NOTICE OF PROPOSED CLASS ACTION SETTLEMENT, SETTLEMENT HEARING AND RIGHT TO APPEAR
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- Dominick Bryant
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1 UNITED STATES DISTRICT COURT DISTRICT OF NEW JERSEY IN RE: INSURANCE BROKERAGE ANTITRUST LITIGATION APPLIES TO ALL ACTIONS IN RE: EMPLOYEE-BENEFIT INSURANCE BROKERAGE ANTITRUST LITIGATION APPLIES TO ALL ACTIONS Hon. Garrett E. Brown, Jr. MDL No Civil Action No: (GEB) Civil Action No: (GEB) NOTICE OF PROPOSED CLASS ACTION SETTLEMENT, SETTLEMENT HEARING AND RIGHT TO APPEAR TO: All individuals or entities who, from August 26, 1994 through September 1, 2005, inclusive (the Settlement Class Period ): engaged or retained Marsh & McLennan Companies, Inc. or any of its affiliates ( Marsh ) to provide insurance brokerage and any insurance-related administrative, advisory or claims services with respect to the purchase or renewal of insurance or reinsurance coverage where the coverage incepted or renewed during the Settlement Class Period; and/or engaged the services of any other Broker (as defined below) to provide insurance brokerage and any insurance-related administrative, advisory or claims services with respect to the purchase or renewal of insurance or reinsurance coverage where the coverage incepted or renewed during the Settlement Class Period. PLEASE READ THIS NOTICE CAREFULLY. IT HAS BEEN SENT TO YOU TO ADVISE YOU ABOUT THE PROPOSED SETTLEMENT OF THIS CLASS ACTION AS TO MARSH (THE MARSH SETTLEMENT ) AND YOUR RIGHTS WITH RESPECT TO THE MARSH SETTLEMENT. IF YOU DETERMINE YOU DO NOT WANT TO PARTICIPATE IN THIS SETTLEMENT, YOU MUST (AS DISCUSSED MORE FULLY BELOW) REQUEST EXCLUSION FROM THE MARSH SETTLEMENT BY NO LATER THAN OCTOBER 20, THIS NOTICE IS NOT AN OPINION BY THE COURT AS TO THE MERITS OF ANY OF THE CLAIMS OR DEFENSES IN THIS CLASS ACTION. THE STATEMENTS MADE IN THIS NOTICE ARE NOT FINDINGS OF THE COURT. If you have any questions, please call , info@insurancebrokeragemarsh.com Page 1
2 WHAT THIS NOTICE CONTAINS Page No I. BASIC INFORMATION Who is Marsh? Who are the Brokers? Who are the Insurer Defendants? Why did you receive this Notice? What is a class action? What is this Class Action about? What is the status of this Class Action? Will your participation in the Marsh Settlement affect your ability to obtain relief from other brokers or from insurers? Will Settlement Class Members have to give up anything to participate in the Marsh Settlement?...6 II. SETTLEMENT BENEFITS What relief will be provided under the Marsh Settlement Agreement? What costs or expenses will be deducted from the Settlement Fund Amount? Who will pay the costs of implementing and administering the Marsh Settlement? What amount will you receive under the Marsh Settlement Agreement? How and when will the Class Fund Amount described above be distributed? Will the settlement have tax consequences for you?...7 III. RELATED SETTLEMENTS Are there other settlements involving Marsh that relate to the claims made in this Class Action? Will any of the settlements of the Investigations affect your participation in the Marsh Settlement?...7 IV. LEGAL EFFECT OF THE SETTLEMENT What will be the legal effect of the Marsh Settlement if it is approved by the Court? Can the parties terminate the Marsh Settlement or change its terms?...7 V. LEGAL RIGHTS AND OPTIONS What are your options as to the Marsh Settlement? If the Marsh Settlement Agreement is finally approved, what must Settlement Class Members do to receive a distribution from the Class Fund Amount? Who must complete and submit a Claim Form? What if you want to object to the proposed settlement? What must you do if you wish to exclude yourself from the Settlement Class?...9 VI. THE COURT S FAIRNESS HEARING Will there be a Court hearing about the Marsh Settlement?...9 VII. COUNSEL REPRESENTING SETTLEMENT CLASS MEMBERS Who is the counsel representing Settlement Class Members? How will counsel for Settlement Class Members be paid? Do you need to hire your own attorney in connection with the Marsh Settlement?...10 VIII. GETTING MORE INFORMATION Where can you get additional information?...10 APPENDIX A RELEASES AND WAIVER APPENDIX B PLAN OF ALLOCATION I. BASIC INFORMATION 1. Who is Marsh? Marsh is an insurance broker which is a defendant in the above-captioned lawsuit (the Class Action ) and includes Marsh & McLennan Companies, Inc.; Marsh Inc.; Marsh USA, Inc.; Marsh USA Inc. (Connecticut); Mercer, Inc.; Mercer Human Resource Consulting LLC; Mercer Human Resource Consulting of Texas, Inc.; and Seabury & Smith, Inc. 2. Who are the Brokers? The Brokers include Marsh and other insurance brokers who provided insurance brokerage and any related administrative, advisory or claims services in connection with the coverage that is discussed in this Notice. If you have any questions, please call , info@insurancebrokeragemarsh.com Page 2
3 In addition to insurance policy purchases and renewals as to which Marsh provided insurance brokerage and related services, purchases and renewals of insurance through any Broker (including its subsidiaries and affiliates) even if such Broker is not named as a defendant in this Class Action but is a direct or indirect, current or former parent, predecessor, successor, affiliate, division, business unit or subsidiary of a Broker listed below may also be covered by the Marsh Settlement if the policies were purchased or renewed within the Settlement Class Period. The names of the Brokers are: ACO Brokerage Holdings, Inc. Acordia, Inc. Affinity Insurance Services, Inc. Aon Broker Services, Inc. Aon Consulting Inc. Aon Corporation Aon Group, Inc. Aon Limited Aon Re, Inc. Aon Re Worldwide, Inc. Aon Risk Services Companies, Inc. Aon Risk Services, Inc. of Louisiana Aon Risk Services, Inc. of Maryland Aon Risk Services, Inc. of Michigan Aon Risk Services, Inc. of Texas Aon Risk Services Inc. U.S. Aon Services Group, Inc. Arthur J. Gallagher & Co. Arthur J. Gallagher Brokerage & Risk Management Services, LLC Arthur J. Gallagher Risk Management Services, Inc. BB&T Corporation BB&T Insurance Services, Inc. Benefits Commerce Branch Banking and Trust Company Brown & Brown, Inc. Brown & Brown Insurance Benefits, Inc. CRC Insurance Services, Inc. Frank F. Haack & Associates Gallagher Benefit Services, Inc. Gallagher Healthcare Insurance Services, Inc. Guy Carpenter & Company, Inc. Hilb, Rogal & Hobbs Company Hub International Group Northeast, Inc. f/k/a Kaye Group, Inc. Hub International Limited Hub International Midwest Hub International of California Insurance Services, Inc. J&H Marsh & McLennan of Utah, Inc. Marsh & McLennan Companies, Inc. Marsh & McLennan Incorporated Marsh Canada Limited Marsh Inc. Marsh Global Broking Inc. Marsh Global Broking, Inc. (Missouri) Marsh Global Broking, Inc. (New Jersey) Marsh Global Markets (Bermuda) Ltd. Marsh Global Placement, Inc. Marsh Ltd. (London) Marsh Limited UK Marsh Placement, Inc. Marsh Private Client Services Marsh Risk & Insurance Services, Inc. Marsh Risk Consulting Marsh USA Inc. Marsh USA Inc. (Connecticut) Marsh USA Inc. (Michigan) McGriff, Seibels & Williams, Inc. 3. Who are the Insurer Defendants? The insurance companies that have been named as defendants in this Class Action and other related actions are: ACE American Insurance Co. American Guarantee and Liability ACE Bermuda Insurance Company, Ltd. Insurance Company ACE Bermuda Insurance Ltd. American Home Assurance Co. ACE Group Holdings, Inc. The American Insurance Company ACE INA Holdings, Inc. American International Companies ACE Limited American International Group, Inc. ACE Property and Casualty Insurance Company American International Insurance Co. ACE Tempest Reinsurance USA, LLC American International South Insurance ACE USA, Inc. Company ACE US Holdings, Inc. American International Specialty Lines Aetna, Inc. Insurance Co. Affiliated FM American Protection Insurance Co. AIG Environmental American Re Corporation AIG Life Insurance Company American Re-Insurance Co. AIU Insurance Co. ARCH Capital Group Allianz Global Risks U.S. Insurance Company ARCH Capital Group Ltd. Allianz of America, Inc. Arch Insurance (Bermuda) Ltd. Allianz SE Arch Insurance Company Allied World Assurance Company Arch Reinsurance limited American Alternative Insurance Corp. Arch Specialty Insurance Co. American Bankers Insurance Group, Inc. Arrowpoint Capital Corp. American Casualty Co. of Reading, PA Assurance Company of America American General Corporation Athena Assurance Co. Mercer Human Resource Consulting, Inc. Mercer Human Resource Consulting LLC Mercer Human Resource Consulting of Texas, Inc. Mercer, Inc. O Neill, Finnegan & Jordan Insurance Agency, Inc. Risk Placement Services, Inc. Seabury & Smith, Inc. Stewart Smith Group Summit Global Partners of Florida, Inc. Talbot Financial Corporation ULR Insurance Services, Inc. Universal Life Resources USI Consulting Group U.S.I. Holdings Corporation U.S.I. Holdings, Inc. USI Insurance Services Corporation USI Insurance Services of Florida, Inc. (d/b/a USI Florida) USI Mid Atlantic USI Midwest USI Northeast Wells Fargo & Company Willis Group Holdings Limited Willis Group Limited Willis Group North America, Inc. Willis North America, Inc. Willis of Michigan, Inc. Willis of New York, Inc. Willis Re Inc. AWA Holdings AXA Art Insurance Corp. AXIS Capital Holdings Limited AXIS Reinsurance Company AXIS Specialty Insurance Company AXIS Surplus Insurance Company Berkshire Hathaway, Inc. Berkshire Hathaway Insurance Group Birmingham Fire Insurance Co. of Pennsylvania Brookwood Insurance Company Chicago Insurance Co. Chubb & Son, Inc. Chubb Atlantic Indemnity, Ltd. The Chubb Corporation Chubb Custom Insurance Co. The Chubb Insurance Corporation CIGNA Health Care Citicorp Life Insurance Company CNA Financial Corp. Commerce and Industry Insurance Co. Commonwealth Insurance Company Connecticut General Life Insurance Company Page 3
4 Continental Casualty Co. The Continental Insurance Company f/k/a The Fidelity and Casualty Company of New York The Continental Insurance Corp. Crum & Forster Holdings Corp. Crum & Forster Indemnity Company Crum and Forster Insurance Company Crum & Forster Specialty Insurance Company CV Starr & Company Cypress Insurance Company Discover Managers, Inc. Discover Managers, Ltd. Discover Reinsurance Co. Empire Fire and Marine Insurance Company Empire Indemnity Insurance Company Employers Insurance Company of Wausau Employers Insurance of Wausau Employers Reinsurance Corp. Endurance Specialty Insurance Limited Essex Insurance Company (DE) Executive Risk Indemnity Inc. Factory Mutual Insurance Co. Fairfax Financial Holdings Limited Fairfield Insurance Company Federal Insurance Co. Fidelity and Deposit Company of Maryland Fidelity and Guaranty Insurance Co. Fireman s Fund Insurance Co. First Unum Life Insurance Company General American Life Insurance Company General Re Corporation General Reinsurance Corp. Great American Alliance Insurance Company Great American Assurance Co., Ltd. Great American Insurance Co. Great American Property Casualty Insurance Group Greenwich Insurance Co. Gulf Insurance Co. Hartford Accident & Indemnity Co. Hartford Casualty Insurance Co. The Hartford Fidelity & Bonding Co. The Hartford Financial Services Group, Inc. Hartford Fire Insurance Co. Hartford Insurance Co. of the Midwest Hartford Insurance Co. of the Southeast Hartford Life & Accident Insurance Company Hartford Life Group Insurance Company Hartford Life Insurance Company Hartford Steam Boiler Inspection and Insurance Co. Hartford Underwriters Insurance Co. HCC Insurance Holdings HCC Insurance Holdings, Inc. Houston Casualty Company Illinois National Insurance Co. Illinois Union Insurance Co. INA Corporation INA Financial Corporation INA Holdings Corporation Indemnity Insurance Co. of North America Indian Harbor Insurance Co. Insurance Company of North America The Insurance Company of the State of Pennsylvania Kemper Auto and Home Group, Inc. Lexington Insurance Company Liberty Insurance Underwriters Inc. Liberty Mutual Fire Insurance Co. Liberty Mutual Group Inc. Liberty Mutual Holding Company, Inc. Liberty Mutual Insurance Co. Life Insurance Company of North America Lumbermens Mutual Casualty Marine Insurance Company Limited Max Re Limited Metropolitan Life Inc. Metropolitan Life Insurance Company Mt. Hawley Insurance Co. Munich Reinsurance Co. Munich-American Risk Partners, Inc. Mutual Marine Office, Inc. National Indemnity Company National Indemnity Company of Mid-America National Indemnity Company of the South National Reinsurance Corporation National Surety Corp. National Union Fire Insurance Co. of Louisiana National Union Fire Insurance Co. of Pennsylvania National Union Fire Insurance Co. of Pittsburgh, Pa. Navigators Group Inc. Navigators Insurance Services of Texas, Inc. New England Life Insurance Company New Hampshire Insurance Co. New York Marine and General Insurance Company North River Insurance Company Northstar Reinsurance Corporation Nutmeg Insurance Co. Oak River Insurance Company Omni Indemnity Co. Omni Insurance Co. Pacific Employees Insurance Company Pacific Insurance Co. Paragon Life Insurance Company The Paul Revere Life Insurance Company Provident Life and Accident Insurance Company Provident Life and Casualty Insurance Company Prudential Financial, Inc. Prudential Insurance Company of America Putnam Reinsurance Company Reinsurance Group of America, Inc. RLI Corporation RLI Insurance Co. Royal & Sun Alliance Insurance Agent, Inc. Royal & Sun Alliance Insurance Group plc Royal & Sun Alliance Insurance plc Royal Indemnity Co. Royal Insurance Co. of America Royal Lloyds of Texas The Standard Insurance Company Starr Excess Liability Ins. Co., Ltd. Starr Excess Liability Insurance International Limited St. James Insurance Company Ltd. St. Paul Companies, Inc. St. Paul Fire & Marine Insurance Co. St. Paul Guardian Insurance Co. St. Paul Mercury Insurance Co. St. Paul Travelers Companies, Inc. Steadfast Insurance Company Transatlantic Reinsurance Company Transcontinental Insurance Company Travelers Casualty & Surety Co. of America The Travelers Companies, Inc. Travelers Excess & Surplus Insurance Travelers Indemnity Company The Travelers Indemnity Company of America Travelers Insurance Company Travelers Life and Annuity Company Travelers Property Casualty Company of America Travelers Property Casualty Corp. Travelers Property Casualty Insurance Co. Twin City Fire Insurance Co. United States Fidelity & Guaranty Company United States Fidelity and Guaranty Specialty Insurance Company United States Fire Insurance Co. United States Life Insurance Company in the City of New York Unum Life Insurance Company of America UnumProvident Corporation Valley Forge Insurance Company Vigilant Insurance Co. Wausau Business Insurance Company Wausau General Insurance Company Wausau Insurance Company Wausau Underwriters Insurance Co. Westchester Fire Insurance Company Westchester Surplus Lines Insurance Co. Wuerttembergische Versicherrungs A.G. X.L. America, Inc. XL Capital Ltd. XL Insurance America, Inc. XL Insurance (Bermuda) Ltd. XL Insurance Company Ltd. XL Specialty Insurance Company XL Winterthur International Zurich American Insurance Company Zurich American of Illinois Zurich Financial Services Group Zurich Insurance Company Zurich North America Zurich Specialties London Limited Certain Underwriters at Lloyd s, London; Syndicate Nos.: 0033; 0102; 0382; 0435; 0510; 0570; 0609; 0623; 0727; 0958; 1003; 1084; 1096; 1183; 1245; 1886; 2001; 2003; 2010; 2020; 2488; 2623; 2791; 2987 Page 4
5 Certain Underwriters at Lloyd s London; Syndicate Nos.: 0033 HIS; 0079 PJG; 0190 FRW; 0282 LSM; 0318 MSP; 0435 FDY; 0588 NKB; 0623 AFB; 0861 NJM; 1003 SJC; 1096 RAS; 1183 TAL; 1200 ROC; 1209 MEB; 1209 XL; 1211 SPL; 1225 AES; 1243 EUL; 1414 RTH; 1511 MEP; 2000 HAR; 2001 AML; 2003 SJC; 2020 WEL; 2027 COX; 2323 NLU; 2488 AGM; 2623 AFB; 2791 MAP; 3000 MKL; 5000 SPL 4. Why did you receive this Notice? You have received this Notice because it appears that during the Settlement Class Period (August 26, 1994 through September 1, 2005, inclusive) you may have engaged the services of: (i) Marsh (or a subsidiary or affiliate of Marsh) in connection with one or more purchases or renewals of insurance or reinsurance; and/or (ii) any other Broker in connection with one or more purchases or renewals of insurance or reinsurance. The term insurance means insurance or reinsurance coverage and includes any form of commercial insurance as well as any employee benefits insurance provided through an ERISA (Employee Retirement Income Security Act of 1974) or non-erisa employee benefit plan, whether paid for, in full or in part, by employees or employers as part of such plan. Because you may fall within one or both of these groups, you might be a member of a group of individuals and entities (the Settlement Class ) on whose behalf a settlement with Marsh has been reached in this Class Action. The Settlement Class specifically excludes persons or entities affiliated with Marsh, or who have released Marsh from any further claims concerning their purchase of insurance, including, but not limited to, any participating policyholders in the Settlement Agreement between Marsh and the Office of the Attorney General for the State of New York and the Superintendent of the New York State Department of Insurance (the NYAG Settlement ), pursuant to which a settlement fund of $850,000,000 was created for distribution to certain policyholders who were clients of Marsh. The Settlement Class also excludes any Insurer Defendant or Broker. Under the Federal Rules of Civil Procedure and an August 20, 2008 Order entered by the United States District Court for the District of New Jersey the Court in which this Class Action is pending the parties to the Marsh Settlement are required to send this Notice to you to (i) describe the claims against Marsh, (ii) describe the proposed settlement agreement (the Marsh Settlement Agreement ) executed by Plaintiffs (the entities and individuals that brought the Class Action) and Marsh, (iii) describe the process by which the Court will consider whether to approve the proposed settlement, (iv) tell you how your participation in the Marsh Settlement will affect your legal rights, (v) tell you what you must do if you wish to object to any of the terms of the Marsh Settlement, and (vi) tell you what you must do if you wish to exclude yourself from the Marsh Settlement. If the Marsh Settlement is finally approved by the Court and if you do not exclude yourself from it you will be eligible to receive monetary relief if you are a member of the Settlement Class. As more fully explained below (at paragraph 24), if you wish to exclude yourself from the Marsh Settlement you must follow the procedures described in this Notice including meeting the October 20, 2008 deadline for requesting exclusion from the Settlement Class. 5. What is a class action? A class action is a lawsuit in which one or more persons and/or entities sue on behalf of other persons and/or entities that have similar claims. In this case, the Plaintiffs have decided to settle their claims against Marsh. The persons and entities on whose behalf this settlement has been made are those within the Settlement Class that the Court has preliminarily certified in its August 20, 2008 Order. Those persons and entities i.e., the Settlement Class Members are described above (at paragraph 4). Because the settlement of a class action determines the rights of all members of the settlement class, the Court in which the class action is pending in this case the United States District Court for the District of New Jersey must approve the settlement. 6. What is this Class Action about? Plaintiffs in this case allege, among other things, that Marsh engaged in an insurance brokerage scheme involving the receipt by it of undisclosed payments or kickbacks from insurance carriers, steering insurance policyholders to carriers paying the most in so-called contingent commissions, and rigging bids for insurance, all in violation of the law and to the detriment of insurance policyholders. Marsh denies the allegations made against it. 7. What is the status of this Class Action? In August 2005, two consolidated amended class action complaints were filed in the New Jersey Federal District Court (one on behalf of a purported class of commercial policyholders and the second on behalf of a purported class of employee benefit policyholders), which as against Marsh and against various other Brokers and Insurer Defendants alleged statutory claims for violations of the federal Racketeering Influenced and Corrupt Organizations Act ( RICO ) and federal and state antitrust laws, together with state common law claims for breach of fiduciary duty and unjust enrichment. The complaints sought a variety of remedies, including unspecified monetary damages, treble damages, disgorgement, restitution, punitive damages, declaratory and injunctive relief, and attorneys fees and costs. Defendants, including Marsh, moved to dismiss Plaintiffs complaints and a series of Court orders resulted in the dismissal, with prejudice, of all federal claims against all defendants, including Plaintiffs claims under the federal antitrust laws and the federal RICO statute. The Court also declined to exercise jurisdiction over Plaintiffs state law claims. Plaintiffs are now appealing the dismissal of their claims. Without regard to the outcome of Plaintiffs appeal, if the Marsh Settlement is approved, there will be no determination as to the merits of Plaintiffs claims against Marsh or Marsh s defenses to those claims by the Court. This Notice does not imply that there has been or would be any finding of violation of the law, or that any relief or recovery would be awarded against Marsh if the claims against it were not settled. Nor does this Notice imply that Marsh could have successfully defended the claims. Both sides have agreed to the settlement to ensure a resolution and to provide benefits to Settlement Class Members. If approved by the Court (and such approval becomes final), the Marsh Settlement will resolve and dismiss with prejudice all claims that have been made or that could have been made in the Class Action as against Marsh. Page 5
6 Court approval of the Marsh Settlement will also lead to the dismissal of a putative class action lawsuit commenced in New York State Supreme Court entitled In re Marsh & McLennan Contingent Commission Litigation, Index No /2004 (the State Court Class Action ), which is based on allegations similar to those made in this Class Action. 8. Will your participation in the Marsh Settlement affect your ability to obtain relief from other brokers or from insurers? Participation in the Marsh Settlement will only affect your ability to obtain further relief from Marsh and will not affect your ability to obtain relief from any insurer or any other broker in this or any other lawsuit or class action. If plaintiffs in this or any other class action reach a settlement with or if a judgment resulting in a damages award is entered against any of the brokers other than Marsh or against insurers in this or any other class action, you will be able to participate in that settlement or award (as long as you are within any class or settlement class the Court might certify in that case) even if you participate in the Marsh Settlement. 9. Will Settlement Class Members have to give up anything to participate in the Marsh Settlement? If the Marsh Settlement is finally approved, Settlement Class Members will release all claims that have been raised or that could have been raised in the Class Action as set out in the release contained in the Marsh Settlement Agreement (the Release ), against all of the people and entities that are included in the definition of Releasee in the Marsh Settlement Agreement (generally, Marsh and its subsidiaries, affiliates, directors, officers and employees). The Class Action will be dismissed with prejudice as to Marsh. The effect of the Release is further discussed below (at paragraph 18). In addition, a complete copy of the Release is attached as Appendix A to this Notice and is also available at II. SETTLEMENT BENEFITS 10. What relief will be provided under the Marsh Settlement Agreement? Approximately sixty-nine million dollars ($69,000,000) (the Settlement Fund Amount ) has been deposited in an interest-bearing escrow account. If the Court approves the Marsh Settlement and that approval becomes final, the Settlement Fund Amount will be distributed as follows: Sixty-two million dollars ($62,000,000) (the Class Fund ), together with any interest, but less administrative expenses associated with the settlement, expenses incurred to maintain the escrow account, and tax liabilities, if any (the Class Fund Amount ) shall be distributed to Settlement Class Members consistent with the Plan of Allocation, with up to five million dollars ($5,000,000) of that amount available for use by Marsh to resolve and settle the claims of state officials representing insurance policyholders who are potential Settlement Class Members. Approximately seven million dollars ($7,000,000) the $69 million Settlement Fund Amount less the $62 million Class Fund will be available for use by Marsh to resolve and settle the claims of plaintiffs in certain existing and pending actions relating to the same matters that are the subject of this Notice. If the Class Fund Amount exceeds one hundred percent (100%) of the total amount of eligible premiums Settlement Class Members report on their Claim Forms, such excess amount may also be used by the Marsh Defendants to resolve and settle the claims of state officials. No more than ten percent (10%) of the amount distributed to Settlement Class Members will go to Settlement Class Members who are not and were not policyholders that purchased insurance or reinsurance through Marsh. In the event that any portion of the Settlement Fund Amount has not been distributed five years after the Preliminary Approval Order entered by the Court in this Class Action (i.e., five years from August 20, 2008), such amount shall be distributed to the Settlement Class. Finally, as described below, Marsh must pay certain additional amounts the amounts awarded to cover attorneys fees and expenses for Plaintiffs counsel ( Class Counsel ) and for counsel in the State Court Class Action described below ( State Court Class Counsel ) in addition to the Settlement Fund Amount described above. Thus, these amounts will not be paid out of the Settlement Fund Amount. 11. What costs or expenses will be deducted from the Settlement Fund Amount? There will be deductions from the Class Fund to cover any taxes due on the monies in the escrow account, any fees or expenses incurred to maintain the escrow account and the administrative costs associated with administering the Marsh Settlement. The balance after deducting such expenses and calculating the interest due will be distributed to Settlement Class Members if the Court approves the Marsh Settlement and that approval becomes final. 12. Who will pay the costs of implementing and administering the Marsh Settlement? The costs of implementing and administering the Marsh Settlement, including the costs of printing and mailing this Notice, publishing a summary notice in agreed-upon publications, and setting up and maintaining the toll-free telephone number, website and address that is identified in this Notice for Settlement Class Members questions will be deducted from the Class Fund. 13. What amount will you receive under the Marsh Settlement Agreement? Attached to this Notice as Appendix B is a proposed Plan of Allocation that, if finally approved by the Court, will be used to allocate the Class Fund Amount to Settlement Class Members. This Plan of Allocation was prepared by Class Counsel and State Court Class Counsel. The Plan of Allocation is subject to final Court approval. Neither the Plaintiffs nor Marsh can tell you exactly what amount you will receive under the Plan of Allocation which amount may vary depending on, among other things, the number of eligible policyholders who participate in the Marsh Settlement. If you wish to discuss how the Plan of Allocation will work, you may visit the website of the Court-approved Administrator of the Marsh Settlement at call the Administrator at (Monday through Friday from 9:00 a.m. to 5:00 p.m. Eastern Time) or the Administrator at info@insurancebrokeragemarsh.com. Page 6
7 14. How and when will the Class Fund Amount described above be distributed? If the Court approves the Marsh Settlement and that approval becomes final, the Class Fund Amount will be allocated among all Settlement Class Members pursuant to the Court-approved Plan of Allocation. To obtain a distribution from the Class Fund Amount you will have to submit a Claim Form as discussed in more detail below (at paragraphs 21-22). Distributions pursuant to the Plan of Allocation will not occur until the Court approves both the Marsh Settlement Agreement and the Plan of Allocation, and that approval becomes final and no longer subject to appeal. Neither the Plaintiffs nor Marsh can predict when (or whether) the Court will approve the Marsh Settlement Agreement and the Plan of Allocation or when (or whether) such approval will become final. 15. Will the settlement have tax consequences for you? Your receipt of monetary relief under the Marsh Settlement Agreement might have tax consequences for you. Those tax consequences might vary, depending upon individual circumstances. Neither the Plaintiffs nor Marsh can advise you about any tax consequences that might arise from your receipt of a portion of the Class Fund Amount. You might wish to consult a tax advisor to determine whether any potential federal, state, local, foreign or other tax consequences will arise from receipt of monies from the Marsh Settlement. III. RELATED SETTLEMENTS 16. Are there other settlements involving Marsh that relate to the claims made in this Class Action? The alleged conduct that gave rise to the claims made in this Class Action was also the focus of investigations by certain state officials (the Investigations ). Marsh, along with other brokers and insurers, was a subject of such Investigations. A number of these Investigations have already been resolved as to Marsh. 17. Will any of the settlements of the Investigations affect your participation in the Marsh Settlement? As noted above (at paragraph 4), Marsh entered into the NYAG Settlement, pursuant to which it created a fund of $850,000,000 to distribute to eligible policyholders who were Marsh clients ( Participating Policyholders ), in exchange for which the Participating Policyholders released Marsh from any further claims or liabilities relating to the matters that are the subject of this Class Action. Participating Policyholders who executed such releases are excluded from the Settlement Class in this Class Action and will not be entitled to receive any distributions from the Settlement Fund Amount. IV. LEGAL EFFECT OF THE SETTLEMENT 18. What will be the legal effect of the Marsh Settlement if it is approved by the Court? If the Court approves the Marsh Settlement, the parties will seek the entry of an Order Approving Settlement and accompanying Judgment that, among other things, will: find that the Marsh Settlement is fair, reasonable and adequate; finally certify the class for settlement purposes; dismiss the Class Action with prejudice as to Marsh, meaning that no Settlement Class Member including you (unless you timely exclude yourself) will be able to bring or pursue another lawsuit or proceeding against any of the Releasees (as that term is defined in the Marsh Settlement Agreement, which term includes Marsh and any of its subsidiaries and affiliates) based upon the claims that have been raised or that could have been raised in the Class Action; incorporate the Release as part of the Order Approving Settlement; permanently bar Settlement Class Members from filing or participating in or benefiting from any lawsuit or other legal action against any or all Releasees arising from or relating to any and all claims that have been raised or that could have been raised in this Class Action; enter a bar order that will: prevent any person or entity from commencing, pursuing or asserting any claim against any Releasee where the alleged injury to that person or entity is, is measured by, arises out of or relates to that person s or entity s alleged liability to the Settlement Class or a Settlement Class Member, and prevent any Releasee from commencing, pursuing or asserting any claim against any person or entity (or any other Releasee) where the Releasee s alleged injury is, is measured by, arises out of or relates to the Releasee s alleged liability to the Settlement Class or a Settlement Class Member; award attorneys fees and expenses to Class Counsel and State Court Class Counsel (as defined at paragraphs 26 and 27 below); and retain jurisdiction over all matters relating to the administration, enforcement and interpretation of the Marsh Settlement. As noted, if the Court approves the Marsh Settlement, the Release will be incorporated into the Court s Order Approving Settlement. The Release describes the claims that Settlement Class Members will give up. The full text of the Release is attached as Appendix A to this Notice and can be found at YOU ARE ENCOURAGED TO CAREFULLY REVIEW THE TERMS OF THE RELEASE. 19. Can the parties terminate the Marsh Settlement or change its terms? Either the Plaintiffs or Marsh (or both) may terminate the Marsh Settlement Agreement if (i) the Court (or any appellate court) rejects, modifies or denies approval of any portion of the Marsh Settlement that the party seeking to terminate the Marsh Settlement Agreement reasonably and in good faith determines is material or (ii) the Court (or any appellate court) does not enter or completely affirm, or alters or expands, any portion of any order or judgment requested by the parties and the party seeking to terminate the settlement reasonably and in good faith believes that the Court s (or Page 7
8 appellate court s) action is material. However, Plaintiffs may not terminate the Marsh Settlement Agreement based on the amount of attorneys fees and expenses awarded to Class Counsel. Marsh may terminate the Settlement Agreement (i) if the Settlement Class Members requesting exclusion from the Marsh Settlement hold claims against Marsh that have a value exceeding fifteen percent (15%) of the Class Fund Amount; or (ii) if the remaining monies from the NYAG Settlement cannot be used as the consideration for the Marsh Settlement. If the Marsh Settlement Agreement is terminated, each of the Plaintiffs, Settlement Class Members and Marsh will be in the same position as he, she or it was in before the Marsh Settlement Agreement was executed, the Marsh Settlement Agreement will have no legal effect, and Plaintiffs and Marsh will continue to litigate the case in the Court. If the Marsh Settlement Agreement is terminated, you will not receive any benefits under the Marsh Settlement Agreement. If the Marsh Settlement is approved, Plaintiffs and Marsh will not be able to change the terms of the Marsh Settlement Agreement without further Court approval unless (i) Plaintiffs and Marsh agree in writing to do so, (ii) the change is not materially inconsistent with the Order Approving Settlement and accompanying Judgment entered by the Court, and (iii) the change does not materially limit the rights of Settlement Class Members under the Marsh Settlement Agreement. V. LEGAL RIGHTS AND OPTIONS 20. What are your options as to the Marsh Settlement? If you are within the definition of Settlement Class Member (see paragraphs 4 and 5 above), you may either (i) participate in the Marsh Settlement (and receive a distribution from the Class Fund Amount if the Court approves the Marsh Settlement and such approval becomes final) or (ii) request exclusion from the Marsh Settlement. If you want to participate in the Marsh Settlement, but you object to any term of the Marsh Settlement, you may submit an objection to the Court. The procedures for objecting to the Marsh Settlement or for requesting exclusion from it are described in detail below at paragraph 23 (objecting) and at paragraph 24 (requesting exclusion). If you are within the definition of Settlement Class Member, you may be entitled to receive a distribution from the Class Fund Amount under the terms of the Marsh Settlement Agreement if the Marsh Settlement is finally approved and you have filed a valid Claim Form. 21. If the Marsh Settlement Agreement is finally approved, what must Settlement Class Members do to receive a distribution from the Class Fund Amount? To receive a distribution from the Class Fund Amount, Settlement Class Members will have to submit a Claim Form, as discussed below. 22. Who must complete and submit a Claim Form? Settlement Class Members will have to fill out the enclosed Claim Form and submit it to the Administrator at Marsh Insurance Brokerage Settlement, c/o Complete Claim Solutions, LLC, P.O. Box 24704, West Palm Beach, FL by no later than March 31, Claim Forms may also be downloaded at or obtained by calling What if you want to object to the proposed settlement? If you are a Settlement Class Member (described above, at paragraphs 4 and 5) and do not exclude yourself from the Settlement Class, you may object to the Marsh Settlement, any term of the Marsh Settlement Agreement, the Plan of Allocation or the applications for attorneys fees and expenses. Such objection must be in writing and must provide evidence of your membership in the Settlement Class. The written objection also should state the specific reason(s), if any, for the objection, including any legal support you wish to bring to the Court s attention and any evidence you wish to introduce in support of the objection. A written objection (and any support for it) must be received by the Court and the following counsel by no later than October 20, 2008: For Marsh: For Plaintiffs and the Settlement Class: Mitchell J. Auslander, Esq. Edith M. Kallas, Esq. Bryan L. Clobes, Esq. Willkie Farr & Gallagher LLP Whatley, Drake & Kallas, LLC Cafferty Faucher LLP 787 Seventh Avenue 1540 Broadway, 37th Floor and 1717 Arch Street, Suite 3610 New York, NY New York, NY Philadelphia, PA Telephone: (212) Telephone: (212) Telephone: (215) Facsimile: (212) Facsimile: (212) Facsimile: (215) If you hire an attorney in connection with making an objection, that attorney must file with the Court and serve on the counsel identified above a notice of appearance. The notice of appearance must be received by the Court and the counsel identified above by no later than October 20, If you hire an attorney in connection with making an objection (or for any other purpose relating to the Marsh Settlement), you will be responsible for all fees and expenses that the attorney incurs on your behalf. If (and only if) you make a written objection to the Marsh Settlement as set out above, you may choose to speak either in person or through an attorney hired at your own expense at the hearing (described below at paragraph 25) the Court has set to consider whether to approve the Marsh Settlement. You are not required to attend the hearing. Lack of attendance at the hearing will not prevent the Court from considering your objection. If you have not hired counsel but intend to speak at the hearing, you must file with the Court and serve on the counsel identified above a notice of intention to appear. The notice of intention to appear must be received by the Court and by the identified counsel by no later than October 20, Page 8
9 24. What must you do if you wish to exclude yourself from the Settlement Class? If you are included within the definition of Settlement Class Member, you may ask to be excluded from the Settlement Class. A request for exclusion must be sent to the Clerk of the Court at the following address and must be postmarked by no later than October 20, 2008: The Clerk of the Court c/o Complete Claim Solutions, LLC P.O. Box West Palm Beach, FL The request for exclusion must include the following information: (i) the policyholder s name, (ii) the policyholder s address, (iii) the policyholder s telephone number, and (iv) information describing why said individual or entity believes that he, she or it is a Settlement Class Member, including, specifically, (a) which Broker(s) the policyholder has engaged or retained, (b) the type of coverage and policy numbers for any insurance purchased through a Broker, (c) the insurer(s) that issued such coverage, (d) the face amount of each policy, (e) the annual premium associated with each policy, and (f) the effective date and expiration date for each policy. If you are included within the definition of Settlement Class Member and do not file a timely written request for exclusion as provided by this paragraph 24, and the Marsh Settlement is finally approved, you will be bound by the Release in the Marsh Settlement Agreement and by all proceedings, orders and judgments relating to the Court s approval of the Marsh Settlement, even if you now have pending, or later file, any litigation, arbitration or any other action regarding the claims that have been made or that could have been made in this Class Action. You will not be able to pursue such claims in any forum, and your only relief as to these claims will be a distribution from the Class Fund Amount provided for by this Marsh Settlement. Your participation in this Marsh Settlement will not affect your ability to pursue claims against any other broker or against any insurer. VI. THE COURT S FAIRNESS HEARING 25. Will there be a Court hearing about the Marsh Settlement? In its August 20, 2008 order, the Court set a hearing for December 15, 2008 at 12:00 p.m., when the Court will consider whether to approve the Marsh Settlement. The hearing will take place in Courtroom 1, in the United States District Court for the District of New Jersey, 402 East State Street, Trenton, New Jersey The Court may choose to change the date and/or time of the hearing without further notice of any kind. If you intend to attend the hearing, you should confirm the date and time by calling the toll-free number set out in this Notice. In ruling on the Marsh Settlement, the Court will consider, among other things, whether to approve the proposed settlement as fair, reasonable and adequate, whether to approve the proposed Plan of Allocation and whether (and in what amount) to grant the applications for attorneys fees and expenses. The Court will consider any objections that have been made by Settlement Class Members. If the Court finds the settlement to be fair, reasonable and adequate, it will enter an Order Approving Settlement and accompanying Judgment. You may choose to attend the hearing, either in person or through an attorney hired at your own expense, but attendance is not required. If you have made a written objection, either you (or your attorney) may appear at the hearing to present the objection, but you are not required to do so. If you choose to attend the hearing and intend to make a presentation to the Court, you must file a notice of your intention to appear. A notice of intention to appear must be received by the Court and the counsel identified above (at paragraph 23) by October 20, VII. COUNSEL REPRESENTING SETTLEMENT CLASS MEMBERS 26. Who is the counsel representing Settlement Class Members? The Court has appointed the law firms of Whatley, Drake & Kallas, LLC and Cafferty Faucher LLP to represent Settlement Class Members as Co- Lead Counsel, along with other counsel in the Class Action. Class Counsel will not charge any fees or expenses to Settlement Class Members. If you want to be represented by your own counsel, you may hire an attorney at your own expense. 27. How will counsel for Settlement Class Members be paid? Class Counsel will file an application with the Court for attorneys fees and expenses in connection with their representation of Settlement Class Members in this Class Action. Separately, State Court Class Counsel (the law firm of Kirby McInerney LLP) will file an application with the Court for attorneys fees and expenses. The Court will consider these applications at the hearing described above (at paragraph 25), and the Court will decide the amount of fees and expenses to be awarded to counsel. Class Counsel has agreed that it will apply for fourteen million five hundred thousand dollars ($14,500,000) in fees and expenses and State Court Class Counsel has agreed that it will apply for four million five hundred thousand dollars ($4,500,000) in fees and expenses. Marsh has agreed that it will pay these amounts and will not object to either application. Class Counsel and State Court Class Counsel have agreed that they will not oppose each other s applications. Class Counsel intends to apply to the Court for permission to pay ten thousand dollars ($10,000) to each of the class representative plaintiffs in the Class Action based upon the effort that Plaintiffs have devoted to the lawsuit, to be paid from the amount awarded to Class Counsel. As set out above (at paragraph 10), Marsh will pay the attorneys fees and expenses in addition to the Settlement Fund Amount. Thus, the attorneys fees and expenses awarded to Class Counsel and State Court Class Counsel will not reduce the Settlement Fund Amount. Page 9
10 28. Do you need to hire your own attorney in connection with the Marsh Settlement? A Settlement Class Member does not need to hire his, her or its own attorney, but may choose to do so. If you decide to hire your own attorney, you will be responsible for paying any fees and expenses that he or she incurs. If you do not hire your own attorney, you will be represented by Class Counsel. As described in paragraph 26 above, if you choose to be represented by Class Counsel, you will not incur any fees and expenses in connection with that representation. VIII. GETTING MORE INFORMATION 29. Where can you get additional information? You may obtain a copy of the Marsh Settlement Agreement, and information about the Marsh Settlement by visiting the website of the Courtapproved Administrator of the Marsh Settlement at by calling , Monday through Friday from 9:00 a.m. to 5:00 p.m. Eastern Time, by writing to Marsh Insurance Brokerage Settlement, c/o Complete Claim Solutions, LLC, P.O. Box 24704, West Palm Beach, FL 33416, or by sending an to info@insurancebrokeragemarsh.com. You may also visit the following websites of Class Counsel: Whatley Drake & Kallas, LLC Cafferty Faucher LLP and Marsh s website, If you wish to communicate with or obtain information directly from Class Counsel, you may do so by contacting the attorneys listed below: Edith M. Kallas, Esq. Bryan L. Clobes, Esq. Whatley, Drake & Kallas, LLC Cafferty Faucher LLP 1540 Broadway, 37th Floor and 1717 Arch Street, Suite 3610 New York, NY Philadelphia, PA Telephone: (212) Telephone: (215) Facsimile: (212) Facsimile: (215) You may also examine the Marsh Settlement Agreement, Court orders, and the other papers filed in the Class Action at the Office of the Clerk, United States District Court for the District of New Jersey, 402 East State Street, Trenton, New Jersey 08608, from 9:00 a.m. to 4:00 p.m. Eastern Time. PLEASE DO NOT CONTACT THE COURT OR THE CLERK S OFFICE FOR INFORMATION Dated: September 29, 2008 BY ORDER OF THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF NEW JERSEY Page 10
11 APPENDIX A - RELEASES AND WAIVER 1. Pursuant to the Order Approving Settlement and the Judgment, without further action by anyone, and subject to Paragraph 5 below, on and after the Final Settlement Date, any and all Settlement Class Members (including Settlement Class Members who are parties to any other litigation, arbitration or other proceedings pending on the Final Settlement Date to the extent such litigation, arbitration or other proceeding is based upon a Released Claim and is brought against any or all of the Releasees) on behalf of themselves, each of their present and former heirs, executors, administrators, parents, subsidiaries, affiliates, predecessors, successors, insurers, co-insurers, representatives and assigns, any person or entity claiming by or through a Settlement Class Member, and any person or entity representing any or all Settlement Class Members, for good and sufficient consideration the receipt and adequacy of which are hereby acknowledged, shall be deemed to have, and by operation of law and of the Judgment shall have, fully, finally, and forever released, relinquished, settled and discharged all Released Claims against each and every one of the Releasees, Plaintiffs, Class Counsel, State Court Class Counsel, and the Marsh Defendants Counsel, including such Released Claims as already have been, could have been or could be asserted in any pending litigation, arbitration or other proceeding, whether formal or informal. 2. Pursuant to the Order Approving Settlement and the Judgment, without further action by anyone, and subject to Paragraph 5 below, on and after the Final Settlement Date, each of Plaintiffs, Settlement Class Members (including Settlement Class Members who are parties to any other litigation, arbitration or other proceedings pending on the Final Settlement Date to the extent such litigation, arbitration or other proceeding is based upon a Released Claim and is brought against any or all of the Releasees), Class Counsel, State Court Class Counsel, the Marsh Defendants, the Marsh Defendants Counsel, or any agents or experts of the foregoing, on behalf of themselves, each of their present and former heirs, executors, administrators, parents, subsidiaries, affiliates, predecessors, successors, insurers, co-insurers, representatives and assigns, any person or entity claiming by or through any of the Plaintiffs, Settlement Class Members, Class Counsel, State Court Class Counsel, the Marsh Defendants, the Marsh Defendants Counsel or any agents or experts of the foregoing, and any person or entity representing any or all Settling Parties, for good and sufficient consideration, the receipt and adequacy of which are hereby acknowledged, shall be deemed to have, and by operation of law and of the Judgment shall have, fully, finally, and forever released, relinquished, settled and discharged any and all Settled Parties Claims. 3. Subject to Paragraph 5 below, with respect to any and all Released Claims, any and all Settlement Class Members (including Settlement Class Members who are parties to any other litigation, arbitration or other proceedings pending on the Final Settlement Date to the extent such litigation, arbitration or other proceeding is based upon a Released Claim and is brought against any or all of the Releasees) on behalf of themselves, each of their present and former heirs, executors, administrators, parents, subsidiaries, affiliates, predecessors, successors, insurers, co-insurers, representatives and assigns, any person or entity claiming by or through a Settlement Class Member, and any person or entity representing any or all Settlement Class Members, shall have and be deemed to have waived and relinquished, to the fullest extent permitted by law, any and all provisions, rights and benefits conferred by Section 1542 of the California Civil Code or any federal, state or foreign law, rule, regulation or common law doctrine that is similar, comparable, equivalent or identical to, or which has the effect of, Section 1542 of the California Civil Code, which provides: A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor. Notwithstanding the provisions of Section 1542 and any similar provisions, rights and benefits conferred by any law, rule, regulation or common law doctrine of California or in any federal, state or foreign jurisdiction, Settlement Class Members understand and agree that, subject to Paragraph 5 below, the Release is intended to include all Released Claims that Settlement Class Members have or may have, including Released Claims that are Unknown Claims. 4. Subject to Paragraph 5 below, with respect to any and all Settled Party Claims, each of Plaintiffs, Settlement Class Members (including Settlement Class Members who are parties to any other litigation, arbitration or other proceedings pending on the Final Settlement Date to the extent such litigation, arbitration or other proceeding is based upon a Released Claim and is brought against any or all of the Releasees), Class Counsel, State Court Class Counsel, the Marsh Defendants, the Marsh Defendants Counsel or any agents or experts of the foregoing, on behalf of themselves, each of their present and former heirs, executors, administrators, parents, subsidiaries, affiliates, predecessors, successors, insurers, co-insurers, representatives and assigns, any person or entity claiming by or through any of Plaintiffs, Settlement Class Members, Class Counsel, State Court Class Counsel, the Marsh Defendants, the Marsh Defendants Counsel or any agents or experts of the foregoing, and any person or entity representing any or all of Plaintiffs, Settlement Class Members, Class Counsel, State Court Class Counsel, the Marsh Defendants, the Marsh Defendants Counsel or any agents or experts of the foregoing shall have and be deemed to have waived and relinquished, to the fullest extent permitted by law, any and all provisions, rights and benefits conferred by Section 1542 of the California Civil Code or any federal, state or foreign law, rule, regulation or common law doctrine that is similar, comparable, equivalent or identical to, or which has the effect of, Section 1542 of the California Civil Code, which provides: A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor. Notwithstanding the provisions of Section 1542 and any similar provisions, rights and benefits conferred by any law, rule, regulation or common law doctrine of California or in any federal, state or foreign jurisdiction, Plaintiffs, Settlement Class Members, Class Counsel, State Court Class Counsel, the Marsh Defendants, the Marsh Defendants Counsel or any agents or experts of the foregoing understand and agree that, subject to Paragraph 5 below, the Release is intended to include all Settled Party Claims that Plaintiffs, Settlement Class Members, Class Counsel, State Court Class Counsel, the Marsh Defendants, the Marsh Defendants Counsel or any agents or experts of the foregoing have or may have, including Settled Party Claims that are Unknown Claims. 5. Notwithstanding Paragraphs 1 through 4 above, nothing in the Judgment shall bar any action or claim by the Settling Parties to enforce the terms of this Settlement Agreement or the Judgment. 6. The releases and waivers contained in this Section were separately bargained for and are essential elements of this Settlement Agreement. Page 11
12 APPENDIX B - PLAN OF ALLOCATION On June 19, 2008, the Marsh Defendants 1, and the Plaintiffs in the Action entered into a Settlement Agreement, subject to approval of the Court, that proposes to settle the claims of Plaintiffs and the Settlement Class Members against the Marsh Defendants and Releasees. Co-Lead Counsel and State Court Class Counsel have designed this Plan of Allocation pursuant to Section IV.C.3. of the Settlement Agreement. Pursuant to the Settlement Agreement, the Class Fund Amount will be distributed to Settlement Class Members ( Claimants ) in accordance with the Settlement Agreement and Plan of Allocation set forth below. I. Settlement Class Claimants The Plan of Allocation provides for two separate claimant groups of Settlement Class Members as follows: 1. All Settlement Class Members who in connection with a Settlement Class Policy Purchase used the services of a Marsh Entity (the Marsh Claimants ); and 2. All Settlement Class Members who in connection with a Settlement Class Policy Purchase used the services of a Broker other than a Marsh Entity (the Non-Marsh Claimants ). II. Allocation of the Class Fund Amount For purposes of calculating and making initial distributions from the Class Fund Amount, the State Fund shall first be deducted from the Class Fund Amount and such amount, up to a maximum of one hundred percent (100%) of the total amount of premiums Settlement Class Members report on their Claim Forms (the Allocable Settlement Fund ), will be available for initial distribution to Settlement Class Members and shall be allocated as follows: Claimant Allocable Settlement Fund Percentage Marsh Claimants 90% Non-Marsh Claimants 10% To the extent that a Claimant has a Settlement Class Policy Purchase(s) made using the services of one of the Marsh Entities and another Settlement Class Policy Purchase(s) made using the services of a Broker other than a Marsh Entity, the Allocable Settlement Fund Percentage applied to the latter will be ten percent (10%). The above Allocable Settlement Fund Percentage shall also apply to any further distributions of the Settlement Fund Amount to Settlement Class Members, as provided for in the Settlement Agreement. III. Calculations of Claimants Distributable Amount The Court has authorized the retention of an Administrator to, among other things, calculate the distribution for each Settlement Class Member within the two groups of Claimants described above. The information required to make the calculations will be provided by the Claimants to the Administrator in the Claim Form(s). For each Marsh Claimant, the distributable amount from the Allocable Settlement Fund will be calculated by dividing the premium paid by each Marsh Claimant for the applicable policies by the total of premiums paid by all Marsh Claimants for the applicable policies. For each Non-Marsh Claimant, the distributable amount from the Allocable Settlement Fund will be calculated by dividing the premium paid by each Non-Marsh Claimant for the applicable policies by the total of premiums paid by all Non-Marsh Claimants for the applicable policies. 1 Unless otherwise specifically defined herein, the capitalized terms in this Plan of Allocation have the same meaning as attributed to them in the Settlement Agreement. Page 12
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