Common use of Settlement Administrator Clause in Contracts

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement. The Settlement Administrator shall maintain reasonably detailed records of its activities under this Agreement. The Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible for: (a) Establishing, designing, and maintaining the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counsel; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreement.

Settlement Administrator. 27. The Parties agree to the appointment of Epiq as Settlement Administrator to perform the services described herein. Allstate shall help implement be solely responsible for the terms payment of the Settlement AgreementAdministrator's fees and costs relating to the effectuation of the Class Notice as described herein. Settlement administration fees and costs are separate from, and are not included as, part of the lawsuit expenses and costs that Allstate separately agrees to pay as part of those Attorneys’ Fees and Costs approved by the Court. 28. The Settlement Administrator shall maintain reasonably detailed records assist with the various administrative tasks set forth herein and any others necessary to implement the terms of its activities under this Agreement. The Agreement and the Proposed Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible for: (a) Establishing, designing, and maintaining the Settlement Website; (b) Disseminating Noticepreliminarily approved, including Email Notice(i) mailing and emailing or arranging for the mailing and emailing, Mailed Noticerespectively, of the Mail and Website NoticeE-Mail Notices described above and submitting to the Parties and Court an affidavit offering proof thereof; (ii) handling mail returned as not delivered and making additional mailings required under the terms of the Agreement; (iii) responding, in accordance with this Agreementas necessary, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from Settlement Class Members in a timely fashion andMembers; (iv) providing to the Parties, where necessarywithin five (5) business days of receipt, forwarding such written inquiries copies of all objections, motions to Class Counsel; (d) Accurately and objectively describing the terms intervene, notices of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claimsintention to appear, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such information that may be reasonably Settlement Class; (v) preparing a list of all Persons who timely requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash exclusion from the Settlement Fund;Class and submitting to the Court the Opt-Out List and supporting affidavit ten (10) days before the Fairness Hearing scheduled by the Court; (vi) preparing a list of all Persons who submitted objections to the settlement and submitting an affidavit testifying to the accuracy of that list; (vii) preparing a list of all Persons who make a timely claim; (viii) implementing procedures for processing and handling Claims submissions; and (ix) promptly responding to requests for information and documents from Class Counsel, Allstate, and/or Allstate's Counsel. 29. As set forth herein, the Settlement Administrator shall setup, coordinate, maintain and/or implement (ja) Ensuring the privacy post office box described in Paragraph 26; (b) the website described in Paragraph 19-21; and security of data associated with Settlement Class Members; and (kc) Otherwise assisting with implementation and administration of the terms of this Settlement Agreementtoll-free IVR number described in Paragraph 25.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement58. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraph hereafter and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, providing Mailed and Email Notice to Settlement Class Members and distributing the Settlement Fund as provided herein. 59. The duties of the Settlement Administrator shall maintain all such records Administrator, in addition to other responsibilities that are described in the preceding paragraph and elsewhere in this Agreement, are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: (a) Establishinga. Use the name and address information for Settlement Class Members provided by Navy Federal in connection with the Notice process approved by the Court, designingfor the purpose of mailing the Mailed Notice and sending the Email Notice, and maintaining later mailing distribution checks to Past Account Holder Settlement Class Members, and to Current Account Holder Settlement Class Members where it is not feasible or reasonable for Navy Federal to make the payment by a credit to the Settlement Class Members’ Accounts; b. Establish and maintain a Post Office box for requests for exclusion from the Settlement Class; c. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, d. Establish and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from maintain an automated toll-free telephone line for Settlement Class Members in a timely fashion andto call with Settlement-related inquiries, where necessary, forwarding and answer the questions of Settlement Class Members who call with or otherwise communicate such written inquiries to Class Counselinquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with e. Respond to any mailed Settlement Class Members, including training its employees and agents accordinglyMember inquiries; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other f. Process all requests for exclusion from the SettlementSettlement Class; g. Provide weekly reports to Class Counsel and Navy Federal that summarizes the number of requests for exclusion received that week, the total number of exclusion requests received to date, and any other such pertinent information; h. In advance of the Final Approval Hearing, prepare an affidavit to submit to the Court confirming that the Notice Program was completed, describing how the Notice Program was completed, providing the names of each Settlement Class member who timely and properly requested exclusion from the Settlement Class, and other information that as may be reasonably requested necessary to allow the Parties to seek and obtain Final Approval. i. if funds remain available, pay Navy Federal for the amount of Settlement Administration Costs it paid; j. Pay invoices, expenses and costs upon approval by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements Navy Federal, as provided in this Agreement and providing such declaration(s) to Agreement; and k. any other Settlement-administration-related function at the instruction of Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement AgreementNavy Federal, including, but not limited to, verifying that settlement funds have been distributed.

Settlement Administrator. 10. The Parties agree to the appointment of A.B. Data, Ltd. as Settlement Administrator to perform the services described herein. Defendant shall help implement be solely responsible for the terms payment of the Settlement AgreementAdministrator’s fees and costs, including all costs relating to dissemination of class notice and claims administration. Payments to Settlement Class Members will not be reduced or affected in any way by Defendant’s agreement to pay the fees and costs of the Settlement Administrator. 11. The Settlement Administrator shall maintain reasonably detailed records assist with the various administrative tasks set forth herein and any others necessary to implement the terms of its activities under this Agreement. The Agreement and the Proposed Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forpreliminarily approved, including: (ai) Establishingsending Email Notice and mailing or arranging for the mailing of the Postcard Notice described herein and submitting to the Parties and Court an affidavit offering proof thereof; (ii) handling email or mail returned as not delivered and making additional mailings as required under the terms of the Agreement; (iii) responding, designingas necessary, and maintaining the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries Members; (iv) providing to Class Counsel and Defendant’s Counsel; , within three (d3) Accurately and objectively describing the terms business days of the Agreement in communications with Settlement Class Membersreceipt, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claimscopies of all objections, determining the validity motions to intervene, notices of Claims, maintaining a database of Claimsintention to appear, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such information that may be reasonably Settlement Class; (v) preparing a list of all Persons who timely requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash exclusion from the Settlement Fund;Class and submitting to the Court the Opt- Out List and supporting affidavit no later than ten (10) days before the Fairness Hearing scheduled by the Court; (vi) preparing a list of all Persons who submitted objections to the settlement and submitting an affidavit testifying to the accuracy of that list; (vii) preparing a list of all Persons who make a timely claim; (viii) implementing procedures for processing and handling claims submissions consistent with Section VIII; and (ix) promptly responding to requests for information and documents from Class Counsel, Defendant, and/or Defendant’s Counsel. 12. As set forth herein, the Settlement Administrator shall set up, coordinate, maintain and/or implement (ja) Ensuring the privacy post office box described in Paragraph 29; (b) the live call center as described in Paragraph 28; and security of data associated with Settlement Class Members; and(c) the website described in Paragraphs 25-27. (k) Otherwise assisting with implementation and administration 13. In no event shall the Parties or their counsel have any liability for the acts or omissions of the terms Settlement Administrator, or their agents, employees, or contractors. 14. All information submitted or created in connection with claims program (including all information provided in Claim Forms and the emails and addresses furnished to the Settlement Administrator in order to carry out the notice program) is confidential. Such information may be disclosed only to Defendant, Defendant’s counsel, Class Counsel, the Settlement Administrator, and the Court. Such information may be used only for purposes of performing the obligations and exercising the rights created by this Settlement AgreementAgreement or in Court proceedings relating to approval of the Proposed Settlement.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement59. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in this Agreement, including, but not limited to, effectuating the Notice Program and distributing the Settlement Fund as provided herein. 60. Settlement Administration Costs shall be paid from the Settlement Fund. In the event the Settlement is terminated subsequent to the incurrence of Settlement Administration Costs, TD Bank shall not be entitled to recoup those costs. 61. The duties of the Settlement Administrator shall maintain all such records are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: (a) Establishinga. Use the name and address information for Settlement Class members provided by Defendant in connection with the Notice Program approved by the Court, designingfor the purpose of distributing the Email Notice and Postcard Notice, and maintaining later mailing Settlement Class Member Payments to Former Account Holder Settlement Class Members, and to Current Account Holder Settlement Class Members where it is not feasible or reasonable for Defendant to make the Settlement Class Member Payments by a credit to the Current Account Holders’ Accounts; b. Establish and maintain a post office box for requests for exclusion from the Settlement Class; c. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Noticed. Establish and maintain an automated toll-free telephone line for Settlement Class members to call with Settlement-related inquiries, and Website Notice, in accordance answer the questions of Settlement Class members who call with this Agreementor otherwise communicate such inquiries; e. Respond to any mailed Settlement Class Member inquiries; f. Process all requests for exclusion (opt outs) from the Settlement Class; g. Provide weekly reports to Class Counsel and Defendant that summarize the number of requests for exclusion received that week, the Notice Plantotal number of exclusion requests received to date, and the Court’s ordersother pertinent information; (c) Monitoring and responding h. In advance of the Final Approval Hearing, prepare a declaration or affidavit to inquiries from submit to the Court confirming that the Notice Program was completed, describing how the Notice Program was completed, providing the names of each Settlement Class Members in a member who timely fashion and, where necessary, forwarding such written inquiries to Class Counsel; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting properly requested exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of ClaimsClass, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such information that as may be reasonably requested by Class Counsel necessary to allow the Parties to seek and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreementobtain Final Approval.

Settlement Administrator. The Settlement Administrator shall help implement the terms of 56. Class Counsel, in consultation with Navy Federal, has selected the Settlement AgreementAdministrator. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraph hereafter and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, providing Mailed and Email Notice to Settlement Class members and distributing the Settlement Fund as provided herein. 57. The duties of the Settlement Administrator shall maintain all such records Administrator, in addition to other responsibilities that are described in the preceding paragraph and elsewhere in this Agreement, are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: (a) Establishinga. Use the name and address information for Settlement Class members provided by Navy Federal in connection with the Notice process approved by the Court, designingfor the purpose of mailing the Mailed Notice and sending the Email Notice, and maintaining later mailing distribution checks to Former Account Holder Settlement Class Members, and to Current Account Holder Settlement Class Members where it is not feasible or reasonable for Navy Federal to make the payment by a credit to the Settlement Class Members’ Accounts; b. Establish and maintain a Post Office box for the receipt of opt-out requests and objections; c. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Noticed. Establish and maintain an automated toll-free telephone line for Settlement Class members to call with Settlement-related inquiries, and Website Notice, in accordance answer the frequently asked questions of Settlement Class members who call with this Agreement, the Notice Plan, and the Court’s ordersor otherwise communicate such inquiries; (c) Monitoring and responding e. Respond to inquiries from any mailed Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counselmember inquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other f. Process all requests for exclusion from the SettlementSettlement Class; g. Provide weekly reports to Class Counsel and Navy Federal that summarize the number of requests for exclusion and/or objections received that week, the total number of exclusion requests and/or objections received to date, and any other such pertinent information; h. In advance of the Final Approval Hearing, prepare an affidavit to submit to the Court confirming that the Notice Program was completed, that the Class Action Fairness Notice requirements have been met, describing how the Notice Program was completed, providing the names of each Settlement Class member who timely and properly opted-out from the Settlement Class, as well as those Settlement Class Members that timely filed objections, and other information that as may be reasonably requested necessary to allow the Parties to seek and obtain Final Approval; i. Identify to Navy Federal the amount of the Net Settlement Fund required to make Settlement Class Member Payments to Current Account Holders by a credit to those Settlement Class Members’ Accounts, as well as the amount that shall be paid into the Escrow Account; j. Perform all tax-related services for the Escrow Account as provided in the Agreement; k. Pay invoices, expenses and costs upon approval by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements Navy Federal, as provided in this Agreement and providing such declaration(s) to Agreement; and l. Any other Settlement-administration-related function at the instruction of Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from Navy Federal, including, but not limited to, verifying that the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement AgreementFund has been distributed.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement62. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraph and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, effectuating the Notice Program and distributing the Settlement Fund as provided herein. 63. The duties of the Settlement Administrator shall maintain all such records are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: (a) Establishinga. Use the name, designingaddress and Relevant Fee information for Settlement Class members provided by Defendant in connection with the Notice Program approved by the Court, for the purpose of distributing the Postcard Notice and Email Notice, and maintaining later mailing Settlement Class Member Payments to Past Account Holder Settlement Class Members, and to Current Account Holder Settlement Class Members where it is not feasible or reasonable for Defendant to make the Settlement Class Member Payments by a credit to the Current Settlement Class Members Accounts; b. Establish and maintain a post office box for requests for exclusion from the Settlement Class; c. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Noticed. Establish and maintain an automated toll-free telephone line for Settlement Class members to call with Settlement-related inquiries, and Website Notice, in accordance answer the questions of Settlement Class members who call with this Agreement, the Notice Plan, and the Court’s ordersor otherwise communicate such inquiries; (c) Monitoring and responding e. Respond to inquiries from any mailed Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counselmember inquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other f. Process all requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ CounselSettlement Class; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) g. Provide weekly reports to Class Counsel and Defendants’ CounselDefendant that summarizes the number of requests for exclusion received that week, the total number of exclusion requests received to date, and other pertinent information; (i) Seeking further clarification h. In advance of the Final Approval Hearing, prepare a declaration or authorization from affidavit to submit to the Court confirming that the Notice Program was completed, describing how the Notice Program was completed, providing the names of each Settlement Class Counsel member who timely and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash properly requested exclusion from the Settlement Fund; (j) Ensuring Class, and other information as may be necessary to allow the privacy Parties to seek and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreementobtain Final Approval.

Settlement Administrator. 76. The Settlement Administrator Parties agree that, subject to Court approval, EAG shall help implement the terms of be the Settlement AgreementAdministrator. The Parties shall jointly oversee the Settlement Administrator. The Settlement Administrator shall maintain reasonably detailed records fulfill the requirements set forth in the Preliminary Approval Order and the Agreement and comply with all applicable laws, including, but not limited to, the Due Process Clause of its activities under this Agreementthe United States Constitution. 77. The Settlement Administrator shall maintain all administer various aspects of the Settlement as described in the next paragraph and perform such records other functions as are required by applicable law specified for the Settlement Administrator elsewhere in accordance with its normal business practicesthis Agreement, including, but not limited to, effectuating the Notice Program, handling the Claims process, administering the Settlement Fund, and distributing the Cash Payments to Settlement Class Members who submit Valid Claims. 78. The Settlement Administrator shall be responsible forAdministrator’s duties include to: (a) Establishinga. Complete the Court-approved Notice Program by noticing the Settlement Class by Postcard Notice, designingsending Long Form Notices and paper Claim Forms on request from individuals in the Settlement Class, reviewing Claim Forms, notifying Claimants of deficient Claim Forms using the Notice of Deficiency, and maintaining the sending Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding Class Member Benefits to inquiries from Settlement Class Members in who submit a timely fashion and, where necessary, forwarding such written inquiries to Class CounselValid Claim; (d) Accurately b. Establish and objectively describing maintain the terms of Settlement Fund in the Agreement in communications with Escrow Account approved by the Parties; c. Establish and maintain a post office box to receive opt-out requests from the Settlement Class and objections from Settlement Class Members, including training its employees and agents accordinglyClaim Forms; (e) Receiving d. Establish and compiling Optmaintain the Settlement Website to provide important information about the Settlement and allow electronic submission of Claim Forms; e. Establish and maintain an automated toll-Out Forms free telephone line for the Settlement Class to call with Settlement-related inquiries, and answer frequently asked questions of individuals in the Settlement Class who call with or otherwise communicate such inquiries; f. Respond to any other correspondence requesting exclusion mailed Settlement Class member inquiries; g. Process all opt-out requests from the Settlement ClassesClass; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic h. Provide weekly reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ CounselDefendant’s Counsel that summarize the number of Claims submitted, Claims approved and rejected, Notices of Deficiency sent, opt-out requests and objections received that week, the total number of opt-out requests and objections received to date, and other pertinent information; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance i. In advance of its duties the Final Approval Hearing, prepare a declaration confirming the Notice Program was completed in accordance with the terms of this Agreement and the expenditure Preliminary Approval Order, describing how the Notice Program was completed, indicating the number of cash Claim Forms received, providing the names of each individual in the Settlement Class who timely and properly requested to opt-out from the Settlement Class, indicating the number of objections received, and other information as may be necessary to allow the Parties to seek and obtain Final Approval; j. Distribute, out of the Settlement Fund, Cash Payments by electronic means or by paper check; k. Send Settlement Class Members who elect Credit Monitoring emails instructing how to activate their Credit Monitoring service; l. Pay Court-approved attorneys’ fees and costs, and Service Awards out of the Settlement Fund; (j) Ensuring m. Pay Settlement Administration Costs out of the privacy and security of data associated with Settlement Fund following approval by Class MembersCounsel; and (k) Otherwise assisting with implementation n. Any other Settlement Administration function at the instruction of Class Counsel and administration Defendant’s Counsel, including, but not limited to, verifying that the Settlement Fund has been properly administered and that the Cash Payments have been properly distributed. 79. The Notice Program and Notices will be reviewed and approved by the Settlement Administrator, but may be revised as agreed upon by the Parties prior to submission to the Court for approval. Immaterial revisions to the Notices may also be made prior to dissemination of the terms of this Settlement AgreementNotice.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement52. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the following paragraph and perform other functions specified for the Settlement Administrator elsewhere in this Agreement. The These functions include, but are not limited to, administering the Notice Program and distributing funds from the Administration Account as provided in this Agreement. Amegy and Class Counsel shall jointly oversee the Settlement Administrator shall maintain all such records Administrator. 53. In addition to other responsibilities described in this Agreement, the Settlement Administrator’s duties are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: a. Obtain from Class Counsel and Amegy the Settlement Class Members’ names and addresses (a) Establishing, designingto the extent available), and maintaining verify and update the addresses received through the National Change of Address database, for the purpose of administering the Notice Program, and later mailing distribution checks to Past Account Holder Settlement Class Members, and to Current Account Holder Settlement Class Members where it is not feasible or reasonable for Amegy to make the payment by a credit to the Settlement Class Members’ Accounts; b. Administer the Notice Program as described in Section VIII; c. Establish and maintain a Post Office box for requests for exclusion from the Settlement Class; d. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, e. Establish and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from maintain an automated toll-free telephone line for Settlement Class Members in a timely fashion andto call with Settlement-related questions, where necessary, forwarding and answer the questions of Settlement Class Members who call with or otherwise communicate such written inquiries to Class Counselinquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with f. Respond to any mailed Settlement Class Members, including training its employees and agents accordinglyMember inquiries; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other g. Process all requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ CounselSettlement Class; h. Provide weekly reports and, no later than five (h5) Preparing declaration(s) attesting to compliance with days after the Notice requirements in this Agreement and providing such declaration(s) end of the Opt- Out Period, a final report to Class Counsel and Defendants’ CounselAmegy summarizing the number of requests for exclusion received that week, the total number of exclusion requests received to date, and other pertinent information; (i) Seeking further clarification or authorization i. In advance of the Final Approval Hearing, prepare an affidavit to submit to the Court that identifies each Settlement Class Member who timely and properly requested exclusion from the Settlement Class; j. Process and transmit distributions to Settlement Class Members from the Administration Account; k. Pay invoices, expenses and costs approved by Class Counsel as provided in this Agreement; and l. Perform any other Settlement-administration-related function at the instruction of Class Counsel and Defendants’ Counsel when necessary for performance Amegy, including, but not limited to, verifying that Settlement Amount has been distributed as required by Sections XII and XIII of its duties and the expenditure of cash Agreement. All costs that the Settlement Administrator incurs which are permitted by this Agreement shall be paid from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement AgreementAmount.

Settlement Administrator. 82. The Settlement Administrator Parties agree that, subject to Court approval, Angeion shall help implement the terms of be the Settlement AgreementAdministrator. The Parties shall jointly oversee the Settlement Administrator. The Settlement Administrator shall maintain reasonably detailed records fulfill the requirements set forth in the Preliminary Approval Order and the Agreement and comply with all applicable laws, including, but not limited to, the Due Process Clause of its activities under this Agreementthe United States Constitution. 83. The Settlement Administrator shall maintain all administer various aspects of the Settlement as described in the next paragraph and perform such records other functions as are required by applicable law specified for the Settlement Administrator elsewhere in accordance with its normal business practicesthis Agreement, including, but not limited to, effectuating the Notice Program, handling the Claims process, administering the Settlement Fund, and distributing the Cash Payments to Settlement Class Members who submit Valid Claims. 84. The Settlement Administrator shall be responsible forAdministrator’s duties include to: (a) Establishinga. Complete the Court-approved Notice Program by notifying the Settlement Class by Postcard Notice, designingsending Long Form Notices and paper Claim Forms on request from individuals in the Settlement Class, reviewing Claim Forms, notifying Claimants of deficient Claim Forms using the Notice of Deficiency, and maintaining the sending Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding Class Member Benefits to inquiries from Settlement Class Members in who submit a timely fashion and, where necessary, forwarding such written inquiries to Class CounselValid Claim; (d) Accurately b. Establish and objectively describing maintain the terms of Settlement Fund in the Agreement in communications with Escrow Account approved by the Parties; c. Establish and maintain a post office box to receive opt-out requests from the Settlement Class and objections from Settlement Class Members, including training its employees and agents accordinglyClaim Forms; (e) Receiving d. Establish and compiling Optmaintain the Settlement Website to provide important information about the Settlement and electronic submission of Claim Forms; e. Establish and maintain an automated toll-Out Forms free telephone line for the Settlement Class to call with Settlement-related inquiries, and answer frequently asked questions of individuals in the Settlement Class who call with or otherwise communicate such inquiries; f. Respond to any other correspondence requesting exclusion mailed Settlement Class member inquiries; g. Process all opt-out requests from the Settlement ClassesClass; (f) Receiving h. Provide weekly reports to Class Counsel and processing ClaimsDefendants’ Counsel that summarize the number of Claims submitted, determining Claims approved and rejected, Notices of Deficiency sent, opt-out requests and objections received that week, the validity total number of Claims, maintaining a database of Claimsopt-out requests and objections received to date, and distributing Settlement Payments to other pertinent information; i. In advance of the Final Approval Hearing, prepare a declaration confirming the Notice Program was completed in accordance with the terms of this Agreement and the Preliminary Approval Order, describing how the Notice Program was completed, indicating the number of Claim Forms received, providing the names of each individual in the Settlement Class Memberswho timely and properly requested to opt-out from the Settlement Class, indicating the number of objections received, and other information as may be necessary to allow the Parties to seek and obtain Final Approval; (g) Providing periodic reports j. Distribute, out of the Settlement Fund, Cash Payments by electronic means or by paper check; k. Send Settlement Class Members who elect Credit Monitoring emails instructing how to activate their Credit Monitoring service; l. Pay Court-approved attorneys’ fees and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlementcosts, and any Service Awards out of the Settlement Fund; m. Pay Settlement Administration Costs out of the Settlement Fund following approval by Class Counsel; and n. Any other such information that may be reasonably requested by Settlement Administration function at the instruction of Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from , including, but not limited to, verifying that the Settlement Fund;Fund has been properly administered and that the Cash Payments have been properly distributed. (j) Ensuring 85. The Notice Program and Notices will be reviewed and approved by the privacy and security Settlement Administrator, but may be revised as agreed upon by the Parties and/or their respective Counsel prior to submission to the Court for approval. Immaterial revisions to the Notices may also be made prior to dissemination of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement AgreementNotice.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement42. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described below and perform such other functions assigned to the Settlement Administrator elsewhere in this Agreement, including, but not limited to: providing Emailed and Mailed Notice to Settlement Class Members; effectuating the Notice Program pursuant to Section VIII below; and distributing the Settlement Fund as provided herein. The Class Counsel, in consultation with Cadence Bank’s Counsel, shall supervise and oversee the Settlement Administrator. 43. Settlement Administrator fees, charges and expenses shall be paid from the Escrow Account within thirty (30) calendar days of Class Counsel’s and Cadence Bank’s receipt and approval of an invoice from the Settlement Administrator. Because the notice and settlement administration costs are being paid from the Settlement Fund, payments to the Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practicesnot be conditioned on Final Approval. 44. The duties of the Settlement Administrator shall be responsible forAdministrator, in addition to other responsibilities that are described in this Agreement, are as follows: (a) Establishinga. Obtain from Cadence Bank and Class Counsel, designingthe name, email, and maintaining mailing address information (to the extent reasonably available) for Settlement Class Members, and, to the extent necessary, verify and update the addresses received through the National Change of Address database for the purpose of mailing the Mailed Notice, and later mailing distribution checks to Past Account Holder Settlement Class Members, and to Current Account Holder Settlement Class Members where it is not feasible or reasonable for Cadence Bank to make the payment by a credit to the Settlement Class Members’ Accounts; b. Establish and maintain a Post Office Box for requests for exclusion form the Settlement Class; c. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, d. Establish and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from maintain an automated toll-free telephone line for Settlement Class Members in a timely fashion andto call for information on the Settlement (except that the Settlement Administrator shall not give, where necessaryand shall not be expected to give, forwarding such written inquiries to Class Counsellegal advice); (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and e. Respond to any other correspondence requesting exclusion mailed inquiries from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other f. Process all requests for exclusion from Settlement Class Members; g. Provide weekly reports and a final report to Class Counsel and Cadence Bank’s Counsel that summarize the Settlementnumber of requests for exclusion received that week, the total number of exclusion requests received to date and other pertinent information. h. At Class Counsel’s request in advance of the Final Approval Hearing, prepare an affidavit to submit to the Court that identifies each Settlement Class Member who timely and properly requested exclusion from the Settlement Class. i. Transfer to Cadence Bank the amount of the Net Settlement Fund required to make Settlement Payments to Current Account Holders by a credit to those Settlement Class Members’ Accounts; j. Process and transmit distributions to Settlement Class Members from the Net Settlement Fund; k. Perform all tax-related services for the Escrow Account as provided in this agreement; l. Perform any other such information Settlement-administration-related function at the instruction of Class Counsel and Cadence Bank’s Counsel, including, but not limited to, verifying that may be reasonably requested Cadence Bank has correctly made the distributions to Settlement Class Members with current Accounts; and m. Pay invoices, expenses and costs upon approval by Class Counsel and Defendants’ Cadence Bank’s Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements , as provided in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreement.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement. The Settlement Administrator shall maintain reasonably detailed records of its activities under this Agreement. The Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practices15. The Settlement Administrator shall be responsible forappointed by Class Counsel subject to the approval of the Defendants, which approval shall not be unreasonably withheld. 16. The Settlement Administrator shall administer the process of receiving, reviewing and approving or denying claims under Class Counsel’s supervision and subject to the jurisdiction of the Court. The Defendants shall have no responsibility for the administration of the Settlement and shall have no liability to the Class Members or Class Counsel in connection with this administration. Class Counsel shall designate a contact person at the Settlement Administrator to whom Defendants may refer all inquiries they receive from potential claimants. 17. The Settlement Administrator shall receive Claims and determine first, whether the Claim is an Authorized Claim, in whole or in part; and second, each Authorized Claimant’s pro rata share of the Net Cash Settlement Amount based upon each Authorized Claimant’s Recognized Loss amount (as set forth in the Plan of Allocation described in the Notice annexed hereto as Exhibit E, or in such other Plan of Allocation as the Court approves). 18. The Settlement Fund shall be applied as follows: (a1) Establishingto pay counsel’s attorneys’ fees and expenses, designingwith interest thereon and the Service Award and expenses of Plaintiffs (the “Attorneys’ Fees, Expenses and maintaining Service Awards”), if and to the Settlement Websiteextent allowed by the Court; (b2) Disseminating to pay all the costs and expenses reasonably and actually incurred in connection with providing notice, locating Settlement Class Members, soliciting Settlement Class claims, assisting with the filing of claims, administering and distributing the Settlement Fund to Authorized Claimants, processing Claim Forms, and paying escrow fees and costs, if any; (3) to pay any taxes and tax expenses; and (4) to distribute the balance of the Settlement Fund to Authorized Claimants as allowed by the Stipulation, the Plan of Allocation, or order of the Court. 19. The Plan of Allocation attached hereto as Exhibit E is not a necessary term of this Amended Producer Class Action Settlement Agreement, and it is not a condition of this Amended Producer Class Action Settlement Agreement that any particular Plan of Allocation be approved. 20. Each Authorized Claimant shall be allocated a pro rata share of the Net Cash Settlement Amount based on his, her or its Recognized Loss compared to the total Recognized Losses of all Authorized Claimants. This is not a claims-made settlement. Defendants shall not be entitled to get back any of the Settlement consideration once the Effective Date has occurred. 21. Any Settlement Class Member who does not submit a valid Claim Form will not be entitled to receive any distribution from the Net Cash Settlement Amount, but will otherwise be bound by all of the terms of this Amended Producer Class Action Settlement Agreement and the Settlement, including the terms of the Final Judgment to be entered in the Producer Class Action and the Releases provided for herein, and will be barred and enjoined from bringing any action against the Releasees concerning the Released Claims. 22. Class Counsel shall be responsible for supervising the administration of the Settlement and disbursement of the Net Cash Settlement Amount by the Settlement Administrator. Defendants shall have no liability, obligation or responsibility for the administration of the Settlement or disbursement of the Net Cash Settlement Amount. Defendants shall not be permitted to review, contest or object to any Claim Form or any decision of the Settlement Administrator or Class Counsel with respect to accepting or rejecting any Claim Form or Claim for payment by a Settlement Class Member. Class Counsel shall have the right, but not the obligation, to waive what they deem to be formal or technical defects in any Claim Forms submitted in the interests of achieving substantial justice. 23. For purposes of determining the extent, if any, to which a Settlement Class Member shall be entitled to be treated as an Authorized Claimant, the following conditions shall apply: a. Each Settlement Class Member shall be required to submit a Claim Form substantially in the form attached hereto as Exhibit B, supported by such documents as are designated therein, including proof of the Claimant’s loss, or such other documents or proof as the Settlement Administrator or Class Counsel, in their discretion, may deem acceptable. b. All Claim Forms must be submitted by the date set by the Court in the Preliminary Approval Order and specified in the Notice, which the Parties will request to be 45 days after mailing, unless such deadline is extended by Order of the Court. Any Settlement Class Member who fails to submit a Claim Form by such date shall be forever barred from receiving any distribution from the Net Cash Settlement Amount or payment pursuant to this Amended Producer Class Action Settlement Agreement (unless, by Order of the Court, late-filed Claim Forms are accepted), but shall in all other respects be bound by all of the terms of this Amended Producer Class Action Settlement Agreement and the Settlement including Email Notice, Mailed Noticethe terms of the Final Judgment and the Releases provided for herein, and Website Noticewill be barred and enjoined from bringing any action against the Releasees concerning the Released Claims. A Claim Form shall be deemed to be submitted when posted, if received with a postmark indicated on the envelope and if mailed by first-class mail and addressed in accordance with the instructions thereon. c. Each Claim Form shall be submitted to and reviewed by the Settlement Administrator, under the supervision of Class Counsel, who shall determine in accordance with this Amended Producer Class Action Settlement Agreement, the Notice Planextent, and if any, to which each Claim shall be allowed, subject to review by the Court’s ordersCourt pursuant to subparagraph (e) below; (c) Monitoring and responding d. Claim Forms that do not meet the submission requirements may be rejected. Prior to inquiries from rejecting a Claim in whole or in part, the Settlement Administrator shall communicate with the Claimant in writing, email or by telephone to give the Claimant the chance to remedy any curable deficiencies in the Claim Form submitted. The Settlement Administrator, under the supervision of Class Members Counsel, shall notify, in a timely fashion andand in writing, where necessaryall Claimants whose Claim they propose to reject in whole or in part, forwarding setting forth the reasons therefore, and shall indicate in such written inquiries notice that the Claimant whose claim is to Class Counsel;be rejected has the right to a review by the Court if the Claimant so desires and complies with the requirements of subparagraph (e) below. e. If any Claimant whose claim has been rejected in whole or in part desires to contest such rejection, the Claimant must, within twenty (20) days after the date of mailing of the notice required in subparagraph (d) Accurately above, serve upon the Settlement Administrator a notice and objectively describing statement of reasons indicating the terms Claimant’s grounds for contesting the rejection along with any supporting documentation, and requesting a review thereof by the Court. If a dispute concerning a Claim cannot be otherwise resolved, Class Counsel shall thereafter present the request for review to the Court. f. The administrative determinations of the Agreement Settlement Administrator in communications accepting and rejecting Claims shall be presented to the Court, on notice to Defendants’ Counsel, for approval by the Court. 24. Each Claimant shall be deemed to have submitted to the jurisdiction of the Court with respect to the Claimant’s Claim, and the Claim will be subject to investigation and discovery under the Federal Rules of Civil Procedure, provided, however that such investigation and discovery shall be limited to that Claimant’s status as a Class Member and the validity and amount of the Claimant’s Claim. No discovery shall be allowed on the merits of the Producer Class Action or Settlement in connection with the processing of Claim Forms. 25. Class MembersCounsel will apply to the Court, including training its employees on notice of Defendants’ Counsel, for a Class Distribution Order: (a) approving the Settlement Administrator’s administrative determinations concerning the acceptance and agents accordingly; rejection of the Claims submitted; (eb) Receiving approving payment of any administration fees and compiling Opt-Out Forms and any other correspondence requesting exclusion expenses associated with the administration of the Settlement from the Settlement Classes;Fund; and (c) if the Effective Date has occurred, directing payment of the Net Cash Settlement Amount to the Authorized Claimants. 26. The Net Cash Settlement Amount shall be distributed to Authorized Claimants substantially in accordance with the Plan of Allocation set forth in the Class Notice and approved by the Court. Any such Plan of Allocation is not a part of this Stipulation. No funds from the Net Cash Settlement Amount shall be distributed to Authorized Claimants until the Effective Date. If there is any balance remaining in the Net Cash Settlement Amount after six (f6) Receiving months from the date of distribution of the Net Cash Settlement Amount (whether by reason of tax refunds, uncashed checks, or otherwise), Class Counsel shall, if feasible, reallocate such balance among Authorized Claimants in an equitable and economic fashion. Thereafter, any balance that still remains in the Net Cash Settlement Amount shall be donated to one or more secular §501(c)(3) organization(s) selected by Class Counsel, with prior written notice to Defendants’ counsel. 27. Payment pursuant to the Class Distribution Order shall be final and conclusive against all Class Members who are Authorized Claimants. 28. All proceedings with respect to the administration, processing Claimsand determination of Claims and the determination of all controversies relating thereto, determining including disputed questions of law and fact with respect to the validity of Claims, maintaining shall be subject to the jurisdiction of the Court. 29. The Settlement Administrator is to be charged with, among other things, distribution of the Class Notice, operation of a database settlement website relating to both this Settlement, setting up and running a toll-free center to respond to producer calls, receipt and handling of Claimsrequests for information to assist producers with potential claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other receipt of requests for exclusion from and distribution of settlement relief to Class Members in the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreement.

Settlement Administrator. 82. The Settlement Administrator Parties agree that, subject to Court approval, ▇▇▇▇▇ shall help implement the terms of be the Settlement AgreementAdministrator. The Parties shall jointly oversee the Settlement Administrator. The Settlement Administrator shall maintain reasonably detailed records fulfill the requirements set forth in the Preliminary Approval Order and the Agreement and comply with all applicable laws, including, but not limited to, the Due Process Clause of its activities under this Agreementthe United States Constitution. 83. The Settlement Administrator shall maintain all administer various aspects of the Settlement as described in the next paragraph and perform such records other functions as are required by applicable law specified for the Settlement Administrator elsewhere in accordance with its normal business practicesthis Agreement, including, but not limited to, effectuating the Notice Program, handling the Claims process, administering the Settlement Fund, and distributing the Cash Payments to Settlement Class Members who submit Valid Claims. 84. The Settlement Administrator shall be responsible forAdministrator’s duties include to: (a) Establishing, designing, and maintaining a. Complete the Court-approved Notice Program by noticing the Settlement Website; (b) Disseminating Notice, including Class by Email Notice, Mailed Notice and Publication Notice, and Website Noticeby sending Long Form Notices and paper Claim Forms on request from individuals in the Settlement Class, in accordance with this Agreementreviewing Claim Forms, notifying Claimants of deficient Claim Forms using the Notice Planof Deficiency, and the Court’s orders; (c) Monitoring and responding sending Settlement Class Member Benefits to inquiries from Settlement Class Members in who submit a timely fashion and, where necessary, forwarding such written inquiries to Class CounselValid Claim; (d) Accurately b. Establish and objectively describing maintain the terms of Settlement Fund in the Agreement in communications with Escrow Account; c. Establish and maintain a post office box to receive opt-out requests from the Settlement Class, objections from Settlement Class Members, including training its employees and agents accordinglyClaim Forms; (e) Receiving d. Establish and compiling Optmaintain the Settlement Website to provide important information about the Settlement and to receive electronic Claim Forms; e. Establish and maintain an automated toll-Out Forms free telephone line for the Settlement Class to call with Settlement-related inquiries, and answer frequently asked questions of individuals in the Settlement Class who call with or otherwise communicate such inquiries; f. Respond to any other correspondence requesting exclusion mailed inquiries from individuals in the Settlement Class; g. Process all opt-out requests from the Settlement ClassesClass; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic h. Provide weekly reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ CounselDefendant’s Counsel that summarize the number of Claims submitted, Claims approved and rejected, Notices of Deficiency sent, opt-out requests and objections received that week, the total number of valid opt-out requests and objections received to date, and other pertinent information; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance i. In advance of its duties the Final Approval Hearing, prepare a declaration confirming the Notice Program was completed in accordance with the terms of this Agreement and the expenditure Preliminary Approval Order, describing how the Notice Program was completed, indicating the number of cash Claim Forms received, providing the names of each individual in the Settlement Class who timely and properly requested to opt-out from the Settlement Class, indicating the number of objections received, and other information as may be necessary to allow the Parties to seek and obtain Final Approval; j. Distribute, out of the Settlement Fund, Cash Payments by electronic means or by paper check; k. Send Settlement Class Members who elect Credit Monitoring emails instructing how to activate their Credit Monitoring service; l. Pay Court-approved attorneys’ fees and costs, and Service Awards out of the Settlement Fund; (j) Ensuring m. Pay Settlement Administration Costs out of the privacy and security of data associated with Settlement Fund following approval by Class MembersCounsel; and n. Any other Settlement Administration function at the instruction of Class Counsel and Defendant’s Counsel, including, but not limited to, verifying that the Settlement Fund has been properly administered and that the Cash Payments have been properly distributed. 85. The Notice Program and Notices will be reviewed and approved by the Settlement Administrator. However, the Notices may be revised as agreed upon by the Parties prior to submission to the Court for approval. Immaterial revisions and formatting changes to the Notices may also be made prior to dissemination of the Notice. 86. The Parties, Settlement Class Counsel, and Defendant’s Counsel shall not have any liability whatsoever with respect to (k1) Otherwise assisting any act, omission, or determination of the Settlement Administrator, or any of its respective designees or agents, in connection with implementation and the administration of the Settlement or otherwise; (2) the management, investment, or distribution of the Settlement Fund; (3) the formulation, design, or terms of this the disbursement of the Settlement Agreement.Fund; (4) the determination, administration, calculation, or payment of any claims asserted against the Settlement Fund; (5) any losses suffered by or fluctuations in the value of the Settlement Fund; or

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement66. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraph hereafter and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, providing Notice to Settlement Class members and distributing the Settlement Amount as provided herein. 67. The duties of the Settlement Administrator shall maintain all such records Administrator, in addition to other responsibilities that are described in the preceding paragraph and elsewhere in this Agreement, are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: (a) Establishinga. Use the name and address information for Settlement Class members provided by Farmers in connection with the Notice process approved by the Court, designingfor the purpose of mailing any Mailed Notice and sending any Email Notice, and maintaining later mailing distribution checks to Past Policy Holder Settlement Class Members and Non-Renewing Current Policy Holder Settlement Class Members, and to Renewing Current Policy Holder Settlement Class Members where it is not feasible or reasonable for Farmers to make the payment by a credit to the their Policies; b. Arrange for the Publication Notice; c. Establish and maintain a Post Office box for requests for exclusion from the Settlement Class; d. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Noticee. Establish and maintain an automated toll-free telephone line for Settlement Class members to call with Settlement-related inquiries, and Website Notice, in accordance answer the questions of Settlement Class members who call with this Agreement, the Notice Plan, and the Court’s ordersor otherwise communicate such inquiries; (c) Monitoring and responding f. Respond to inquiries from any mailed Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counselmember inquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other g. Process all requests for exclusion from the SettlementSettlement Class; h. Provide weekly reports to Class Counsel and Farmers that summarizes the number of requests for exclusion received that week, the total number of exclusion requests received to date, and any other such pertinent information; i. In advance of the Final Approval Hearing, prepare an affidavit to submit to the Court confirming that the Notice Program was completed, describing how the Notice Program was completed, providing the names of each Settlement Class member who timely and properly requested exclusion from the Settlement Class, and other information that as may be reasonably requested necessary to allow the Parties to seek and obtain Final Approval; j. Pay invoices, expenses and costs upon approval by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements Farmers, as provided in this Agreement and providing such declaration(s) to Agreement; and k. Any other Settlement-administration-related function at the instruction of Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement AgreementFarmers, including, but not limited to, verifying that settlement funds have been distributed.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement51. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraph hereafter and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, effectuating the Notice Program and distributing the Settlement Class Member Payments as provided herein. 52. The duties of the Settlement Administrator shall maintain all such records Administrator, in addition to other responsibilities that are described in the preceding paragraph and elsewhere in this Agreement, are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: (a) Establishinga. Use the name and address information of the Settlement Class provided by Defendant in connection with the Notice Program approved by the Court, designing, for the purpose of distributing the Mailed Notice; b. Process Claim Forms and maintaining oversee the Claim Form Submission Process as described more fully below; c. Establish and maintain a post office box for requests for exclusion or objections from the Settlement Class; d. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Noticee. Establish and maintain an automated toll-free telephone line for the Settlement Class to call and leave messages regarding settlement-related inquiries, and Website Notice, in accordance respond to questions of the Settlement Class who call with this Agreement, the Notice Plan, and the Court’s ordersor otherwise communicate such inquiries; (c) Monitoring and responding f. Respond to inquiries from any mailed Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counselinquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other g. Process all requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ CounselSettlement Class; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) h. Provide weekly reports to Class Counsel and Defendants’ CounselDefendant that summarize the number of requests for exclusion received that week, the total number of exclusion requests received to date, the number of objections received that week, the total number of objections received to date, and other pertinent information; (i) Seeking further clarification or authorization from i. In advance of the Final Approval Hearing, prepare an affidavit to submit to the Court confirming that the Notice Program was completed, describing how the Notice Program was completed, providing the names of each member of the Settlement Class Counsel who timely and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash properly requested exclusion from the Settlement FundClass or served objections, detailing the number of Claim Forms that were timely and validly submitted, and other information as may be necessary to allow the Parties to seek and obtain Final Approval; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration j. In advance of the terms Final Approval Hearing, provide Defendant and Class Counsel a copy of this each notice of intent to object received by the Settlement Agreement.Administrator;

Settlement Administrator. The Settlement Administrator 59. Class Counsel, in consultation with Bank of America, shall help implement the terms of select the Settlement AgreementAdministrator. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in Paragraph 61 below and perform such other functions assigned to the Settlement Administrator elsewhere in this Agreement, including, but not limited to: providing Emailed and Mailed Notice to persons in the Settlement Class; effectuating the Notice Program pursuant to Section VIII below; distributing the Settlement Amount as provided herein; and, in the event of a termination of the Settlement pursuant to Section XVI below, returning the Escrow Account, along with any accrued interest or earnings, less any amounts already paid to Settlement Administrator or committed to pay for expenses and costs associated with investments and/or taxes with respect to the Escrow Account, to Bank of America. The Class Counsel, in consultation with Bank of America’s Counsel, shall supervise and oversee the Settlement Administrator. 60. Settlement Administrator fees, charges and expenses shall be paid from the Escrow Account within 30 days of Class Counsel’s and Bank of America’s Counsel’s receipt and approval of an invoice from the Settlement Administrator. Since the notice and settlement administration costs are being paid from the Settlement Fund, payments to the Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practicesnot be conditioned on Final Approval. 61. The duties of the Settlement Administrator shall be responsible forAdministrator, in addition to other responsibilities that are described in this Agreement, are as follows: (a) Establishinga. Obtain from Bank of America and Class Counsel name, designingemail, and maintaining mailing address information (to the extent it is reasonably available) for persons in the Settlement Class, and, to the extent necessary, verify and update the addresses received through the National Change of Address database for the purpose of mailing the Mailed Notice, and later mailing distribution checks to Past Account Holder Settlement Class Members, and to Current Account Holder Settlement Class Members where it is not feasible or reasonable for Bank of America to make the payment by a credit to the Settlement Class Members’ Accounts; b. Establish and maintain a Post Office box for requests for exclusion from the Settlement Class; c. Establish and maintain the Settlement Website; d. Establish and maintain an automated toll-free telephone line for persons in the Settlement Class to call for information on the Settlement (b) Disseminating Notice, including Email Notice, Mailed Noticeexcept that the Settlement Administrator shall not give, and Website Noticeshall not be expected to give, legal advice); e. Respond to any mailed inquiries from persons in accordance with this Agreementthe Settlement Class; f. Process all requests for exclusion from persons in the Settlement Class; g. Provide weekly reports and a final report to Class Counsel and Bank of America’s Counsel that summarize the number of requests for exclusion received that week, the Notice Plan, total number of exclusion requests received to date and the Court’s ordersother pertinent information; (c) Monitoring and responding h. At Class Counsel’s request in advance of the Final Approval Hearing, prepare an affidavit to inquiries from submit to the Court that identifies each person in the Settlement Class Members in a who timely fashion and, where necessary, forwarding such written inquiries to Class Counsel; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting properly requested exclusion from the Settlement ClassesClass; (f) Receiving and processing Claims, determining i. Transfer to Bank of America the validity amount of Claims, maintaining a database of Claims, and distributing the Net Settlement Fund required to make Settlement Payments to Current Account Holders by a credit to those Settlement Class Members’ Accounts; (g) Providing periodic reports j. Process and accountings on Claims, Objections, Opt- Out Forms and transmit distributions to Settlement Class Members from the Net Settlement Fund; k. Perform all tax-related services for the Escrow Account as provided in this Agreement; l. Perform any other requests for exclusion from Settlement–administration-related function at the Settlementinstruction of Class Counsel and Bank of America’s Counsel, including, but not limited to, verifying that Bank of America has correctly made the distributions to Settlement Class Members with current Accounts; and any other such information that may be reasonably requested m. Pay invoices, expenses and costs upon approval by Class Counsel and Defendants’ Bank of America’s Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements , as provided in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreement.

Settlement Administrator. The 60. Settlement Administrator Class Counsel and M & I Bank have jointly selected and M & I Bank shall help implement the terms of retain Epiq Systems to serve as the Settlement AgreementAdministrator. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in paragraph 62 below and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, providing Mailed Notice to Settlement Class Members; working with the Notice Administrator to effectuate the Published Notice Program pursuant to Section X below; distributing the Settlement Fund as provided herein; repaying M & I Bank its actual notice and administration costs pursuant to paragraphs 55(c), 92 and 94 hereof; and paying the remainder of the Settlement Fund to M & I Bank in the event of a termination of the Settlement pursuant to Section XVIII hereof. Settlement Class Counsel and counsel for M & I Bank will jointly supervise and oversee the Settlement Administrator. 61. As specified below and subject to the limits set forth in paragraph 55(c), all Settlement Administrator fees, charges and expenses, as incurred pursuant to paragraph 87, shall be paid by M & I Bank within 30 days of Settlement Class Counsel’s and counsel for M & I Bank’s receipt and approval of an invoice. 62. The duties of the Settlement Administrator, in addition to other responsibilities that are described in this Agreement (including but not limited to those referenced in paragraph 60 above), are as follows: a. Obtain from M & I Bank and Settlement Class Counsel the names and address information of identifiable Settlement Class Members (to the extent it is available and to be updated by the Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible for: (a) Establishing, designingthe manner reflected herein), and maintaining verify and update the addresses received through the National Change of Address database, for the purpose of mailing the Mailed Notice, and later mailing distribution checks to Settlement Class Members who do not opt out, as provided under the terms of this Agreement; b. Establish and maintain a Post Office box for requests for exclusion from the Settlement Class; c. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, d. Establish and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from maintain an automated toll-free telephone line for Settlement Class Members in a timely fashion andto call with Settlement-related inquiries, where necessary, forwarding and answer the questions of Settlement Class Members who call with or otherwise communicate such written inquiries to Class Counselinquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with e. Respond to any mailed Settlement Class Members, including training its employees and agents accordinglyMember inquiries; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other f. Process all requests for exclusion from the SettlementSettlement Class; g. Provide weekly reports and no later than five days after the end of the Opt- Out Period, and a final report to Settlement Class Counsel and counsel for M & I Bank that summarize the number of requests for exclusion received that week, the total number of exclusion requests received to date, and other pertinent information; h. Interface with the Tax Administrator; i. At Settlement Class Counsel’s and/or M & I Bank’s Counsel’s request in advance of the Final Approval Hearing, prepare an affidavit to submit to the Court that identifies each Settlement Class Member who timely and properly requested exclusion from the Settlement Class; j. Process and transmit distributions to Settlement Class Members from the Net Settlement Fund in accordance with the terms of this Agreement; k. Pay invoices, expenses and costs upon approval by Settlement Class Counsel and counsel for M & I Bank, as provided in this Agreement; l. Perform the duties of Escrow Agent as described in this Agreement, and any other such information that may be reasonably requested by Settlement-administration-related function at the instruction of Settlement Class Counsel and Defendants’ Counselcounsel for M & I Bank, including but not limited to, verifying that M & I Bank has correctly made a distribution to Settlement Class Members pursuant to paragraph 86 herein; (h) Preparing declaration(s) attesting to compliance m. Comply with the Notice requirements in terms of the parties’ Confidentiality Agreement Pertaining to Fourth Tranche Actions and all applicable provisions of this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class MembersAgreement; and (k) Otherwise assisting with implementation n. ▇▇▇▇▇▇▇ under, and administration of the terms of this Settlement Agreementagree to comply with, all applicable confidentiality, privacy, and security protocols required by M & I Bank.

Settlement Administrator. 1. The Settlement Administrator Parties agree that, subject to Court approval, Analytics, LLC shall help implement the terms of be the Settlement AgreementAdministrator. The Settlement Administrator shall maintain reasonably detailed records fulfill the requirements set forth in the Preliminary Approval Order and the Agreement and comply with all applicable laws, including, but not limited to, the Due Process Clause of its activities under this Agreementthe United States Constitution. 2. The Settlement Administrator shall maintain all administer various aspects of the Settlement as described in the next paragraph and perform such records other functions as are required by applicable law specified for the Settlement Administrator elsewhere in accordance with its normal business practicesthis Agreement, including, but not limited to, disseminating Notice as set forth herein, handling the Claims process, administering the Settlement Fund, and distributing the Cash Payments and instructions on how to activate Credit Monitoring to Settlement Class Members who do not elect Cash Payment C. 3. The Settlement Administrator Administrator’s duties shall be responsible forinclude: (a) Establishinga. Providing the CAFA notices required by 28 U.S.C. §1715. b. Dissemination of the Short Form Notice, designingas approved by the Court by mail to all individuals indicated on the Class List, reviewing and approving or rejecting Claim Forms, notifying Claimants of deficient Claim Forms using the Notice of Deficiency, and maintaining the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, sending Cash Payments and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) instructions on how to activate Credit Monitoring and responding to inquiries from those Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counselwho do not elect Cash Payment C; (d) Accurately c. Establish and objectively describing maintain the terms of Settlement Fund in the Agreement in communications with Escrow Account approved by the Parties; d. Establish and maintain a post office box to receive opt-out requests from the Settlement Class and objections from Settlement Class Members, including training its employees and agents accordinglyClaim Forms; (e) Receiving e. Establish and compiling Opt-Out Forms and any other correspondence requesting exclusion from maintain the Settlement ClassesWebsite to include the Long Form Notice and to provide important information about the Settlement and electronic submission of Claim Forms; (f) Receiving f. Establish and processing Claims, determining maintain an automated toll-free telephone line for the validity of Claims, maintaining a database of ClaimsSettlement Class to call with Settlement-related inquiries, and distributing Settlement Payments to answer frequently asked questions of individuals in the Settlement Class Memberswho call with or otherwise communicate such inquiries; (g) Providing periodic g. Respond to any Settlement Class member inquiries; h. Provide a Claim Form by mail or email to any Settlement Class Member that requests one; i. Provide weekly reports to counsel for Plaintiff that summarize the number of Claims submitted, Claims approved and accountings on Claimsrejected, ObjectionsNotices of Deficiency sent, Opt- Out Forms opt-out requests and any other objections received that week, the total number of opt-out requests for exclusion from the Settlementand objections received to date, and any other such information that may be reasonably requested by Class Counsel and Defendants’ Counselpertinent information; (h) Preparing declaration(s) attesting to compliance with j. In advance of the Final Approval Hearing, prepare a declaration confirming the dissemination of the Notice requirements was completed in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated accordance with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Agreement and the Preliminary Approval Order, describing how it was completed, indicating the number of Claim Forms received, providing the names and addresses of each individual in the Settlement Agreement.Class who timely and properly requested to opt-out from the Settlement Class, indicating the number of objections received and attaching copies thereof, and other information as may be necessary to allow the Parties to seek and obtain Final Approval;

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement61. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraph and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, effectuating the Notice Program and distributing the Settlement Fund as provided herein. 62. The duties of the Settlement Administrator shall maintain all such records are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: (a) Establishinga. Use the name and address information for Settlement Class members provided by Defendant in connection with the Notice Program approved by the Court, designingfor the purpose of distributing the Postcard Notice and Email Notice, and maintaining later mailing Settlement Class Member Payments to Past Account Holder Settlement Class Members, and to Current Account Holder Settlement Class Members where it is not feasible or reasonable for Defendant to make the Settlement Class Member Payments by a credit to the Current Settlement Class Members Accounts; b. Establish and maintain a post office box for requests for exclusion from the Settlement Class; c. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Noticed. Establish and maintain an automated toll-free telephone line for Settlement Class members to call with Settlement-related inquiries, and Website Notice, in accordance answer the questions of Settlement Class members who call with this Agreement, the Notice Plan, and the Court’s ordersor otherwise communicate such inquiries; (c) Monitoring and responding e. Respond to inquiries from any mailed Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counselmember inquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other f. Process all requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ CounselSettlement Class; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) g. Provide weekly reports to Class Counsel and Defendants’ CounselDefendant that summarizes the number of requests for exclusion received that week, the total number of exclusion requests received to date, and other pertinent information; (i) Seeking further clarification h. In advance of the Final Approval Hearing, prepare a declaration or authorization from affidavit to submit to the Court confirming that the Notice Program was completed, describing how the Notice Program was completed, providing the names of each Settlement Class Counsel member who timely and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash properly requested exclusion from the Settlement Fund; (j) Ensuring Class, and other information as may be necessary to allow the privacy Parties to seek and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreementobtain Final Approval.

Settlement Administrator. Subject to Bankruptcy Court approval, Class Counsel shall be authorized to retain ▇▇▇▇▇ Settlement Administration LLC (“▇▇▇▇▇”) as the settlement administrator (the “Settlement Administrator”), subject to the Debtors’ approval of the Settlement Administrator. All costs and fees associated with the administration of the Settlement, including but not limited to the disbursement of Settlement Awards and the Settlement Class Notices (defined infra § 18) (“Administration Costs”), shall be deducted from the Settlement Amount. The Settlement Administrator shall help implement coordinate with the Debtors to create a Qualified Settlement Fund (“QSF”) from which to disburse Settlement Awards and other applicable fees and costs. Within ten (10) days of the Preliminary Approval Order (defined infra § 12), Defendant shall provide a spreadsheet to the Settlement Administrator that lists for each Class Member their name, last-known address, and last four digits of their social security number (“Class Member Spreadsheet”). The Parties agree that (i) the Class Member Spreadsheet data as well as any other Settlement Class data (together, “Settlement Class confidential, (ii) the Settlement Administrator will use the Settlement Class Data for the sole purpose of effectuating the Settlement, and (iii) the Settlement Class Data will not be provided to Class Counsel. The Class Member Spreadsheet shall be based on Defendant’s personnel records and provided in a format reasonably acceptable to the Settlement Administrator. Defendant agrees to consult with the Settlement Administrator before the Class Member Spreadsheet production date to ensure the format will be acceptable to the Settlement Administrator. The Settlement Administrator will run a check of the Class Members’ last-known addresses against those on file with the U.S. Postal Service’s National Change of Address List. Within ten (10) days of receipt of the Class Member Spreadsheet from Defendant, the Settlement Administrator will mail Settlement Class Notices to the Class Members. Settlement Class Notices returned to the Settlement Administrator as non-delivered shall be re-sent to the forwarding address, if any, on the returned envelope. If there is no forwarding address, the Settlement Administrator will conduct a computer search for a new address using the last four digits of the Class Member’s social security number. Said search will be performed by the Settlement Administrator one time for each Settlement Class Notice returned without a forwarding address per Class Member. Upon completion of these steps by the Settlement Administrator, Defendant and the Settlement Administrator shall be deemed to have satisfied their obligations to provide Settlement Class Notice to any affected Class Members and, regardless of whether the affected Class Members actually received Settlement Class Notice, the affected Class Members shall remain members of the Settlement Class and shall be bound by all the terms of the Settlement Agreement. The Settlement Administrator shall maintain reasonably detailed records of its activities under this Agreement. The Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible for: (a) Establishing, designing, and maintaining the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; Final Approval Order (c) Monitoring and responding to inquiries from Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counsel; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreementdefined infra § 12).

Settlement Administrator. 10.01 The Parties agree that the Settlement Administrator shall be KCC Class Action Services, LLC (“KCC”) unless the parties mutually agree to specify a different entity as Settlement Administrator. The Settlement Administrator shall help implement will be retained by Plaintiff’s Counsel. 10.02 Plaintiff’s Counsel has secured from KCC an estimate of $20,260 as the amount of reasonable fees and costs required to administer the Settlement under the terms of this Agreement (the Settlement Agreement“KCC Estimate”). 10.03 Within 10 business days following issuance of a Preliminary Approval Order, Defendant will pay a retainer in the amount of the KCC Estimate directly to KCC to be applied towards fees incurred going forward with administration of the Settlement. Defendant will be given credit for this payment when funding the Common Fund as set out in Section 6.02. To the extent that KCC incurs fees beyond the retainer prior to Clarient funding the Common Fund, Defendant will pay KCC any such additional fees and be given credit for such payment when funding the Common Fund as set out in Section 6.02. If KCC incurs fees beyond the retainer after the funding of the Common Fund, it shall be paid out of the Common Fund. If KCC does not incur fees reaching the retainer amount, those fees shall be deposited by KCC into the Common Fund for distribution as set out in Section 6. 10.04 The Settlement Administrator shall maintain reasonably detailed records of its activities under this Agreement. The the amounts spent on the administration of the Settlement Administrator and shall maintain all such records as are required by applicable law in accordance with its normal business practices. provide those to the Parties monthly. 10.05 The Settlement Administrator shall be responsible forfor administering the Settlement, including: (a) Establishingsending the Notice, designing, and maintaining the Settlement Websitepursuant to Section 11 of this Agreement; (b) Disseminating preparing reports regarding the Notice, including Email Notice, Mailed Notice, and Website Notice, in accordance with this Agreement, as directed by the Notice Plan, Parties’ counsel and the Court’s orders; (c) Monitoring accepting and responding to inquiries from Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counselreporting on Requests for Opt Out received by the Opt Out Deadline; (d) Accurately accepting, reporting on, and objectively describing filing with the terms Court any and all Objections or Notices of Intention to Appear received from Class Members on or before the Agreement in communications with Settlement Class Members, including training its employees and agents accordinglyObjection Deadline; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion remitting payments from the Common Fund to eligible members of the Settlement ClassesClass and to Plaintiff and Plaintiff’s Counsel, if approved by the Court; (f) Receiving issuing any necessary tax documents and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members;performing any necessary tax reporting; and (g) Providing periodic reports such other duties as directed by the Plaintiff’s Counsel, provided that any modification of the duties referenced in subparts (a) - (g) of this Section must be mutually agreed to by the Parties. 10.06 If appointed by the Court to represent the Settlement Class, the Class Representative and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel hereby consent to the release by Clarient to the Settlement Administrator of the names and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with last known addresses of the Notice requirements in Settlement Class Members solely for the purposes of fulfilling the Settlement Administrator’s duties under this Agreement Agreement, which information shall be maintained as confidential by the Settlement Administrator and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance shall be destroyed by the Settlement Administrator at the conclusion of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreementduties.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement54. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraph and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement. The Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible for: (a) Establishing, designingincluding, but not limited to, effectuating the Notice Program and maintaining distributing the Settlement Website;Fund as provided herein. (b) Disseminating Notice, including Email Notice, Mailed Notice, and Website Notice, 55. In addition to duties specified elsewhere in accordance with this Agreement, the duties of the Settlement Administrator include: a. Use the name and address information for Settlement Class members provided by Defendant in connection with the Notice PlanProgram approved by the Court, for the purpose of distributing the Postcard Notice and Email Notice, and the Court’s orders; (c) Monitoring and responding to inquiries from later mailing Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counsel; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Member Payments to Settlement Class Members; (g) Providing periodic reports b. Establish and accountings on Claims, Objections, Opt- Out Forms and any other maintain a post office box for requests for exclusion from the Settlement Class; c. Establish and maintain the Settlement Website; d. Establish and maintain an automated toll-free telephone line for Settlement Class members to call with Settlement-related inquiries, and answer the questions of Settlement Class members who call with or otherwise communicate such inquiries; e. Respond to any mailed Settlement Class member inquiries; f. Process all requests for exclusion from the Settlement Class; g. Provide weekly reports to Class Counsel and Defendant that summarizes the number of requests for exclusion received that week, the total number of exclusion requests received to date, and other such pertinent information; h. In advance of the Final Approval Hearing, prepare a declaration or affidavit to submit to the Court confirming that the Notice Program was completed, describing how the Notice Program was completed, providing the names of each Settlement Class member who timely and properly requested exclusion from the Settlement Class, and other information that as may be reasonably requested necessary to allow the Parties to seek and obtain Final Approval; i. Distribute Settlement Class Member Payments by check to Settlement Class Members; j. Return the remainder of the Settlement Fund to Defendant if the Settlement is terminated pursuant to Section XII; k. Pay invoices, expenses, and costs upon approval by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements Defendant, as provided in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class MembersAgreement; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreement.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement63. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraph and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, effectuating the Notice Program and distributing the Settlement Fund as provided herein. 64. The duties of the Settlement Administrator shall maintain all such records are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: (a) Establishinga. Use the name and address information for Sufficient Funds Fee Class and Retry Fee Class members provided by Defendant in connection with the Notice Program approved by the Court, designingfor the purpose of distributing the Postcard Notice and Email Notice, and maintaining later mailing Settlement Class Member Payments to Past Account Holder Settlement Class Members, and to Current Account Holder Settlement Class Members where it is not feasible or reasonable for Defendant to make the Settlement Class Member Payments by a credit to the Current Settlement Class Members’ Accounts; b. Establish and maintain a post office box for requests for exclusion from the Sufficient Funds Fee Class and/or Retry Fee Class; c. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Noticed. Establish and maintain an automated toll-free telephone line for Sufficient Funds Fee Class and/or Retry Fee Class members to call with Settlement-related inquiries, and Website Notice, in accordance answer the frequently asked questions of Sufficient Funds Fee Class and/or Retry Fee Class members who call with this Agreement, the Notice Plan, and the Court’s ordersor otherwise communicate such inquiries; (c) Monitoring and responding e. Respond to inquiries from Settlement any mailed Sufficient Funds Fee Class Members in a timely fashion and, where necessary, forwarding such written inquiries to and/or Retry Fee Class Counselmember inquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting f. Process all requests for exclusion from the Settlement ClassesSufficient Funds Fee Class and Retry Fee Class; (f) Receiving g. Provide weekly reports to Class Counsel and processing ClaimsDefendant that summarizes the number of requests for exclusion received that week, determining the validity total number of Claims, maintaining a database of Claimsexclusion requests received to date, and distributing Settlement Payments to Settlement Class Membersother pertinent information; (g) Providing periodic reports h. In advance of the Final Approval Hearing, prepare a declaration or affidavit to submit to the Court confirming that the Notice Program was completed, describing how the Notice Program was completed, providing the names of each Sufficient Funds Fee Class and accountings on Claims, Objections, Opt- Out Forms Retry Fee Class member who timely and any other requests for properly requested exclusion from the Settlement, and any other such information that as may be reasonably requested by Class Counsel necessary to allow the Parties to seek and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreementobtain Final Approval.

Settlement Administrator. ‌ 10.1 The Parties will jointly agree on and designate, subject to Court approval, a Settlement Administrator for this Agreement. The cost of administration of the settlement by the Settlement Administrator shall be paid directly by the Defendant. In the event the Court does not give final approval to this Agreement, the Settlement Administrator shall immediately stop any and all activity on this settlement and will not be paid for activity taking place thereafter. 10.2 The Settlement Administrator shall help implement perform all of the functions of the Settlement Administrator as set out herein, including without limitation: (a) arranging for and implementing the Notice Plan; (b) receiving and maintaining any Class Member correspondence regarding Opt- Out Requests and/or objections to the Agreement; (c) forwarding written inquiries to Class Counsel for a response, if warranted; (d) establishing a post-office box for the receipt of any correspondence; (e) responding to requests from Class Counsel and/or Defence Counsel consistent with this Agreement; (f) establishing a website and toll-free voice response unit with message capabilities to which Class Members may refer for information about the Action and the Agreement, and speak with Settlement Administrator personnel in English or in French; and (g) implementing the terms of the Settlement Agreement. The Claim Process under the Reimbursement Fund and related administrative activities. 10.3 If the Settlement Administrator shall maintain reasonably detailed records makes a material or fraudulent misrepresentation to any party, conceals requested material information, or fails to perform adequately on behalf of its activities under this Agreementthe Defendant or the Class, the Parties may agree to remove the Settlement Administrator. The Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practices. The Disputes regarding the retention or dismissal of the Settlement Administrator shall be responsible for:referred to the Court for resolution. (a) Establishing, designing, 10.4 The Settlement Administrator may retain one or more persons to assist in the completion of his or her responsibilities. 10.5 The Settlement Administrator accepts and maintaining attorns to the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, and Website Notice, exclusive jurisdiction of the Court in accordance with respect of any matter related to the enforcement of this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counsel; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreement.

Settlement Administrator. 82. The Settlement Administrator Parties agree that, subject to Court approval, ▇▇▇▇▇ shall help implement the terms of be the Settlement AgreementAdministrator. The Parties shall jointly oversee the Settlement Administrator. The Settlement Administrator shall maintain reasonably detailed records fulfill the requirements set forth in the Preliminary Approval Order and the Agreement and comply with all applicable laws, including, but not limited to, the Due Process Clause of its activities under this Agreementthe United States Constitution. 83. The Settlement Administrator shall maintain all administer various aspects of the Settlement as described in the next paragraph and perform such records other functions as are required by applicable law specified for the Settlement Administrator elsewhere in accordance with its normal business practicesthis Agreement, including, but not limited to, effectuating the Notice Program, handling the Claims process, administering the Settlement Fund, and distributing the Cash Payments to Settlement Class Members who submit Valid Claims. 84. The Settlement Administrator shall be responsible forAdministrator’s duties include to: (a) Establishinga. Provide CAFA Notice; b. Complete the Court-approved Notice Program by noticing the Settlement Class by Postcard Notice, designingsending Long Form Notices and paper Claim Forms on request from individuals in the Settlement Class, reviewing Claim Forms, notifying Claimants of deficient Claim Forms using the Notice of Deficiency, and maintaining the sending Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding Class Member Benefits to inquiries from Settlement Class Members in who submit a timely fashion and, where necessary, forwarding such written inquiries to Class CounselValid Claim; (d) Accurately c. Establish and objectively describing maintain the terms of Settlement Fund in the Agreement in communications with Escrow Account approved by the Parties; d. Establish and maintain a post office box to receive opt-out requests from the Settlement Class and objections from Settlement Class Members, including training its employees and agents accordinglyClaim Forms; (e) Receiving e. Establish and compiling Optmaintain the Settlement Website to provide important information about the Settlement and electronic submission of Claim Forms; f. Establish and maintain an automated toll-Out Forms free telephone line for the Settlement Class to call with Settlement-related inquiries, and answer frequently asked questions of individuals in the Settlement Class who call with or otherwise communicate such inquiries; g. Respond to any other correspondence requesting exclusion mailed Settlement Class member inquiries; h. Process all opt-out requests from the Settlement ClassesClass; (f) Receiving i. Provide weekly reports to Class Counsel and processing ClaimsDefendants’ Counsel that summarize the number of Claims submitted, determining Claims approved and rejected, Notices of Deficiency sent, opt-out requests and objections received that week, the validity total number of Claims, maintaining a database of Claimsopt-out requests and objections received to date, and distributing Settlement Payments to other pertinent information; j. In advance of the Final Approval Hearing, prepare a declaration confirming the Notice Program was completed in accordance with the terms of this Agreement and the Preliminary Approval Order, describing how the Notice Program was completed, indicating the number of Claim Forms received, providing the names of each individual in the Settlement Class Memberswho timely and properly requested to opt-out from the Settlement Class, indicating the number of objections received, and other information as may be necessary to allow the Parties to seek and obtain Final Approval; (g) Providing periodic reports k. Distribute, out of the Settlement Fund, Cash Payments by electronic means or by paper check; l. Send Settlement Class Members who elect Credit Monitoring emails instructing how to activate their Credit Monitoring service; m. Pay Court-approved attorneys’ fees and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlementcosts, and any Service Awards out of the Settlement Fund; n. Pay Settlement Administration Costs out of the Settlement Fund following approval by Class Counsel; and o. Any other such information that may be reasonably requested by Settlement Administration function at the instruction of Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from , including, but not limited to, verifying that the Settlement Fund;Fund has been properly administered and that the Cash Payments have been properly distributed. (j) Ensuring 85. The Notice Program and Notices will be reviewed and approved by the privacy and security Settlement Administrator, but may be revised as agreed upon by the Parties prior to submission to the Court for approval. Immaterial revisions to the Notices may also be made prior to dissemination of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement AgreementNotice.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement58. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraphs hereafter and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement. 59. Class Counsel and TD Bank may, by agreement, substitute a different entity as Settlement Administrator, subject to approval by the Court if the Court has previously approved the Settlement preliminarily or finally. In the absence of agreement, either Class Counsel or TD Bank may move the Court to substitute a different entity as Settlement Administrator, upon a showing that the responsibilities of Settlement Administrator have not been adequately executed by the incumbent. 60. The duties of the Settlement Administrator shall maintain all such records Administrator, in addition to other responsibilities that are described in this Agreement, are as are follows: a. Implement the Notice Program required by applicable law in accordance with its normal business practices. The this Agreement; b. Establish and maintain an address for receiving mailed requests for exclusion from the Settlement Administrator shall be responsible for:Class; (a) Establishingc. Establish and maintain the Settlement Website as a means for Notice Recipients to obtain notice of and information about the Settlement, designingthrough and including hyperlinked access to this Agreement, the Long-Form Notice, the Preliminary Approval Order, the Claim Form, and maintaining such other documents as Class Counsel and TD Bank agree to post or that the Court orders posted on the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Noticed. Establish and maintain a toll-free telephone line for Notice Recipients to call with Settlement-related inquiries, and Website Notice, in accordance answer the questions of Notice Recipients who call with this Agreement, the Notice Plan, and the Court’s ordersor otherwise communicate such inquiries; (c) Monitoring and responding e. Respond to inquiries from Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counselany mailed Notice Recipient inquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting f. Process all requests for exclusion from the Settlement ClassesClass; g. Provide weekly reports and, no later than five (f5) Receiving days after the Opt-Out Deadline, a final report to Class Counsel and processing Claims, determining TD Bank’s counsel that summarizes the validity number of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion received that week, the total number of exclusion requests received to date, and other pertinent information; h. Payment of any taxes pursuant to paragraph 87; i. At Class Counsel’s and/or TD Bank’s counsel’s request, in advance of the Final Approval Hearing, prepare an affidavit to submit to the Court that (i) attests to implementation of the Notice Program in accordance with the Preliminary Approval Order; and (ii) identifies each Settlement Class Member who timely and properly requested exclusion from the Settlement Class; j. Review and respond (as necessary) to all Claims; k. Provide weekly reports and a final report to Class Counsel and TD Bank’s counsel that summarize the number of Claims since the prior reporting period, the total number of Claims received to date, the number of any Claims granted and denied since the prior reporting period, the total number of Claims granted and denied to date, and other pertinent information; l. Process and transmit distributions to Participating Settlement Class Members from the Settlement Fund Account; m. Pay invoices, expenses, and costs upon approval by Class Counsel and TD Bank, as provided in this Agreement; and n. Perform any Settlement-administration-related function at the instruction of Class Counsel and TD Bank, including, but not limited to, verifying that the Net Cash Settlement Amount has been distributed as required by Section XII hereof. 61. All Administrative Costs, including all costs associated with Notice and administration of the Settlement, shall be paid out of the Cash Settlement Amount. The costs of Notice and administration shall include any fees of and reasonable expenses incurred by the Settlement Administrator in relation to the Settlement, and any other such information that may be reasonably requested by Class Counsel reasonable expenses relating to the establishment, maintenance, and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration distribution of the terms of this Cash Settlement AgreementAmount.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement70. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in paragraph 72 and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, effectuating the Notice Program and distributing the Settlement Fund as provided herein. 71. Defendant shall pay the Settlement Administrator directly for the Settlement Administration Costs up to a total of $500,000.00. Settlement Administration Costs in excess of $500,000.00 shall be paid from the Settlement Fund. In the event the Settlement is terminated subsequent to the incurrence of Settlement Administration Costs, TD Bank shall not be entitled to recoup those costs. 72. The duties of the Settlement Administrator shall maintain all such records are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: (a) Establishinga. Use the name and address information for Settlement Class members provided by Defendant in connection with the Notice Program approved by the Court, designingfor the purpose of distributing the Postcard Notice and Email Notice, and maintaining later mailing Settlement Class Member Payments to Former Account Holder Settlement Class Members, and to Current Account Holder Settlement Class Members where it is not feasible or reasonable for Defendant to make the Settlement Class Member Payments by a credit to the Current Settlement Class Members’ Accounts; b. Establish and maintain a post office box for requests for exclusion from the Settlement Class; c. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Noticed. Establish and maintain an automated toll-free telephone line for Settlement Class members to call with Settlement-related inquiries, and Website Notice, in accordance answer the questions of Settlement Class members who call with this Agreement, the Notice Plan, and the Court’s ordersor otherwise communicate such inquiries; (c) Monitoring and responding e. Respond to inquiries from any mailed Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class CounselMember inquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other f. Process all requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ CounselSettlement Class; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) g. Provide weekly reports to Class Counsel and Defendants’ Counsel;Defendant that summarizes the number of requests for exclusion received that week, the total number of (i) Seeking further clarification h. In advance of the Final Approval Hearing, prepare a declaration or authorization from affidavit to submit to the Court confirming that the Notice Program was completed, describing how the Notice Program was completed, providing the names of each Settlement Class Counsel Member who timely and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash properly requested exclusion from the Settlement Fund; (j) Ensuring Class, and other information as may be necessary to allow the privacy Parties to seek and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreementobtain Final Approval.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement61. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraph hereafter and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, effectuating the Notice Program and distributing the Settlement Fund as provided herein. 62. The duties of the Settlement Administrator shall maintain all such records Administrator, in addition to other responsibilities that are described in the preceding paragraph and elsewhere in this Agreement, are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: (a) Establishinga. Use the Settlement Class List provided by Defendant in connection with the Notice Program approved by the Court, designingfor the purpose of sending the Email Notice and mailing the Postcard Notice, and maintaining later mailing distribution checks to Past Accountholder Settlement Class Members, and to Current Accountholder Settlement Class Members where it is not feasible or reasonable for Defendant to make the payment by a credit to the Settlement Class Members’ Accounts; b. Establish and maintain a post office box for requests to opt-out from the Settlement Class; c. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Noticed. Establish and maintain an automated toll-free telephone line for Accountholders in the Settlement Class to call with Settlement-related inquiries, and Website Notice, in accordance answer the frequently asked questions of the Settlement Class who call with this Agreement, the Notice Plan, and the Court’s ordersor otherwise communicate such inquiries; (c) Monitoring and responding e. Respond to inquiries from any mailed Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counselinquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Optf. Process all opt-Out Forms and any other correspondence requesting exclusion out requests from the Settlement ClassesClass; (f) Receiving g. Provide weekly reports to Class Counsel and processing ClaimsDefendant that summarize the number of opt-out requests received that week, determining the validity total number of Claims, maintaining a database of Claimsopt-out requests received to date, and distributing other pertinent information; h. In advance of the Final Approval Hearing, prepare a declaration to submit to the Court confirming the Notice Program was completed, describing how the Notice Program was completed, providing the names of each Accountholder in the Settlement Class who timely and properly opted-out from the Settlement Class, and other information as may be necessary to allow the Parties to seek and obtain Final Approval. i. Distribute Settlement Class Member Payments by check to Past Accountholder Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion j. Provide to Defendant the amount of the Settlement Class Member Payments to Current Accountholder Settlement Class Members from the SettlementSettlement Fund and work with Defendant to initiate the credits of Settlement Class Member Payments to Current Accountholder Settlement Class Members. k. If Residual Funds exist after the first distribution, repay Defendant for the amount of Settlement Administration Costs it paid; l. Pay invoices, expenses, and any other such information that may be reasonably requested costs upon approval by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements Defendant, as provided in this Agreement and providing such declaration(s) to Agreement; and m. Any other Settlement-administration-related function at the instruction of Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from Defendant, including, but not limited to, verifying that the Settlement Fund;Fund has been distributed. (j) Ensuring 63. Defendant shall pay the privacy and security of data associated with Settlement Class Members; andAdministration Costs. (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreement64. Residual Funds, if any, shall be paid first to Defendant to reimburse it for these costs as indicated in Section XI.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement53. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next section and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, effectuating the Notice Program and distributing the Settlement Fund as provided herein. 54. The In addition to the duties and obligations provided in other sections of this Agreement, the duties of the Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forinclude the following: (a) Establishing, designinga. Use the name and address information for Settlement Class Members provided by Defendant in connection with the Notice Program approved by the Court for the purpose of distributing the Postcard Notice and Email Notice, and maintaining later mailing Settlement Class Member Payments to Past Account Holder Settlement Class Members, and to Current Account Holder Settlement Class Members where it is not feasible or reasonable for Defendant to make the Settlement Class Member Payments by a credit to the Current Settlement Class Members’ Accounts; b. Establish and maintain a post office box for requests for exclusion from the Settlement Class; c. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Noticed. Establish and maintain an automated toll-free telephone line for Settlement Class members to call with Settlement-related inquiries, and Website Notice, in accordance answer the questions of Settlement Class members who call with this Agreement, the Notice Plan, and the Court’s ordersor otherwise communicate such inquiries; (c) Monitoring and responding e. Respond to inquiries from any mailed Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counselmember inquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other f. Process all requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ CounselSettlement Class; (h) Preparing declaration(s) attesting g. Process any objections to compliance with the Notice requirements in this Agreement and providing such declaration(s) terms of the Agreement; h. Provide weekly reports to Class Counsel and Defendants’ CounselDefendant that summarize the number of requests for exclusion and objections received that week, the total number of exclusion requests and objections received to date, and other pertinent information; (i) Seeking further clarification i. In advance of the Final Approval Hearing, prepare a declaration or authorization from affidavit to submit to the Court confirming that the Notice Program was completed, describing how the Notice Program was completed, providing the names of each Settlement Class Counsel Member who timely and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash properly requested exclusion from the Settlement Fund; (j) Ensuring Class, providing the privacy and security names of data associated with each Settlement Class Members; and (k) Otherwise assisting with implementation and administration of Member who objected to the terms of this Settlement the Agreement, and other information as may be necessary to allow the Parties to seek and obtain Final Approval.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement48. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraph and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, effectuating the Notice Program, and distributing the Settlement Fund as provided herein. 49. The duties of the Settlement Administrator are as follows: a. Use the Class List and Relevant Fee information for Settlement Class members provided by Workers in connection with the Notice Program approved by the Court, for the purpose of distributing the Postcard Notice and Email Notice, and later mailing Settlement Class Member Payments to Past Account Holder Settlement Class Members, and to Current Account Holder Settlement Class Members for whom it is not feasible or reasonable for Defendant to make the Settlement Class Member Payments by a credit to the Current Settlement Class Members Accounts; b. The Parties and Class Counsel acknowledge that the Class List contains confidential information, which may not be disseminated to anyone other than the Settlement Administrator. The Settlement Administrator shall maintain sign a confidentiality agreement and agreement to safeguard member information and former member non-public personal information in compliance with NCUA Regulation Part 748 and all such records other applicable law, which shall provide that the information provided shall be treated as are confidential and shall be used only as required by applicable law in accordance with this Settlement Agreement and shall be protected against unauthorized access or use. Defendant shall compile the Class List at its normal business practicesexpense and forward it to the Settlement Administrator, including the last known mailing address for each Settlement Class Member. The Settlement Administrator shall be responsible for: (a) Establishingwill process the addresses through the National Change of Address database as well as a service such as Probe 260 or Lexis/Nexis Accurint to update address data. The names, designingaddresses, and maintaining other identifying information of the Class Members shall not be provided to Class Counsel. Defendant shall provide the Class List to the Settlement Administrator within 60 days from the date that the Court grants preliminary approval. c. Establish and maintain a post office box for requests for exclusion from the Settlement Class; d. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Noticee. Establish and maintain an automated toll-free telephone line for Settlement Class members to call with Settlement-related inquiries, and Website Notice, in accordance answer the questions of Settlement Class members who call with this Agreement, the Notice Plan, and the Court’s ordersor otherwise communicate such inquiries; (c) Monitoring and responding f. Respond to inquiries from any mailed Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counselmember inquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other g. Process all requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ CounselSettlement Class; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) h. Provide weekly reports to Class Counsel and Defendants’ CounselDefendant that summarizes the number of requests for exclusion received that week, the total number of exclusion requests received to date, and other pertinent information; (i) Seeking further clarification i. In advance of the Final Approval Hearing, prepare a declaration or authorization from affidavit to submit to the Court confirming that the Notice Program was completed, describing how the Notice Program was completed, providing the names of each Settlement Class Counsel member who timely and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash properly requested exclusion from the Settlement Fund; (j) Ensuring Class, and other information as may be necessary to allow the privacy Parties to seek and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreementobtain Final Approval.

Settlement Administrator. 23. The Parties agree to the appointment of Epiq Systems, Inc. as Settlement Administrator to perform the services described herein. Esurance shall help implement be solely responsible for the terms payment of the Settlement AgreementAdministrator's fees and costs relating to the effectuation of the Class Notice as described herein. Settlement administration fees and costs are separate from, and are not included as, part of the lawsuit expenses and costs that Esurance separately agrees to pay as part of those Attorneys’ Fees and Costs approved by the Court. 24. The Settlement Administrator shall maintain reasonably detailed records assist with the various administrative tasks set forth herein and any others necessary to implement the terms of its activities under this Agreement. The Agreement and the Proposed Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible for: (a) Establishing, designing, and maintaining the Settlement Website; (b) Disseminating Noticepreliminarily approved, including Email Notice(i) mailing and emailing or arranging for the mailing and emailing, Mailed Noticerespectively, of the Mail and Website NoticeE-Mail Notices described above and submitting to the Parties and Court an affidavit offering proof thereof; (ii) handling mail returned as not delivered and making additional mailings required under the terms of the Agreement; (iii) responding, in accordance with this Agreementas necessary, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from Settlement Class Members in a timely fashion andMembers; (iv) providing to the Parties, where necessarywithin five (5) business days of receipt, forwarding such written inquiries copies of all objections, motions to Class Counsel; (d) Accurately and objectively describing the terms intervene, notices of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claimsintention to appear, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such information that may be reasonably Settlement Class; (v) preparing a list of all Persons who timely requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash exclusion from the Settlement Fund;Class and submitting to the Court the Opt-Out List and supporting affidavit ten (10) days before the Fairness Hearing scheduled by the Court; (vi) preparing a list of all Persons who submitted objections to the settlement and submitting an affidavit testifying to the accuracy of that list; (vii) preparing a list of all Persons who make a timely claim; (viii) implementing procedures for processing and handling Claims submissions; and (ix) promptly responding to requests for information and documents from Class Counsel, Esurance, and/or Esurance's Counsel. 25. As set forth herein, the Settlement Administrator shall setup, coordinate, maintain and/or implement (ja) Ensuring the privacy post office box described in Paragraph 22; (b) the website described in Paragraph 15-17; and security of data associated with Settlement Class Members; and (kc) Otherwise assisting with implementation and administration of the terms of this Settlement Agreementtoll-free IVR number described in Paragraph 21.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement63. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraph hereafter and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, effectuating the Notice Program, and distributing the Settlement Class Member Payments as provided herein. 64. The duties of the Settlement Administrator shall maintain all such records Administrator, in addition to other responsibilities that are described in the preceding paragraph and elsewhere in this Agreement, are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: (a) Establishing, designing, a. Use the name and maintaining address information of the Settlement Class provided by Defendants in connection with the Notice Program approved by the Court for the purpose of distributing the Mailed Notice; b. Process Claim Forms and oversee the Claim Form Submission Process as described more fully herein below; c. Establish and maintain a post office box for requests for exclusion or objections from the Settlement Class; d. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, e. Establish and Website Notice, in accordance with this Agreement, maintain an automated toll-free telephone line for the Settlement Class to call and hear automated responses or request a copy of the Long Form Notice Plan, and the Court’s ordersto be sent by mail; (c) Monitoring and responding f. Respond to inquiries from any mailed Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counselinquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting g. Process all requests for exclusion from the Settlement ClassesClass; (f) Receiving h. Provide weekly reports to Class Counsel and processing ClaimsDefendants that summarize the number of claims received that week, determining the validity total number of Claimsclaims received to date, maintaining a database the number of Claimsrequests for exclusion received that week, the total number of exclusion requests received to date, the number of objections received that week, the total number of objections received to date, and distributing other pertinent information; i. In advance of the Final Approval Hearing, prepare an affidavit to submit to the Court confirming that the Notice Program was completed, describing how the Notice Program was completed, providing the names of each member of the Settlement Class who timely and properly requested exclusion from the Settlement Class or served objections, detailing the number of Claim Forms that were timely and validly submitted, and other information as may be necessary to allow the Parties to seek and obtain Final Approval; j. Distribute Settlement Class Member Payments by check to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreement.

Settlement Administrator. 61. The Settlement Administrator Parties agree that, subject to Court approval, Epiq shall help implement the terms of be the Settlement AgreementAdministrator. Class Counsel shall oversee the Settlement Administrator. The Settlement Administrator shall maintain reasonably detailed records fulfill the requirements set forth in the Preliminary Approval Order and the Agreement and comply with all applicable laws, including, but not limited to, the Due Process Clause of its activities under this Agreementthe United States Constitution. 62. The Settlement Administrator shall maintain all administer various aspects of the Settlement as described in the next paragraph and perform such records other functions as are required by applicable law specified for the Settlement Administrator elsewhere in accordance with its normal business practicesthis Agreement, including, but not limited to, effectuating the Notice Program, handling the Claims Process, administering the Settlement Fund, and distributing the Cash Payments and issuing Credit Monitoring activation codes to Settlement Class Members who submit Valid Claims. 63. The Settlement Administrator shall be responsible forAdministrator’s duties include the following: (a) Establishing, designing, and maintaining a. Complete the Court-approved Notice Program by noticing the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, Class by Postcard Notice and Website Notice, in accordance with this Agreement, the Notice Plan, sending out Long Form Notices and the Court’s orders; (c) Monitoring and responding to inquiries paper Claim Forms upon request from Settlement Class members, reviewing Claim Forms, notifying Claimants of deficient Claim Forms using the Notice of Deficiency, and sending Settlement Class Member Benefits to Settlement Class Members in who submit a timely fashion and, where necessary, forwarding such written inquiries to Class CounselValid Claim; (d) Accurately b. Establish and objectively describing maintain the terms of Settlement Fund and the Agreement in communications with Settlement Class Members, including training its employees and agents accordinglyEscrow Account; (e) Receiving c. Establish and compiling Optmaintain a post office box to receive opt-Out Forms and any other correspondence requesting exclusion out requests from the Settlement ClassesClass, objections from Settlement Class members, and Claim Forms; (f) Receiving d. Establish and processing Claims, determining maintain the validity of Claims, maintaining a database of ClaimsSettlement Website to provide important information and to receive electronic Claim Forms; e. Establish and maintain an automated toll-free telephone line for Settlement Class members to call with Settlement-related inquiries, and distributing Settlement Payments to answer the frequently asked questions of Settlement Class Membersmembers who call with or otherwise communicate such inquiries; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and f. Respond to any other mailed Settlement Class member inquiries; g. Process all opt-out requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ CounselSettlement Class; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) h. Provide weekly reports to Class Counsel and Defendants’ CounselDefendant’s Counsel that summarize the number of Claims submitted, Claims approved and rejected, Notice of Deficiency sent, opt-out requests and objections received that week, the total number of opt-out requests and objections received to date, and other pertinent information; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance i. In advance of its duties the Final Approval Hearing, prepare a declaration confirming the Notice Program was completed in accordance with the terms of this Agreement and the expenditure Preliminary Approval Order, describing how the Notice Program was completed, indicating the number of cash Claim Forms received, providing the names of each Settlement Class member who timely and properly requested to opt-out from the Settlement Class, indicating the number of objections received, and other information as may be necessary to allow the Parties to seek and obtain Final Approval; j. Distribute, out of the Settlement Fund, Cash Payments by electronic means or by paper check; k. Email all Credit Monitoring activation codes to all Settlement Class Members who elect Credit Monitoring; l. Pay Court-approved attorneys’ fees and costs, and any Service Award, out of the Settlement Fund; (j) Ensuring m. Pay Settlement Administration Costs out of the privacy and security of data associated with Settlement Fund following approval by Class MembersCounsel; and (k) Otherwise assisting with implementation n. Any other Settlement administration function at the instruction of Class Counsel and administration of Defendant, including, but not limited to, verifying that the terms of this Settlement AgreementFund has been properly administered and that the Cash Payments and Credit Monitoring activation codes have been properly distributed.

Settlement Administrator. (a) The Settlement Administrator Administrator, under the supervision of Class Counsel, shall help implement be responsible for dissemination of Class Notice as ordered and approved by the terms Court, management of the Class Member data, tracking, reviewing and approving claims, and distributing appropriate amounts to Settlement Agreement. The Settlement Administrator shall maintain reasonably detailed records of its activities under this Agreement. The Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practicesClass Members. The Settlement Administrator shall be responsible for: (a) Establishing, designing, and maintaining paid a fee to perform all responsibilities as set forth in the Settlement Website;Agreement: (i) for claims administration, an amount estimated at $485,525 and (ii) for Class Notice, an amount estimated at $982,222. Should actual costs exceed these estimates, the Settlement Administrator will apply to the Court for compensation in excess of the estimated amounts. Costs for claims administration and the Class Notice will be paid out of the Settlement Fund; provided that actual out-of-pocket costs incurred by the Settlement Administrator in issuing the Class Notice will be paid, first, out of the Notice Fund and thereafter out of the Settlement Fund. (b) Disseminating NoticeThe Settlement Administrator will be responsible for administering the Settlement Fund, including Email Notice, Mailed Notice, and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders;payment of all Distribution Checks as described Section 7. (c) Monitoring and responding to inquiries All Claimants whose Claims are not approved shall be barred from Settlement Class Members any participation in a timely fashion and, where necessary, forwarding such written inquiries to Class Counsel; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash distributions from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration , but otherwise shall be bound by all of the terms of this Settlement AgreementAgreement and the Settlement, including the terms of the Final Approval Order, and shall be Releasing Parties barred from bringing any action against any Released Parties concerning any Released Claims. (d) The Released Parties shall have no liability, obligation, or responsibility for reviewing or challenging claims, or administrating, settling, or disbursing claim distributions from the Settlement Fund. (e) If there is any balance remaining in the Settlement Fund after a reasonable period of time after the initial date of distribution of the Settlement Fund, the Settlement Administrator shall, if feasible, allocate such balance among authorized Claimants in an equitable and economic fashion. These redistributions shall be repeated until the remaining balance in the Settlement Fund is negligible, and any such remaining balance shall be donated to an appropriate 501(c)(3) non- profit organization selected by Class Counsel and approved by the Court.

Settlement Administrator. (i) On or before ten (10) business days after the execution of this Agreement, the Settling Parties shall jointly agree upon a firm to serve as Settlement Claims Administrator. In the event the Settling Parties cannot agree upon such a firm, their dispute shall be decided finally by the ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇ serving as an Arbitrator on the issue. The Settlement Claims Administrator shall be responsible for: (i) calculating the individualized settlement payments and tax withholding amounts for the Named Plaintiff and Potential Opt-In Plaintiffs; (ii) preparing, printing and disseminating to the Named Plaintiff and Potential Opt-In Plaintiffs the Notice of Settlement and Consent to Join Forms by mail, and email, and text message; (iii) preparing, printing and disseminating to the Named Plaintiff and Potential Opt-In Plaintiffs the reminder postcard; (iv) copying counsel for all Parties on material correspondence and promptly notifying all counsel for the Parties of any material requests or communications made by any Party; (v) preparing, monitoring and maintaining a toll-free number, email address, and website until 30 days after the mailing of checks to Settlement Class Members; (vi) receiving and reviewing the Consent to Join Forms submitted by Named Plaintiff and Potential Opt-In Plaintiffs to determine eligibility for payment; (vii) determining the Settlement Payment for each Settlement Class Members in accordance with this Settlement Agreement; (viii) mailing the settlement checks to Settlement Class Members; (ix) wiring Plaintiffs’ Counsel’s attorneys’ fees, costs, and expenses mailing Service Payments and Settlement Payments in accordance with this Settlement Agreement and Order of the Court; (x) paying all payroll tax obligations of NCG in accordance with this Settlement Agreement; (xi) issuing W-2 and 1099 Forms for all amounts paid to the Named Plaintiff and Potential Opt-In Plaintiffs; (xii) ascertaining current address and addressee information for each Notice of Settlement returned as undeliverable; (xiii) responding to inquiries of the Named Plaintiff and Potential Opt-In Plaintiffs regarding the terms of settlement and procedures for filing Consent to Join Forms; (xiv) referring to Plaintiffs’ Counsel all inquiries by the Named Plaintiff and Potential Opt-In Plaintiffs regarding matters not within the Settlement Claim Administrator’s duties specified herein; (xv) responding to inquiries of Plaintiffs’ or NCG’s Counsel; (xvi) promptly apprising counsel for the Parties of the activities of the Settlement Claims Administrator; (xvii) maintaining adequate records of its activities, including the dates of the submission of the Notice of Settlement and mailing, emailing, and electronic submission receipt of Consent to Join Forms, returned mail, email, and electronically through a website and other communications and attempted written or electronic communications with the Named Plaintiff and Potential Opt-In Plaintiffs; (xviii) confirming in writing to Plaintiffs’ and NCG’s Counsel and the Court its completion of the administration of the settlement; (xix) timely responding to communications from the Parties or their counsel; (xx) returning any monies to NCG; and (xxi) such other tasks as the Parties mutually agree. (ii) Within (20) days after the Court enters an Order approving this settlement, NCG shall deliver to the Settlement Administrator an updated Exhibit A in Excel format which shall include the last known address, home and cell phone numbers, email addresses, and Social Security number of the Potential Opt-In Plaintiffs. Plaintiffs’ Counsel shall also provide the Settlement Administrator with any updated addresses for the Potential Opt-In Plaintiffs. Prior to the mailing, emailing, and texting of the Notice of Settlement to the Potential Opt-In Plaintiffs, the Settlement Administrator shall help implement attempt to confirm the terms accuracy of the names and addresses through the United States Post Office’s National Change of Address. Within thirty (30) days of Court approval of this Agreement, the Settlement AgreementAdministrator shall mail, email, and text the Notice of Settlement and Consent to Join Form. The mailing shall be sent to the best address identified using the National Change of Address database for the Potential Opt-In Plaintiffs. If any such Notice of Settlement and Consent to Join Form is returned as undeliverable for a Potential Opt-In Plaintiffs, the Settlement Administrator shall promptly attempt to locate such Potential Opt-In Plaintiffs through an electronic search using the Social Security number and/or former address of that person and shall promptly mail, email, and text, as available, an additional Notice of Settlement and Consent to Join Form to each such person. The Potential Opt-In Plaintiffs will be provided with a summary of the basis for settlement in the Notice of Settlement and told that in order to receive any monetary proceeds of the settlement, they must mail, email, or electronically submit a Consent to Join Form so that it is received by the Settlement Administrator on or before sixty (60) days of the date the first Notice of Settlement was mailed or emailed to the Potential Opt-In Plaintiff’s last known address (the “Claim Bar Date”). Thirty (30) days after the initial mailing of the Notice of Settlement and Consent to Join Form, the Claims Administrator shall mail, email, and text the Reminder Postcard. In the event that Plaintiffs’ Counsel or the Settlement Administrator is contacted by a Potential Opt-In Plaintiffs before the Claim Bar Date and he/she indicates that he or she did not receive the Notice of Settlement, the Settlement Administrator shall mail, email, and/or text an additional Notice of Settlement and Consent to Join Form to the address provided by the Potential Opt-In Plaintiffs. The Settlement Administrator shall maintain reasonably detailed records establish a website dedicated to the Settlement that will include a copy of its activities under this Agreementthe Notice of Settlement and will allow Consent to Join Forms to be electronically signed and submitted through the website. The Settlement Administrator shall maintain provide electronic copies of all such records as are required by applicable law in accordance Consent to Join Forms and verification of the electronically submitted Consent to Join Forms to Plaintiffs’ Counsel along with its normal business practicesa declaration about the claims process, who shall file the Consent to Join Forms and declaration with the Court within 15 days of the Claims Bar Date. The Settlement Administrator shall be responsible for: (a) EstablishingPotential Opt-In Plaintiffs who timely return a completed Consent to Join Form, designingthe Named Plaintiff, and maintaining Opt-in Plaintiffs in the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding Action will be considered entitled to inquiries from Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counsel; (d) Accurately and objectively describing the terms receive their share of the Agreement in communications with Gross Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings Amount as set forth on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreement.Exhibit A.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement43. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraphs hereafter and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement. The , including, but not limited to, providing Notice to Settlement Administrator shall maintain all such records Class Members as are required by applicable law described in accordance with its normal business practices. The Settlement Administrator shall be responsible for: (a) Establishing, designing, Section VII; establishing and maintaining the Settlement Website;; administering the Claims process; distributing the Settlement Fund as provided herein; and paying the remainder of the Settlement Fund to Chase in the event of a termination of the Settlement pursuant to Section XVII hereof. (b) Disseminating Notice, including Email Notice, Mailed Notice, and Website Notice44. The duties of the Settlement Administrator, in accordance with addition to other responsibilities that are described in this Agreement, are as follows: a. Obtain from CBUSA the Notice Planname, and the Court’s orders; (c) Monitoring and responding to inquiries from Settlement Class Members in a timely fashion last known mailing address, and, where necessaryreasonably available, forwarding such written inquiries to Class Counsel; (d) Accurately and objectively describing the terms of the Agreement in communications with last known e-mail address for Settlement Class Members, including training its employees and agents accordingly; (e) Receiving verify and compiling Opt-Out Forms and any other correspondence requesting exclusion from update the Settlement Classes; (f) Receiving and processing Claimsmailing addresses received, determining through the validity National Change of ClaimsAddress database, maintaining a database for the purpose of Claims, and distributing Settlement Payments sending the Mail Notice to Settlement Class Members, and re-mail returned notices if reasonably practicable; (g) Providing periodic reports b. Establish and accountings on Claims, Objections, Opt- Out Forms and any other maintain a Post Office box for mailed requests for exclusion from the Settlement Class; c. Establish and maintain the Settlement Website as a means for Settlement Class Members to obtain notice of and information about the Settlement, through and any including hyperlinked access to this Agreement, the Long-Form Notice, the order preliminarily approving this Settlement, the Claim Form, and such other such information that may be reasonably requested by documents as Class Counsel and Defendants’ CounselChase agree to post or that the Court orders posted on the website; (h) Preparing declaration(s) attesting d. Establish and maintain an automated toll-free telephone line for Settlement Class Members to compliance call with Settlement-related inquiries, and answer the Notice requirements in this Agreement questions of Settlement Class Members who call with or otherwise communicate such inquiries; e. Respond to any mailed Settlement Class Members’ inquiries; f. Process all requests for exclusion from the Settlement Class; g. Provide reports on request, and, no later than five days after the Opt-Out and providing such declaration(s) Objection Deadlines, a final report to Class Counsel and Defendants’ CounselChase that summarizes the number of requests for exclusion and objections received during that period, the total number of exclusion requests and objections received to date, and other pertinent information; (i) Seeking further clarification or authorization h. Payment of any taxes pursuant to paragraph 61; i. At Class Counsel’s request in advance of the Final Approval Hearing, prepare an affidavit to submit to the Court that identifies each Settlement Class Member who timely and properly requested exclusion from the Settlement Class; j. Process and transmit distributions to Settlement Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash Members from the Settlement Fund; (j) Ensuring k. Review, determine the privacy validity of, and security respond to all Claims; l. Provide reports on request and a final report to Class Counsel and Chase that summarizes the number of data associated with Settlement Claims since the prior reporting period, the total number of Claims received to date, the number of any Claims granted and denied since the prior reporting period, the total number of Claims granted and denied to date, and other pertinent information; m. Pay invoices, expenses, and costs upon approval by Class MembersCounsel and Chase, as provided in this Agreement; and (kn. Perform any settlement administration-related function at the instruction of Class Counsel and Chase, including, but not limited to, verifying that Settlement Funds have been distributed as required by Section XII hereof. 45. The documents specified in paragraph 44(c) Otherwise assisting with implementation and administration shall remain on the Settlement Website at least until Final Approval. The URL of the terms Settlement Website shall be ▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ or such other URL as Class Counsel and Chase may subsequently agree upon in writing. The Settlement Website shall not include any advertising, and shall not bear or include the Chase logo or Chase trademarks. Ownership of this the Settlement AgreementWebsite URL shall be transferred to Chase within 10 days of the date on which operation of the Settlement Website ceases.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement47. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraph hereafter and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, effectuating the Notice Program and distributing the Settlement Fund as provided herein. 48. The duties of the Settlement Administrator shall maintain all such records Administrator, in addition to other responsibilities that are described in the preceding paragraph and elsewhere in this Agreement, are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: (a) Establishinga. Use the name and address information for Class Members provided by the parties in connection with the Notice Program approved by the Court, designingfor the purpose of distributing the Postcard Notice, and maintaining later mailing distribution checks to Class Members; b. Establish and maintain a post office box for requests to opt-out from the Classes; c. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Noticed. Establish and maintain an automated toll-free telephone line for Class Members to call with Settlement-related inquiries, and Website Notice, in accordance answer the frequently asked questions of Class Members who call with this Agreement, the Notice Plan, and the Court’s ordersor otherwise communicate such inquiries; (c) Monitoring and responding e. Respond to inquiries from Settlement any mailed Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class CounselMember inquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Optf. Process all opt-Out Forms and any other correspondence requesting exclusion out requests from the Settlement Classes; (f) Receiving g. Provide weekly reports to Class Counsel and processing ClaimsDefendant that summarizes the number of opt-out requests received that week, determining the validity number of Claimsobjections received that week, maintaining a database the total number of Claimsopt-out requests received to date, the total number of objections received to date, and distributing Settlement other pertinent information; h. In advance of the Final Approval Hearing, prepare an affidavit to submit to the Court confirming that the Notice Program was completed, describing how the Notice Program was completed, providing the names of each Class Member who timely and properly opted-out from one or more of the Classes, and other information as may be necessary to allow the Parties to seek and obtain Final Approval; i. Distribute Class Member Payments by check to Settlement Class Members; (g) Providing periodic reports and accountings on Claimsj. Pay invoices, Objections, Opt- Out Forms and any other requests for exclusion from the Settlementexpenses, and any other such information that may be reasonably requested costs upon approval by Class Counsel and Defendants’ CounselDefendant, as provided in this Agreement; (h) Preparing declaration(s) attesting to compliance with k. Any other Settlement-administration-related function at the Notice requirements in this Agreement and providing such declaration(s) to instruction of Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from Defendant, including, but not limited to, verifying that the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement AgreementFund has been distributed.

Settlement Administrator. 47. The Settlement Administrator shall help implement administer various aspects of the Settlement as described in the next paragraph hereafter and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, providing Mailed and Email Notice to Settlement Class Members and distributing the Settlement Fund as provided herein. The Parties shall move the Court to modify the existing Protective Order to permit the disclosure of information subject to the terms of the Protective Order to the Settlement Administrator and the use of such information by the Settlement Administrator solely for the purposes of effectuating the terms of this Settlement Agreement. The Settlement Administrator agrees to be bound by the terms of the Protective Order in this case (and any amendments to or modifications thereof) and shall maintain reasonably detailed records ensure that any and all persons employed by the Settlement Administrator have executed the Acknowledgement and Agreement to be Bound attached as Exhibit A to the Protective Order before receiving or using any information subject to the Protective Order. 48. Apple FCU will take reasonable steps to cooperate with Plaintiff in keeping settlement administration expenses to a minimum, including by providing the following assistance and data (to the extent available) without cost to Plaintiff: providing class member data sufficient to allow for email or mailed notice; providing data sufficient to allow Plaintiff’s expert to determine the number of its activities under Relevant Overdraft Fees for each class member, and issuing account credits to current account holders. 49. The duties of the Settlement Administrator, in addition to other responsibilities that are described in the preceding paragraph and elsewhere in this Agreement. The Settlement Administrator shall maintain all such records , are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: (a) Establishinga. Use the name and address information for Settlement Class Members provided by Apple FCU in connection with the Notice process approved by the Court, designingfor the purpose of mailing the Mailed Notice and sending the Email Notice, and maintaining later mailing distribution checks to Past Account Holder Settlement Class Members, and to Current Account Holder Settlement Class Members where it is not feasible or reasonable for Apple FCU to make the payment by a credit to the Settlement Class Members’ Accounts; b. Establish and maintain a Post Office box for requests for exclusion from the Settlement Class; c. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, d. Establish and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from maintain an automated toll-free telephone line for Settlement Class Members in a timely fashion andto call with Settlement-related inquiries, where necessary, forwarding and answer the questions of Settlement Class Members who call with or otherwise communicate such written inquiries to Class Counselinquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with e. Respond to any mailed Settlement Class Members, including training its employees and agents accordinglyMember inquiries; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other f. Process all requests for exclusion from the SettlementSettlement Class; g. Provide weekly reports to Class Counsel and Apple FCU that summarizes the number of requests for exclusion received that week, the total number of exclusion requests received to date, and any other such pertinent information; h. In advance of the Final Approval Hearing, prepare an affidavit to submit to the Court confirming that the Notice Program was completed, describing how the Notice Program was completed, providing the names of each Settlement Class member who timely and properly requested exclusion from the Settlement Class, and other information that as may be reasonably requested necessary to allow the Parties to seek and obtain Final Approval. i. Pay invoices, expenses and costs upon approval by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements Apple FCU, as provided in this Agreement and providing such declaration(s) to Agreement; and j. Any other Settlement-administration-related function at the instruction of Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement AgreementApple FCU, including, but not limited to, verifying that settlement funds have been distributed.

Settlement Administrator. The Settlement Administrator shall help implement the terms of 57. Class Counsel, in consultation with ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Bank, has selected the Settlement AgreementAdministrator. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraph hereafter and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, providing Postcard Notice and Email Notice to Settlement Class Members and distributing the Settlement Fund as provided herein. 58. The duties of the Settlement Administrator shall maintain all such records Administrator, in addition to other responsibilities that are described in the preceding paragraph and elsewhere in this Agreement, are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: (a) Establishinga. Use the name and address information for Settlement Class members provided by ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Bank in connection with the Notice Program approved by the Court, designingfor the purpose of mailing the Postcard Notice and sending the Email Notice, and maintaining later mailing distribution checks to Former Account Holder Settlement Class Members, and to Current Account Holder Settlement Class Members where it is not feasible or reasonable for Chelsea Groton Bank to make the payment by a credit to the Settlement Class Members’ Accounts; b. Establish and maintain a Post Office box for the receipt of opt-out requests and objections; c. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Noticed. Establish and maintain an automated toll-free telephone line for Settlement Class members to call with Settlement-related inquiries, and Website Notice, in accordance answer the frequently asked questions of Settlement Class members who call with this Agreement, the Notice Plan, and the Court’s ordersor otherwise communicate such inquiries; (c) Monitoring and responding e. Respond to inquiries from any mailed Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counselmember inquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other f. Process all requests for exclusion from the SettlementSettlement Class; g. Provide weekly reports to Class Counsel and ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Bank that summarize the number of requests for exclusion and/or objections received that week, the total number of exclusion requests and/or objections received to date, and any other such pertinent information; h. In advance of the Final Approval Hearing, prepare an affidavit to submit to the Court confirming that the Notice Program was completed, that the Class Action Fairness Notice requirements have been met, describing how the Notice Program was completed, providing the names of each Settlement Class member who timely and properly opted-out from the Settlement Class, as well as those Settlement Class Members that timely filed objections, and other information that as may be reasonably requested necessary to allow the Parties to seek and obtain Final Approval; i. Identify to Chelsea Groton Bank the amount of the Net Settlement Fund required to make Settlement Class Member Payments to Current Account Holders by a credit to those Settlement Class Members’ Accounts and then sending Chelsea Groton Bank the funds at least seven (7) days before ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Bank makes the Account credits; j. Perform all tax-related services for the Escrow Account as provided in the Agreement; k. Pay invoices, expenses and costs upon approval by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Bank, as provided in this Agreement and providing such declaration(s) to Agreement; and l. Any other Settlement-administration-related function at the instruction of Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from Chelsea Groton Bank, including, but not limited to, verifying that the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement AgreementFund has been distributed.

Settlement Administrator. The Settlement Administrator shall help implement the terms administer various aspects of the Settlement as described herein, and perform other functions assigned to the Settlement Administrator elsewhere in this Agreement, including, but not limited to: effectuating the Notice Program pursuant to Section E; calculating the amount of the Settlement Awards and distributing the Settlement Fund pursuant to Section III.G; and, in the event of termination of the Settlement pursuant to Section C.2, returning the Settlement Fund, along with any accrued interest or earnings, to Everything Breaks pursuant to the same Section. The duties of the Settlement Administrator shall maintain reasonably detailed records of its activities under Administrator, in addition to other responsibilities that are described in this Agreement. The Settlement Administrator shall maintain all such records , are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: (a) Establishing1. Obtain, designingfrom Everything Breaks, the contact information for potential members of the Settlement Class, and maintaining to the extent necessary, perform reverse lookups in an effort to identify persons entitled to notice and to determine their most recent e-mail addresses and/or direct mailing addresses, and update the addresses received through the National Change of Address database for the purpose of providing the Notice and later mailing Settlement Awards; 2. Provide the Notice, as described herein and approved by the Court; 3. Establish and maintain a Post Office box for requests for exclusion from the Settlement Class; 4. Establish and maintain the Settlement Website; 5. Establish and maintain an automated toll-free telephone line (bwhich shall not have live operators) Disseminating Noticefor persons in the Settlement Class to call with, and/or to leave questions or messages regarding, Settlement-related inquiries, and to answer the questions of persons who call with or otherwise communicate such inquiries (except that the Settlement Administrator shall not give, and shall not be expected to give, legal advice); 6. Process all Claim Forms and requests for exclusion from persons in the Settlement Class; 7. Provide weekly reports and a final report to Class Counsel and Everything Breaks’ Counsel that summarize the number of requests for exclusion received that period, the total number of exclusion requests received to date and other pertinent information, including Email NoticeClaims information; 8. In advance of the Final Approval Hearing, Mailed Noticeprepare an affidavit to submit to the Court that verifies that the Notice Program directed by the Court has been effectuated, confirms the number of valid Claims, and Website Notice, identifies each person in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from Settlement Class Members in a who timely fashion and, where necessary, forwarding such written inquiries to Class Counsel; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting properly requested exclusion from the Settlement Classes;Class; and (f) Receiving 9. Facilitate and processing Claims, determining process the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion payment from the SettlementSettlement Fund of the following: (a) all Settlement Costs (including any award of attorneys’ fees and costs to Class Counsel approved by the Court, and any other such information that may be reasonably requested service awards to Plaintiff approved by Class Counsel and Defendants’ Counsel; the Court); (hb) Preparing declaration(s) attesting all Settlement Awards to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with claiming Settlement Class Members; and and (kc) Otherwise assisting with implementation and administration of the terms of this Settlement Agreementany Cy Pres Distribution.

Settlement Administrator. The 6.1. Class Counsel and Defendants will jointly retain the Settlement Administrator shall help implement to disseminate the terms Class Notice, establish and maintain a settlement website, distribute the Settlement Fund and provide the other services required by this Agreement within ten (10) days of signing this Agreement after soliciting bids from multiple settlement administrators. Defendants will pay the Settlement Administrator’s costs and expenses as provided in 2.28.. 6.2. By accepting the assignment as Settlement Administrator, the Settlement Administrator agrees to be bound by all obligations imposed on the Settlement Administrator by this Agreement. 6.3. If for any reason the Court removes the Settlement Administrator or for any other reason the Settlement Administrator does not fulfill all obligations of the Settlement Administrator under this Agreement, the Parties will within ten (10) days agree upon a new Settlement Administrator and promptly seek court approval of that new Settlement Administrator. If the Parties fail to agree upon a new Settlement Administrator, fail to promptly seek Court approval of that Settlement Administrator, or if the Court declines to approve the appointment of that proposed new Settlement Administrator, the Court will determine a mechanism to select a Settlement Administrator. 6.4. No later than thirty (30) days prior to the date Plaintiffs’ motion for final approval is to be filed, the Settlement Administrator will provide Class Counsel and Defense Counsel with an affidavit or declaration to be filed with the Court along with the papers submitted by Class Counsel in support of the Final Approval Motion, attesting that the Class Notice was disseminated in a manner consistent with this Agreement, or otherwise required by the Court, and all required information concerning the number of opt-out requests and objections. 6.5. The Settlement Administrator shall maintain reasonably detailed records will distribute settlement checks to Class Members within forty-five (45) days after the Effective Date of its activities under this AgreementClass Settlement. The settlement checks must be cashed or deposited within ninety (90) days from the date of issuance, as stated on the face of the checks. For the initially mailed settlement checks only, the Settlement Administrator will mail a reminder postcard to Class Members who have not cashed their settlement check thirty (30) days after issuance. If the checks remain uncashed or expire, they may be reissued to Class Member(s) upon request. If no request is made for a new check, funds on expired checks will revert back to the Settlement Fund and there will be a second distribution pro rata to those class members who cashed their checks, provided there are sufficient funds remaining to make a second distribution economically practicable. If there is no second distribution, unclaimed funds will revert to The Impact Fund, as cy pres beneficiary. 6.6. To help ensure settlement checks go to the correct address and are cashed, Class Members will have the right to contact the Settlement Administrator and provide an updated address to send the settlement check. For example, Class Members who are moving to a new location, or want the settlement check mailed to a different location than where Class Notice was mailed, can contact the Settlement Administrator to provide an updated address. 6.7. The Settlement Administrator shall will maintain all such records as to evidence the date on which each Class Notice is first mailed and when any further notices are required by applicable law in accordance with its normal business practicesre-mailed, if applicable, to any Class Member. 6.8. The Settlement Administrator shall be responsible for: (a) Establishingwill maintain records to evidence the date on which each settlement check is first mailed and when any further settlement checks are re-mailed, designingif applicable, and maintaining the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from Settlement any Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counsel; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement AgreementMember.

Settlement Administrator. (a) Plaintiffs shall retain a Settlement Administrator of their choosing that is agreeable to Defendant, consent to which shall not be unreasonably withheld by Defendant (the “Settlement Administrator”) to serve as Notice and Settlement Administrator of the settlement and perform all necessary services of administering this settlement including without limitation dissemination of Notices to eligible members of the State Settlement Classes, responding to FLSA Settlement Collective member and State Settlement Class member inquiries, calculation of payments due, distribution of awards from the Net Settlement Amount to eligible recipients, and tax reporting related to settlement. (b) The Settlement Administrator shall help implement will be responsible for, in addition to any obligations agreed to by the terms Parties: establishing and maintaining a QSF, mailing of the Settlement AgreementNotice to the FLSA Settlement Collective and State Settlement Classes members, paying from the QSF the amount of attorneys’ fees and costs awarded to Class Counsel, distributing any service payments, calculating the Settlement Checks, the settlement administration process, providing reminder notification to FLSA Settlement Collective and State Settlement Classes members who have not negotiated their Settlement Checks by forty-five days from the date of initial distribution, providing the Parties on a periodic basis with notice of the identity of individuals who timely opted-out of the Settlement or had his/her Notice of Settlement and Settlement Payment returned as undeliverable, calculating and paying all appropriate taxes to be paid by the QSF, complying with all applicable tax reporting obligations, including preparing and filing all applicable tax forms and amendments or modifications required thereto, distribution of the Settlement Checks to the FLSA Settlement Collective and State Settlement Class members, and preparing and submitting a final accounting of the Settlement attested to by an Affidavit or Declaration in support of final approval of the settlement. (c) The parties agree that the settlement notice procedure shall be as robust and accessible as possible, including known personal email and mailed notice, a settlement case website and the ability to electronically sign and submit claim forms directly through the administrator-operated website. The Settlement Administrator shall create and maintain reasonably detailed records of its activities under this Agreement. The the settlement-specific website pages containing relevant documents, information regarding the settlement and relevant procedures and deadlines, and maintain an online portal allowing eligible State Settlement Administrator Class members to electronically submit online a Claim Form to opt-in to the Action and receive their apportioned FLSA Payment, which URL and instructions for electronic submission shall maintain all such records as are required be contained in the applicable Notice including by applicable law hyperlink in accordance with its normal business practicesthe emailed Notice. The Settlement Administrator shall be responsible for: (a) Establishing, designing, for validating claimants and maintaining may enact protocols or authentication measures designed to protect the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, security and Website Notice, in accordance with this Agreement, integrity of the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counsel;claims process. (d) Accurately and objectively describing The Settlement Administrator will provide bi-weekly reports to counsel for the terms Parties regarding the status of the Agreement in communications with mailing of the Settlement Class MembersNotice and Settlement Checks, including training its employees the settlement administration process, and agents accordingly;distribution (and negotiation) of the Settlement Checks. (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from Academy agrees to cooperate with the Settlement Classes;Administrator and provide accurate information, to the full extent reasonably available, to assist in locating eligible settlement participants and ensuring delivery of the Settlement Notice and Settlement Checks. The Parties agree that it is their mutual goal to maximize participation in the settlement by delivery of all Settlement Notices and Settlement Payments, including but not limited to by providing notice by mail, reminder notice by mail and personal e-mail and/or telephone call, by skip tracing and resending Settlement Notices or Settlement Checks upon any received undeliverable notice, by issuing replacement Settlement Notices or Settlement Checks to any intended recipient timely requesting same or reporting failure to receive distributed Settlement Notice or Settlement Checks, and by maintaining the Settlement Administrator’s settlement- specific website providing contact information for the Settlement Administrator and basic information and orders regarding the Lawsuit and Settlement. (f) Receiving and processing ClaimsWithin ten (10) days after the Court grants Preliminary Approval of the Parties’ proposed settlement or, determining if later, the validity of Claimsdate that any applicable bankruptcy court having jurisdiction over Plaintiff’s claims approves the settlement, maintaining a database of ClaimsAcademy shall provide the Settlement Administrator with the Class List from Academy listing the names, last known addresses, and distributing last known non-Academy personal email addresses for all FLSA Settlement Payments to Collective and State Settlement Classes members (the “Class Members;List”). (g) Providing periodic reports and accountings on ClaimsNo later than seven (7) days after the Court grants Preliminary Approval of the Parties’ proposed settlement, Objectionsor, Opt- Out Forms and if later, the date that any other requests applicable bankruptcy court having jurisdiction over Plaintiff’s claims approves the settlement, the Administrator shall have completed its calculations for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary determination of individual preliminary Settlement Amounts for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy Notices and security confirmation of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreement.accuracy by counsel to be completed within fourteen

Settlement Administrator. 7.1. The Parties will obtain bids, which will include a proposed notice plan consistent with the Notice Program set forth in Paragraph 5 herein, from potential settlement administrators with expertise in class action settlement administration. The Parties shall jointly select one settlement administrator from among those who have presented a bid, and in seeking preliminary approval, Plaintiff shall request that the Court appoint the selected entity as the Settlement Administrator. Neither Party shall unreasonably withhold agreement to selection of the Settlement Administrator. 7.2. The Settlement Administrator shall help implement be responsible for effectuating the Notice Program consistent with the terms of the this Settlement Agreement, as approved by the Court. The Settlement Administrator shall maintain reasonably detailed records of its activities under this Agreement. The Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practicespractices and such records will be made available to Class Counsel and Defendant’s Counsel upon request. The Settlement Administrator shall also provide reports and other information to the Court as the Court may require. The Settlement Administrator shall provide Class Counsel and Defendant’s Counsel with information 7.3. The Settlement Administrator shall be responsible for: (a) Establishing, designing, obliged to employ reasonable procedures to screen claims for abuse or fraud and maintaining deny Claim Forms where there is evidence of abuse or fraud. The Settlement Administrator will reject any claim that does not comply in any material respect with the instructions on the Claim Form or is submitted after the Claims Deadline. Each claimant who submits an invalid Claim Form to the Settlement Website;Administrator must be given a notice of the Claim Form’s deficiency and an opportunity to cure the deficiency within twenty-one (21) days of the date of the notice. The Settlement Administrator may contact any Person who has submitted a Claim Form to obtain additional information necessary to verify the Claim Form. (b) Disseminating Notice7.4. Defendant’s Counsel and Class Counsel shall have the right to challenge the acceptance or rejection of a Claim Form submitted by Settlement Class Members and to obtain and review supporting documentation relating to such Claim Form. The Settlement Administrator shall follow any agreed decisions of Class Counsel and Defendant’s Counsel as to the validity of any disputed submitted Claim Form. To the extent Class Counsel and Defendant’s Counsel are not able to agree on the disposition of a challenge, including Email Notice, Mailed Notice, and Website Notice, the disputed claim shall be submitted to the Court for determination. 7.5. In the exercise of its duties outlined in accordance with this Agreement, the Notice Plan, and Settlement Administrator shall have the Court’s orders; (c) Monitoring and responding right to inquiries reasonably request additional information from the Parties or any Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counsel; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement AgreementMember.

Settlement Administrator. The Defendants and Defense Counsel shall use reasonable efforts to respond timely to written requests, including by e-mail, from the Settlement Administrator shall help for data that is reasonably necessary to determine the feasibility of administering the Plan of Allocation or to implement the terms Plan of Allocation. The actual and reasonable expenses of any third party, including the Plan’s Recordkeeper, that are necessary to perform such work shall be Administrative Expenses to be deducted from the Gross Settlement Amount. 2.3.1. Class Counsel have selected the Settlement Agreement. The Settlement Administrator shall maintain reasonably detailed records of its activities under and Defendants have agreed to this Agreement. The Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practicesselection. The Settlement Administrator shall be responsible for: (a) Establishing, designinginter alia, and maintaining preparing the mailing list for the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, ; printing and Website Notice, in accordance with this Agreement, mailing the Settlement Notice Plan, to all Class Members; receiving and reviewing rollover election forms submitted by Class Members and forwarding election details to the Authorized Administrator via a formatted spreadsheet template specified by the Authorized Administer who serves as the disbursement agent for instructing one-time payments; determining and certifying to the Settling Parties and the Authorized Administrator the final amount due and payable to each Class Member under the Plan of Allocation approved by the Court’s orders; (c) Monitoring ; reviewing and responding to inquiries from Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to approving payment of Administrative Expenses submitted by any other parties after consultation with Class Counsel; (d) Accurately ; and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from accounting for all interest accrued on the Settlement Classes; (f) Receiving Fund as well as all receipts and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash all disbursements from the Settlement Fund;. Neither the Settling Parties nor Class Counsel and Defense Counsel are responsible for the Settlement Administrator’s work, nor may they be held liable for any act or omission by the Settlement Administrator. (j) Ensuring 2.3.2. The Settlement Administrator must agree to be bound by the Stipulated Protective Order and any further non-disclosure or security protocol required by the Settling Parties. 2.3.3. The Settlement Administrator shall use the data provided by Defendants and the Plan’s Recordkeeper solely for the purpose of meeting its obligations as Settlement Administrator, and for no other purpose. 2.3.4. At the request of the Settling Parties, the Settlement Administrator shall provide a written protocol addressing how the Settlement Administrator will maintain and store information provided to it in order to ensure that reasonable and necessary precautions are taken to safeguard the privacy and security of data associated with Settlement Class Members; andsuch information. (k) Otherwise assisting with implementation and administration 2.3.5. At the request of any of the terms Settling Parties, the Settlement Administrator shall provide documentation regarding its accounting of this the interest accrued on the Settlement AgreementFund as well as all receipts and all disbursements from the Settlement Fund.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement68. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraph hereafter and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, effectuating the Notice Program and distributing the Settlement Fund as provided herein. 69. The duties of the Settlement Administrator shall maintain all such records Administrator, in addition to other responsibilities that are described in the preceding paragraph and elsewhere in this Agreement, are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: (a) Establishinga. Use the name and address information for Class Members provided by the Parties in connection with the Notice Program approved by the Court, designingfor the purpose of distributing the Postcard Notice, Long Form Notice, and maintaining Claim Forms; b. Arrange for Publication Notice; c. Provide notice to federal and relevant state officials pursuant to the Class Action Fairness Act (“CAFA”), 28 U.S.C. § 1715; d. Establish and maintain a post office box for receipt of Claim Forms and requests to opt-out from the Settlement Class; e. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Noticef. Establish and maintain an automated toll-free telephone line for Class Members to call with Settlement-related inquiries, and Website Notice, in accordance answer the frequently asked questions of Class Members who call with this Agreementor otherwise communicate such inquiries; g. Respond to any mailed Class Member inquiries; h. Process all opt-out requests from the Settlement Class; i. Provide weekly reports to Class Counsel and Defendant that summarize the number of Claim Forms received that week, the Notice Plannumber of opt-out requests received that week, the number of objections received that week, the total number of Claim Forms received to date, the total number of opt-out requests received to date, the total number of objections received to date, and the Court’s ordersother pertinent information; (c) Monitoring j. In advance of the Final Approval Hearing, prepare an affidavit to submit to the Court confirming that the Notice Program was completed, describing how the Notice Program was completed, providing the names of each Class Member who timely and responding properly opted-out from one or more of the Classes, and other information as may be necessary to inquiries from allow the Parties to seek and obtain Final Approval; k. Distribute Settlement Class Member Payments by check, or other cash-equivalent form of payment, to Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counselwho submitted Valid Claims; (d) Accurately l. If residual funds exist after the first distribution, and objectively describing the terms if economically feasible, distribute another round of the Agreement in communications with Settlement Class MembersMember Payments by check, including training its employees and agents accordingly; (e) Receiving and compiling Optor other cash-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claimsequivalent form of payment, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class MembersMembers out of uncashed funds; (g) Providing periodic reports and accountings on Claimsm. Pay invoices, Objections, Opt- Out Forms and any other requests for exclusion from the Settlementexpenses, and any other such information that may be reasonably requested costs upon approval by Class Counsel and Defendants’ CounselDefendant, as provided in this Agreement; (h) Preparing declaration(s) attesting to compliance with n. Any other Settlement-administration-related function at the Notice requirements in this Agreement and providing such declaration(s) to instruction of Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from Defendant, including, but not limited to, verifying that the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement AgreementFund has been distributed.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement56. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraph hereafter and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, effectuating the Notice Program and distributing the Settlement Fund as provided herein. 57. The duties of the Settlement Administrator shall maintain all such records Administrator, in addition to other responsibilities that are described in the preceding paragraph and elsewhere in this Agreement, are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: (a) Establishinga. Use the name and address information for Settlement Class members provided by Capital One in connection with the Notice Program approved by the Court, designingfor the purpose of distributing the Mailed Notice, Email Notice, and maintaining Long Form Notice, and later mailing distribution checks to Past Account Holder Settlement Class Members, and to Current Account Holder Settlement Class Members where it is not feasible or reasonable for Capital One to make the payment by a credit to the Settlement Class Members’ Accounts; b. Establish and maintain a post office box for requests for exclusion from the Settlement Class; c. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Noticed. Establish and maintain an automated toll-free telephone line for Settlement Class members to call with Settlement-related inquiries, and Website Notice, in accordance answer the questions of Settlement Class members who call with this Agreement, the Notice Plan, and the Court’s ordersor otherwise communicate such inquiries; (c) Monitoring and responding e. Respond to inquiries from any mailed Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counselmember inquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting f. Process all requests for exclusion from the Settlement ClassesClass; (f) Receiving g. Provide weekly reports to Class Counsel and processing ClaimsCapital One that summarizes the number of requests for exclusion received that week, determining the validity total number of Claims, maintaining a database of Claimsexclusion requests received to date, and distributing other pertinent information; h. In advance of the Final Approval Hearing, prepare an affidavit to submit to the Court confirming that the Notice Program was completed, describing how the Notice Program was completed, providing the names of each Settlement Class member who timely and properly requested exclusion from the Settlement Class, and other information as may be necessary to allow the Parties to seek and obtain Final Approval. i. Distribute Settlement Class Member Payments by check to Past Account Holder Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion j. Provide to Capital One the amount of the Settlement Class Member Payments to Current Account Holder Settlement Class Members from the SettlementSettlement Fund and instruct Capital One to initiate the direct deposit of Settlement Class Member Payments to Current Account Holder Settlement Class Members. k. If funds remain available, repay Capital One for the amount of Settlement Administration Costs it paid; l. Pay invoices, expenses, and any other such information that may be reasonably requested costs upon approval by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements Capital One, as provided in this Agreement and providing such declaration(s) to Agreement; and m. Any other Settlement-administration-related function at the instruction of Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from Capital One, including, but not limited to, verifying that the Settlement Fund;Funds has been distributed. (j) Ensuring n. Subject to the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Administrator Costs Cap, costs related to Settlement AgreementAdministration shall be paid by Capital One. Residual Funds, if any, shall be paid first to Capital One to reimburse it for these costs as indicated in Section XI.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement60. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in this Section and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, providing Mailed Notice to Settlement Class Members; working with the Notice Administrator to effectuate the Published Notice Program; and administering the Claims Process. 61. The duties of the Settlement Administrator shall maintain all such records Administrator, in addition to other responsibilities that are described in the preceding paragraph and elsewhere in this Agreement, are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: (a) Establishinga. Use the name and address information for Settlement Class members provided by Methodist in connection with the notice process approved by the Court and verify and update the addresses received through the National Change of Address database, designingfor the purpose of mailing the Mailed Notice, and maintaining later mailing distribution checks to Eligible Claimants; b. Establish and maintain a Post Office box for requests for exclusion from the Settlement Class; c. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, d. Establish and Website Notice, in accordance with this Agreement, the Notice Plan, maintain an automated and the Court’s orders; (c) Monitoring and responding to inquiries from live operator toll-free telephone line for Settlement Class Members in a timely fashion andto call with Settlement-related inquiries, where necessary, forwarding and answer the questions of Settlement Class Members who call with or otherwise communicate such written inquiries to Class Counselinquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with e. Respond to any mailed Settlement Class Members, including training its employees and agents accordinglymember inquiries; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other f. Process all requests for exclusion from the SettlementSettlement Class; g. Provide weekly reports and, no later than 5 days after the end of the Opt- Out Period, a final report to Class Counsel and Defense Counsel that summarizes the number of requests for exclusion received that week, the total number of exclusion requests received to date, percentage of the Settlement Class that has requested exclusion through that week, and any other such information that may be reasonably pertinent information; h. In advance of the Final Approval Hearing, prepare an affidavit to submit to the Court with the names of each Settlement Class Member who timely and properly requested exclusion from the Settlement Class; i. Process and transmit distributions to Eligible Claimants pursuant to the Claims Process; j. Pay invoices, expenses and costs upon approval by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements Methodist, as provided in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class MembersAgreement; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreement.

Settlement Administrator. 9.1 The Parties agree that the Settlement Administrator shall be JND Legal Administration, subject to Court approval. 9.2 The Settlement Administrator shall help implement the terms of the Settlement Agreement. The Settlement Administrator shall maintain reasonably detailed records of its activities under this Agreement. The Settlement Administrator shall maintain all such records as are required will be retained and paid by applicable law in accordance with its normal business practices. BOA. 9.3 The Settlement Administrator shall be responsible forfor administering the Settlement, including: (a) Establishing, designing, and maintaining the sending Notice to all Settlement WebsiteClass Members pursuant to Section 10 of this Agreement; (b) Disseminating preparing reports regarding the Notice, including Email Notice, Mailed Notice, and Website Notice, in accordance with this Agreement, as directed by the Notice Plan, Parties’ Counsel and the Court’s orders; (c) Monitoring accepting and responding to inquiries from Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counselreporting on Requests for Exclusion received by the Exclusion Deadline; (d) Accurately establishing and objectively describing maintaining a website and call center relating to the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordinglySettlement; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion remitting payments from the Common Fund for Settlement ClassesBenefits payable to eligible Settlement Class Members, the court-approved Service Award to Class Representatives, and the court-approved Class Counsel Fees and expenses to Class Counsel and reissuing Settlement Benefit checks as provided herein; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments issuing 1099s to Settlement Class Members;, Class Representatives, and Class Counsel and complying with all applicable tax laws relating to settlement funds administered by the Settlement Administrator; and (g) Providing periodic reports such other duties as directed by BOA, provided that any modification of the duties referenced in this Section must be agreed by all Parties. 9.4 If appointed by the Court to represent the Settlement Class, the Class Representatives and accountings on ClaimsPlaintiffs’ Counsel hereby consent to the release by BOA to the Settlement Administrator of the names, Objectionsaddresses, Opt- Out Forms and any other requests for exclusion from the Settlementsocial security numbers, and any other such closing cost information that may for Settlement Class Members solely for the purposes of fulfilling the Settlement Administrator’s duties under this Agreement, which information shall be reasonably requested maintained as confidential by Class Counsel the Settlement Administrator and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with shall be destroyed by the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance Settlement Administrator at the conclusion of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreementduties.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement66. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraphs hereafter and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement. 67. Class Counsel and Defendant may, by agreement, substitute a different entity as Settlement Administrator, subject to approval by the Court if the Court has previously approved the Settlement preliminarily or finally. In the absence of agreement, either Class Counsel or Defendant may move the Court to substitute a different entity as Settlement Administrator, upon a showing that the responsibilities of Settlement Administrator have not been adequately executed by the incumbent. 68. The duties of the Settlement Administrator shall maintain all such records Administrator, in addition to other responsibilities that are described in this Agreement, are as are follows: a. Implement the Notice Program required by applicable law in accordance with its normal business practices. The this Agreement; b. Establish and maintain an address for receiving mailed requests for exclusion from the Settlement Administrator shall be responsible for:Class; (a) Establishingc. Establish and maintain the Settlement Website as a means for Notice Recipients to obtain notice of and information about the Settlement, designingthrough and including hyperlinked access to this Agreement, the Long-Form Notice, the Preliminary Approval Order, and maintaining such other documents as Class Counsel and Defendant agree to post or that the Court orders posted on the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Noticed. Establish and maintain a toll-free telephone line for Notice Recipients to call with Settlement-related inquiries, and Website Notice, in accordance answer the questions of Notice Recipients who call with this Agreement, the Notice Plan, and the Court’s ordersor otherwise communicate such inquiries; (c) Monitoring and responding e. Respond to inquiries from Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counselany mailed Notice Recipient inquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting f. Process all requests for exclusion from the Settlement ClassesClass; g. Provide weekly reports and, no later than five (f5) Receiving days after the Opt-Out Deadline, a final report to Class Counsel and processing Claims, determining Defendant’s Counsel that summarizes the validity number of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion received that week, the total number of exclusion requests received to date, and other pertinent information; h. Payment of any taxes pursuant to paragraph 95; i. At Class Counsel’s and/or Defendant’s counsel’s request, in advance of the Final Approval Hearing, prepare an affidavit to submit to the Court that (i) attests to implementation of the Notice Program in accordance with the Preliminary Approval Order; and (ii) identifies each Settlement Class Member who timely and properly requested exclusion from the Settlement Class; j. Process and transmit distributions to Participating Settlement Class Members from the Settlement Fund Account; k. Pay invoices, expenses, and costs upon approval by Class Counsel and Defendant, as provided in this Agreement; and l. Perform any Settlement-administration-related function at the instruction of Class Counsel and Defendant, including, but not limited to, verifying that the Net Settlement Fund has been distributed as required by Section X hereof. 69. All Administrative Costs, including all costs associated with Notice and administration of the Settlement shall be paid out of the Settlement Payment Amount. The costs of Notice and administration shall include any fees of and reasonable expenses incurred by the Settlement Administrator in relation to the Settlement, and any other such information that may be reasonably requested by Class Counsel reasonable expenses relating to the establishment, maintenance, and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance distribution of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement AgreementPayment Amount.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement63. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraph and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, effectuating the Notice Program and distributing the Settlement Fund as provided herein. 64. The duties of the Settlement Administrator shall maintain all such records are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: (a) Establishinga. Use the name and address information for Settlement Class members provided by Defendant in connection with the Notice Program approved by the Court, designingfor the purpose of distributing the Postcard Notice and Email Notice, and maintaining later mailing Settlement Class Member Payments to Past Account Holder Settlement Class Members, and to Current Account Holder Settlement Class Members where it is not feasible or reasonable for Defendant to make the Settlement Class Member Payments by a credit to the Current Settlement Class Members’ Accounts; b. Establish and maintain a post office box for requests for exclusion from the Settlement Class; c. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, d. Establish and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from maintain an automated toll-free telephone line for Settlement Class Members in a timely fashion andto call with Settlement-related inquiries, where necessary, forwarding and answer the questions of Settlement Class Members who call with or otherwise communicate such written inquiries to Class Counselinquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with e. Respond to any mailed Settlement Class Members, including training its employees and agents accordinglyMember inquiries; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other f. Process all requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ CounselSettlement Class; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) g. Provide weekly reports to Class Counsel and Defendants’ CounselDefendant that summarizes the number of requests for exclusion received that week, the total number of exclusion requests received to date, and other pertinent information; (i) Seeking further clarification h. In advance of the Final Approval Hearing, prepare a declaration or authorization from affidavit to submit to the Court confirming that the Notice Program was completed, describing how the Notice Program was completed, providing the names of each Settlement Class Counsel Member who timely and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash properly requested exclusion from the Settlement FundClass, and other information as may be necessary to allow the Parties to seek and obtain Final Approval; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreement.

Settlement Administrator. Class Counsel has selected KCC Class Action Services LLC (together with its affiliates) to act as Settlement Administrator, and COP has consented to such appointment. The Settlement Administrator Administrator, acting pursuant to the Escrow Agreement and Instructions, shall help implement be responsible for the terms general supervision and administration of the Settlement Agreement. The Settlement Administrator shall maintain reasonably detailed records of its activities under this Agreement. The Settlement Administrator shall maintain all such records as are required by applicable law Amount deposited in the Escrow Account, the allocation (in accordance with its normal business practicesthe Plan of Allocation) and distribution of the Settlement Amount and any required notification of Settlement Class Members regarding the Settlement. All fees, costs and expenses to be disbursed from the Escrow Account must be approved by the District Court. The Settlement Administrator shall be responsible for: (a) Establishingpermitted, designingwith the approval of the Parties, to retain accountants and maintaining legal counsel to assist in its administration of the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counsel; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Escrow Agreement and providing such declaration(s) Instructions. Subject to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance satisfaction of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of obligations under this Settlement Agreement, Settlement Administrator, or any successor hereafter appointed, may resign and shall be discharged of its duties upon the appointment of a successor Settlement Administrator, as Class Counsel, with the consent of COP, shall determine. Each such successor Settlement Administrator shall have all the power, authority, rights and privileges hereby conferred upon the original Settlement Administrator, and the term “Settlement Administrator” as used herein shall be deemed to include such successor Settlement Administrator. For the avoidance of doubt, COP must approve of and, only for good cause shown, shall have the right to reject Class Counsel’s chosen Settlement Administrator or any successor. Class Counsel and the Settlement Administrator shall be responsible for communicating distributing, allocating and administering any matters pertaining to the settlement and the Settlement Amount among or with Class Members or any persons claiming to be a part of the Class. COP shall refer all inquiries concerning the Settlement Agreement to the Settlement Administrator or Class Counsel. In accordance with the settlement approval provisions of Rule 1-023 NMRA, notice of this settlement, as approved by the District Court, will be provided to all Class Members as ordered by the District Court.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement36. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in paragraph 38 below and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement. The Settlement Administrator shall maintain all such records as are required by applicable law , including, but not limited to: (A) providing Notice, pursuant to the terms of the Notice Program set forth in Section IX, below and any Preliminary Approval Order; and (B) distributing funds in accordance with its normal business practicesthe terms of this Agreement and any Final Approval Order. Class Counsel and counsel for Georgia Waste will jointly oversee the Settlement Administrator. 37. All Settlement Administrator fees, charges and expenses shall be paid from the Settlement Fund within 30 days of Class Counsel’s and counsel for Georgia Waste’s receipt and approval of an invoice. 38. The duties of the Settlement Administrator shall be responsible forAdministrator, in addition to other responsibilities that are described in this Agreement, are as follows: a. Obtain from Georgia Waste and Class Counsel Settlement Class Member name and address or email address information (a) Establishingto the extent it is available), designingand, to the extent necessary, verify and update the addresses received through the National Change of Address database, for the purpose of mailing the mail notice to all Settlement Class Members, and maintaining later mailing distribution checks to all Claimants; b. Establish and maintain a Post Office box for requests for exclusion from the Settlement Class; c. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, d. Establish and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from maintain an automated toll-free telephone line for Settlement Class Members in a timely fashion andto call with Settlement-related inquiries, where necessary, forwarding and answer the questions of Settlement Class Members who call with or otherwise communicate such written inquiries to Class Counselinquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with e. Respond to any mailed Settlement Class Members, including training its employees and agents accordinglyMember inquiries; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other f. Process all requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ CounselSettlement Class; (h) Preparing declaration(s) attesting to compliance with g. Provide weekly reports and, no later than five days after the Notice requirements in this Agreement and providing such declaration(s) end of the Opt- Out Period, a final report to Class Counsel and Defendants’ Counselcounsel for Georgia Waste that summarizes the number of requests for exclusion received that week, the total number of exclusion requests received to date, and other pertinent information; (i) Seeking further clarification or authorization h. At Class Counsel’s request in advance of the Final Approval Hearing, prepare an affidavit to submit to the Court that identifies each Settlement Class Member who timely and properly requested exclusion from the Settlement Class; i. Process and transmit distributions to Settlement Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash Members from the Settlement Fund; (j) Ensuring the privacy j. Pay invoices, expenses and security of data associated with Settlement costs upon approval by Class MembersCounsel and counsel for Georgia Waste, as provided in this Agreement; and (k) Otherwise assisting with implementation k. Administer the Escrow Account as described in this Agreement, and administration any other Settlement-administration-related function at the instruction of the terms of this Settlement AgreementClass Counsel and counsel for Georgia Waste.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement. The Settlement Administrator shall maintain reasonably detailed records of its activities under this Agreement. The Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible for: (a) Establishing, designingwithout limitation, dissemination of the Class Notice by mail and email, launching and maintaining the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counsel; (d) Accurately and objectively describing implementing the terms of the Agreement in Claim Process and related administrative activities that include communications with Class Members concerning the Settlement, Claim Process, and their options thereunder. In particular, the Settlement Administrator shall be responsible for: (a) printing, mailing, or arranging for the mailing of the Class Notice; (b) emailing or arranging for the emailing of the Class Notice; (c) handling returned mail not delivered to Class Members, including training its employees and agents accordingly; ; (d) attempting to obtain updated address information for any mailed Class Notice returned without a forwarding address; (e) Receiving and compiling Opt-Out Forms and attempting to obtain updated address information for any other correspondence requesting exclusion from the Settlement Classes; emailed Class Notice returned as undeliverable or that bounces back; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and making any other requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification additional mailings or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of emailings required under the terms of this Settlement Agreement; (g) establishing a Settlement Website that contains the Settlement Agreement, Preliminary Approval Order, Class Notice, the Claim Form, a mechanism by which the Claim Form may be completed and submitted online, any papers filed in support of final approval of the Settlement, Class Counsel’s Application for an award of Attorneys’ Fees and Expenses and other relevant documents related to the Action and this Settlement; (h) publication and Internet/Media Notice Program; (i) establishing a Toll-Free Number at which Class Members may seek information about the Action and the Settlement; (j) receiving and maintaining on behalf of the Court and the Parties any Class Member correspondence regarding requests for exclusion and objections to the Settlement, Application for Attorneys’ Fees and Costs, or the Claim Process; (k) forwarding inquiries from Class Members to Class Counsel for a response, if warranted; (l) establishing a post office box for the receipt of Claim Forms, exclusion requests, objections, and any other correspondence related to this Settlement; (m) reviewing and verifying Claim Forms; (n) calculating payment amounts for Valid Claimants and Settlement Subclass Members pursuant to the terms of this Settlement Agreement; (o) mailing and re-mailing payments to Valid Claimants and Settlement Subclass Members pursuant to the terms of this Settlement Agreement; (p) otherwise implementing and/or assisting with the claim review and payment process; (q) paying to the Court’s Registry in the FTC Action any sums remaining in the Qualified Settlement Fund after all payments have been made from the Settlement Fund; and (r) as otherwise ordered by the Court or jointly requested and agreed upon by the Parties.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement84. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraph hereafter and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, providing Mailed Notice to Settlement Class Members; working with the Notice Administrator to effectuate the Published Notice Program; distributing the Settlement Fund as provided herein; repaying U.S. Bank from the Settlement Fund the amount of electronic payments that U.S. Bank makes to Settlement Class Members pursuant to Sections XI and XII hereof; and paying the remainder of the Settlement Fund to U.S. Bank in the event of a termination of the Settlement pursuant to Section XVI hereof. 85. The duties of the Settlement Administrator shall maintain all such records Administrator, in addition to other responsibilities that are described in this Agreement, are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: a. Obtain from Settlement Class Counsel and U.S. Bank name and address information for Settlement Class Members (a) Establishing, designingto the extent it is available), and maintaining verify and update the addresses received through the National Change of Address database, for the purpose of mailing the Mailed Notice, and later mailing distribution checks to Settlement Class Members where it is not feasible or reasonable for U.S. Bank to make the payment electronically to the Settlement Class Members; b. Establish and maintain a Post Office box for requests for exclusion from the Settlement Class; c. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, d. Establish and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from maintain an automated toll-free telephone line for Settlement Class Members in a timely fashion andto call with Settlement-related inquiries, where necessary, forwarding and answer the questions of Settlement Class Members who call with or otherwise communicate such written inquiries to Class Counselinquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with e. Respond to any mailed Settlement Class Members, including training its employees and agents accordinglyMember inquiries; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other f. Process all requests for exclusion from the SettlementSettlement Class; g. Provide weekly reports and, and any other such information that may be reasonably requested by no later than five days after the end of the Opt-Out Period, a final report to Settlement Class Counsel and Defendants’ CounselU.S. Bank that summarize the number of requests for exclusion received that week, the total number of exclusion requests received to date, and other pertinent information; (h) Preparing declaration(s) attesting to compliance h. Interface with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ CounselTax Administrator; (i) Seeking further clarification or authorization i. At Settlement Class Counsel’s request in advance of the Final Approval Hearing, prepare an affidavit to submit to the Court that identifies each Settlement Class Member who timely and properly requested exclusion from the Settlement Class; j. Process and transmit distributions to Settlement Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash Members from the Settlement Fund; (j) Ensuring the privacy k. Pay invoices, expenses and security of data associated with costs upon approval by Settlement Class MembersCounsel and U.S. Bank, as provided in this Agreement; and (k) Otherwise assisting with implementation l. Perform the duties of Escrow Agent as described in this Agreement, and administration any other Settlement-administration-related function at the instruction of the terms of this Settlement AgreementClass Counsel and U.S. Bank, including, but not limited to, verifying that Settlement Funds have been distributed as required by Section XII hereof.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement. The Settlement Administrator shall maintain reasonably detailed records of its activities under this Agreement. The Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practices15. The Settlement Administrator shall be responsible forappointed by Class Counsel subject to the approval of the Defendants, which approval shall not be unreasonably withheld. 16. The Settlement Administrator shall administer the process of receiving, reviewing and approving or denying claims under Class Counsel’s supervision and subject to the jurisdiction of the Court. The Defendants shall have no responsibility for the administration of the Settlement and shall have no liability to the Class Members or Class Counsel in connection with this administration. Class Counsel shall designate a contact person at the Settlement Administrator to whom Defendants may refer all inquiries they receive from potential claimants. 17. The Settlement Administrator shall receive Claims and determine first, whether the Claim is an Authorized Claim, in whole or in part; and second, each Authorized Claimant’s pro rata share of the Net Cash Settlement Amount based upon each Authorized Claimant’s Recognized Loss amount (as set forth in the Plan of Allocation described in the Notice annexed hereto as Exhibit E, or in such other Plan of Allocation as the Court approves). 18. The Qualified Settlement Fund shall be applied as follows: (a1) Establishingto pay counsel’s attorneys’ fees and expenses, designingwith interest thereon and the Service Award and expenses of Plaintiffs (the “Attorneys’ Fees, Expenses and maintaining Service Awards”), if and to the Settlement Websiteextent allowed by the Court; (b2) Disseminating to pay all the costs and expenses reasonably and actually incurred in connection with providing notice, locating Settlement Class Members, soliciting Settlement Class claims, assisting with the filing of claims, administering and distributing the Net Settlement Fund to Authorized Claimants, processing Claim Forms, and paying escrow fees and costs, if any; (3) to pay any taxes and tax expenses; and (4) to distribute the balance of the Settlement Fund to Authorized Claimants as allowed by the Stipulation, the Plan of Allocation, or order of the Court. 19. The Plan of Allocation attached hereto as Exhibit E is not a necessary term of this Producer Class Action Settlement Agreement, and it is not a condition of this Producer Class Action Settlement Agreement that any particular Plan of Allocation be approved. 20. Each Authorized Claimant shall be allocated a pro rata share of the Net Cash Settlement Amount based on his, her or its Recognized Loss compared to the total Recognized Losses of all Authorized Claimants. This is not a claims-made settlement. Defendants shall not be entitled to get back any of the Settlement consideration once the Effective Date has occurred. 21. Any Settlement Class Member who does not submit a valid Claim Form will not be entitled to receive any distribution from the Net Cash Settlement Amount, but will otherwise be bound by all of the terms of this Producer Class Action Settlement Agreement and the Settlement, including the terms of the Final Judgment to be entered in the Producer Class Action and the Releases provided for herein, and will be barred and enjoined from bringing any action against the Releasees concerning the Released Claims. 22. Class Counsel shall be responsible for supervising the administration of the Settlement and disbursement of the Net Cash Settlement Amount by the Settlement Administrator. Defendants shall have no liability, obligation or responsibility for the administration of the Settlement or disbursement of the Net Cash Settlement Amount. Defendants shall not be permitted to review, contest or object to any Claim Form or any decision of the Settlement Administrator or Class Counsel with respect to accepting or rejecting any Claim Form or Claim for payment by a Settlement Class Member. Class Counsel shall have the right, but not the obligation, to waive what they deem to be formal or technical defects in any Claim Forms submitted in the interests of achieving substantial justice. 23. For purposes of determining the extent, if any, to which a Settlement Class Member shall be entitled to be treated as an Authorized Claimant, the following conditions shall apply: a. Each Settlement Class Member shall be required to submit a Claim Form substantially in the form attached hereto as Exhibit B, supported by such documents as are designated therein, including proof of the Claimant’s loss, or such other documents or proof as the Settlement Administrator or Class Counsel, in their discretion, may deem acceptable. b. All Claim Forms must be submitted by the date set by the Court in the Preliminary Approval Order and specified in the Notice, which the Parties will request to be 45 days after mailing, unless such deadline is extended by Order of the Court. Any Settlement Class Member who fails to submit a Claim Form by such date shall be forever barred from receiving any distribution from the Net Cash Settlement Amount or payment pursuant to this Producer Class Action Settlement Agreement (unless, by Order of the Court, late-filed Claim Forms are accepted), but shall in all other respects be bound by all of the terms of this Producer Class Action Settlement Agreement and the Settlement including Email Notice, Mailed Noticethe terms of the Final Judgment and the Releases provided for herein, and Website Noticewill be barred and enjoined from bringing any action against the Releasees concerning the Released Claims. A Claim Form shall be deemed to be submitted when posted, if received with a postmark indicated on the envelope and if mailed by first-class mail and addressed in accordance with the instructions thereon. c. Each Claim Form shall be submitted to and reviewed by the Settlement Administrator, under the supervision of Class Counsel, who shall determine in accordance with this Producer Class Action Settlement Agreement, the Notice Planextent, and if any, to which each Claim shall be allowed, subject to review by the Court’s ordersCourt pursuant to subparagraph € below; (c) Monitoring and responding d. Claim Forms that do not meet the submission requirements may be rejected. Prior to inquiries from rejecting a Claim in whole or in part, the Settlement Administrator shall communicate with the Claimant in writing, email or by telephone to give the Claimant the chance to remedy any curable deficiencies in the Claim Form submitted. The Settlement Administrator, under the supervision of Class Members Counsel, shall notify, in a timely fashion andand in writing, where necessaryall Claimants whose Claim they propose to reject in whole or in part, forwarding setting forth the reasons therefore, and shall indicate in such written inquiries notice that the Claimant whose claim is to Class Counsel;be rejected has the right to a review by the Court if the Claimant so desires and complies with the requirements of subparagraph (e) below. e. If any Claimant whose claim has been rejected in whole or in part desires to contest such rejection, the Claimant must, within twenty (20) days after the date of mailing of the notice required in subparagraph (d) Accurately above, serve upon the Settlement Administrator a notice and objectively describing statement of reasons indicating the terms Claimant’s grounds for contesting the rejection along with any supporting documentation, and requesting a review thereof by the Court. If a dispute concerning a Claim cannot be otherwise resolved, Class Counsel shall thereafter present the request for review to the Court. f. The administrative determinations of the Agreement Settlement Administrator in communications accepting and rejecting Claims shall be presented to the Court, on notice to Defendants’ Counsel, for approval by the Court. 24. Each Claimant shall be deemed to have submitted to the jurisdiction of the Court with respect to the Claimant’s Claim, and the Claim will be subject to investigation and discovery under the Federal Rules of Civil Procedure, provided, however that such investigation and discovery shall be limited to that Claimant’s status as a Class Member and the validity and amount of the Claimant’s Claim. No discovery shall be allowed on the merits of the Producer Class Action or Settlement in connection with the processing of Claim Forms. 25. Class MembersCounsel will apply to the Court, including training its employees on notice of Defendants’ Counsel, for a Class Distribution Order: (a) approving the Settlement Administrator’s administrative determinations concerning the acceptance and agents accordingly; rejection of the Claims submitted; (eb) Receiving approving payment of any administration fees and compiling Opt-Out Forms and any other correspondence requesting exclusion expenses associated with the administration of the Settlement from the Settlement Classes;Administration Account; and (c) if the Effective Date has occurred, directing payment of the Net Cash Settlement Amount to the Authorized Claimants. 26. The Net Cash Settlement Amount shall be distributed to Authorized Claimants substantially in accordance with the Plan of Allocation set forth in the Class Notice and approved by the Court. Any such Plan of Allocation is not a part of this Stipulation. No funds from the Net Cash Settlement Amount shall be distributed to Authorized Claimants until the Effective Date. If there is any balance remaining in the Net Cash Settlement Amount after six (f6) Receiving months from the date of distribution of the Net Cash Settlement Amount (whether by reason of tax refunds, uncashed checks, or otherwise), Class Counsel shall, if feasible, reallocate such balance among Authorized Claimants in an equitable and economic fashion. Thereafter, any balance that still remains in the Net Cash Settlement Amount shall be donated to one or more secular §501(c)(3) organization(s) selected by Class Counsel, with prior written notice to Defendants’ counsel. 27. Payment pursuant to the Class Distribution Order shall be final and conclusive against all Class Members who are Authorized Claimants. 28. All proceedings with respect to the administration, processing Claimsand determination of Claims and the determination of all controversies relating thereto, determining including disputed questions of law and fact with respect to the validity of Claims, maintaining shall be subject to the jurisdiction of the Court. 29. The Settlement Administrator is to be charged with, among other things, distribution of the Class Notice, operation of a database settlement website relating to both this Settlement, setting up and running a toll-free center to respond to producer calls, receipt and handling of Claimsrequests for information to assist producers with potential claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other receipt of requests for exclusion from and distribution of settlement relief to Class Members in the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement Agreement.

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement52. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the following paragraph and perform other functions specified for the Settlement Administrator elsewhere in this Agreement. The These functions include, but are not limited to, administering the Notice Program and distributing funds from the Administration Account as provided in this Agreement. NBAZ and Class Counsel shall jointly oversee the Settlement Administrator shall maintain all such records Administrator. 53. In addition to other responsibilities described in this Agreement, the Settlement Administrator’s duties are as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible forfollows: a. Obtain from Class Counsel and NBAZ the Settlement Class Members’ names and addresses (a) Establishing, designingto the extent available), and maintaining verify and update the addresses received through the National Change of Address database, for the purpose of administering the Notice Program, and later mailing distribution checks to Past Account Holder Settlement Class Members, and to Current Account Holder Settlement Class Members where it is not feasible or reasonable for NBAZ to make the payment by a credit to the Settlement Class Members’ Accounts; b. Administer the Notice Program as described in Section VIII; c. Establish and maintain a Post Office box for requests for exclusion from the Settlement Class; d. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, e. Establish and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from maintain an automated toll-free telephone line for Settlement Class Members in a timely fashion andto call with Settlement-related questions, where necessary, forwarding and answer the questions of Settlement Class Members who call with or otherwise communicate such written inquiries to Class Counselinquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with f. Respond to any mailed Settlement Class Members, including training its employees and agents accordinglyMember inquiries; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other g. Process all requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ CounselSettlement Class; h. Provide weekly reports and, no later than five (h5) Preparing declaration(s) attesting to compliance with days after the Notice requirements in this Agreement and providing such declaration(s) end of the Opt- Out Period, a final report to Class Counsel and Defendants’ CounselNBAZ summarizing the number of requests for exclusion received that week, the total number of exclusion requests received to date, and other pertinent information; (i) Seeking further clarification or authorization i. In advance of the Final Approval Hearing, prepare an affidavit to submit to the Court that identifies each Settlement Class Member who timely and properly requested exclusion from the Settlement Class; j. Process and transmit distributions to Settlement Class Members from the Administration Account; k. Pay invoices, expenses and costs approved by Class Counsel as provided in this Agreement; and l. Perform any other Settlement-administration-related function at the instruction of Class Counsel and Defendants’ Counsel when necessary for performance NBAZ, including, but not limited to, verifying that Settlement Amount has been distributed as required by Sections XII and XIII of its duties and the expenditure of cash Agreement. All costs that the Settlement Administrator incurs which are permitted by this Agreement shall be paid from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement AgreementAmount.

Settlement Administrator. JND Class Action Administration, LLC shall serve as the third-party administrator (“Administrator” or “Settlement Administrator”) in connection with the Settlement. All costs and fees associated with the retention of the Settlement Administrator (the “Administration Costs”) will be paid from the Maximum Settlement Amount. a. The Settlement Administrator shall help implement serve as the terms administrator of the Settlement Agreement. The Settlement Administrator shall maintain reasonably detailed records of its activities under and perform the services described in this Agreement. The Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible for, including, without limitation: (a) Establishingi. Receive from the Parties and update and maintain as necessary, designinga mailing list, prepare, mail, and maintaining email (to any emails for which the Settlement Website; (bParties have this information) Disseminating Notice, including Email Notice, Mailed the Notice, and Website Noticecarry out the follow-up methods of communication set forth herein to effectuate notice; ii. Calculate the Settlement Payments to Potential Collective Members including calculating applicable payroll taxes and withholdings, employer payroll taxes, and, following the Final Judgment, issue and mail settlement checks to the Potential Collective Members, and handle the payment of employee and employer taxes with appropriate taxing authorities. iii. Pay, from the Maximum Settlement Amount, the Cost and Fee Award, Separate Awards, the portion of the PAGA Payment to the LWDA, and the Administration Costs as the Court may approve; iv. Resolve any disputes submitted by Potential Collective Members concerning the amount of their Settlement Payment; v. Keep the Parties’ counsel apprised of the status of all mailings of Notices and Settlement Checks, and any returned mailings, and provide weekly reports relating to the same; and vi. Perform any other obligations established in accordance with this Agreement or subsequently agreed to by the Parties. b. All disputes relating to the Settlement Administrator’s ability and need to perform its duties shall be referred to the Court, if necessary, which will have continuing jurisdiction over the terms and conditions of this Agreement, until all payments and obligations contemplated by this Agreement have been fully carried out. c. The Administration Costs are estimated to be $35,000.00. The estimated Administration Costs shall be approved by the Notice Plan, Court and the Court’s orders; (c) Monitoring and responding to inquiries from Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counsel; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion shall be paid from the Maximum Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement AgreementAmount.

Settlement Administrator. A. Class Counsel and Defendant’s Counsel will jointly select the Settlement Administrator based on the experience, reputation, and proposed costs and charges of potential Settlement Administrators. The Settlement Administrator must consent in writing to perform the functions set forth in this Agreement in accordance with this Agreement. B. The Settlement Administrator shall help implement administer the terms Settlement as described herein and as approved by the Court, and perform such other functions as ordered by the Court or approved by mutual agreement of the Parties, including the following: (i) sending the Class Notice; (ii) establishing and maintaining the Settlement AgreementWebsite; (iii) establishing and maintaining a post office box for objections and exclusion requests; (iv) establishing and maintaining an automated toll-free telephone line for Class Members to call with settlement- related inquires and answering questions Class Members may have about the Settlement administration or directing questions to Class Counsel, as appropriate; (v) responding to mailed or e-mailed inquiries about the Settlement administration or directing inquiries to Class Counsel for a response, as appropriate; (vi) providing weekly reports to Class Counsel and Defense Counsel summarizing the claims status and requests for exclusion received, which reports may be disclosed by Class Counsel to the Court; (vii) providing the identity of Class Members who objected to or properly excluded themselves from the Settlement; (viii) providing distributions to the Claimants; (ix) providing Defendant with properly completed and executed tax forms or other appropriate tax information; (x) timely making all necessary elections, withholdings, and reporting to qualify the Settlement as a Qualified Settlement Fund or otherwise complying with any federal or state law governing taxes or unclaimed property; (xi) performing any other or additional functions as set forth herein or as requested by the mutual agreement of the Parties. Any additional functions that do not materially alter the administration of the Settlement, as approved by the Court in the Preliminary Approval Order or Final Order and Judgment, need not be approved by the Court or explained to Class Members through additional notice, and (xii) providing appropriate notice to federal and state regulators under the Class Action Fairness Act. The Settlement Administrator shall maintain reasonably detailed records of its activities under this Agreementthe Administration Account at an independent financial institution selected by Defendant and approved by Class Counsel, that is unaffiliated with the Settlement Administrator, Defendant, Plaintiff, Class Counsel, or Defendant’s Counsel. The Settlement Administrator will only disperse or withdraw funds from the Administration Account after receiving approval from both Class Counsel and Defendant’s Counsel. C. Class Counsel and Defendant’s Counsel will coordinate with the Settlement Administrator to provide the Class Notice to the Class Members, as provided by the Preliminary Approval Order. The Settlement Administrator shall maintain all such records as are required by applicable law administer the Settlement in accordance with its normal business practices. The Settlement Administrator shall be responsible for: (a) Establishing, designing, and maintaining the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counsel; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such information that may be reasonably requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement AgreementAgreement and, without limiting the foregoing, shall treat any and all documents, communications, and other information and materials received in connection with the administration of the Settlement as confidential and shall not disclose any or all such documents, communications, or other information to any person or entity except to counsel for the Parties, as provided for in this Settlement Agreement or by Court order.

Settlement Administrator. (a) The Settlement Administrator, Defendants and Class Counsel have executed a retainer agreement providing, among other things, that the Settlement Administrator shall help implement be bound by and shall perform the obligations imposed on it under the terms of the Settlement Agreement. The Settlement Administrator shall maintain reasonably detailed records of its activities under this Agreement. The Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practices. . (b) The Settlement Administrator shall be subject to the jurisdiction of the Court with respect to the administration of this Agreement. (c) The Settlement Administrator shall keep all information regarding Class Members confidential except as otherwise provided herein. (d) The Settlement Administrator will be responsible forfor administering the Settlement including, inter alia: (a1) Establishing, designing, and maintaining effecting notice to the Settlement WebsiteClass in a form and manner proposed by the parties, subject to Court approval; (b2) Disseminating Noticeconducting appropriate research, including Email Noticewith the United States Postal Service Change of Address Database and/or a recognized credit bureau to ensure that any mailed notice which is returned for the reason that the address is incorrect will be corrected and a second notice sent; (3) performing a search for each Settlement Class Member’s email address based on the information available in the Class List & Data Compilation; (4) Sending, Mailed Noticein addition to mailed postcard notice with claim form set forth as Exhibit A, an electronic notice in the form set forth as Exhibit F to all Settlement Class Members whose emails can be determined; (5) Sending a reminder postcard notice in the form set forth as Exhibit E, 40 days prior to the end of the claims period, but only in the event that the number of claims filed as of 50 days prior to the end of the claims period is less than 5% of the total number of Settlement Class Members. (6) opening an account at a bank with accounts insured by the FDIC for the deposit of the Settlement Fund and Website Notice, for disbursing all funds from the Settlement Fund in accordance with this Agreement; (7) maintaining a post office box address to receive inquiries with respect to the Settlement for a period of two hundred seventy days (270) after the Preliminary Approval Date or one hundred eighty (180) days from the Effective Date, whichever is longer; (8) preparing reports regarding the Notice Planmailed notices, as directed by the Parties’ counsel and the Court’s orders; (c9) Monitoring receiving, tracking and responding to inquiries from Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counselprocessing all submitted claims; (d10) Accurately accepting and objectively describing the terms reporting on written notice(s) to opt-out of the Agreement in communications with Settlement Class Members, including training its employees and agents accordinglySettlement; (e11) Receiving creating and compiling Opt-Out Forms and any other correspondence requesting exclusion from maintaining a website regarding the Settlement Classesincluding basic information regarding the Settlement and links to, inter alia, the Settlement Agreement, Preliminary Order, Final Order and Class Notice; (f12) Receiving creating and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such an automated toll-free line providing basic information that may be reasonably requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from regarding the Settlement Fund; and instructions for obtaining relevant documents (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration e.g. copies of the terms of this Settlement Agreement, Preliminary Order, Final Order and Class Notice.);

Settlement Administrator. 21. The Parties agree to the appointment of KCC, a third-party Settlement Administrator shall help implement to perform the terms of the Settlement Agreement. The Settlement Administrator shall maintain reasonably detailed records of its activities under this Agreement. The Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practicesservices described herein. The Settlement Administrator shall be supervised by the parties counsel jointly. Defendant shall be solely responsible for:for the payment of the Settlement Administrator’s fees and costs. Payments to Settlement Class Members will not be impacted or affected in any way due to Defendant’s agreement to pay the fees and costs of the Settlement Administrator. 22. The Settlement Administrator shall assist with the various administrative tasks set forth herein and any others necessary to implement the terms of this Agreement and the Proposed Settlement as preliminarily approved, including (ai) Establishingmailing or arranging for the mailing of the Postcard Notice and Email Notice described above and submitting to the Parties and Court an affidavit offering proof thereof; (ii) handling mail returned as not delivered and making additional mailings required under the terms of the Agreement; (iii) responding, designingas necessary, and maintaining the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from Settlement Class Members in a timely fashion andMembers; (iv) providing to the Parties, where necessarywithin five (5) business days of receipt, forwarding such written inquiries copies of all objections, motions to Class Counsel; (d) Accurately and objectively describing the terms intervene, notices of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claimsintention to appear, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other requests for exclusion from the Settlement, and any other such information that may be reasonably Settlement Class; (v) preparing a list of all Persons who timely requested by Class Counsel and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash exclusion from the Settlement Fund;Class and submitting to the Court the Opt-Out List and supporting affidavit ten (10) days before the Fairness Hearing scheduled by the Court; (vi) preparing a list of all Persons who submitted objections to the settlement and submitting an affidavit testifying to the accuracy of that list; (vii) preparing a list of all Persons who make a timely claim; (viii) implementing procedures for processing and handling Claims submissions; and (ix) promptly responding to requests for information and documents from Class Counsel, Defendant, and/or Defendant’s Counsel. 23. As set forth herein, the Settlement Administrator shall set up, coordinate, maintain and/or implement (ja) Ensuring the privacy post office box described in Paragraph 20; and security of data associated with Settlement Class Members; and (kb) Otherwise assisting with implementation and administration of the terms of this Settlement Agreementwebsite described in Paragraph 13-15.

Settlement Administrator. The 63. Settlement Administrator Class Counsel and ▇▇▇▇▇▇ Bank have jointly selected and ▇▇▇▇▇▇ Bank shall help implement the terms of retain Epiq Systems to serve as the Settlement AgreementAdministrator. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in paragraph 65 below and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement, including, but not limited to, providing Mailed Notice to Settlement Class Members; working with the Notice Administrator to effectuate the Published Notice Program pursuant to Section X below; distributing the Settlement Fund as provided herein; repaying ▇▇▇▇▇▇ Bank its actual notice and administration costs pursuant to paragraph 58(c) and paragraphs 109 and 111 hereof; and paying the remainder of the Settlement Fund to ▇▇▇▇▇▇ Bank in the event of a termination of the Settlement pursuant to Section XIX hereof. Settlement Class Counsel and counsel for ▇▇▇▇▇▇ Bank will jointly supervise and oversee the Settlement Administrator. 64. As specified below and subject to the limits set forth in paragraph 58(c) above, all Settlement Administrator fees, charges and expenses, as incurred pursuant to paragraph 105 shall be paid by ▇▇▇▇▇▇ Bank within 30 days of Settlement Class Counsel’s and counsel for ▇▇▇▇▇▇ Bank’s receipt and approval of an invoice. 65. The duties of the Settlement Administrator, in addition to other responsibilities that are described in this Agreement (including but not limited to those referenced in paragraph 63 above), are as follows: a. Obtain from ▇▇▇▇▇▇ Bank and Settlement Class Counsel the names and address information of identifiable Settlement Class Members (to the extent it is available and to be updated by the Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible for: (a) Establishing, designingthe manner reflected herein), and maintaining verify and update the addresses received through the National Change of Address database, for the purpose of mailing the Mailed Notice, and later mailing distribution checks to Settlement Class Members who do not opt out, as provided under the terms of this Agreement; b. Review, decide, and respond to all Claims; c. Establish and maintain a Post Office box for requests for exclusion from the Settlement Class; d. Establish and maintain the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, e. Establish and Website Notice, in accordance with this Agreement, the Notice Plan, and the Court’s orders; (c) Monitoring and responding to inquiries from maintain an automated toll-free telephone line for Settlement Class Members in a timely fashion andto call with Settlement-related inquiries, where necessary, forwarding and answer the questions of Settlement Class Members who call with or otherwise communicate such written inquiries to Class Counselinquiries; (d) Accurately and objectively describing the terms of the Agreement in communications with f. Respond to any mailed Settlement Class Members, including training its employees and agents accordinglyMember inquiries; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting exclusion from the Settlement Classes; (f) Receiving and processing Claims, determining the validity of Claims, maintaining a database of Claims, and distributing Settlement Payments to Settlement Class Members; (g) Providing periodic reports and accountings on Claims, Objections, Opt- Out Forms and any other g. Process all requests for exclusion from the SettlementSettlement Class; h. Provide weekly reports and no later than five days after the end of the Opt- Out Period, and a final report to Settlement Class Counsel and counsel for ▇▇▇▇▇▇ Bank that summarize the number of Claims that week, the total number of Claims received to date, the number and dollar amount of any Claims granted and denied that week, the total dollar amount of any Claims granted and denied to date, and other pertinent Claim information, the number of requests for exclusion received that week, and the total number of exclusion requests received to date, and other pertinent information; i. Interface with the Tax Administrator; j. At Settlement Class Counsel’s and/or ▇▇▇▇▇▇ Bank’s Counsel’s request in advance of the Final Approval Hearing, prepare an affidavit to submit to the Court that identifies each Settlement Class Member who timely and properly requested exclusion from the Settlement Class; k. Process and transmit distributions to Settlement Class Members from the Net Settlement Fund in accordance with the terms of this Agreement; l. Pay invoices, expenses and costs upon approval by Settlement Class Counsel and counsel for ▇▇▇▇▇▇ Bank, as provided in this Agreement; m. Perform the duties of Escrow Agent as described in this Agreement, and any other such information that may be reasonably requested by Settlement-administration-related function at the instruction of Settlement Class Counsel and Defendants’ Counselcounsel for ▇▇▇▇▇▇ Bank, including but not limited to, verifying that ▇▇▇▇▇▇ Bank has correctly made a distribution to Settlement Class Members pursuant to paragraph 104 herein; (h) Preparing declaration(s) attesting to compliance n. Comply with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of the parties’ Confidentiality Agreement Pertaining to Fourth Tranche Actions and all applicable provisions of this Settlement Agreement.; o. Qualify under, and agree to comply with, all applicable confidentiality, privacy, and security protocols required by ▇▇▇▇▇▇ Bank; and

Settlement Administrator. The Settlement Administrator shall help implement the terms of the Settlement Agreement68. The Settlement Administrator shall maintain reasonably detailed records administer various aspects of its activities under the Settlement as described in the next paragraphs hereafter and perform such other functions as are specified for the Settlement Administrator elsewhere in this Agreement. 69. Class Counsel and Defendant may, by agreement, substitute a different entity as Settlement Administrator, subject to approval by the Court if the Court has previously approved the Settlement preliminarily or finally. In the absence of agreement, either Class Counsel or Defendant may move the Court to substitute a different entity as Settlement Administrator, upon a showing that the responsibilities of Settlement Administrator have not been adequately executed by the incumbent. 70. The Settlement Administrator shall maintain all such records as are required by applicable law in accordance with its normal business practices. The Settlement Administrator shall be responsible for: (a) Establishing, designing, and maintaining duties of the Settlement Website; (b) Disseminating Notice, including Email Notice, Mailed Notice, and Website NoticeAdministrator, in accordance with addition to other responsibilities that are described in this Agreement, are as follows: a. Implement the Notice Plan, and the Court’s ordersProgram required by this Agreement; (c) Monitoring b. Establish and responding to inquiries from Settlement Class Members in a timely fashion and, where necessary, forwarding such written inquiries to Class Counsel; (d) Accurately and objectively describing the terms of the Agreement in communications with Settlement Class Members, including training its employees and agents accordingly; (e) Receiving and compiling Opt-Out Forms and any other correspondence requesting maintain an address for receiving mailed requests for exclusion from the Settlement Classes; (f) Receiving c. Establish and processing Claimsmaintain the Settlement Website as a means for Notice Recipients to obtain notice of and information about the Settlement, determining through and including hyperlinked access to this Agreement, the validity of ClaimsLong-Form Notice, maintaining a database of Claimsthe Preliminary Approval Order, and distributing such other documents as Class Counsel and Defendant agree to post or that the Court orders posted on the Settlement Payments to Settlement Class MembersWebsite; (g) Providing periodic reports d. Establish and accountings on Claimsmaintain a toll-free telephone line for Notice Recipients to call with Settlement-related inquiries, Objections, Opt- Out Forms and answer the questions of Notice Recipients who call with or otherwise communicate such inquiries; e. Respond to any other mailed Notice Recipient inquiries; f. Process all requests for exclusion from the Settlement Classes; g. Provide weekly reports and, no later than five (5) days after the Opt-Out Deadline, a final report to Class Counsel and Defendant’s Counsel that summarizes the number of requests for exclusion received that week, the total number of exclusion requests received to date, and other pertinent information; h. Payment of any taxes pursuant to paragraph 98; i. At Class Counsel’s and/or Defendant’s counsel’s request, in advance of the Final Approval Hearing, prepare an affidavit to submit to the Court that (i) attests to implementation of the Notice Program in accordance with the Preliminary Approval Order; and (ii) identifies each Settlement Class Member who timely and properly requested exclusion from the Settlement Classes; j. Process and transmit distributions to Participating Settlement Class Members from the Settlement Fund Account; k. Pay invoices, expenses, and costs upon approval by Class Counsel and Defendant, as provided in this Agreement; and l. Perform any Settlement-administration-related function at the instruction of Class Counsel and Defendant, including, but not limited to, verifying that the Net Settlement Fund has been distributed as required by Section X hereof. 71. All Administrative Costs, including all costs associated with Notice and administration of the Settlement shall be paid out of the Settlement Payment Amount. The costs of Notice and administration shall include any fees of and reasonable expenses incurred by the Settlement Administrator in relation to the Settlement, and any other such information that may be reasonably requested by Class Counsel reasonable expenses relating to the establishment, maintenance, and Defendants’ Counsel; (h) Preparing declaration(s) attesting to compliance with the Notice requirements in this Agreement and providing such declaration(s) to Class Counsel and Defendants’ Counsel; (i) Seeking further clarification or authorization from Class Counsel and Defendants’ Counsel when necessary for performance distribution of its duties and the expenditure of cash from the Settlement Fund; (j) Ensuring the privacy and security of data associated with Settlement Class Members; and (k) Otherwise assisting with implementation and administration of the terms of this Settlement AgreementPayment Amount.