal.

Preliminary Approval Motion. (A) Upon Immediately upon execution of this Agreement, Defendants’ Counsel and in accordance with the procedures and time schedules below, counsel for all Parties shall execute a stipulation reflecting the Parties’ agreement that the Amended Complaintprepare and file all appropriate notices, motions, and proposed order forms, as annexed reasonably necessary to obtain both preliminary and final approval of this Settlement Agreement from the Court. All Parties shall cooperate, and as Exhibit Fappropriate, shall be used as join with their respective Counsel in seeking to accomplish the operative complaint for following: a. Immediately upon the purposes of Settlement. Upon execution of this Agreement by the Parties, counsel for the Parties shall either submit or file this Agreement in a manner consistent with the Court’s procedures, along with any and all attachments, requesting preliminary approval from the Court which shall include a request that the Court approve the mailing of the Class Notice within fourteen (14) days of the entry of an order granting preliminary and/or conditional approval of this Agreement. All Parties shall join in that request, Plaintiffs and shall file support any order approving this Agreement through any appeal, if necessary; and b. The Preliminary Approval Order shall require and the Amended Complaint. To the extent Notice shall set forth that any application objections to the Court needs to this Settlement Agreement must be made to further amend the complaint during the course of Settlementin writing, Defendants shall work cooperatively with Plaintiffs to achieve the filing. Once the Amended Complaint is filed with the Court, the Parties will make all applicationsand served upon Class Counsel as more fully described in paragraph 48, correspondence, requests, and motions utilizing the caption of the Amended Complaint. (B) Plaintiffs shall file a Motion for an Order Preliminarily Approving the Class and Collective Action Settlement and Conditionally Certifying the FLSA Class for Settlement Purposes Only (“the Preliminary Approval Motion”)below. The Preliminary Approval Motion will Notice shall further provide that any objection that is not received within the time set by the Court is deemed waived. Class Counsel shall maintain a telephone number that may be provided to Defendants for review and approval at least called by Class Members who may have questions regarding this Settlement Agreement; and, c. Within ten (10) days prior to after the filing of the Preliminary Approval Motion with the Court, Autovest shall serve upon the appropriate state official of each state in which a Class Member resides and Plaintiffs will review and may accept Defendants’ the appropriate federal official a notice of the proposed changes. Defendants shall provide proposed changes within five (5) days of receipt. In connection Settlement, in accordance with the Preliminary Approval Motionrequirements of 28 U.S.C. § 1715, Plaintiff will submit to the Court this Agreement, including all exhibits such as Class Action Fairness Act (“CAFA”) (the proposed Preliminary Approval Order attached here as Exhibit D.“CAFA Notice”); and, (C) The Preliminary Approval Motion also will seek the setting of date(s) for individuals to opt-out, elect to participate, or provide objections to this Agreement, and for a Fairness Hearing before the Court at the earliest practicable date. (D) In the Preliminary Approval Motion, Class Counsel will inform the Court of the intended process to obtain a “Final Approval Order” and a “Judgment of Dismissal” that will, among other things: (1) approve the settlement as fair, adequate and reasonable; (2) incorporate the terms of the Release, as described herein; (3) dismiss the Litigation with prejudice; (4) award Class Counsel fees and costs; and (5) award Service Awards to the Named Plaintiffs as more fully set forth herein. Provided that the terms of this Agreement are adhered to, and Defendants’ reasonable changes are incorporated into the Preliminary Approval Motion, Defendants may not oppose the Preliminary Approval Motion. (E) d. The Parties will work togethershall jointly request a Settlement Hearing date, diligently and in good faith, to obtain expeditiously a Preliminary Approval Order, Final Approval Order, and Judgment of Dismissalwhich shall be no less than 90 days after the CAFA Notice is served.