2. Funding for evidence-based prevention programs in schools;
3. Funding for medical provider education and outreach regarding best prescribing practices for opioids consistent with the CDC guidelines, including providers at hospitals (academic
detailing);
4. Funding for community drug disposal programs; and
5. Funding and training for first responders to participate in prearrest diversion programs, post-overdose response teams, or similar strategies that connect at-risk individuals to behavioral health services and supports.
H. EXPANDING SYRINGE SERVICE PROGRAMS
1. Provide comprehensive syringe services programs with more wrap-around services, including linkage to OUD
treatment, access to sterile syringes and linkage to care and treatment of infectious diseases.
I. EVIDENCE-BASED DATA COLLECTION AND
RESEARCH ANALYZING THE EFFECTIVENESS OF THE
ABATEMENT STRATEGIES WITHIN THE STATE
E- 4
FH11185097.1
Schedule B
Approved Uses
Support treatment of Opioid Use Disorder (OUD) and any co-occurring Substance Use Disorder or Mental Health (SUD/MH) conditions through evidence-based or evidence-informed programs or strategies that may include, but are not limited to, the following:
PART ONE: TREATMENT
A. TREAT OPIOID USE DISORDER (OUD)
Support treatment of Opioid Use Disorder (“OUD”) and any co-occurring Substance Use Disorder or Mental Health (“SUD/MH”) conditions through evidence-based or evidenceinformed programs or strategies that may include, but are not limited to, those that:2
1. Expand availability of treatment for OUD and any co-occurring SUD/MH conditions, including all forms of Medication-Assisted Treatment (“MAT”) approved by the U.S.
Food and Drug Administration.
2. Support and reimburse evidence-based services that adhere to the American Society of Addiction Medicine (“ASAM”) continuum of care for OUD and any co-occurring SUD/MH conditions.
3. Expand telehealth to increase access to treatment for OUD and any co-occurring SUD/MH conditions, including MAT, as well as counseling, psychiatric support, and other treatment and recovery support services.
4. Improve oversight of Opioid Treatment Programs (“OTPs”) to assure evidence-based or evidence-informed practices such as adequate methadone dosing and low threshold approaches to treatment.
5. Support mobile intervention, treatment, and recovery services, offered by qualified professionals and service providers, such as peer recovery coaches, for persons with OUD and any co-occurring SUD/MH conditions and for persons who have experienced an opioid overdose.
6. Provide treatment of trauma for individuals with OUD (e.g., violence, sexual assault, human trafficking, or adverse childhood experiences) and family members (e.g., surviving family members after an overdose or overdose fatality), and training of health care personnel to identify and address such trauma.
2 As used in this Schedule B, words like “expand,” “fund,” “provide” or the like shall not indicate a preference for new or existing programs.
E- 5
FH11185097.1
7. Support evidence-based withdrawal management services for people with OUD and any co-occurring mental health conditions.
8. Provide training on MAT for health care providers, first responders, students, or other supporting professionals, such as peer recovery coaches or recovery outreach specialists, including telementoring to assist community-based providers in rural or underserved areas.
9. Support workforce development for addiction professionals who work with persons with OUD and any co-occurring SUD/MH conditions.
10. Offer fellowships for addiction medicine specialists for direct patient care, instructors, and clinical research for treatments.
11. Offer scholarships and supports for behavioral health practitioners or workers involved in addressing OUD and any co-occurring SUD/MH or mental health conditions, including, but not limited to, training, scholarships, fellowships, loan repayment programs, or other incentives for providers to work in rural or underserved areas.
12. Provide funding and training for clinicians to obtain a waiver under the federal Drug Addiction Treatment Act of 2000 (“DATA 2000”) to prescribe MAT for OUD, and provide technical assistance and professional support to clinicians who have obtained a DATA 2000 waiver.
13. Disseminate web-based training curricula, such as the American Academy of Addiction Psychiatry’s Provider Clinical Support Service–Opioids web-based training curriculum and motivational interviewing.
14. Develop and disseminate new curricula, such as the American Academy of Addiction Psychiatry’s Provider Clinical Support Service for Medication–Assisted Treatment.
B. SUPPORT PEOPLE IN TREATMENT AND RECOVERY
Support people in recovery from OUD and any co-occurring SUD/MH conditions through evidence-based or evidence-informed programs or strategies that may include, but are not limited to, the programs or strategies that:
1. Provide comprehensive wrap-around services to individuals with OUD and any cooccurring SUD/MH conditions, including housing, transportation, education, job placement, job training, or childcare.
2. Provide the full continuum of care of treatment and recovery services for OUD and any co-occurring SUD/MH conditions, including supportive housing, peer support services and counseling, community navigators, case management, and connections to community-based services.
E- 6
FH11185097.1
3. Provide counseling, peer-support, recovery case management and residential treatment with access to medications for those who need it to persons with OUD and any co-occurring SUD/MH conditions.
4. Provide access to housing for people with OUD and any co-occurring SUD/MH conditions, including supportive housing, recovery housing, housing assistance programs, training for housing providers, or recovery housing programs that allow or integrate FDA-approved mediation with other support services.
5. Provide community support services, including social and legal services, to assist in deinstitutionalizing persons with OUD and any co-occurring SUD/MH conditions.
6. Support or expand peer-recovery centers, which may include support groups, social events, computer access, or other services for persons with OUD and any cooccurring SUD/MH conditions.
7. Provide or support transportation to treatment or recovery programs or services for persons with OUD and any co-occurring SUD/MH conditions.
8. Provide employment training or educational services for persons in treatment for or recovery from OUD and any co-occurring SUD/MH conditions.
9. Identify successful recovery programs such as physician, pilot, and college recovery programs, and provide support and technical assistance to increase the number and capacity of high-quality programs to help those in recovery.
10. Engage non-profits, faith-based communities, and community coalitions to support people in treatment and recovery and to support family members in their efforts to support the person with OUD in the family.
11. Provide training and development of procedures for government staff to appropriately interact and provide social and other services to individuals with or in recovery from OUD, including reducing stigma.
12. Support stigma reduction efforts regarding treatment and support for persons with OUD, including reducing the stigma on effective treatment.
13. Create or support culturally appropriate services and programs for persons with OUD and any co-occurring SUD/MH conditions, including new Americans.
14. Create and/or support recovery high schools.
15. Hire or train behavioral health workers to provide or expand any of the services or supports listed above.
E- 7
FH11185097.1
C. CONNECT PEOPLE WHO NEED HELP TO THE HELP THEY NEED
(CONNECTIONS TO CARE)
Provide connections to care for people who have—or are at risk of developing—OUD and any co-occurring SUD/MH conditions through evidence-based or evidence-informed programs or strategies that may include, but are not limited to, those that:
1. Ensure that health care providers are screening for OUD and other risk factors and know how to appropriately counsel and treat (or refer if necessary) a patient for OUD treatment.
2. Fund SBIRT programs to reduce the transition from use to disorders, including SBIRT services to pregnant women who are uninsured or not eligible for Medicaid.
3. Provide training and long-term implementation of SBIRT in key systems (health, schools, colleges, criminal justice, and probation), with a focus on youth and young adults when transition from misuse to opioid disorder is common.
4. Purchase automated versions of SBIRT and support ongoing costs of the technology.
5. Expand services such as navigators and on-call teams to begin MAT in hospital emergency departments.
6. Provide training for emergency room personnel treating opioid overdose patients on post-discharge planning, including community referrals for MAT, recovery case management or support services.
7. Support hospital programs that transition persons with OUD and any co-occurring SUD/MH conditions, or persons who have experienced an opioid overdose, into clinically appropriate follow-up care through a bridge clinic or similar approach.
8. Support crisis stabilization centers that serve as an alternative to hospital emergency departments for persons with OUD and any co-occurring SUD/MH conditions or persons that have experienced an opioid overdose.
9. Support the work of Emergency Medical Systems, including peer support specialists, to connect individuals to treatment or other appropriate services following an opioid overdose or other opioid-related adverse event.
10. Provide funding for peer support specialists or recovery coaches in emergency departments, detox facilities, recovery centers, recovery housing, or similar settings; offer services, supports, or connections to care to persons with OUD and any cooccurring SUD/MH conditions or to persons who have experienced an opioid overdose.
11. Expand warm hand-off services to transition to recovery services.
E- 8
FH11185097.1
12. Create or support school-based contacts that parents can engage with to seek immediate treatment services for their child; and support prevention, intervention, treatment, and recovery programs focused on young people.
13. Develop and support best practices on addressing OUD in the workplace.
14. Support assistance programs for health care providers with OUD.
15. Engage non-profits and the faith community as a system to support outreach for treatment.
16. Support centralized call centers that provide information and connections to appropriate services and supports for persons with OUD and any co-occurring SUD/MH conditions.
D. ADDRESS THE NEEDS OF CRIMINAL JUSTICE-INVOLVED PERSONS Address the needs of persons with OUD and any co-occurring SUD/MH conditions who are involved in, are at risk of becoming involved in, or are transitioning out of the criminal justice system through evidence-based or evidence-informed programs or strategies that may include, but are not limited to, those that:
1. Support pre-arrest or pre-arraignment diversion and deflection strategies for persons with OUD and any co-occurring SUD/MH conditions, including established strategies such as:
1. Self-referral strategies such as the Angel Programs or the Police Assisted Addiction Recovery Initiative (“PAARI”);
2. Active outreach strategies such as the Drug Abuse Response Team (“DART”) model;
3. “Naloxone Plus” strategies, which work to ensure that individuals who have received naloxone to reverse the effects of an overdose are then linked to treatment programs or other appropriate services;
4. Officer prevention strategies, such as the Law Enforcement Assisted Diversion (“LEAD”) model;
5. Officer intervention strategies such as the Leon County, Florida Adult Civil Citation Network or the Chicago Westside Narcotics Diversion to Treatment Initiative; or
6. Co-responder and/or alternative responder models to address OUD-related 911 calls with greater SUD expertise.
E- 9
FH11185097.1
2. Support pre-trial services that connect individuals with OUD and any co-occurring SUD/MH conditions to evidence-informed treatment, including MAT, and related services.
3. Support treatment and recovery courts that provide evidence-based options for persons with OUD and any co-occurring SUD/MH conditions.
4. Provide evidence-informed treatment, including MAT, recovery support, harm reduction, or other appropriate services to individuals with OUD and any cooccurring SUD/MH conditions who are incarcerated in jail or prison.
5. Provide evidence-informed treatment, including MAT, recovery support, harm reduction, or other appropriate services to individuals with OUD and any cooccurring SUD/MH conditions who are leaving jail or prison or have recently left jail or prison, are on probation or parole, are under community corrections supervision, or are in re-entry programs or facilities.
6. Support critical time interventions (“CTI”), particularly for individuals living with dual-diagnosis OUD/serious mental illness, and services for individuals who face immediate risks and service needs and risks upon release from correctional settings.
7. Provide training on best practices for addressing the needs of criminal justiceinvolved persons with OUD and any co-occurring SUD/MH conditions to law enforcement, correctional, or judicial personnel or to providers of treatment, recovery, harm reduction, case management, or other services offered in connection with any of the strategies described in this section.
E. ADDRESS THE NEEDS OF PREGNANT OR PARENTING WOMEN AND
THEIR FAMILIES, INCLUDING BABIES WITH NEONATAL ABSTINENCE
SYNDROME
Address the needs of pregnant or parenting women with OUD and any co-occurring SUD/MH conditions, and the needs of their families, including babies with neonatal abstinence syndrome (“NAS”), through evidence-based or evidence-informed programs or strategies that may include, but are not limited to, those that:
1. Support evidence-based or evidence-informed treatment, including MAT, recovery services and supports, and prevention services for pregnant women—or women who could become pregnant—who have OUD and any co-occurring SUD/MH conditions, and other measures to educate and provide support to families affected by Neonatal Abstinence Syndrome.
2. Expand comprehensive evidence-based treatment and recovery services, including MAT, for uninsured women with OUD and any co-occurring SUD/MH conditions for up to 12 months postpartum.
E- 10
FH11185097.1
3. Provide training for obstetricians or other healthcare personnel who work with pregnant women and their families regarding treatment of OUD and any co-occurring SUD/MH conditions.
4. Expand comprehensive evidence-based treatment and recovery support for NAS babies; expand services for better continuum of care with infant-need dyad; and expand long-term treatment and services for medical monitoring of NAS babies and their families.
5. Provide training to health care providers who work with pregnant or parenting women on best practices for compliance with federal requirements that children born with NAS get referred to appropriate services and receive a plan of safe care.
6. Provide child and family supports for parenting women with OUD and any cooccurring SUD/MH conditions.
7. Provide enhanced family support and child care services for parents with OUD and any co-occurring SUD/MH conditions.
8. Provide enhanced support for children and family members suffering trauma as a result of addiction in the family; and offer trauma-informed behavioral health treatment for adverse childhood events.
9. Offer home-based wrap-around services to persons with OUD and any co-occurring SUD/MH conditions, including, but not limited to, parent skills training.
10. Provide support for Children’s Services—Fund additional positions and services, including supportive housing and other residential services, relating to children being removed from the home and/or placed in foster care due to custodial opioid use.
PART TWO: PREVENTION
F. PREVENT OVER-PRESCRIBING AND ENSURE APPROPRIATE
PRESCRIBING AND DISPENSING OF OPIOIDS
Support efforts to prevent over-prescribing and ensure appropriate prescribing and dispensing of opioids through evidence-based or evidence-informed programs or strategies that may include, but are not limited to, the following:
1. Funding medical provider education and outreach regarding best prescribing practices for opioids consistent with the Guidelines for Prescribing Opioids for Chronic Pain from the U.S. Centers for Disease Control and Prevention, including providers at hospitals (academic detailing).
2. Training for health care providers regarding safe and responsible opioid prescribing, dosing, and tapering patients off opioids.
E- 11
FH11185097.1
3. Continuing Medical Education (CME) on appropriate prescribing of opioids.
4. Providing Support for non-opioid pain treatment alternatives, including training providers to offer or refer to multi-modal, evidence-informed treatment of pain.
5. Supporting enhancements or improvements to Prescription Drug Monitoring Programs (“PDMPs”), including, but not limited to, improvements that:
1. Increase the number of prescribers using PDMPs;
2. Improve point-of-care decision-making by increasing the quantity, quality, or format of data available to prescribers using PDMPs, by improving the interface that prescribers use to access PDMP data, or both; or
3. Enable states to use PDMP data in support of surveillance or intervention strategies, including MAT referrals and follow-up for individuals identified within PDMP data as likely to experience OUD in a manner that complies with all relevant privacy and security laws and rules.
6. Ensuring PDMPs incorporate available overdose/naloxone deployment data, including the United States Department of Transportation’s Emergency Medical Technician overdose database in a manner that complies with all relevant privacy and security laws and rules.
7. Increasing electronic prescribing to prevent diversion or forgery.
8. Educating dispensers on appropriate opioid dispensing.
G. PREVENT MISUSE OF OPIOIDS
Support efforts to discourage or prevent misuse of opioids through evidence-based or evidence-informed programs or strategies that may include, but are not limited to, the following:
1. Funding media campaigns to prevent opioid misuse.
2. Corrective advertising or affirmative public education campaigns based on evidence.
3. Public education relating to drug disposal.
4. Drug take-back disposal or destruction programs.
5. Funding community anti-drug coalitions that engage in drug prevention efforts.
6. Supporting community coalitions in implementing evidence-informed prevention, such as reduced social access and physical access, stigma reduction—including staffing, educational campaigns, support for people in treatment or recovery, or E- 12
FH11185097.1
training of coalitions in evidence-informed implementation, including the Strategic Prevention Framework developed by the U.S. Substance Abuse and Mental Health Services Administration (“SAMHSA”).
7. Engaging non-profits and faith-based communities as systems to support prevention.
8. Funding evidence-based prevention programs in schools or evidence-informed school and community education programs and campaigns for students, families, school employees, school athletic programs, parent-teacher and student associations, and others.
9. School-based or youth-focused programs or strategies that have demonstrated effectiveness in preventing drug misuse and seem likely to be effective in preventing the uptake and use of opioids.
10. Create or support community-based education or intervention services for families, youth, and adolescents at risk for OUD and any co-occurring SUD/MH conditions.
11. Support evidence-informed programs or curricula to address mental health needs of young people who may be at risk of misusing opioids or other drugs, including emotional modulation and resilience skills.
12. Support greater access to mental health services and supports for young people, including services and supports provided by school nurses, behavioral health workers or other school staff, to address mental health needs in young people that (when not properly addressed) increase the risk of opioid or another drug misuse.
H. PREVENT OVERDOSE DEATHS AND OTHER HARMS (HARM REDUCTION) Support efforts to prevent or reduce overdose deaths or other opioid-related harms through evidence-based or evidence-informed programs or strategies that may include, but are not limited to, the following:
1. Increased availability and distribution of naloxone and other drugs that treat overdoses for first responders, overdose patients, individuals with OUD and their friends and family members, schools, community navigators and outreach workers, persons being released from jail or prison, or other members of the general public.
2. Public health entities providing free naloxone to anyone in the community.
3. Training and education regarding naloxone and other drugs that treat overdoses for first responders, overdose patients, patients taking opioids, families, schools, community support groups, and other members of the general public.
4. Enabling school nurses and other school staff to respond to opioid overdoses, and provide them with naloxone, training, and support.
E- 13
FH11185097.1
5. Expanding, improving, or developing data tracking software and applications for overdoses/naloxone revivals.
6. Public education relating to emergency responses to overdoses.
7. Public education relating to immunity and Good Samaritan laws.
8. Educating first responders regarding the existence and operation of immunity and Good Samaritan laws.
9. Syringe service programs and other evidence-informed programs to reduce harms associated with intravenous drug use, including supplies, staffing, space, peer support services, referrals to treatment, fentanyl checking, connections to care, and the full range of harm reduction and treatment services provided by these programs.
10. Expanding access to testing and treatment for infectious diseases such as HIV and Hepatitis C resulting from intravenous opioid use.
11. Supporting mobile units that offer or provide referrals to harm reduction services, treatment, recovery supports, health care, or other appropriate services to persons that use opioids or persons with OUD and any co-occurring SUD/MH conditions.
12. Providing training in harm reduction strategies to health care providers, students, peer recovery coaches, recovery outreach specialists, or other professionals that provide care to persons who use opioids or persons with OUD and any co-occurring SUD/MH conditions.
13. Supporting screening for fentanyl in routine clinical toxicology testing.
PART THREE: OTHER STRATEGIES
I. FIRST RESPONDERS
In addition to items in section C, D and H relating to first responders, support the following:
1. Education of law enforcement or other first responders regarding appropriate practices and precautions when dealing with fentanyl or other drugs.
2. Provision of wellness and support services for first responders and others who experience secondary trauma associated with opioid-related emergency events.
E- 14
FH11185097.1
J. LEADERSHIP, PLANNING AND COORDINATION
Support efforts to provide leadership, planning, coordination, facilitations, training and technical assistance to abate the opioid epidemic through activities, programs, or strategies that may include, but are not limited to, the following:
1. Statewide, regional, local or community regional planning to identify root causes of addiction and overdose, goals for reducing harms related to the opioid epidemic, and areas and populations with the greatest needs for treatment intervention services, and to support training and technical assistance and other strategies to abate the opioid epidemic described in this opioid abatement strategy list.
2. A dashboard to (a) share reports, recommendations, or plans to spend opioid settlement funds; (b) to show how opioid settlement funds have been spent; (c) to report program or strategy outcomes; or (d) to track, share or visualize key opioid- or health-related indicators and supports as identified through collaborative statewide, regional, local or community processes.
3. Invest in infrastructure or staffing at government or not-for-profit agencies to support collaborative, cross-system coordination with the purpose of preventing overprescribing, opioid misuse, or opioid overdoses, treating those with OUD and any co-occurring SUD/MH conditions, supporting them in treatment or recovery, connecting them to care, or implementing other strategies to abate the opioid epidemic described in this opioid abatement strategy list.
4. Provide resources to staff government oversight and management of opioid abatement programs.
K. TRAINING
In addition to the training referred to throughout this document, support training to abate the opioid epidemic through activities, programs, or strategies that may include, but are not limited to, those that:
1. Provide funding for staff training or networking programs and services to improve the capability of government, community, and not-for-profit entities to abate the opioid crisis.
2. Support infrastructure and staffing for collaborative cross-system coordination to prevent opioid misuse, prevent overdoses, and treat those with OUD and any cooccurring SUD/MH conditions, or implement other strategies to abate the opioid epidemic described in this opioid abatement strategy list (e.g., health care, primary care, pharmacies, PDMPs, etc.).
L. RESEARCH
Support opioid abatement research that may include, but is not limited to, the following:
E- 15
FH11185097.1
1. Monitoring, surveillance, data collection and evaluation of programs and strategies described in this opioid abatement strategy list.
2. Research non-opioid treatment of chronic pain.
3. Research on improved service delivery for modalities such as SBIRT that demonstrate promising but mixed results in populations vulnerable to opioid use disorders.
4. Research on novel harm reduction and prevention efforts such as the provision of fentanyl test strips.
5. Research on innovative supply-side enforcement efforts such as improved detection of mail-based delivery of synthetic opioids.
6. Expanded research on swift/certain/fair models to reduce and deter opioid misuse within criminal justice populations that build upon promising approaches used to address other substances (e.g., Hawaii HOPE and Dakota 24/7).
7. Epidemiological surveillance of OUD-related behaviors in critical populations, including individuals entering the criminal justice system, including, but not limited to approaches modeled on the Arrestee Drug Abuse Monitoring (“ADAM”) system.
8. Qualitative and quantitative research regarding public health risks and harm reduction opportunities within illicit drug markets, including surveys of market participants who sell or distribute illicit opioids.
9. Geospatial analysis of access barriers to MAT and their association with treatment engagement and treatment outcomes.
FH11185097.1
Exhibit F-1
List of States and State Global Allocation Percentage
Alabama 1.5958653635%
Alaska 0.2283101787%
American Samoa 0.0171221696%
Arizona 2.3755949882%
Arkansas 0.9322152924%
California 9.9213830698%
Colorado 1.6616291219%
Connecticut 1.2938102647%
Delaware 0.4420285052%
District of Columbia 0.1799774824%
Florida 7.0259134409%
Georgia 2.7882080114%
Guam 0.0480366565%
Hawaii 0.3246488040%
Idaho 0.4919080117%
Illinois 3.3263363702%
Indiana 2.2168933059%
Iowa 0.7419256132%
Kansas 0.7840793410%
Kentucky 1.9963344879%
Louisiana 1.4650905059%
Maine 0.5293231313%
Maryland 2.1106090494%
Massachusetts 2.3035761083%
Michigan 3.4020234989%
Minnesota 1.2972597706%
Mississippi 0.8624327860%
Missouri 2.0056475170%
Montana 0.3125481816%
N. Mariana Islands 0.0167059202%
Nebraska 0.4171546352%
Nevada 1.2017657135%
New Hampshire 0.5784834777%
New Jersey 2.7551354545%
New Mexico 0.7989379794%
New York 5.3903813405%
North Carolina 3.2502525994%
FH11185097.1
North Dakota 0.1700251989%
Ohio 4.3567051408%
Oklahoma 1.5322312508%
Oregon 1.3741405009%
Pennsylvania 4.5882419559%
Puerto Rico 0.7101195950%
Rhode Island 0.4465429178%
South Carolina 1.5393083548%
South Dakota 0.1982071487%
Tennessee 2.6881474977%
Texas 6.2932157196%
Utah 1.1466798699%
Vermont 0.2544890561%
Virgin Islands 0.0315673573%
Virginia 2.2801150757%
Washington 2.3189040182%
West Virginia 1.0567416533%
Wisconsin 1.7582560561%
Wyoming 0.1668134842%
FH11185097.1
Exhibit F-2
Overall Allocation Percentages (to be multiplied by $4,788,165,456) Alabama 1.7164625355%
Alaska 0.2455632394%
American Samoa 0.0184160665%
Arizona 2.5551151682%
Arkansas 1.0026614155%
California 10.6711272323%
Colorado 1.7871959633%
Connecticut 1.3915815821%
Delaware 0.4754319419%
District of Columbia 0.1935781130%
Georgia 2.9989087439%
Guam 0.0516667151%
Hawaii 0.3491820313%
Idaho 0.5290807685%
Illinois 3.5777026624%
Indiana 2.3844206358%
Iowa 0.7979918283%
Kansas 0.8433310507%
Kentucky 2.1471945160%
Louisiana 1.5758052164%
Maine 0.5693232931%
Maryland 2.2701046362%
Massachusetts 2.4776539287%
Michigan 3.6591093548%
Minnesota 1.3952917621%
Mississippi 0.9276055489%
Missouri 2.1572113169%
Montana 0.3361669829%
N. Mariana Islands 0.0179683617%
Nebraska 0.4486783905%
Nevada 1.2925813611%
New Hampshire 0.6221986137%
New Jersey 2.9633369431%
New Mexico 0.8593125342%
FH11185097.1
New York 5.7977244413%
North Carolina 3.4958693542%
North Dakota 0.1828737503%
Ohio 4.6859348686%
Oklahoma 1.6480196875%
Oregon 1.4779822548%
Pennsylvania 4.9349685765%
Puerto Rico 0.7637822767%
Rhode Island 0.4802875019%
South Carolina 1.6556315977%
South Dakota 0.2131853681%
Tennessee 2.8912868060%
Texas 6.7687846717%
Utah 1.2333327622%
Vermont 0.2737204155%
Virgin Islands 0.0339528555%
Virginia 2.4524199807%
Washington 2.4941401460%
West Virginia 1.1365980484%
Wisconsin 1.8911248512%
Wyoming 0.1794193311%
FH11185097.1
Exhibit G
Subdivisions Eligible to Receive Direct Allocations from the Subdivision Fund and Subdivision Fund Allocation Percentages
The Subdivisions set forth on this Exhibit G are eligible to receive direct allocations from the Subdivision Fund, if such Subdivisions are otherwise eligible to receive such funds under this Agreement. By default, the Subdivisions set forth on this Exhibit G shall include all Subdivisions set forth on Exhibit G of the national opioid settlement agreement dated July 21, 2021 with Janssen Pharmaceuticals, Inc., et al., including all amendments up to the Preliminary Agreement Date of this Agreement. A State may elect to add any additional Subdivisions to this Exhibit G at any time prior to the Initial Participation Date.
Immediately upon the effectiveness of any State-Subdivision Agreement, Allocation Statute, Statutory Trust, or voluntary redistribution allowed by Section V.D.3 (or upon the effectiveness of an amendment to any State-Subdivision Agreement, Allocation Statute, Statutory Trust, or voluntary redistribution allowed by Section V.D.3) that addresses allocation from the Subdivision Fund, whether before or after the Initial Participation Date, this Exhibit G will automatically be amended to reflect the allocation from the Subdivision Fund pursuant to the State-Subdivision Agreement, Allocation Statute, Statutory Trust, or voluntary redistribution allowed by Section V.D.3.
For the avoidance of doubt, inclusion on this Exhibit G shall not create any claim for any amount of the Settlement Fund, and no such amounts shall be allocated or distributed to any Subdivision included herein if such Subdivision does not otherwise meet all requirements to receive any such funds pursuant to the Agreement.
[List to be Added]
FH11185097.1
EXHIBIT H
Intentionally Omitted
FH11185097.1
EXHIBIT I
Primary Subdivisions
1. Alabaster, City of, Alabama
2. Albertville, City of, Alabama
3. Alexander City, City of, Alabama
4. Anniston, City of, Alabama
5. Athens, City of, Alabama
6. Auburn, City of, Alabama
7. Autauga, County of, Alabama
8. Baldwin, County of, Alabama
9. Barbour, County of, Alabama
10. Bessemer, City of, Alabama
11. Bibb, County of, Alabama
12. Birmingham, City of, Alabama
13. Blount, County of, Alabama
14. Bullock, County of, Alabama
15. Butler, County of, Alabama
16. Calera, City of, Alabama
17. Calhoun, County of, Alabama
18. Center Point, City of, Alabama
19. Chambers, County of, Alabama
20. Chelsea, City of, Alabama
21. Cherokee, County of, Alabama
22. Chilton, County of, Alabama
23. Choctaw, County of, Alabama
24. Clarke, County of, Alabama
25. Clay, County of, Alabama
26. Cleburne, County of, Alabama
27. Coffee, County of, Alabama
28. Colbert, County of, Alabama
29. Conecuh, County of, Alabama
30. Coosa, County of, Alabama
31. Covington, County of, Alabama
32. Crenshaw, County of, Alabama
33. Cullman, City of, Alabama
34. Cullman, County of, Alabama
35. Dale, County of, Alabama
36. Dallas, County of, Alabama
37. Daphne, City of, Alabama
38. Decatur, City of, Alabama
39. DeKalb, County of, Alabama
40. Dothan, City of, Alabama
41. Elmore, County of, Alabama
42. Enterprise, City of, Alabama
43. Escambia, County of, Alabama
44. Etowah, County of, Alabama
45. Eufaula, City of, Alabama
46. Fairfield, City of, Alabama
FH11185097.1
47. Fairhope, City of, Alabama
48. Fayette, County of, Alabama
49. Florence, City of, Alabama
50. Foley, City of, Alabama
51. Fort Payne, City of, Alabama
52. Franklin, County of, Alabama
53. Gadsden, City of, Alabama
54. Gardendale, City of, Alabama
55. Geneva, County of, Alabama
56. Gulf Shores, City of, Alabama
57. Hale, County of, Alabama
58. Hartselle, City of, Alabama
59. Helena, City of, Alabama
60. Henry, County of, Alabama
61. Homewood, City of, Alabama
62. Hoover, City of, Alabama
63. Houston, County of, Alabama
64. Hueytown, City of, Alabama
65. Huntsville, City of, Alabama
66. Irondale, City of, Alabama
67. Jackson, County of, Alabama
68. Jacksonville, City of, Alabama
69. Jasper, City of, Alabama
70. Jefferson, County of, Alabama
71. Lamar, County of, Alabama
72. Lauderdale, County of, Alabama
73. Lawrence, County of, Alabama
74. Lee, County of, Alabama
75. Leeds, City of, Alabama
76. Limestone, County of, Alabama
77. Macon, County of, Alabama
78. Madison, City of, Alabama
79. Madison, County of, Alabama
80. Marengo, County of, Alabama
81. Marion, County of, Alabama
82. Marshall, County of, Alabama
83. Millbrook, City of, Alabama
84. Mobile, City of, Alabama
85. Mobile, County of, Alabama
86. Monroe, County of, Alabama
87. Montgomery, City of, Alabama
88. Montgomery, County of, Alabama
89. Moody, City of, Alabama
90. Morgan, County of, Alabama
91. Mountain Brook, City of, Alabama
92. Muscle Shoals, City of, Alabama
93. Northport, City of, Alabama
94. Opelika, City of, Alabama
95. Oxford, City of, Alabama
96. Ozark, City of, Alabama
97. Pelham, City of, Alabama
FH11185097.1
98. Pell City, City of, Alabama
99. Phenix City, City of, Alabama
100. Pickens, County of, Alabama
101. Pike, County of, Alabama
102. Pike Road, Town of, Alabama
103. Prattville, City of, Alabama
104. Prichard, City of, Alabama
105. Randolph, County of, Alabama
106. Russell, County of, Alabama
107. Saraland, City of, Alabama
108. Scottsboro, City of, Alabama
109. Selma, City of, Alabama
110. Shelby, County of, Alabama
111. St. Clair, County of, Alabama
112. Sumter, County of, Alabama
113. Sylacauga, City of, Alabama
114. Talladega, City of, Alabama
115. Talladega, County of, Alabama
116. Tallapoosa, County of, Alabama
117. Troy, City of, Alabama
118. Trussville, City of, Alabama
119. Tuscaloosa, City of, Alabama
120. Tuscaloosa, County of, Alabama
121. Vestavia Hills, City of, Alabama
122. Walker, County of, Alabama
123. Washington, County of, Alabama
124. Wilcox, County of, Alabama
125. Winston, County of, Alabama
126. Anchorage, Municipality of, Alaska
127. Fairbanks, City of, Alaska
128. Fairbanks North Star, Borough of, Alaska
129. Juneau, City of/ Borough of, Alaska
130. Kenai Peninsula, Borough of, Alaska
131. Ketchikan Gateway, Borough of, Alaska
132. Kodiak Island, Borough of, Alaska
133. Matanuska-Susitna, Borough of, Alaska
134. Wasilla, City of, Alaska
135. Apache, County of, Arizona
136. Apache Junction, City of, Arizona
137. Avondale, City of, Arizona
138. Buckeye, City of, Arizona
139. Bullhead City, City of, Arizona
140. Camp Verde, Town of, Arizona
141. Casa Grande, City of, Arizona
142. Chandler, City of, Arizona
143. Chino Valley, Town of, Arizona
144. Cochise, County of, Arizona
145. Coconino, County of, Arizona
146. Coolidge, City of, Arizona
147. Cottonwood, City of, Arizona
148. Douglas, City of, Arizona
FH11185097.1
149. El Mirage, City of, Arizona
150. Eloy, City of, Arizona
151. Flagstaff, City of, Arizona
152. Florence, Town of, Arizona
153. Fountain Hills, Town of, Arizona
154. Gila, County of, Arizona
155. Gilbert, Town of, Arizona
156. Glendale, City of, Arizona
157. Goodyear, City of, Arizona
158. Graham, County of, Arizona
159. Kingman, City of, Arizona
160. La Paz, County of, Arizona
161. Lake Havasu City, City of, Arizona
162. Marana, Town of, Arizona
163. Maricopa, City of, Arizona
164. Maricopa, County of, Arizona
165. Mesa, City of, Arizona
166. Mohave, County of, Arizona
167. Navajo, County of, Arizona
168. Nogales, City of, Arizona
169. Oro Valley, Town of, Arizona
170. Paradise Valley, Town of, Arizona
171. Payson, Town of, Arizona
172. Peoria, City of, Arizona
173. Phoenix, City of, Arizona
174. Pima, County of, Arizona
175. Pinal, County of, Arizona
176. Prescott, City of, Arizona
177. Prescott Valley, Town of, Arizona
178. Queen Creek, Town of, Arizona
179. Sahuarita, Town of, Arizona
180. San Luis, City of, Arizona
181. Santa Cruz, County of, Arizona
182. Scottsdale, City of, Arizona
183. Sedona, City of, Arizona
184. Show Low, City of, Arizona
185. Sierra Vista, City of, Arizona
186. Somerton, City of, Arizona
187. Surprise, City of, Arizona
188. Tempe, City of, Arizona
189. Tucson, City of, Arizona
190. Yavapai, County of, Arizona
191. Yuma, City of, Arizona
192. Yuma, County of, Arizona
193. Arkadelphia, City of, Arkansas
194. Arkansas, County of, Arkansas
195. Ashley, County of, Arkansas
196. Batesville, City of, Arkansas
197. Baxter, County of, Arkansas
198. Bella Vista, City of, Arkansas
199. Benton, City of, Arkansas
FH11185097.1
200. Benton, County of, Arkansas
201. Bentonville, City of, Arkansas
202. Blytheville, City of, Arkansas
203. Boone, County of, Arkansas
204. Bradley, County of, Arkansas
205. Bryant, City of, Arkansas
206. Cabot, City of, Arkansas
207. Camden, City of, Arkansas
208. Carroll, County of, Arkansas
209. Centerton, City of, Arkansas
210. Chicot, County of, Arkansas
211. Clark, County of, Arkansas
212. Clay, County of, Arkansas
213. Cleburne, County of, Arkansas
214. Columbia, County of, Arkansas
215. Conway, City of, Arkansas
216. Conway, County of, Arkansas
217. Craighead, County of, Arkansas
218. Crawford, County of, Arkansas
219. Crittenden, County of, Arkansas
220. Cross, County of, Arkansas
221. Desha, County of, Arkansas
222. Drew, County of, Arkansas
223. El Dorado, City of, Arkansas
224. Faulkner, County of, Arkansas
225. Fayetteville, City of, Arkansas
226. Forrest City, City of, Arkansas
227. Fort Smith, City of, Arkansas
228. Franklin, County of, Arkansas
229. Fulton, County of, Arkansas
230. Garland, County of, Arkansas
231. Grant, County of, Arkansas
232. Greene, County of, Arkansas
233. Harrison, City of, Arkansas
234. Helena-West Helena, City of, Arkansas
235. Hempstead, County of, Arkansas
236. Hot Spring, County of, Arkansas
237. Hot Springs, City of, Arkansas
238. Howard, County of, Arkansas
239. Independence, County of, Arkansas
240. Izard, County of, Arkansas
241. Jackson, County of, Arkansas
242. Jacksonville, City of, Arkansas
243. Jefferson, County of, Arkansas
244. Johnson, County of, Arkansas
245. Jonesboro, City of, Arkansas
246. Lawrence, County of, Arkansas
247. Lincoln, County of, Arkansas
248. Little River, County of, Arkansas
249. Little Rock, City of, Arkansas
250. Logan, County of, Arkansas
FH11185097.1
251. Lonoke, County of, Arkansas
252. Madison, County of, Arkansas
253. Magnolia, City of, Arkansas
254. Malvern, City of, Arkansas
255. Marion, City of, Arkansas
256. Marion, County of, Arkansas
257. Maumelle, City of, Arkansas
258. Miller, County of, Arkansas
259. Mississippi, County of, Arkansas
260. Mountain Home, City of, Arkansas
261. North Little Rock, City of, Arkansas
262. Ouachita, County of, Arkansas
263. Paragould, City of, Arkansas
264. Perry, County of, Arkansas
265. Phillips, County of, Arkansas
266. Pike, County of, Arkansas
267. Pine Bluff, City of, Arkansas
268. Poinsett, County of, Arkansas
269. Polk, County of, Arkansas
270. Pope, County of, Arkansas
271. Pulaski, County of, Arkansas
272. Randolph, County of, Arkansas
273. Rogers, City of, Arkansas
274. Russellville, City of, Arkansas
275. Saline, County of, Arkansas
276. Scott, County of, Arkansas
277. Searcy, City of, Arkansas
278. Sebastian, County of, Arkansas
279. Sevier, County of, Arkansas
280. Sharp, County of, Arkansas
281. Sherwood, City of, Arkansas
282. Siloam Springs, City of, Arkansas
283. Springdale, City of, Arkansas
284. St. Francis, County of, Arkansas
285. Stone, County of, Arkansas
286. Texarkana, City of, Arkansas
287. Union, County of, Arkansas
288. Van Buren, City of, Arkansas
289. Van Buren, County of, Arkansas
290. Washington, County of, Arkansas
291. West Memphis, City of, Arkansas
292. White, County of, Arkansas
293. Yell, County of, Arkansas
294. Adelanto, City of, California
295. Agoura Hills, City of, California
296. Alameda, City of, California
297. Alameda, County of, California
298. Albany, City of, California
299. Alhambra, City of, California
300. Aliso Viejo, City of, California
301. Amador, County of, California
FH11185097.1
302. American Canyon, City of, California
303. Anaheim, City of, California
304. Anderson, City of, California
305. Antioch, City of, California
306. Apple Valley, Town of, California
307. Arcadia, City of, California
308. Arcata, City of, California
309. Arroyo Grande, City of, California
310. Artesia, City of, California
311. Arvin, City of, California
312. Atascadero, City of, California
313. Atwater, City of, California
314. Auburn, City of, California
315. Avenal, City of, California
316. Azusa, City of, California
317. Bakersfield, City of, California
318. Baldwin Park, City of, California
319. Banning, City of, California
320. Barstow, City of, California
321. Beaumont, City of, California
322. Bell, City of, California
323. Bell Gardens, City of, California
324. Bellflower, City of, California
325. Belmont, City of, California
326. Benicia, City of, California
327. Berkeley, City of, California
328. Beverly Hills, City of, California
329. Blythe, City of, California
330. Brawley, City of, California
331. Brea, City of, California
332. Brentwood, City of, California
333. Buena Park, City of, California
334. Burbank, City of, California
335. Burlingame, City of, California
336. Butte, County of, California
337. Calabasas, City of, California
338. Calaveras, County of, California
339. Calexico, City of, California
340. California City, City of, California
341. Camarillo, City of, California
342. Campbell, City of, California
343. Canyon Lake, City of, California
344. Capitola, City of, California
345. Carlsbad, City of, California
346. Carpinteria, City of, California
347. Carson, City of, California
348. Cathedral City, City of, California
349. Ceres, City of, California
350. Cerritos, City of, California
351. Chico, City of, California
352. Chino, City of, California
FH11185097.1
353. Chino Hills, City of, California
354. Chowchilla, City of, California
355. Chula Vista, City of, California
356. Citrus Heights, City of, California
357. Claremont, City of, California
358. Clayton, City of, California
359. Clearlake, City of, California
360. Clovis, City of, California
361. Coachella, City of, California
362. Coalinga, City of, California
363. Colton, City of, California
364. Colusa, County of, California
365. Commerce, City of, California
366. Compton, City of, California
367. Concord, City of, California
368. Contra Costa, County of, California
369. Corcoran, City of, California
370. Corona, City of, California
371. Coronado, City of, California
372. Costa Mesa, City of, California
373. Covina, City of, California
374. Cudahy, City of, California
375. Culver City, City of, California
376. Cupertino, City of, California
377. Cypress, City of, California
378. Daly City, City of, California
379. Dana Point, City of, California
380. Danville, Town of, California
381. Davis, City of, California
382. Del Norte, County of, California
383. Delano, City of, California
384. Desert Hot Springs, City of, California
385. Diamond Bar, City of, California
386. Dinuba, City of, California
387. Dixon, City of, California
388. Downey, City of, California
389. Duarte, City of, California
390. Dublin, City of, California
391. East Palo Alto, City of, California
392. Eastvale, City of, California
393. El Cajon, City of, California
394. El Centro, City of, California
395. El Cerrito, City of, California
396. El Dorado, County of, California
397. El Monte, City of, California
398. El Paso de Robles (Paso Robles), City of, California 399. El Segundo, City of, California
400. Elk Grove, City of, California
401. Emeryville, City of, California
402. Encinitas, City of, California
403. Escondido, City of, California
FH11185097.1
404. Eureka, City of, California
405. Exeter, City of, California
406. Fairfield, City of, California
407. Farmersville, City of, California
408. Fillmore, City of, California
409. Folsom, City of, California
410. Fontana, City of, California
411. Fortuna, City of, California
412. Foster City, City of, California
413. Fountain Valley, City of, California
414. Fremont, City of, California
415. Fresno, City of, California
416. Fresno, County of, California
417. Fullerton, City of, California
418. Galt, City of, California
419. Garden Grove, City of, California
420. Gardena, City of, California
421. Gilroy, City of, California
422. Glendale, City of, California
423. Glendora, City of, California
424. Glenn, County of, California
425. Goleta, City of, California
426. Grand Terrace, City of, California
427. Grass Valley, City of, California
428. Greenfield, City of, California
429. Grover Beach, City of, California
430. Half Moon Bay, City of, California
431. Hanford, City of, California
432. Hawaiian Gardens, City of, California
433. Hawthorne, City of, California
434. Hayward, City of, California
435. Healdsburg, City of, California
436. Hemet, City of, California
437. Hercules, City of, California
438. Hermosa Beach, City of, California
439. Hesperia, City of, California
440. Highland, City of, California
441. Hillsborough, Town of, California
442. Hollister, City of, California
443. Humboldt, County of, California
444. Huntington Beach, City of, California
445. Huntington Park, City of, California
446. Imperial Beach, City of, California
447. Imperial, City of, California
448. Imperial, County of, California
449. Indio, City of, California
450. Inglewood, City of, California
451. Inyo, County of, California
452. Irvine, City of, California
453. Jurupa Valley, City of, California
454. Kerman, City of, California
FH11185097.1
455. Kern, County of, California
456. King City, City of, California
457. Kings, County of, California
458. Kingsburg, City of, California
459. La Cañada Flintridge, City of, California
460. La Habra, City of, California
461. La Mesa, City of, California
462. La Mirada, City of, California
463. La Palma, City of, California
464. La Puente, City of, California
465. La Quinta, City of, California
466. La Verne, City of, California
467. Lafayette, City of, California
468. Laguna Beach, City of, California
469. Laguna Hills, City of, California
470. Laguna Niguel, City of, California
471. Laguna Woods, City of, California
472. Lake, County of, California
473. Lake Elsinore, City of, California
474. Lake Forest, City of, California
475. Lakewood, City of, California
476. Lancaster, City of, California
477. Larkspur, City of, California
478. Lassen, County of, California
479. Lathrop, City of, California
480. Lawndale, City of, California
481. Lemon Grove, City of, California
482. Lemoore, City of, California
483. Lincoln, City of, California
484. Lindsay, City of, California
485. Livermore, City of, California
486. Livingston, City of, California
487. Lodi, City of, California
488. Loma Linda, City of, California
489. Lomita, City of, California
490. Lompoc, City of, California
491. Long Beach, City of, California
492. Los Alamitos, City of, California
493. Los Altos, City of, California
494. Los Angeles, City of, California
495. Los Angeles, County of, California
496. Los Banos, City of, California
497. Los Gatos, Town of, California
498. Lynwood, City of, California
499. Madera, City of, California
500. Madera, County of, California
501. Malibu, City of, California
502. Manhattan Beach, City of, California
503. Manteca, City of, California
504. Marin, County of, California
505. Marina, City of, California
FH11185097.1
506. Mariposa, County of, California
507. Martinez, City of, California
508. Marysville, City of, California
509. Maywood, City of, California
510. McFarland, City of, California
511. Mendocino, County of, California
512. Mendota, City of, California
513. Menifee, City of, California
514. Menlo Park, City of, California
515. Merced, City of, California
516. Merced, County of, California
517. Mill Valley, City of, California
518. Millbrae, City of, California
519. Milpitas, City of, California
520. Mission Viejo, City of, California
521. Modesto, City of, California
522. Mono, County of, California
523. Monrovia, City of, California
524. Montclair, City of, California
525. Montebello, City of, California
526. Monterey, City of, California
527. Monterey, County of, California
528. Monterey Park, City of, California
529. Moorpark, City of, California
530. Moraga, Town of, California
531. Moreno Valley, City of, California
532. Morgan Hill, City of, California
533. Morro Bay, City of, California
534. Mountain View, City of, California
535. Murrieta, City of, California
536. Napa, City of, California
537. Napa, County of, California
538. National City, City of, California
539. Nevada, County of, California
540. Newark, City of, California
541. Newman, City of, California
542. Newport Beach, City of, California
543. Norco, City of, California
544. Norwalk, City of, California
545. Novato, City of, California
546. Oakdale, City of, California
547. Oakland, City of, California
548. Oakley, City of, California
549. Oceanside, City of, California
550. Ontario, City of, California
551. Orange, City of, California
552. Orange, County of, California
553. Orange Cove, City of, California
554. Orinda, City of, California
555. Oroville, City of, California
556. Oxnard, City of, California
FH11185097.1
557. Pacific Grove, City of, California
558. Pacifica, City of, California
559. Palm Desert, City of, California
560. Palm Springs, City of, California
561. Palmdale, City of, California
562. Palo Alto, City of, California
563. Palos Verdes Estates, City of, California
564. Paramount, City of, California
565. Parlier, City of, California
566. Pasadena, City of, California
567. Patterson, City of, California
568. Perris, City of, California
569. Petaluma, City of, California
570. Pico Rivera, City of, California
571. Piedmont, City of, California
572. Pinole, City of, California
573. Pittsburg, City of, California
574. Placentia, City of, California
575. Placer, County of, California
576. Placerville, City of, California
577. Pleasant Hill, City of, California
578. Pleasanton, City of, California
579. Plumas, County of, California
580. Pomona, City of, California
581. Port Hueneme, City of, California
582. Porterville, City of, California
583. Poway, City of, California
584. Rancho Cordova, City of, California
585. Rancho Cucamonga, City of, California
586. Rancho Mirage, City of, California
587. Rancho Palos Verdes, City of, California
588. Rancho Santa Margarita, City of, California
589. Red Bluff, City of, California
590. Redding, City of, California
591. Redlands, City of, California
592. Redondo Beach, City of, California
593. Redwood City, City of, California
594. Reedley, City of, California
595. Rialto, City of, California
596. Richmond, City of, California
597. Ridgecrest, City of, California
598. Ripon, City of, California
599. Riverbank, City of, California
600. Riverside, City of, California
601. Riverside, County of, California
602. Rocklin, City of, California
603. Rohnert Park, City of, California
604. Rosemead, City of, California
605. Roseville, City of, California
606. Sacramento, City of, California
607. Sacramento, County of, California
FH11185097.1
608. Salinas, City of, California
609. San Anselmo, Town of, California
610. San Benito, County of, California
611. San Bernardino, City of, California
612. San Bernardino, County of, California
613. San Bruno, City of, California
614. San Buenaventura (Ventura), City of, California
615. San Carlos, City of, California
616. San Clemente, City of, California
617. San Diego, City of, California
618. San Diego, County of, California
619. San Dimas, City of, California
620. San Fernando, City of, California
621. San Francisco, City of/ County of, California
622. San Gabriel, City of, California
623. San Jacinto, City of, California
624. San Joaquin, County of, California
625. San Jose, City of, California
626. San Juan Capistrano, City of, California
627. San Leandro, City of, California
628. San Luis Obispo, City of, California
629. San Luis Obispo, County of, California
630. San Marcos, City of, California
631. San Marino, City of, California
632. San Mateo, City of, California
633. San Mateo, County of, California
634. San Pablo, City of, California
635. San Rafael, City of, California
636. San Ramon, City of, California
637. Sanger, City of, California
638. Santa Ana, City of, California
639. Santa Barbara, City of, California
640. Santa Barbara, County of, California
641. Santa Clara, City of, California
642. Santa Clara, County of, California
643. Santa Clarita, City of, California
644. Santa Cruz, City of, California
645. Santa Cruz, County of, California
646. Santa Fe Springs, City of, California
647. Santa Maria, City of, California
648. Santa Monica, City of, California
649. Santa Paula, City of, California
650. Santa Rosa, City of, California
651. Santee, City of, California
652. Saratoga, City of, California
653. Scotts Valley, City of, California
654. Seal Beach, City of, California
655. Seaside, City of, California
656. Selma, City of, California
657. Shafter, City of, California
658. Shasta, County of, California
FH11185097.1
659. Shasta Lake, City of, California
660. Sierra Madre, City of, California
661. Signal Hill, City of, California
662. Simi Valley, City of, California
663. Siskiyou, County of, California
664. Solana Beach, City of, California
665. Solano, County of, California
666. Soledad, City of, California
667. Sonoma, City of, California
668. Sonoma, County of, California
669. South El Monte, City of, California
670. South Gate, City of, California
671. South Lake Tahoe, City of, California
672. South Pasadena, City of, California
673. South San Francisco, City of, California
674. Stanislaus, County of, California
675. Stanton, City of, California
676. Stockton, City of, California
677. Suisun City, City of, California
678. Sunnyvale, City of, California
679. Susanville, City of, California
680. Sutter, County of, California
681. Tehachapi, City of, California
682. Tehama, County of, California
683. Temecula, City of, California
684. Temple City, City of, California
685. Thousand Oaks, City of, California
686. Torrance, City of, California
687. Tracy, City of, California
688. Trinity, County of, California
689. Truckee, Town of, California
690. Tulare, City of, California
691. Tulare, County of, California
692. Tuolumne, County of, California
693. Turlock, City of, California
694. Tustin, City of, California
695. Twentynine Palms, City of, California
696. Ukiah, City of, California
697. Union City, City of, California
698. Upland, City of, California
699. Vacaville, City of, California
700. Vallejo, City of, California
701. Ventura, County of, California
702. Victorville, City of, California
703. Visalia, City of, California
704. Vista, City of, California
705. Walnut, City of, California
706. Walnut Creek, City of, California
707. Wasco, City of, California
708. Watsonville, City of, California
709. West Covina, City of, California
FH11185097.1
710. West Hollywood, City of, California
711. West Sacramento, City of, California
712. Westminster, City of, California
713. Whittier, City of, California
714. Wildomar, City of, California
715. Windsor, Town of, California
716. Woodland, City of, California
717. Yolo, County of, California
718. Yorba Linda, City of, California
719. Yuba City, City of, California
720. Yuba, County of, California
721. Yucaipa, City of, California
722. Yucca Valley, Town of, California
723. Adams, County of, Colorado
724. Alamosa, County of, Colorado
725. Arapahoe, County of, Colorado
726. Archuleta, County of, Colorado
727. Arvada, City of, Colorado
728. Aurora, City of, Colorado
729. Boulder, City of, Colorado
730. Boulder, County of, Colorado
731. Brighton, City of, Colorado
732. Broomfield, City of/ County of, Colorado
733. Cañon City, City of, Colorado
734. Castle Pines, City of, Colorado
735. Castle Rock, Town of, Colorado
736. Centennial, City of, Colorado
737. Chaffee, County of, Colorado
738. Colorado Springs, City of, Colorado
739. Commerce City, City of, Colorado
740. Delta, County of, Colorado
741. Denver, City of/ County of, Colorado
742. Douglas, County of, Colorado
743. Durango, City of, Colorado
744. Eagle, County of, Colorado
745. El Paso, County of, Colorado
746. Elbert, County of, Colorado
747. Englewood, City of, Colorado
748. Erie, Town of, Colorado
749. Evans, City of, Colorado
750. Federal Heights, City of, Colorado
751. Firestone, Town of, Colorado
752. Fort Collins, City of, Colorado
753. Fort Morgan, City of, Colorado
754. Fountain, City of, Colorado
755. Frederick, Town of, Colorado
756. Fremont, County of, Colorado
757. Fruita, City of, Colorado
758. Garfield, County of, Colorado
759. Golden, City of, Colorado
760. Grand, County of, Colorado
FH11185097.1
761. Grand Junction, City of, Colorado
762. Greeley, City of, Colorado
763. Greenwood, Village of/ City of, Colorado
764. Gunnison, County of, Colorado
765. Jefferson, County of, Colorado
766. Johnstown, Town of, Colorado
767. La Plata, County of, Colorado
768. Lafayette, City of, Colorado
769. Lakewood, City of, Colorado
770. Larimer, County of, Colorado
771. Las Animas, County of, Colorado
772. Littleton, City of, Colorado
773. Logan, County of, Colorado
774. Lone Tree, City of, Colorado
775. Longmont, City of, Colorado
776. Louisville, City of, Colorado
777. Loveland, City of, Colorado
778. Mesa, County of, Colorado
779. Moffat, County of, Colorado
780. Montezuma, County of, Colorado
781. Montrose, City of, Colorado
782. Montrose, County of, Colorado
783. Morgan, County of, Colorado
784. Northglenn, City of, Colorado
785. Otero, County of, Colorado
786. Park, County of, Colorado
787. Parker, Town of, Colorado
788. Pitkin, County of, Colorado
789. Prowers, County of, Colorado
790. Pueblo, City of, Colorado
791. Pueblo, County of, Colorado
792. Rio Grande, County of, Colorado
793. Routt, County of, Colorado
794. Steamboat Springs, City of, Colorado
795. Sterling, City of, Colorado
796. Summit, County of, Colorado
797. Superior, Town of, Colorado
798. Teller, County of, Colorado
799. Thornton, City of, Colorado
800. Weld, County of, Colorado
801. Wellington, Town of, Colorado
802. Westminster, City of, Colorado
803. Wheat Ridge, City of, Colorado
804. Windsor, Town of, Colorado
805. Yuma, County of, Colorado
806. Ansonia, Town of/ City of, Connecticut
807. Avon, Town of, Connecticut
808. Berlin, Town of, Connecticut
809. Bethel, Town of, Connecticut
810. Bloomfield, Town of, Connecticut
811. Branford, Town of, Connecticut
FH11185097.1
812. Bridgeport, Town of/ City of, Connecticut
813. Bristol, City of/ Town of, Connecticut
814. Brookfield, Town of, Connecticut
815. Canton, Town of, Connecticut
816. Cheshire, Town of, Connecticut
817. Clinton, Town of, Connecticut
818. Colchester, Town of, Connecticut
819. Coventry, Town of, Connecticut
820. Cromwell, Town of, Connecticut
821. Danbury, City of/ Town of, Connecticut
822. Darien, Town of, Connecticut
823. Derby, City of/ Town of, Connecticut
824. East Hampton, Town of, Connecticut
825. East Hartford, Town of, Connecticut
826. East Haven, Town of, Connecticut
827. East Lyme, Town of, Connecticut
828. East Windsor, Town of, Connecticut
829. Ellington, Town of, Connecticut
830. Enfield, Town of, Connecticut
831. Fairfield, Town of, Connecticut
832. Farmington, Town of, Connecticut
833. Glastonbury, Town of, Connecticut
834. Granby, Town of, Connecticut
835. Greenwich, Town of, Connecticut
836. Griswold, Town of, Connecticut
837. Groton, Town of, Connecticut
838. Guilford, Town of, Connecticut
839. Hamden, Town of, Connecticut
840. Hartford, City of/ Town of, Connecticut
841. Killingly, Town of, Connecticut
842. Ledyard, Town of, Connecticut
843. Madison, Town of, Connecticut
844. Manchester, Town of, Connecticut
845. Mansfield, Town of, Connecticut
846. Meriden, City of/ Town of, Connecticut
847. Middletown, City of/ Town of, Connecticut
848. Milford, City of, Connecticut
849. Milford, Town of, Connecticut
850. Monroe, Town of, Connecticut
851. Montville, Town of, Connecticut
852. Naugatuck, Borough of/ Town of, Connecticut
853. New Britain, Town of/ City of, Connecticut
854. New Canaan, Town of, Connecticut
855. New Fairfield, Town of, Connecticut
856. New Haven, Town of/ City of, Connecticut
857. New London, City of/ Town of, Connecticut
858. New Milford, Town of, Connecticut
859. Newington, Town of, Connecticut
860. Newtown, Town of, Connecticut
861. North Branford, Town of, Connecticut
862. North Haven, Town of, Connecticut
FH11185097.1
863. Norwalk, City of/ Town of, Connecticut
864. Norwich, City of/ Town of, Connecticut
865. Old Saybrook, Town of, Connecticut
866. Orange, Town of, Connecticut
867. Oxford, Town of, Connecticut
868. Plainfield, Town of, Connecticut
869. Plainville, Town of, Connecticut
870. Plymouth, Town of, Connecticut
871. Ridgefield, Town of, Connecticut
872. Rocky Hill, Town of, Connecticut
873. Seymour, Town of, Connecticut
874. Shelton, City of/ Town of, Connecticut
875. Simsbury, Town of, Connecticut
876. Somers, Town of, Connecticut
877. South Windsor, Town of, Connecticut
878. Southbury, Town of, Connecticut
879. Southington, Town of, Connecticut
880. Stafford, Town of, Connecticut
881. Stamford, City of/ Town of, Connecticut
882. Stonington, Town of, Connecticut
883. Stratford, Town of, Connecticut
884. Suffield, Town of, Connecticut
885. Tolland, Town of, Connecticut
886. Torrington, City of/ Town of, Connecticut
887. Trumbull, Town of, Connecticut
888. Vernon, Town of, Connecticut
889. Wallingford, Town of, Connecticut
890. Waterbury, City of/ Town of, Connecticut
891. Waterford, Town of, Connecticut
892. Watertown, Town of, Connecticut
893. West Hartford, Town of, Connecticut
894. West Haven, City of/ Town of, Connecticut
895. Weston, Town of, Connecticut
896. Westport, Town of, Connecticut
897. Wethersfield, Town of, Connecticut
898. Wilton, Town of, Connecticut
899. Winchester, Town of, Connecticut
900. Windham, Town of, Connecticut
901. Windsor Locks, Town of, Connecticut
902. Windsor, Town of, Connecticut
903. Wolcott, Town of, Connecticut
904. Dover, City of, Delaware
905. Kent, County of, Delaware
906. Middletown, Town of, Delaware
907. Milford, City of, Delaware
908. New Castle, County of, Delaware
909. Newark, City of, Delaware
910. Smyrna, Town of, Delaware
911. Sussex, County of, Delaware
912. Wilmington, City of, Delaware
913. Acworth, City of, Georgia
FH11185097.1
914. Albany, City of, Georgia
915. Alpharetta, City of, Georgia
916. Americus, City of, Georgia
917. Appling, County of, Georgia
918. Athens-Clarke County, Unified Government of, Georgia 919. Atlanta, City of, Georgia
920. Augusta-Richmond County, Consolidated Government of, Georgia 921. Bacon, County of, Georgia
922. Bainbridge, City of, Georgia
923. Baldwin, County of, Georgia
924. Banks, County of, Georgia
925. Barrow, County of, Georgia
926. Bartow, County of, Georgia
927. Ben Hill, County of, Georgia
928. Berrien, County of, Georgia
929. Bleckley, County of, Georgia
930. Brantley, County of, Georgia
931. Braselton, Town of, Georgia
932. Brookhaven, City of, Georgia
933. Brooks, County of, Georgia
934. Brunswick, City of, Georgia
935. Bryan, County of, Georgia
936. Buford, City of, Georgia
937. Bulloch, County of, Georgia
938. Burke, County of, Georgia
939. Butts, County of, Georgia
940. Calhoun, City of, Georgia
941. Camden, County of, Georgia
942. Candler, County of, Georgia
943. Canton, City of, Georgia
944. Carroll, County of, Georgia
945. Carrollton, City of, Georgia
946. Cartersville, City of, Georgia
947. Catoosa, County of, Georgia
948. Chamblee, City of, Georgia
949. Charlton, County of, Georgia
950. Chatham, County of, Georgia
951. Chattooga, County of, Georgia
952. Cherokee, County of, Georgia
953. Clarkston, City of, Georgia
954. Clayton, County of, Georgia
955. Cobb, County of, Georgia
956. Coffee, County of, Georgia
957. College Park, City of, Georgia
958. Colquitt, County of, Georgia
959. Columbia, County of, Georgia
960. Columbus, City of, Georgia
961. Columbus, City of/ Muscogee, County of, Georgia
962. Conyers, City of, Georgia
963. Cook, County of, Georgia
964. Cordele, City of, Georgia
FH11185097.1
965. Covington, City of, Georgia
966. Coweta, County of, Georgia
967. Crawford, County of, Georgia
968. Crisp, County of, Georgia
969. Cusseta-Chattahoochee County, Unified Government of, Georgia 970. Dade, County of, Georgia
971. Dallas, City of, Georgia
972. Dalton, City of, Georgia
973. Dawson, County of, Georgia
974. Decatur, City of, Georgia
975. Decatur, County of, Georgia
976. DeKalb, County of, Georgia
977. Dodge, County of, Georgia
978. Dooly, County of, Georgia
979. Doraville, City of, Georgia
980. Dougherty, County of, Georgia
981. Douglas, City of, Georgia
982. Douglas, County of, Georgia
983. Douglasville, City of, Georgia
984. Dublin, City of, Georgia
985. Duluth, City of, Georgia
986. Dunwoody, City of, Georgia
987. Early, County of, Georgia
988. East Point, City of, Georgia
989. Effingham, County of, Georgia
990. Elbert, County of, Georgia
991. Emanuel, County of, Georgia
992. Evans, County of, Georgia
993. Fairburn, City of, Georgia
994. Fannin, County of, Georgia
995. Fayette, County of, Georgia
996. Fayetteville, City of, Georgia
997. Floyd, County of, Georgia
998. Forest Park, City of, Georgia
999. Forsyth, County of, Georgia
1000. Franklin, County of, Georgia
1001. Fulton, County of, Georgia
1002. Gainesville, City of, Georgia
1003. Gilmer, County of, Georgia
1004. Glynn, County of, Georgia
1005. Gordon, County of, Georgia
1006. Grady, County of, Georgia
1007. Greene, County of, Georgia
1008. Griffin, City of, Georgia
1009. Grovetown, City of, Georgia
1010. Gwinnett, County of, Georgia
1011. Habersham, County of, Georgia
1012. Hall, County of, Georgia
1013. Haralson, County of, Georgia
1014. Harris, County of, Georgia
1015. Hart, County of, Georgia
FH11185097.1
1016. Heard, County of, Georgia
1017. Henry, County of, Georgia
1018. Hinesville, City of, Georgia
1019. Holly Springs, City of, Georgia
1020. Houston, County of, Georgia
1021. Jackson, County of, Georgia
1022. Jasper, County of, Georgia
1023. Jeff Davis, County of, Georgia
1024. Jefferson, City of, Georgia
1025. Jefferson, County of, Georgia
1026. Johns Creek, City of, Georgia
1027. Jones, County of, Georgia
1028. Kennesaw, City of, Georgia
1029. Kingsland, City of, Georgia
1030. LaGrange, City of, Georgia
1031. Lamar, County of, Georgia
1032. Lanier, County of, Georgia
1033. Laurens, County of, Georgia
1034. Lawrenceville, City of, Georgia
1035. Lee, County of, Georgia
1036. Liberty, County of, Georgia
1037. Lilburn, City of, Georgia
1038. Loganville, City of, Georgia
1039. Long, County of, Georgia
1040. Lowndes, County of, Georgia
1041. Lumpkin, County of, Georgia
1042. Macon, County of, Georgia
1043. Macon-Bibb, County of, Georgia
1044. Madison, County of, Georgia
1045. Marietta, City of, Georgia
1046. McDonough, City of, Georgia
1047. McDuffie, County of, Georgia
1048. McIntosh, County of, Georgia
1049. Meriwether, County of, Georgia
1050. Milledgeville, City of, Georgia
1051. Milton, City of, Georgia
1052. Mitchell, County of, Georgia
1053. Monroe, City of, Georgia
1054. Monroe, County of, Georgia
1055. Morgan, County of, Georgia
1056. Moultrie, City of, Georgia
1057. Murray, County of, Georgia
1058. Newnan, City of, Georgia
1059. Newton, County of, Georgia
1060. Norcross, City of, Georgia
1061. Oconee, County of, Georgia
1062. Oglethorpe, County of, Georgia
1063. Paulding, County of, Georgia
1064. Peach, County of, Georgia
1065. Peachtree City, City of, Georgia
1066. Peachtree Corners, City of, Georgia
FH11185097.1
1067. Perry, City of, Georgia
1068. Pickens, County of, Georgia
1069. Pierce, County of, Georgia
1070. Pike, County of, Georgia
1071. Polk, County of, Georgia
1072. Pooler, City of, Georgia
1073. Powder Springs, City of, Georgia
1074. Pulaski, County of, Georgia
1075. Putnam, County of, Georgia
1076. Rabun, County of, Georgia
1077. Richmond Hill, City of, Georgia
1078. Rincon, City of, Georgia
1079. Riverdale, City of, Georgia
1080. Rockdale, County of, Georgia
1081. Rome, City of, Georgia
1082. Roswell, City of, Georgia
1083. Sandy Springs, City of, Georgia
1084. Savannah, City of, Georgia
1085. Screven, County of, Georgia
1086. Smyrna, City of, Georgia
1087. Snellville, City of, Georgia
1088. South Fulton, City of, Georgia
1089. Spalding, County of, Georgia
1090. St. Marys, City of, Georgia
1091. Statesboro, City of, Georgia
1092. Stephens, County of, Georgia
1093. Stockbridge, City of, Georgia
1094. Stonecrest, City of, Georgia
1095. Sugar Hill, City of, Georgia
1096. Sumter, County of, Georgia
1097. Suwanee, City of, Georgia
1098. Tattnall, County of, Georgia
1099. Telfair, County of, Georgia
1100. Thomas, County of, Georgia
1101. Thomasville, City of, Georgia
1102. Tift, County of, Georgia
1103. Tifton, City of, Georgia
1104. Toombs, County of, Georgia
1105. Towns, County of, Georgia
1106. Troup, County of, Georgia
1107. Tucker, City of, Georgia
1108. Union City, City of, Georgia
1109. Union, County of, Georgia
1110. Upson, County of, Georgia
1111. Valdosta, City of, Georgia
1112. Vidalia, City of, Georgia
1113. Villa Rica, City of, Georgia
1114. Walker, County of, Georgia
1115. Walton, County of, Georgia
1116. Ware, County of, Georgia
1117. Warner Robins, City of, Georgia
FH11185097.1
1118. Washington, County of, Georgia
1119. Waycross, City of, Georgia
1120. Wayne, County of, Georgia
1121. White, County of, Georgia
1122. Whitfield, County of, Georgia
1123. Winder, City of, Georgia
1124. Woodstock, City of, Georgia
1125. Worth, County of, Georgia
1126. Hawaii, County of, Hawaii
1127. Honolulu, County of/ City of, Hawaii
1128. Kauai, County of, Hawaii
1129. Maui, County of, Hawaii
1130. Ada, County of, Idaho
1131. Ammon, City of, Idaho
1132. Bannock, County of, Idaho
1133. Bingham, County of, Idaho
1134. Blackfoot, City of, Idaho
1135. Blaine, County of, Idaho
1136. Boise City, City of, Idaho
1137. Bonner, County of, Idaho
1138. Bonneville, County of, Idaho
1139. Boundary, County of, Idaho
1140. Burley, City of, Idaho
1141. Caldwell, City of, Idaho
1142. Canyon, County of, Idaho
1143. Cassia, County of, Idaho
1144. Chubbuck, City of, Idaho
1145. Coeur d'Alene, City of, Idaho
1146. Eagle, City of, Idaho
1147. Elmore, County of, Idaho
1148. Franklin, County of, Idaho
1149. Fremont, County of, Idaho
1150. Garden City, City of, Idaho
1151. Gem, County of, Idaho
1152. Gooding, County of, Idaho
1153. Hayden, City of, Idaho
1154. Idaho, County of, Idaho
1155. Idaho Falls, City of, Idaho
1156. Jefferson, County of, Idaho
1157. Jerome, City of, Idaho
1158. Jerome, County of, Idaho
1159. Kootenai, County of, Idaho
1160. Kuna, City of, Idaho
1161. Latah, County of, Idaho
1162. Lewiston, City of, Idaho
1163. Madison, County of, Idaho
1164. Meridian, City of, Idaho
1165. Minidoka, County of, Idaho
1166. Moscow, City of, Idaho
1167. Mountain Home, City of, Idaho
1168. Nampa, City of, Idaho
FH11185097.1
1169. Nez Perce, County of, Idaho
1170. Owyhee, County of, Idaho
1171. Payette, County of, Idaho
1172. Pocatello, City of, Idaho
1173. Post Falls, City of, Idaho
1174. Rexburg, City of, Idaho
1175. Shoshone, County of, Idaho
1176. Star, City of, Idaho
1177. Teton, County of, Idaho
1178. Twin Falls, City of, Idaho
1179. Twin Falls, County of, Idaho
1180. Valley, County of, Idaho
1181. Washington, County of, Idaho
1182. Adams, County of, Illinois
1183. Addison Township, Illinois
1184. Addison, Village of, Illinois
1185. Algonquin Township, Illinois
1186. Algonquin, Village of, Illinois
1187. Alsip, Village of, Illinois
1188. Alton, City of, Illinois
1189. Alton Township, Illinois
1190. Antioch Township, Illinois
1191. Antioch, Village of, Illinois
1192. Arlington Heights, Village of, Illinois
1193. Aurora, City of, Illinois
1194. Aurora Township, Illinois
1195. Aux Sable Township, Illinois
1196. Avon Township, Illinois
1197. Barrington Township, Illinois
1198. Barrington, Village of, Illinois
1199. Bartlett, Village of, Illinois
1200. Batavia, City of, Illinois
1201. Batavia Township, Illinois
1202. Beach Park, Village of, Illinois
1203. Belleville, City of, Illinois
1204. Bellwood, Village of, Illinois
1205. Belvidere, City of, Illinois
1206. Belvidere Township, Illinois
1207. Bensenville, Village of, Illinois
1208. Benton Township, Illinois
1209. Berwyn, City of, Illinois
1210. Berwyn Township, Illinois
1211. Blackberry Township, Illinois
1212. Bloom Township, Illinois
1213. Bloomingdale Township, Illinois
1214. Bloomingdale, Village of, Illinois
1215. Bloomington, City of, Illinois
1216. Bloomington City Township, Illinois
1217. Blue Island, City of, Illinois
1218. Bolingbrook, Village of, Illinois
1219. Bond, County of, Illinois
FH11185097.1
1220. Boone, County of, Illinois
1221. Bourbonnais Township, Illinois
1222. Bourbonnais, Village of, Illinois
1223. Bradley, Village of, Illinois
1224. Bremen Township, Illinois
1225. Bridgeview, Village of, Illinois
1226. Bristol Township, Illinois
1227. Brookfield, Village of, Illinois
1228. Bruce Township, Illinois
1229. Buffalo Grove, Village of, Illinois
1230. Burbank, City of, Illinois
1231. Bureau, County of, Illinois
1232. Burr Ridge, Village of, Illinois
1233. Cahokia, Village of, Illinois
1234. Calumet City, City of, Illinois
1235. Calumet Township, Illinois
1236. Campton Hills, Village of, Illinois
1237. Campton Township, Illinois
1238. Canton, City of, Illinois
1239. Canton Township, Illinois
1240. Capital Township, Illinois
1241. Carbondale, City of, Illinois
1242. Carbondale Township, Illinois
1243. Carol Stream, Village of, Illinois
1244. Carpentersville, Village of, Illinois
1245. Carroll, County of, Illinois
1246. Cary, Village of, Illinois
1247. Caseyville Township, Illinois
1248. Cass, County of, Illinois
1249. Centralia, City of, Illinois
1250. Centralia Township, Illinois
1251. Centreville Township, Illinois
1252. Champaign, City of, Illinois
1253. Champaign City Township, Illinois
1254. Champaign, County of, Illinois
1255. Champaign Township, Illinois
1256. Channahon Township, Illinois
1257. Channahon, Village of, Illinois
1258. Charleston, City of, Illinois
1259. Charleston Township, Illinois
1260. Chatham, Village of, Illinois
1261. Cherry Valley Township, Illinois
1262. Chicago, City of, Illinois
1263. Chicago Heights, City of, Illinois
1264. Chicago Ridge, Village of, Illinois
1265. Christian, County of, Illinois
1266. Cicero, Town of/ Township of, Illinois
1267. Clark, County of, Illinois
1268. Clay, County of, Illinois
1269. Clinton, County of, Illinois
1270. Coles, County of, Illinois
FH11185097.1
1271. Collinsville, City of, Illinois
1272. Collinsville Township, Illinois
1273. Coloma Township, Illinois
1274. Columbia, City of, Illinois
1275. Cook, County of, Illinois
1276. Cortland Township, Illinois
1277. Country Club Hills, City of, Illinois
1278. Crawford, County of, Illinois
1279. Crest Hill, City of, Illinois
1280. Crestwood, Village of, Illinois
1281. Crete Township, Illinois
1282. Crystal Lake, City of, Illinois
1283. Cuba Township, Illinois
1284. Cumberland, County of, Illinois
1285. Cunningham Township, Illinois
1286. Danville, City of, Illinois
1287. Danville Township, Illinois
1288. Darien, City of, Illinois
1289. De Witt, County of, Illinois
1290. Decatur, City of, Illinois
1291. Decatur Township, Illinois
1292. Deerfield, Village of, Illinois
1293. DeKalb, City of, Illinois
1294. DeKalb, County of, Illinois
1295. DeKalb Township, Illinois
1296. Des Plaines, City of, Illinois
1297. Dixon, City of, Illinois
1298. Dixon Township, Illinois
1299. Dolton, Village of, Illinois
1300. Dorr Township, Illinois
1301. Douglas, County of, Illinois
1302. Douglas Township, Illinois
1303. Downers Grove Township, Illinois
1304. Downers Grove, Village of, Illinois
1305. Du Page Township, Illinois
1306. Dundee Township, Illinois
1307. DuPage, County of, Illinois
1308. East Moline, City of, Illinois
1309. East Peoria, City of, Illinois
1310. East St. Louis, City of, Illinois
1311. East St. Louis Township, Illinois
1312. Edgar, County of, Illinois
1313. Edwardsville, City of, Illinois
1314. Edwardsville Township, Illinois
1315. Effingham, City of, Illinois
1316. Effingham, County of, Illinois
1317. Ela Township, Illinois
1318. Elgin, City of, Illinois
1319. Elgin Township, Illinois
1320. Elk Grove Township, Illinois
1321. Elk Grove Village, Village of, Illinois
FH11185097.1
1322. Elmhurst, City of, Illinois
1323. Elmwood Park, Village of, Illinois
1324. Evanston, City of, Illinois
1325. Evergreen Park, Village of, Illinois
1326. Fairview Heights, City of, Illinois
1327. Fayette, County of, Illinois
1328. Flagg Township, Illinois
1329. Fondulac Township, Illinois
1330. Ford, County of, Illinois
1331. Forest Park, Village of, Illinois
1332. Fox Lake, Village of, Illinois
1333. Frankfort Township, Illinois
1334. Frankfort, Village of, Illinois
1335. Franklin, County of, Illinois
1336. Franklin Park, Village of, Illinois
1337. Freeport, City of, Illinois
1338. Freeport Township, Illinois
1339. Fremont Township, Illinois
1340. Fulton, County of, Illinois
1341. Galesburg, City of, Illinois
1342. Galesburg City Township, Illinois
1343. Geneva, City of, Illinois
1344. Geneva Township, Illinois
1345. Glen Carbon, Village of, Illinois
1346. Glen Ellyn, Village of, Illinois
1347. Glendale Heights, Village of, Illinois
1348. Glenview, Village of, Illinois
1349. Godfrey Township, Illinois
1350. Godfrey, Village of, Illinois
1351. Grafton Township, Illinois
1352. Granite City, City of, Illinois
1353. Granite City Township, Illinois
1354. Grant Township, Illinois
1355. Grayslake, Village of, Illinois
1356. Greene, County of, Illinois
1357. Greenwood Township, Illinois
1358. Groveland Township, Illinois
1359. Grundy, County of, Illinois
1360. Gurnee, Village of, Illinois
1361. Hampton Township, Illinois
1362. Hancock, County of, Illinois
1363. Hanover Park, Village of, Illinois
1364. Hanover Township, Illinois
1365. Harlem Township, Illinois
1366. Harrisburg Township, Illinois
1367. Harvey, City of, Illinois
1368. Hazel Crest, Village of, Illinois
1369. Henry, County of, Illinois
1370. Herrin, City of, Illinois
1371. Hickory Hills, City of, Illinois
1372. Hickory Point Township, Illinois
FH11185097.1
1373. Highland Park, City of, Illinois
1374. Hinsdale, Village of, Illinois
1375. Hoffman Estates, Village of, Illinois
1376. Homer Glen, Village of, Illinois
1377. Homer Township, Illinois
1378. Homewood, Village of, Illinois
1379. Huntley, Village of, Illinois
1380. Iroquois, County of, Illinois
1381. Jackson, County of, Illinois
1382. Jacksonville, City of, Illinois
1383. Jarvis Township, Illinois
1384. Jefferson, County of, Illinois
1385. Jersey, County of, Illinois
1386. Jo Daviess, County of, Illinois
1387. Johnson, County of, Illinois
1388. Joliet, City of, Illinois
1389. Joliet Township, Illinois
1390. Justice, Village of, Illinois
1391. Kane, County of, Illinois
1392. Kankakee, City of, Illinois
1393. Kankakee, County of, Illinois
1394. Kankakee Township, Illinois
1395. Kendall, County of, Illinois
1396. Kewanee, City of, Illinois
1397. Knox, County of, Illinois
1398. La Grange Park, Village of, Illinois
1399. La Grange, Village of, Illinois
1400. Lake, County of, Illinois
1401. Lake Forest, City of, Illinois
1402. Lake in the Hills, Village of, Illinois
1403. Lake Villa Township, Illinois
1404. Lake Zurich, Village of, Illinois
1405. Lansing, Village of, Illinois
1406. LaSalle, County of, Illinois
1407. LaSalle Township, Illinois
1408. Lawrence, County of, Illinois
1409. Lee, County of, Illinois
1410. Lemont Township, Illinois
1411. Lemont, Village of, Illinois
1412. Leyden Township, Illinois
1413. Libertyville Township, Illinois
1414. Libertyville, Village of, Illinois
1415. Limestone Township, Illinois
1416. Lincoln, City of, Illinois
1417. Lincolnwood, Village of, Illinois
1418. Lindenhurst, Village of, Illinois
1419. Lisle Township, Illinois
1420. Lisle, Village of, Illinois
1421. Little Rock Township, Illinois
1422. Livingston, County of, Illinois
1423. Lockport, City of, Illinois
FH11185097.1
1424. Lockport Township, Illinois
1425. Logan, County of, Illinois
1426. Lombard, Village of, Illinois
1427. Long Creek Township, Illinois
1428. Loves Park, City of, Illinois
1429. Lyons Township, Illinois
1430. Lyons, Village of, Illinois
1431. Machesney Park, Village of, Illinois
1432. Macomb, City of, Illinois
1433. Macomb City Township, Illinois
1434. Macon, County of, Illinois
1435. Macoupin, County of, Illinois
1436. Madison, County of, Illinois
1437. Mahomet Township, Illinois
1438. Maine Township, Illinois
1439. Manhattan Township, Illinois
1440. Manteno Township, Illinois
1441. Marion, City of, Illinois
1442. Marion, County of, Illinois
1443. Markham, City of, Illinois
1444. Marshall, County of, Illinois
1445. Mason, County of, Illinois
1446. Massac, County of, Illinois
1447. Matteson, Village of, Illinois
1448. Mattoon, City of, Illinois
1449. Mattoon, Township of, Illinois
1450. Maywood, Village of, Illinois
1451. McDonough, County of, Illinois
1452. McHenry, City of, Illinois
1453. McHenry, County of, Illinois
1454. McHenry, Township of, Illinois
1455. McLean, County of, Illinois
1456. Medina, Township of, Illinois
1457. Melrose Park, Village of, Illinois
1458. Menard, County of, Illinois
1459. Mercer, County of, Illinois
1460. Midlothian, Village of, Illinois
1461. Milton Township, Illinois
1462. Minooka, Village of, Illinois
1463. Mokena, Village of, Illinois
1464. Moline, City of, Illinois
1465. Moline, Township of, Illinois
1466. Monee, Township of, Illinois
1467. Monroe, County of, Illinois
1468. Montgomery, County of, Illinois
1469. Montgomery, Village of, Illinois
1470. Moraine, Township of, Illinois
1471. Morgan, County of, Illinois
1472. Morris, City of, Illinois
1473. Morton Grove, Village of, Illinois
1474. Morton, Township of, Illinois
FH11185097.1
1475. Morton, Village of, Illinois
1476. Moultrie, County of, Illinois
1477. Mount Prospect, Village of, Illinois
1478. Mount Vernon, City of, Illinois
1479. Mount Vernon, Township of, Illinois
1480. Mundelein, Village of, Illinois
1481. Nameoki, Township of, Illinois
1482. Naperville, City of, Illinois
1483. Naperville, Township of, Illinois
1484. New Lenox, Township of, Illinois
1485. New Lenox, Village of, Illinois
1486. New Trier, Township of, Illinois
1487. Newell, Township of, Illinois
1488. Niles, Township of, Illinois
1489. Niles, Village of, Illinois
1490. Normal, Town of, Illinois
1491. Normal, Township of, Illinois
1492. Norridge, Village of, Illinois
1493. North Aurora, Village of, Illinois
1494. North Chicago, City of, Illinois
1495. Northbrook, Village of, Illinois
1496. Northfield, Township of, Illinois
1497. Northlake, City of, Illinois
1498. Norwood Park, Township of, Illinois
1499. Nunda, Township of, Illinois
1500. Oak Forest, City of, Illinois
1501. Oak Lawn, Village of, Illinois
1502. Oak Park, Township of, Illinois
1503. Oak Park, Village of, Illinois
1504. O'Fallon, City of, Illinois
1505. O'Fallon, Township of, Illinois
1506. Ogle, County of, Illinois
1507. Orland Park, Village of, Illinois
1508. Orland, Township of, Illinois
1509. Oswego, Township of, Illinois
1510. Oswego, Village of, Illinois
1511. Ottawa, City of, Illinois
1512. Ottawa, Township of, Illinois
1513. Palatine, Township of, Illinois
1514. Palatine, Village of, Illinois
1515. Palos Heights, City of, Illinois
1516. Palos Hills, City of, Illinois
1517. Palos, Township of, Illinois
1518. Park Forest, Village of, Illinois
1519. Park Ridge, City of, Illinois
1520. Pekin, City of, Illinois
1521. Pekin, Township of, Illinois
1522. Peoria, City of, Illinois
1523. Peoria City Township, Illinois
1524. Peoria, County of, Illinois
1525. Perry, County of, Illinois
FH11185097.1
1526. Peru, Township of, Illinois
1527. Piatt, County of, Illinois
1528. Pike, County of, Illinois
1529. Plainfield, Township of, Illinois
1530. Plainfield, Village of, Illinois
1531. Plano, City of, Illinois
1532. Pontiac, City of, Illinois
1533. Pontiac, Township of, Illinois
1534. Prospect Heights, City of, Illinois
1535. Proviso, Township of, Illinois
1536. Quincy, City of, Illinois
1537. Quincy, Township of, Illinois
1538. Randolph, County of, Illinois
1539. Rantoul, Township of,Illinois
1540. Rantoul, Village of, Illinois
1541. Rich, Township of, Illinois
1542. Richland, County of, Illinois
1543. Richton Park, Village of, Illinois
1544. River Forest, Township of, Illinois
1545. River Forest, Village of, Illinois
1546. Riverdale, Village of, Illinois
1547. Riverside, Township of, Illinois
1548. Rock Island, City of, Illinois
1549. Rock Island, County of, Illinois
1550. Rock Island, Township of, Illinois
1551. Rockford, City of, Illinois
1552. Rockford, Township of, Illinois
1553. Rockton, Township of, Illinois
1554. Rolling Meadows, City of, Illinois
1555. Romeoville, Village of, Illinois
1556. Roscoe, Township of, Illinois
1557. Roscoe, Village of, Illinois
1558. Roselle, Village of, Illinois
1559. Round Lake Beach, Village of, Illinois
1560. Round Lake, Village of, Illinois
1561. Rutland, Township of, Illinois
1562. Saline, County of, Illinois
1563. Sangamon, County of, Illinois
1564. Sauk Village, Village of, Illinois
1565. Schaumburg, Township of, Illinois
1566. Schaumburg, Village of, Illinois
1567. Schiller Park, Village of, Illinois
1568. Shelby, County of, Illinois
1569. Shields, Township of, Illinois
1570. Shiloh Valley, Township of, Illinois
1571. Shiloh, Village of, Illinois
1572. Shorewood, Village of, Illinois
1573. Skokie, Village of, Illinois
1574. South Elgin, Village of, Illinois
1575. South Holland, Village of, Illinois
1576. South Moline, Township of, Illinois
FH11185097.1
1577. South Rock Island, Township of, Illinois
1578. Springfield, City of, Illinois
1579. St. Charles, City of, Illinois
1580. St. Charles, Township of, Illinois
1581. St. Clair, County of, Illinois
1582. St. Clair, Township of, Illinois
1583. Stephenson, County of, Illinois
1584. Sterling, City of, Illinois
1585. Sterling, Township of, Illinois
1586. Stickney, Township of, Illinois
1587. Streamwood, Village of, Illinois
1588. Streator, City of, Illinois
1589. Sugar Grove, Township of, Illinois
1590. Summit, Village of, Illinois
1591. Swansea, Village of, Illinois
1592. Sycamore, City of, Illinois
1593. Sycamore, Township of, Illinois
1594. Taylorville, City of, Illinois
1595. Taylorville, Township of, Illinois
1596. Tazewell, County of, Illinois
1597. Thornton, Township of, Illinois
1598. Tinley Park, Village of, Illinois
1599. Troy, City of, Illinois
1600. Troy, Township of, Illinois
1601. Union, County of, Illinois
1602. Urbana, City of, Illinois
1603. Vermilion, County of, Illinois
1604. Vernon Hills, Village of, Illinois
1605. Vernon, Township of, Illinois
1606. Villa Park, Village of, Illinois
1607. Wabash, County of, Illinois
1608. Warren, County of, Illinois
1609. Warren, Township of, Illinois
1610. Warrenville, City of, Illinois
1611. Washington, City of, Illinois
1612. Washington, County of, Illinois
1613. Washington, Township of, Illinois
1614. Waterloo, City of, Illinois
1615. Wauconda, Township of, Illinois
1616. Wauconda, Village of, Illinois
1617. Waukegan, City of, Illinois
1618. Waukegan, Township of, Illinois
1619. Wayne, County of, Illinois
1620. Wayne, Township of, Illinois
1621. West Chicago, City of, Illinois
1622. West Deerfield, Township of, Illinois
1623. Westchester, Village of, Illinois
1624. Western Springs, Village of, Illinois
1625. Westmont, Village of, Illinois
1626. Wheatland, Township of, Illinois
1627. Wheaton, City of, Illinois
FH11185097.1
1628. Wheeling, Township of, Illinois
1629. Wheeling, Village of, Illinois
1630. White, County of, Illinois
1631. Whiteside, County of, Illinois
1632. Will, County of, Illinois
1633. Williamson, County of, Illinois
1634. Wilmette, Village of, Illinois
1635. Winfield, Township of, Illinois
1636. Winnebago, County of, Illinois
1637. Winnetka, Village of, Illinois
1638. Wood Dale, City of, Illinois
1639. Wood River, City of, Illinois
1640. Wood River, Township of, Illinois
1641. Woodford, County of, Illinois
1642. Woodridge, Village of, Illinois
1643. Woodside, Township of, Illinois
1644. Woodstock, City of, Illinois
1645. Worth, Township of, Illinois
1646. Worth, Village of, Illinois
1647. York, Township of, Illinois
1648. Yorkville, City of, Illinois
1649. Zion, City of, Illinois
1650. Zion, Township of, Illinois
1651. Aboite, Township of, Indiana
1652. Adams, County of, Indiana
1653. Adams, Township of, Indiana
1654. Addison, Township of, Indiana
1655. Allen, County of, Indiana
1656. Anderson, City of, Indiana
1657. Anderson, Township of, Indiana
1658. Auburn, City of, Indiana
1659. Avon, Town of, Indiana
1660. Bainbridge, Township of, Indiana
1661. Bartholomew, County of, Indiana
1662. Baugo, Township of, Indiana
1663. Bedford, City of, Indiana
1664. Beech Grove, City of, Indiana
1665. Blackford, County of, Indiana
1666. Bloomington, City of, Indiana
1667. Bloomington, Township of, Indiana
1668. Bluffton, City of, Indiana
1669. Boon, Township of, Indiana
1670. Boone, County of, Indiana
1671. Brown, County of, Indiana
1672. Brown, Township of, Indiana
1673. Brownsburg, Town of, Indiana
1674. Calumet, Township of, Indiana
1675. Carmel, City of, Indiana
1676. Carroll, County of, Indiana
1677. Cass, County of, Indiana
1678. Cedar Creek, Township of, Indiana
FH11185097.1
1679. Cedar Lake, Town of, Indiana
1680. Center, Township of, Indiana
1681. Centre, Township of, Indiana
1682. Charlestown, Township of, Indiana
1683. Chesterton, Town of, Indiana
1684. Clark, County of, Indiana
1685. Clarksville, Town of, Indiana
1686. Clay, County of, Indiana
1687. Clay, Township of, Indiana
1688. Cleveland, Township of, Indiana
1689. Clinton, County of, Indiana
1690. Columbia, Township of, Indiana
1691. Columbus, City of, Indiana
1692. Columbus, Township of, Indiana
1693. Concord, Township of, Indiana
1694. Connersville, City of, Indiana
1695. Connersville, Township of, Indiana
1696. Coolspring, Township of, Indiana
1697. Crawford, County of, Indiana
1698. Crawfordsville, City of, Indiana
1699. Crown Point, City of, Indiana
1700. Danville, Town of, Indiana
1701. Daviess, County of, Indiana
1702. Dearborn, County of, Indiana
1703. Decatur, County of, Indiana
1704. Decatur, Township of, Indiana
1705. DeKalb, County of, Indiana
1706. Delaware, County of, Indiana
1707. Delaware, Township of, Indiana
1708. Dubois, County of, Indiana
1709. Dyer, Town of, Indiana
1710. East Chicago, City of, Indiana
1711. Eel, Township of, Indiana
1712. Elkhart, City of, Indiana
1713. Elkhart, County of, Indiana
1714. Elkhart, Township of, Indiana
1715. Evansville, City of, Indiana
1716. Fairfield, Township of, Indiana
1717. Fall Creek, Township of, Indiana
1718. Fayette, County of, Indiana
1719. Fishers, City of, Indiana
1720. Floyd, County of, Indiana
1721. Fort Wayne, City of, Indiana
1722. Fountain, County of, Indiana
1723. Frankfort, City of, Indiana
1724. Franklin, City of, Indiana
1725. Franklin, County of, Indiana
1726. Franklin, Township of, Indiana
1727. Fulton, County of, Indiana
1728. Gary, City of, Indiana
1729. Georgetown, Township of, Indiana
FH11185097.1
1730. Gibson, County of, Indiana
1731. Goshen, City of, Indiana
1732. Grant, County of, Indiana
1733. Greencastle, City of, Indiana
1734. Greencastle, Township of, Indiana
1735. Greene, County of, Indiana
1736. Greenfield, City of, Indiana
1737. Greensburg, City of, Indiana
1738. Greenwood, City of, Indiana
1739. Griffith, Town of, Indiana
1740. Guilford, Township of, Indiana
1741. Hamilton, County of, Indiana
1742. Hammond, City of, Indiana
1743. Hancock, County of, Indiana
1744. Hanover, Township of, Indiana
1745. Harris, Township of, Indiana
1746. Harrison, County of, Indiana
1747. Harrison, Township of, Indiana
1748. Hendricks, County of, Indiana
1749. Henry, County of, Indiana
1750. Henry, Township of, Indiana
1751. Highland, Town of, Indiana
1752. Hobart, City of, Indiana
1753. Hobart, Township of, Indiana
1754. Honey Creek, Township of, Indiana
1755. Howard, County of, Indiana
1756. Huntington, City of, Indiana
1757. Huntington, County of, Indiana
1758. Huntington, Township of, Indiana
1759. Jackson, County of, Indiana
1760. Jackson, Township of, Indiana
1761. Jasper, City of, Indiana
1762. Jasper, County of, Indiana
1763. Jay, County of, Indiana
1764. Jefferson, County of, Indiana
1765. Jefferson, Township of, Indiana
1766. Jeffersonville, City of, Indiana
1767. Jeffersonville, Township of, Indiana
1768. Jennings, County of, Indiana
1769. Johnson, County of, Indiana
1770. Keener, Township of, Indiana
1771. Knight, Township of, Indiana
1772. Knox, County of, Indiana
1773. Kokomo, City of, Indiana
1774. Kosciusko, County of, Indiana
1775. La Porte, City of, Indiana
1776. Lafayette, City of, Indiana
1777. LaGrange, County of, Indiana
1778. Lake, County of, Indiana
1779. Lake Station, City of, Indiana
1780. LaPorte, County of, Indiana
FH11185097.1
1781. Lawrence, City of, Indiana
1782. Lawrence, County of, Indiana
1783. Lawrence, Township of, Indiana
1784. Lawrenceburg, Township of, Indiana
1785. Lebanon, City of, Indiana
1786. Lincoln, Township of, Indiana
1787. Logansport, City of, Indiana
1788. Lost Creek, Township of, Indiana
1789. Madison, City of, Indiana
1790. Madison, County of, Indiana
1791. Madison, Township of, Indiana
1792. Marion, City of, Indiana
1793. Marion, County of/ Indianapolis, City of, Indiana 1794. Marshall, County of, Indiana
1795. Martin, County of, Indiana
1796. Martinsville, City of, Indiana
1797. Merrillville, Town of, Indiana
1798. Miami, County of, Indiana
1799. Michigan City, City of, Indiana
1800. Michigan, Township of, Indiana
1801. Mill, Township of, Indiana
1802. Mishawaka, City of, Indiana
1803. Monroe, County of, Indiana
1804. Montgomery, County of, Indiana
1805. Morgan, County of, Indiana
1806. Muncie, City of, Indiana
1807. Munster, Town of, Indiana
1808. New Albany, City of, Indiana
1809. New Albany, Township of, Indiana
1810. New Castle, City of, Indiana
1811. New Haven, City of, Indiana
1812. Newton, County of, Indiana
1813. Noble, County of, Indiana
1814. Noble, Township of, Indiana
1815. Noblesville, City of, Indiana
1816. Noblesville, Township of, Indiana
1817. North, Township of, Indiana
1818. Ohio, Township of, Indiana
1819. Orange, County of, Indiana
1820. Osolo, Township of, Indiana
1821. Owen, County of, Indiana
1822. Parke, County of, Indiana
1823. Patoka, Township of, Indiana
1824. Penn, Township of, Indiana
1825. Perry, County of, Indiana
1826. Perry, Township of, Indiana
1827. Peru, City of, Indiana
1828. Peru, Township of, Indiana
1829. Pigeon, Township of, Indiana
1830. Pike, County of, Indiana
1831. Pike, Township of, Indiana
FH11185097.1
1832. Pipe Creek, Township of, Indiana
1833. Plainfield, Town of, Indiana
1834. Pleasant, Township of, Indiana
1835. Portage, City of, Indiana
1836. Portage, Township of, Indiana
1837. Porter, County of, Indiana
1838. Posey, County of, Indiana
1839. Pulaski, County of, Indiana
1840. Putnam, County of, Indiana
1841. Randolph, County of, Indiana
1842. Richland, Township of, Indiana
1843. Richmond, City of, Indiana
1844. Ripley, County of, Indiana
1845. Ross, Township of, Indiana
1846. Rush, County of, Indiana
1847. Schererville, Town of, Indiana
1848. Scott, County of, Indiana
1849. Seymour, City of, Indiana
1850. Shawswick, Township of, Indiana
1851. Shelby, County of, Indiana
1852. Shelbyville, City of, Indiana
1853. Silver Creek, Township of, Indiana
1854. South Bend, City of, Indiana
1855. Speedway, Town of, Indiana
1856. Spencer, County of, Indiana
1857. St. John, Town of, Indiana
1858. St. John, Township of, Indiana
1859. St. Joseph, County of, Indiana
1860. St. Joseph, Township of, Indiana
1861. Starke, County of, Indiana
1862. Steuben, County of, Indiana
1863. Sugar Creek, Township of, Indiana
1864. Sullivan, County of, Indiana
1865. Switzerland, County of, Indiana
1866. Terre Haute, City of, Indiana
1867. Tippecanoe, County of, Indiana
1868. Tipton, County of, Indiana
1869. Troy, Township of, Indiana
1870. Union, Township of, Indiana
1871. Valparaiso, City of, Indiana
1872. Van Buren, Township of, Indiana
1873. Vanderburgh, County of, Indiana
1874. Vermillion, County of, Indiana
1875. Vernon, Township of, Indiana
1876. Vigo, County of, Indiana
1877. Vincennes, City of, Indiana
1878. Vincennes, Township of, Indiana
1879. Wabash, County of, Indiana
1880. Wabash, Township of, Indiana
1881. Warren, Township of, Indiana
1882. Warrick, County of, Indiana
FH11185097.1
1883. Warsaw, City of, Indiana
1884. Washington, City of, Indiana
1885. Washington, County of, Indiana
1886. Washington, Township of, Indiana
1887. Wayne, County of, Indiana
1888. Wayne, Township of, Indiana
1889. Wea, Township of, Indiana
1890. Wells, County of, Indiana
1891. West Lafayette, City of, Indiana
1892. Westchester, Township of, Indiana
1893. Westfield, City of, Indiana
1894. White, County of, Indiana
1895. White River, Township of, Indiana
1896. Whitley, County of, Indiana
1897. Winfield, Township of, Indiana
1898. Yorktown, Town of, Indiana
1899. Zionsville, Town of, Indiana
1900. Allamakee, County of, Iowa
1901. Altoona, City of, Iowa
1902. Ames, City of, Iowa
1903. Ankeny, City of, Iowa
1904. Appanoose, County of, Iowa
1905. Benton, County of, Iowa
1906. Bettendorf, City of, Iowa
1907. Black Hawk, County of, Iowa
1908. Boone, City of, Iowa
1909. Boone, County of, Iowa
1910. Bremer, County of, Iowa
1911. Buchanan, County of, Iowa
1912. Buena Vista, County of, Iowa
1913. Burlington, City of, Iowa
1914. Butler, County of, Iowa
1915. Carroll, County of, Iowa
1916. Cass, County of, Iowa
1917. Cedar, County of, Iowa
1918. Cedar Falls, City of, Iowa
1919. Cedar Rapids, City of, Iowa
1920. Cerro Gordo, County of, Iowa
1921. Cherokee, County of, Iowa
1922. Chickasaw, County of, Iowa
1923. Clay, County of, Iowa
1924. Clayton, County of, Iowa
1925. Clinton, City of, Iowa
1926. Clinton, County of, Iowa
1927. Clive, City of, Iowa
1928. Coralville, City of, Iowa
1929. Council Bluffs, City of, Iowa
1930. Crawford, County of, Iowa
1931. Dallas, County of, Iowa
1932. Davenport, City of, Iowa
1933. Delaware, County of, Iowa
FH11185097.1
1934. Des Moines, City of, Iowa
1935. Des Moines, County of, Iowa
1936. Dickinson, County of, Iowa
1937. Dubuque, City of, Iowa
1938. Dubuque, County of, Iowa
1939. Fairfield, City of, Iowa
1940. Fayette, County of, Iowa
1941. Floyd, County of, Iowa
1942. Fort Dodge, City of, Iowa
1943. Fort Madison, City of, Iowa
1944. Franklin, County of, Iowa
1945. Grimes, City of, Iowa
1946. Grundy, County of, Iowa
1947. Guthrie, County of, Iowa
1948. Hamilton, County of, Iowa
1949. Hancock, County of, Iowa
1950. Hardin, County of, Iowa
1951. Harrison, County of, Iowa
1952. Henry, County of, Iowa
1953. Indianola, City of, Iowa
1954. Iowa City, City of, Iowa
1955. Iowa, County of, Iowa
1956. Jackson, County of, Iowa
1957. Jasper, County of, Iowa
1958. Jefferson, County of, Iowa
1959. Johnson, County of, Iowa
1960. Johnston, City of, Iowa
1961. Jones, County of, Iowa
1962. Keokuk, City of, Iowa
1963. Keokuk, County of, Iowa
1964. Kossuth, County of, Iowa
1965. Le Mars, City of, Iowa
1966. Lee, County of, Iowa
1967. Linn, County of, Iowa
1968. Louisa, County of, Iowa
1969. Lyon, County of, Iowa
1970. Madison, County of, Iowa
1971. Mahaska, County of, Iowa
1972. Marion, City of, Iowa
1973. Marion, County of, Iowa
1974. Marshall, County of, Iowa
1975. Marshalltown, City of, Iowa
1976. Mason City, City of, Iowa
1977. Mills, County of, Iowa
1978. Mitchell, County of, Iowa
1979. Muscatine, City of, Iowa
1980. Muscatine, County of, Iowa
1981. Newton, City of, Iowa
1982. North Liberty, City of, Iowa
1983. Norwalk, City of, Iowa
1984. O'Brien, County of, Iowa
FH11185097.1
1985. Oskaloosa, City of, Iowa
1986. Ottumwa, City of, Iowa
1987. Page, County of, Iowa
1988. Pella, City of, Iowa
1989. Pleasant Hill, City of, Iowa
1990. Plymouth, County of, Iowa
1991. Polk, County of, Iowa
1992. Pottawattamie, County of, Iowa
1993. Poweshiek, County of, Iowa
1994. Scott, County of, Iowa
1995. Shelby, County of, Iowa
1996. Sioux City, City of, Iowa
1997. Sioux, County of, Iowa
1998. Spencer, City of, Iowa
1999. Storm Lake, City of, Iowa
2000. Story, County of, Iowa
2001. Tama, County of, Iowa
2002. Union, County of, Iowa
2003. Urbandale, City of, Iowa
2004. Wapello, County of, Iowa
2005. Warren, County of, Iowa
2006. Washington, County of, Iowa
2007. Waterloo, City of, Iowa
2008. Waukee, City of, Iowa
2009. Waverly, City of, Iowa
2010. Webster, County of, Iowa
2011. West Des Moines, City of, Iowa
2012. Winnebago, County of, Iowa
2013. Winneshiek, County of, Iowa
2014. Woodbury, County of, Iowa
2015. Wright, County of, Iowa
2016. Allen, County of, Kansas
2017. Andover, City of, Kansas
2018. Arkansas City, City of, Kansas
2019. Atchison, City of, Kansas
2020. Atchison, County of, Kansas
2021. Barton, County of, Kansas
2022. Bourbon, County of, Kansas
2023. Bruno, Township of, Kansas
2024. Butler, County of, Kansas
2025. Cherokee, County of, Kansas
2026. Cowley, County of, Kansas
2027. Crawford, County of, Kansas
2028. Derby, City of, Kansas
2029. Dickinson, County of, Kansas
2030. Dodge City, City of, Kansas
2031. Douglas, County of, Kansas
2032. El Dorado, City of, Kansas
2033. Ellis, County of, Kansas
2034. Emporia, City of, Kansas
2035. Fairmount, Township of, Kansas
FH11185097.1
2036. Finney, County of, Kansas
2037. Ford, County of, Kansas
2038. Franklin, County of, Kansas
2039. Garden City, City of, Kansas
2040. Gardner, City of, Kansas
2041. Geary, County of, Kansas
2042. Great Bend, City of, Kansas
2043. Harvey, County of, Kansas
2044. Hays, City of, Kansas
2045. Haysville, City of, Kansas
2046. Haysville, City of, Kansas
2047. Hutchinson, City of, Kansas
2048. Jackson, County of, Kansas
2049. Jefferson, County of, Kansas
2050. Johnson, County of, Kansas
2051. Junction City, City of, Kansas
2052. Kansas City, City of, Kansas
2053. Kansas City, City of, Kansas
2054. Labette, County of, Kansas
2055. Lansing, City of, Kansas
2056. Lawrence, City of, Kansas
2057. Lawrence, City of, Kansas
2058. Leavenworth, City of, Kansas
2059. Leavenworth, County of, Kansas
2060. Leawood, City of, Kansas
2061. Lenexa, City of, Kansas
2062. Liberal, City of, Kansas
2063. Lyon, County of, Kansas
2064. Madison, Township of, Kansas
2065. Manhattan, City of, Kansas
2066. Marion, County of, Kansas
2067. McPherson, City of, Kansas
2068. McPherson, County of, Kansas
2069. Merriam, City of, Kansas
2070. Miami, County of, Kansas
2071. Montgomery, County of, Kansas
2072. Nemaha, County of, Kansas
2073. Neosho, County of, Kansas
2074. Newton, City of, Kansas
2075. Olathe, City of, Kansas
2076. Osage, County of, Kansas
2077. Ottawa, City of, Kansas
2078. Overland Park, City of, Kansas
2079. Pittsburg, City of, Kansas
2080. Pottawatomie, County of, Kansas
2081. Prairie, Village of, City of, Kansas
2082. Reno, County of, Kansas
2083. Riley, County of, Kansas
2084. Riverside, Township of, Kansas
2085. Rockford, Township of, Kansas
2086. Salina, City of, Kansas
FH11185097.1
2087. Saline, County of, Kansas
2088. Sedgwick, County of, Kansas
2089. Seward, County of, Kansas
2090. Shawnee, City of, Kansas
2091. Shawnee, County of, Kansas
2092. Soldier, Township of, Kansas
2093. Sumner, County of, Kansas
2094. Topeka, City of, Kansas
2095. Wichita, City of, Kansas
2096. Winfield, City of, Kansas
2097. Wyandotte, County of, Kansas
2098. Adair, County of, Kentucky
2099. Allen, County of, Kentucky
2100. Anderson, County of, Kentucky
2101. Ashland, City of, Kentucky
2102. Bardstown, City of, Kentucky
2103. Barren, County of, Kentucky
2104. Bath, County of, Kentucky
2105. Bell, County of, Kentucky
2106. Berea, City of, Kentucky
2107. Boone, County of, Kentucky
2108. Bourbon, County of, Kentucky
2109. Bowling Green, City of, Kentucky
2110. Boyd, County of, Kentucky
2111. Boyle, County of, Kentucky
2112. Breathitt, County of, Kentucky
2113. Breckinridge, County of, Kentucky
2114. Bullitt, County of, Kentucky
2115. Butler, County of, Kentucky
2116. Caldwell, County of, Kentucky
2117. Calloway, County of, Kentucky
2118. Campbell, County of, Kentucky
2119. Campbellsville, City of, Kentucky
2120. Carroll, County of, Kentucky
2121. Carter, County of, Kentucky
2122. Casey, County of, Kentucky
2123. Christian, County of, Kentucky
2124. Clark, County of, Kentucky
2125. Clay, County of, Kentucky
2126. Clinton, County of, Kentucky
2127. Covington, City of, Kentucky
2128. Danville, City of, Kentucky
2129. Daviess, County of, Kentucky
2130. Edmonson, County of, Kentucky
2131. Elizabethtown, City of, Kentucky
2132. Erlanger, City of, Kentucky
2133. Estill, County of, Kentucky
2134. Fleming, County of, Kentucky
2135. Florence, City of, Kentucky
2136. Floyd, County of, Kentucky
2137. Fort Thomas, City of, Kentucky
FH11185097.1
2138. Frankfort, City of, Kentucky
2139. Franklin, County of, Kentucky
2140. Garrard, County of, Kentucky
2141. Georgetown, City of, Kentucky
2142. Glasgow, City of, Kentucky
2143. Grant, County of, Kentucky
2144. Graves, County of, Kentucky
2145. Grayson, County of, Kentucky
2146. Green, County of, Kentucky
2147. Greenup, County of, Kentucky
2148. Hardin, County of, Kentucky
2149. Harlan, County of, Kentucky
2150. Harrison, County of, Kentucky
2151. Hart, County of, Kentucky
2152. Henderson, City of, Kentucky
2153. Henderson, County of, Kentucky
2154. Henry, County of, Kentucky
2155. Hopkins, County of, Kentucky
2156. Hopkinsville, City of, Kentucky
2157. Independence, City of, Kentucky
2158. Jackson, County of, Kentucky
2159. Jeffersontown, City of, Kentucky
2160. Jessamine, County of, Kentucky
2161. Johnson, County of, Kentucky
2162. Kenton, County of, Kentucky
2163. Knott, County of, Kentucky
2164. Knox, County of, Kentucky
2165. Larue, County of, Kentucky
2166. Laurel, County of, Kentucky
2167. Lawrence, County of, Kentucky
2168. Lawrenceburg, City of, Kentucky
2169. Letcher, County of, Kentucky
2170. Lewis, County of, Kentucky
2171. Lexington-Fayette, Urban County of, Kentucky
2172. Lincoln, County of, Kentucky
2173. Logan, County of, Kentucky
2174. Louisville/Jefferson, County Metro of, Kentucky
2175. Lyndon, City of, Kentucky
2176. Madison, County of, Kentucky
2177. Madisonville, City of, Kentucky
2178. Magoffin, County of, Kentucky
2179. Marion, County of, Kentucky
2180. Marshall, County of, Kentucky
2181. Martin, County of, Kentucky
2182. Mason, County of, Kentucky
2183. McCracken, County of, Kentucky
2184. McCreary, County of, Kentucky
2185. Meade, County of, Kentucky
2186. Mercer, County of, Kentucky
2187. Metcalfe, County of, Kentucky
2188. Monroe, County of, Kentucky
FH11185097.1
2189. Montgomery, County of, Kentucky
2190. Morgan, County of, Kentucky
2191. Mount Washington, City of, Kentucky
2192. Muhlenberg, County of, Kentucky
2193. Murray, City of, Kentucky
2194. Nelson, County of, Kentucky
2195. Newport, City of, Kentucky
2196. Nicholasville, City of, Kentucky
2197. Ohio, County of, Kentucky
2198. Oldham, County of, Kentucky
2199. Owen, County of, Kentucky
2200. Owensboro, City of, Kentucky
2201. Paducah, City of, Kentucky
2202. Pendleton, County of, Kentucky
2203. Perry, County of, Kentucky
2204. Pike, County of, Kentucky
2205. Powell, County of, Kentucky
2206. Pulaski, County of, Kentucky
2207. Radcliff, City of, Kentucky
2208. Richmond, City of, Kentucky
2209. Rockcastle, County of, Kentucky
2210. Rowan, County of, Kentucky
2211. Russell, County of, Kentucky
2212. Scott, County of, Kentucky
2213. Shelby, County of, Kentucky
2214. Shelbyville, City of, Kentucky
2215. Shepherdsville, City of, Kentucky
2216. Shively, City of, Kentucky
2217. Simpson, County of, Kentucky
2218. Somerset, City of, Kentucky
2219. Spencer, County of, Kentucky
2220. St. Matthews, City of, Kentucky
2221. Taylor, County of, Kentucky
2222. Todd, County of, Kentucky
2223. Trigg, County of, Kentucky
2224. Union, County of, Kentucky
2225. Warren, County of, Kentucky
2226. Washington, County of, Kentucky
2227. Wayne, County of, Kentucky
2228. Webster, County of, Kentucky
2229. Whitley, County of, Kentucky
2230. Winchester, City of, Kentucky
2231. Woodford, County of, Kentucky
2232. Morgan, County of, Kentucky Louisiana
2233. Abbeville, City of, Louisiana
2234. Acadia, Parish of, Louisiana
2235. Alexandria, City of, Louisiana
2236. Allen, Parish of, Louisiana
2237. Ascension, Parish of, Louisiana
2238. Assumption, Parish of, Louisiana
2239. Avoyelles, Parish of, Louisiana
FH11185097.1
2240. Baker, City of, Louisiana
2241. Bastrop, City of, Louisiana
2242. Baton Rouge, City of, Louisiana
2243. Beauregard, Parish of, Louisiana
2244. Bienville, Parish of, Louisiana
2245. Bogalusa, City of, Louisiana
2246. Bossier City, City of, Louisiana
2247. Bossier, Parish of, Louisiana
2248. Broussard, City of, Louisiana
2249. Caddo, Parish of, Louisiana
2250. Calcasieu, Parish of, Louisiana
2251. Central, City of, Louisiana
2252. Claiborne, Parish of, Louisiana
2253. Concordia, Parish of, Louisiana
2254. Covington, City of, Louisiana
2255. Crowley, City of, Louisiana
2256. De Soto, Parish of, Louisiana
2257. DeRidder, City of, Louisiana
2258. East Baton Rouge, Parish of, Louisiana
2259. East Feliciana, Parish of, Louisiana
2260. Evangeline, Parish of, Louisiana
2261. Franklin, Parish of, Louisiana
2262. Gonzales, City of, Louisiana
2263. Grant, Parish of, Louisiana
2264. Gretna, City of, Louisiana
2265. Hammond, City of, Louisiana
2266. Iberia, Parish of, Louisiana
2267. Iberville, Parish of, Louisiana
2268. Jackson, Parish of, Louisiana
2269. Jefferson Davis, Parish of, Louisiana
2270. Jefferson, Parish of, Louisiana
2271. Kenner, City of, Louisiana
2272. Lafayette, City of, Louisiana
2273. Lafayette, Parish of, Louisiana
2274. Lafourche, Parish of, Louisiana
2275. Lake Charles, City of, Louisiana
2276. LaSalle, Parish of, Louisiana
2277. Lincoln, Parish of, Louisiana
2278. Livingston, Parish of, Louisiana
2279. Madison, Parish of, Louisiana
2280. Mandeville, City of, Louisiana
2281. Minden, City of, Louisiana
2282. Monroe, City of, Louisiana
2283. Morehouse, Parish of, Louisiana
2284. Morgan City, City of, Louisiana
2285. Natchitoches, City of, Louisiana
2286. Natchitoches, Parish of, Louisiana
2287. New Iberia, City of, Louisiana
2288. New Orleans, City of, Louisiana
2289. Orleans, Parish of, Louisiana
2290. Opelousas, City of, Louisiana
FH11185097.1
2291. Ouachita, Parish of, Louisiana
2292. Pineville, City of, Louisiana
2293. Plaquemines, Parish of, Louisiana
2294. Pointe Coupee, Parish of, Louisiana
2295. Rapides, Parish of, Louisiana
2296. Richland, Parish of, Louisiana
2297. Ruston, City of, Louisiana
2298. Sabine, Parish of, Louisiana
2299. Shreveport, City of, Louisiana
2300. Slidell, City of, Louisiana
2301. St. Bernard, Parish of, Louisiana
2302. St. Charles, Parish of, Louisiana
2303. St. Helena, Parish of, Louisiana
2304. St. James, Parish of, Louisiana
2305. St. John the Baptist, Parish of, Louisiana
2306. St. Landry, Parish of, Louisiana
2307. St. Martin, Parish of, Louisiana
2308. St. Mary, Parish of, Louisiana
2309. St. Tammany, Parish of, Louisiana
2310. Sulphur, City of, Louisiana
2311. Tangipahoa, Parish of, Louisiana
2312. Terrebonne, Parish of/ Houma, City of, Louisiana
2313. Thibodaux, City of, Louisiana
2314. Union, Parish of, Louisiana
2315. Vermilion, Parish of, Louisiana
2316. Vernon, Parish of, Louisiana
2317. Washington, Parish of, Louisiana
2318. Webster, Parish of, Louisiana
2319. West Baton Rouge, Parish of, Louisiana
2320. West Carroll, Parish of, Louisiana
2321. West Feliciana, Parish of, Louisiana
2322. West Monroe, City of, Louisiana
2323. Winn, Parish of, Louisiana
2324. Youngsville, City of, Louisiana
2325. Zachary, City of, Louisiana
2326. Androscoggin, County of, Maine
2327. Aroostook, County of, Maine
2328. Auburn, City of, Maine
2329. Augusta, City of, Maine
2330. Bangor, City of, Maine
2331. Biddeford, City of, Maine
2332. Brunswick, Town of, Maine
2333. Cumberland, County of, Maine
2334. Falmouth, Town of, Maine
2335. Franklin, County of, Maine
2336. Gorham, Town of, Maine
2337. Hancock, County of, Maine
2338. Kennebec, County of, Maine
2339. Kennebunk, Town of, Maine
2340. Knox, County of, Maine
2341. Lewiston, City of, Maine
FH11185097.1
2342. Lincoln, County of, Maine
2343. Orono, Town of, Maine
2344. Oxford, County of, Maine
2345. Penobscot, County of, Maine
2346. Piscataquis, County of, Maine
2347. Portland, City of, Maine
2348. Saco, City of, Maine
2349. Sagadahoc, County of, Maine
2350. Sanford, City of, Maine
2351. Scarborough, Town of, Maine
2352. Somerset, County of, Maine
2353. South Portland, City of, Maine
2354. Standish, Town of, Maine
2355. Waldo, County of, Maine
2356. Washington, County of, Maine
2357. Waterville, City of, Maine
2358. Wells, Town of, Maine
2359. Westbrook, City of, Maine
2360. Windham, Town of, Maine
2361. York, County of, Maine
2362. York, Town of, Maine
2363. Aberdeen, City of, Maryland
2364. Allegany, County of, Maryland
2365. Annapolis, City of, Maryland
2366. Anne Arundel, County of, Maryland
2367. Baltimore, City of, Maryland
2368. Baltimore, County of, Maryland
2369. Bel Air, Town of, Maryland
2370. Bowie, City of, Maryland
2371. Calvert, County of, Maryland
2372. Cambridge, City of, Maryland
2373. Caroline, County of, Maryland
2374. Carroll, County of, Maryland
2375. Cecil, County of, Maryland
2376. Charles, County of, Maryland
2377. College Park, City of, Maryland
2378. Cumberland, City of, Maryland
2379. Dorchester, County of, Maryland
2380. Easton, Town of, Maryland
2381. Elkton, Town of, Maryland
2382. Frederick, City of, Maryland
2383. Frederick, County of, Maryland
2384. Gaithersburg, City of, Maryland
2385. Garrett, County of, Maryland
2386. Greenbelt, City of, Maryland
2387. Hagerstown, City of, Maryland
2388. Harford, County of, Maryland
2389. Havre de Grace, City of, Maryland
2390. Howard, County of, Maryland
2391. Hyattsville, City of, Maryland
2392. Kent, County of, Maryland
FH11185097.1
2393. Laurel, City of, Maryland
2394. Montgomery, County of, Maryland
2395. New Carrollton, City of, Maryland
2396. Prince George's, County of, Maryland
2397. Queen Anne's, County of, Maryland
2398. Rockville, City of, Maryland
2399. Salisbury, City of, Maryland
2400. Somerset, County of, Maryland
2401. St. Mary's, County of, Maryland
2402. Takoma Park, City of, Maryland
2403. Talbot, County of, Maryland
2404. Washington, County of, Maryland
2405. Westminster, City of, Maryland
2406. Wicomico, County of, Maryland
2407. Worcester, County of, Maryland
2408. Abington, Town of, Massachusetts
2409. Acton, Town of, Massachusetts
2410. Acushnet, Town of, Massachusetts
2411. Agawam, Town of/ City of, Massachusetts
2412. Amesbury, Town of/ City of, Massachusetts
2413. Amherst, Town of, Massachusetts
2414. Andover, Town of, Massachusetts
2415. Arlington, Town of, Massachusetts
2416. Ashland, Town of, Massachusetts
2417. Athol, Town of, Massachusetts
2418. Attleboro, City of, Massachusetts
2419. Auburn, Town of, Massachusetts
2420. Barnstable, County of, Massachusetts
2421. Barnstable, Town of/ City of, Massachusetts
2422. Bedford, Town of, Massachusetts
2423. Belchertown, Town of, Massachusetts
2424. Bellingham, Town of, Massachusetts
2425. Belmont, Town of, Massachusetts
2426. Beverly, City of, Massachusetts
2427. Billerica, Town of, Massachusetts
2428. Boston, City of, Massachusetts
2429. Bourne, Town of, Massachusetts
2430. Braintree, Town of/ City of, Massachusetts
2431. Bridgewater, Town of/ City of, Massachusetts
2432. Bristol, County of, Massachusetts
2433. Brockton, City of, Massachusetts
2434. Brookline, Town of, Massachusetts
2435. Burlington, Town of, Massachusetts
2436. Cambridge, City of, Massachusetts
2437. Canton, Town of, Massachusetts
2438. Carver, Town of, Massachusetts
2439. Charlton, Town of, Massachusetts
2440. Chelmsford, Town of, Massachusetts
2441. Chelsea, City of, Massachusetts
2442. Chicopee, City of, Massachusetts
2443. Clinton, Town of, Massachusetts
FH11185097.1
2444. Concord, Town of, Massachusetts
2445. Danvers, Town of, Massachusetts
2446. Dartmouth, Town of, Massachusetts
2447. Dedham, Town of, Massachusetts
2448. Dennis, Town of, Massachusetts
2449. Dracut, Town of, Massachusetts
2450. Dudley, Town of, Massachusetts
2451. Dukes, County of, Massachusetts
2452. Duxbury, Town of, Massachusetts
2453. East Bridgewater, Town of, Massachusetts
2454. East Longmeadow, Town of, Massachusetts
2455. Easthampton, Town of, City of, Massachusetts
2456. Easton, Town of, Massachusetts
2457. Everett, City of, Massachusetts
2458. Fairhaven, Town of, Massachusetts
2459. Fall River, City of, Massachusetts
2460. Falmouth, Town of, Massachusetts
2461. Fitchburg, City of, Massachusetts
2462. Foxborough, Town of, Massachusetts
2463. Framingham, City of, Massachusetts
2464. Franklin, Town of, City of, Massachusetts
2465. Gardner, City of, Massachusetts
2466. Gloucester, City of, Massachusetts
2467. Grafton, Town of, Massachusetts
2468. Greenfield, Town of, City of, Massachusetts
2469. Groton, Town of, Massachusetts
2470. Hanover, Town of, Massachusetts
2471. Hanson, Town of, Massachusetts
2472. Harwich, Town of, Massachusetts
2473. Haverhill, City of, Massachusetts
2474. Hingham, Town of, Massachusetts
2475. Holbrook, Town of, Massachusetts
2476. Holden, Town of, Massachusetts
2477. Holliston, Town of, Massachusetts
2478. Holyoke, City of, Massachusetts
2479. Hopkinton, Town of, Massachusetts
2480. Hudson, Town of, Massachusetts
2481. Hull, Town of, Massachusetts
2482. Ipswich, Town of, Massachusetts
2483. Kingston, Town of, Massachusetts
2484. Lakeville, Town of, Massachusetts
2485. Lawrence, City of, Massachusetts
2486. Leicester, Town of, Massachusetts
2487. Leominster, City of, Massachusetts
2488. Lexington, Town of, Massachusetts
2489. Littleton, Town of, Massachusetts
2490. Longmeadow, Town of, Massachusetts
2491. Lowell, City of, Massachusetts
2492. Ludlow, Town of, Massachusetts
2493. Lunenburg, Town of, Massachusetts
2494. Lynn, City of, Massachusetts
FH11185097.1
2495. Lynnfield, Town of, Massachusetts
2496. Malden, City of, Massachusetts
2497. Mansfield, Town of, Massachusetts
2498. Marblehead, Town of, Massachusetts
2499. Marlborough, City of, Massachusetts
2500. Marshfield, Town of, Massachusetts
2501. Mashpee, Town of, Massachusetts
2502. Maynard, Town of, Massachusetts
2503. Medfield, Town of, Massachusetts
2504. Medford, City of, Massachusetts
2505. Medway, Town of, Massachusetts
2506. Melrose, City of, Massachusetts
2507. Methuen, Town of, City of, Massachusetts
2508. Middleborough, Town of, Massachusetts
2509. Middleton, Town of, Massachusetts
2510. Milford, Town of, Massachusetts
2511. Millbury, Town of, Massachusetts
2512. Milton, Town of, Massachusetts
2513. Nantucket, Town of/ County of, Massachusetts
2514. Natick, Town of, Massachusetts
2515. Needham, Town of, Massachusetts
2516. New Bedford, City of, Massachusetts
2517. Newburyport, City of, Massachusetts
2518. Newton, City of, Massachusetts
2519. Norfolk, County of, Massachusetts
2520. Norfolk, Town of, Massachusetts
2521. North Adams, City of, Massachusetts
2522. North Andover, Town of, Massachusetts
2523. North Attleborough, Town of, Massachusetts
2524. North Reading, Town of, Massachusetts
2525. Northampton, City of, Massachusetts
2526. Northborough, Town of, Massachusetts
2527. Northbridge, Town of, Massachusetts
2528. Norton, Town of, Massachusetts
2529. Norwell, Town of, Massachusetts
2530. Norwood, Town of, Massachusetts
2531. Oxford, Town of, Massachusetts
2532. Palmer, Town of/ City of, Massachusetts
2533. Peabody, City of, Massachusetts
2534. Pembroke, Town of, Massachusetts
2535. Pepperell, Town of, Massachusetts
2536. Pittsfield, City of, Massachusetts
2537. Plymouth, County of, Massachusetts
2538. Plymouth, Town of, Massachusetts
2539. Quincy, City of, Massachusetts
2540. Randolph, Town of/ City of, Massachusetts
2541. Raynham, Town of, Massachusetts
2542. Reading, Town of, Massachusetts
2543. Rehoboth, Town of, Massachusetts
2544. Revere, City of, Massachusetts
2545. Rockland, Town of, Massachusetts
FH11185097.1
2546. Salem, City of, Massachusetts
2547. Sandwich, Town of, Massachusetts
2548. Saugus, Town of, Massachusetts
2549. Scituate, Town of, Massachusetts
2550. Seekonk, Town of, Massachusetts
2551. Sharon, Town of, Massachusetts
2552. Shrewsbury, Town of, Massachusetts
2553. Somerset, Town of, Massachusetts
2554. Somerville, City of, Massachusetts
2555. South Hadley, Town of, Massachusetts
2556. Southborough, Town of, Massachusetts
2557. Southbridge, Town of/ City of, Massachusetts
2558. Spencer, Town of, Massachusetts
2559. Springfield, City of, Massachusetts
2560. Stoneham, Town of, Massachusetts
2561. Stoughton, Town of, Massachusetts
2562. Sudbury, Town of, Massachusetts
2563. Swampscott, Town of, Massachusetts
2564. Swansea, Town of, Massachusetts
2565. Taunton, City of, Massachusetts
2566. Tewksbury, Town of, Massachusetts
2567. Tyngsborough, Town of, Massachusetts
2568. Uxbridge, Town of, Massachusetts
2569. Wakefield, Town of, Massachusetts
2570. Walpole, Town of, Massachusetts
2571. Waltham, City of, Massachusetts
2572. Wareham, Town of, Massachusetts
2573. Watertown, Town of/ City of, Massachusetts
2574. Wayland, Town of, Massachusetts
2575. Webster, Town of, Massachusetts
2576. Wellesley, Town of, Massachusetts
2577. West Springfield, Town of/ City of, Massachusetts 2578. Westborough, Town of, Massachusetts
2579. Westfield, City of, Massachusetts
2580. Westford, Town of, Massachusetts
2581. Weston, Town of, Massachusetts
2582. Westport, Town of, Massachusetts
2583. Westwood, Town of, Massachusetts
2584. Weymouth, Town of/ City of, Massachusetts
2585. Whitman, Town of, Massachusetts
2586. Wilbraham, Town of, Massachusetts
2587. Wilmington, Town of, Massachusetts
2588. Winchendon, Town of, Massachusetts
2589. Winchester, Town of, Massachusetts
2590. Winthrop, Town of/ City of, Massachusetts
2591. Woburn, City of, Massachusetts
2592. Worcester, City of, Massachusetts
2593. Wrentham, Town of, Massachusetts
2594. Yarmouth, Town of, Massachusetts
2595. Ada, Township of, Michigan
2596. Adrian, City of, Michigan
FH11185097.1
2597. Alcona, County of, Michigan
2598. Algoma, Township of, Michigan
2599. Allegan, County of, Michigan
2600. Allen Park, City of, Michigan
2601. Allendale, Charter Township of, Michigan
2602. Alpena, County of, Michigan
2603. Alpine, Township of, Michigan
2604. Ann Arbor, City of, Michigan
2605. Antrim, County of, Michigan
2606. Antwerp, Township of, Michigan
2607. Arenac, County of, Michigan
2608. Auburn Hills, City of, Michigan
2609. Bangor, Charter Township of, Michigan
2610. Barry, County of, Michigan
2611. Bath, Charter Township of, Michigan
2612. Battle Creek, City of, Michigan
2613. Bay City, City of, Michigan
2614. Bay, County of, Michigan
2615. Bedford, Township of, Michigan
2616. Benton, Charter Township of, Michigan
2617. Benzie, County of, Michigan
2618. Berkley, City of, Michigan
2619. Berrien, County of, Michigan
2620. Beverly Hills, Village of, Michigan
2621. Big Rapids, City of, Michigan
2622. Birmingham, City of, Michigan
2623. Blackman, Charter Township of, Michigan
2624. Bloomfield, Charter Township of, Michigan
2625. Branch, County of, Michigan
2626. Brandon, Charter Township of, Michigan
2627. Brighton, Township of, Michigan
2628. Brownstown, Charter Township of, Michigan
2629. Burton, City of, Michigan
2630. Byron, Township of, Michigan
2631. Cadillac, City of, Michigan
2632. Caledonia, Township of, Michigan
2633. Calhoun, County of, Michigan
2634. Cannon, Township of, Michigan
2635. Canton, Charter Township of, Michigan
2636. Cascade, Charter Township of, Michigan
2637. Cass, County of, Michigan
2638. Charlevoix, County of, Michigan
2639. Cheboygan, County of, Michigan
2640. Chesterfield, Township of, Michigan
2641. Chippewa, County of, Michigan
2642. Clare, County of, Michigan
2643. Clawson, City of, Michigan
2644. Clinton, Charter Township of, Michigan
2645. Clinton, County of, Michigan
2646. Coldwater, City of, Michigan
2647. Commerce, Charter Township of, Michigan
FH11185097.1
2648. Comstock, Charter Township of, Michigan
2649. Cooper, Charter Township of, Michigan
2650. Crawford, County of, Michigan
2651. Davison, Township of, Michigan
2652. Dearborn, City of, Michigan
2653. Dearborn Heights, City of, Michigan
2654. Delhi, Charter Township of, Michigan
2655. Delta, Charter Township of, Michigan
2656. Delta, County of, Michigan
2657. Detroit, City of, Michigan
2658. DeWitt, Charter Township of, Michigan
2659. Dickinson, County of, Michigan
2660. East Bay, Township of, Michigan
2661. East Grand Rapids, City of, Michigan
2662. East Lansing, City of, Michigan
2663. Eastpointe, City of, Michigan
2664. Eaton, County of, Michigan
2665. Egelston, Township of, Michigan
2666. Emmet, County of, Michigan
2667. Emmett, Charter Township of, Michigan
2668. Escanaba, City of, Michigan
2669. Farmington, City of, Michigan
2670. Farmington Hills, City of, Michigan
2671. Fenton, Charter Township of, Michigan
2672. Fenton, City of, Michigan
2673. Ferndale, City of, Michigan
2674. Flat Rock, City of, Michigan
2675. Flint, Charter Township of, Michigan
2676. Flint, City of, Michigan
2677. Flushing, Charter Township of, Michigan
2678. Fort Gratiot, Charter Township of, Michigan
2679. Fraser, City of, Michigan
2680. Frenchtown, Township of, Michigan
2681. Fruitport, Charter Township of, Michigan
2682. Gaines, Charter Township of, Michigan
2683. Garden City, City of, Michigan
2684. Garfield, Charter Township of, Michigan
2685. Genesee, Charter Township of, Michigan
2686. Genesee, County of, Michigan
2687. Genoa, Township of, Michigan
2688. Georgetown, Charter Township of, Michigan
2689. Gladwin, County of, Michigan
2690. Gogebic, County of, Michigan
2691. Grand Blanc, Charter Township of, Michigan
2692. Grand Haven, Charter Township of, Michigan
2693. Grand Haven, City of, Michigan
2694. Grand Rapids, Charter Township of, Michigan
2695. Grand Rapids, City of, Michigan
2696. Grand Traverse, County of, Michigan
2697. Grandville, City of, Michigan
2698. Gratiot, County of, Michigan
FH11185097.1
2699. Green Oak, Township of, Michigan
2700. Grosse Ile, Township of, Michigan
2701. Grosse Pointe Park, City of, Michigan
2702. Grosse Pointe Woods, City of, Michigan
2703. Hamburg, Township of, Michigan
2704. Hamtramck, City of, Michigan
2705. Harper Woods, City of, Michigan
2706. Harrison, Charter Township of, Michigan
2707. Hartland, Township of, Michigan
2708. Hazel Park, City of, Michigan
2709. Highland, Charter Township of, Michigan
2710. Highland Park, City of, Michigan
2711. Hillsdale, County of, Michigan
2712. Holland, Charter Township of, Michigan
2713. Holland, City of, Michigan
2714. Holly, Township of, Michigan
2715. Houghton, County of, Michigan
2716. Huron, Charter Township of, Michigan
2717. Huron, County of, Michigan
2718. Independence, Charter Township of, Michigan
2719. Ingham, County of, Michigan
2720. Inkster, City of, Michigan
2721. Ionia, City of, Michigan
2722. Ionia, County of, Michigan
2723. Iosco, County of, Michigan
2724. Iron, County of, Michigan
2725. Isabella, County of, Michigan
2726. Jackson, City of, Michigan
2727. Jackson, County of, Michigan
2728. Kalamazoo, Charter Township of, Michigan
2729. Kalamazoo, City of, Michigan
2730. Kalamazoo, County of, Michigan
2731. Kalkaska, County of, Michigan
2732. Kent, County of, Michigan
2733. Kentwood, City of, Michigan
2734. Lake, County of, Michigan
2735. Lansing, City of, Michigan
2736. Lapeer, County of, Michigan
2737. Leelanau, County of, Michigan
2738. Lenawee, County of, Michigan
2739. Lenox, Township of, Michigan
2740. Leoni, Township of, Michigan
2741. Lincoln, Charter Township of, Michigan
2742. Lincoln Park, City of, Michigan
2743. Livingston, County of, Michigan
2744. Livonia, City of, Michigan
2745. Lyon, Charter Township of, Michigan
2746. Mackinac, County of, Michigan
2747. Macomb, County of, Michigan
2748. Macomb, Township of, Michigan
2749. Madison Heights, City of, Michigan
FH11185097.1
2750. Manistee, County of, Michigan
2751. Marion, Township of, Michigan
2752. Marquette, City of, Michigan
2753. Marquette, County of, Michigan
2754. Mason, County of, Michigan
2755. Mecosta, County of, Michigan
2756. Melvindale, City of, Michigan
2757. Menominee, County of, Michigan
2758. Meridian, Charter Township of, Michigan
2759. Midland, City of, Michigan
2760. Midland, County of, Michigan
2761. Milford, Charter Township of, Michigan
2762. Missaukee, County of, Michigan
2763. Monitor, Charter Township of, Michigan
2764. Monroe, Charter Township of, Michigan
2765. Monroe, City of, Michigan
2766. Monroe, County of, Michigan
2767. Montcalm, County of, Michigan
2768. Mount Clemens, City of, Michigan
2769. Mount Morris, Township of, Michigan
2770. Mount Pleasant, City of, Michigan
2771. Mundy, Township of, Michigan
2772. Muskegon, Charter Township of, Michigan
2773. Muskegon, City of, Michigan
2774. Muskegon, County of, Michigan
2775. Muskegon Heights, City of, Michigan
2776. New Baltimore, City of, Michigan
2777. Newaygo, County of, Michigan
2778. Niles, City of, Michigan
2779. Niles, Township of, Michigan
2780. Northville, Township of, Michigan
2781. Norton Shores, City of, Michigan
2782. Novi, City of, Michigan
2783. Oak Park, City of, Michigan
2784. Oakland, Charter Township of, Michigan
2785. Oakland, County of, Michigan
2786. Oceana, County of, Michigan
2787. Oceola, Township of, Michigan
2788. Ogemaw, County of, Michigan
2789. Orion, Charter Township of, Michigan
2790. Osceola, County of, Michigan
2791. Oshtemo, Charter Township of, Michigan
2792. Otsego, County of, Michigan
2793. Ottawa, County of, Michigan
2794. Owosso, City of, Michigan
2795. Oxford, Charter Township of, Michigan
2796. Park, Township of, Michigan
2797. Pittsfield, Charter Township of, Michigan
2798. Plainfield, Charter Township of, Michigan
2799. Plymouth, Charter Township of, Michigan
2800. Pontiac, City of, Michigan
FH11185097.1
2801. Port Huron, Charter Township of, Michigan
2802. Port Huron, City of, Michigan
2803. Portage, City of, Michigan
2804. Presque Isle, County of, Michigan
2805. Redford, Charter Township of, Michigan
2806. Riverview, City of, Michigan
2807. Rochester, City of, Michigan
2808. Rochester Hills, City of, Michigan
2809. Romulus, City of, Michigan
2810. Roscommon, County of, Michigan
2811. Roseville, City of, Michigan
2812. Royal Oak, City of, Michigan
2813. Saginaw, Charter Township of, Michigan
2814. Saginaw, City of, Michigan
2815. Saginaw, County of, Michigan
2816. Sanilac, County of, Michigan
2817. Sault Ste. Marie, City of, Michigan
2818. Scio, Township of, Michigan
2819. Shelby, Charter Township of, Michigan
2820. Shiawassee, County of, Michigan
2821. South Lyon, City of, Michigan
2822. Southfield, City of, Michigan
2823. Southfield, Township of, Michigan
2824. Southgate, City of, Michigan
2825. Spring Lake, Township of, Michigan
2826. Springfield, Charter Township of, Michigan
2827. St. Clair, County of, Michigan
2828. St. Clair Shores, City of, Michigan
2829. St. Joseph, County of, Michigan
2830. Sterling Heights, City of, Michigan
2831. Sturgis, City of, Michigan
2832. Summit, Township of, Michigan
2833. Superior, Charter Township of, Michigan
2834. Taylor, City of, Michigan
2835. Texas, Charter Township of, Michigan
2836. Thomas, Township of, Michigan
2837. Traverse City, City of, Michigan
2838. Trenton, City of, Michigan
2839. Troy, City of, Michigan
2840. Tuscola, County of, Michigan
2841. Tyrone, Township of, Michigan
2842. Union, Charter Township of, Michigan
2843. Van Buren, Charter Township of, Michigan
2844. Van Buren, County of, Michigan
2845. Vienna, Charter Township of, Michigan
2846. Walker, City of, Michigan
2847. Warren, City of, Michigan
2848. Washington, Township of, Michigan
2849. Washtenaw, County of, Michigan
2850. Waterford, Charter Township of, Michigan
2851. Wayne, City of, Michigan
FH11185097.1
2852. Wayne, County of, Michigan
2853. West Bloomfield, Charter Township of, Michigan
2854. Westland, City of, Michigan
2855. Wexford, County of, Michigan
2856. White Lake, Charter Township of, Michigan
2857. Wixom, City of, Michigan
2858. Woodhaven, City of, Michigan
2859. Wyandotte, City of, Michigan
2860. Wyoming, City of, Michigan
2861. Ypsilanti, Charter Township of, Michigan
2862. Ypsilanti, City of, Michigan
2863. Zeeland, Charter Township of, Michigan
2864. Aitkin, County of, Minnesota
2865. Albert Lea, City of, Minnesota
2866. Alexandria, City of, Minnesota
2867. Andover, City of, Minnesota
2868. Anoka, City of, Minnesota
2869. Anoka, County of, Minnesota
2870. Apple Valley, City of, Minnesota
2871. Arden Hills, City of, Minnesota
2872. Austin, City of, Minnesota
2873. Becker, County of, Minnesota
2874. Beltrami, County of, Minnesota
2875. Bemidji, City of, Minnesota
2876. Benton, County of, Minnesota
2877. Big Lake, City of, Minnesota
2878. Blaine, City of, Minnesota
2879. Bloomington, City of, Minnesota
2880. Blue Earth, County of, Minnesota
2881. Brainerd, City of, Minnesota
2882. Brooklyn Center, City of, Minnesota
2883. Brooklyn Park, City of, Minnesota
2884. Brown, County of, Minnesota
2885. Buffalo, City of, Minnesota
2886. Burnsville, City of, Minnesota
2887. Carlton, County of, Minnesota
2888. Carver, County of, Minnesota
2889. Cass, County of, Minnesota
2890. Champlin, City of, Minnesota
2891. Chanhassen, City of, Minnesota
2892. Chaska, City of, Minnesota
2893. Chippewa, County of, Minnesota
2894. Chisago, County of, Minnesota
2895. Clay, County of, Minnesota
2896. Cloquet, City of, Minnesota
2897. Columbia Heights, City of, Minnesota
2898. Coon Rapids, City of, Minnesota
2899. Cottage Grove, City of, Minnesota
2900. Cottonwood, County of, Minnesota
2901. Crow Wing, County of, Minnesota
2902. Crystal, City of, Minnesota
FH11185097.1
2903. Dakota, County of, Minnesota
2904. Dodge, County of, Minnesota
2905. Douglas, County of, Minnesota
2906. Duluth, City of, Minnesota
2907. Eagan, City of, Minnesota
2908. East Bethel, City of, Minnesota
2909. Eden Prairie, City of, Minnesota
2910. Edina, City of, Minnesota
2911. Elk River, City of, Minnesota
2912. Fairmont, City of, Minnesota
2913. Faribault, City of, Minnesota
2914. Faribault, County of, Minnesota
2915. Farmington, City of, Minnesota
2916. Fergus Falls, City of, Minnesota
2917. Fillmore, County of, Minnesota
2918. Forest Lake, City of, Minnesota
2919. Freeborn, County of, Minnesota
2920. Fridley, City of, Minnesota
2921. Golden Valley, City of, Minnesota
2922. Goodhue, County of, Minnesota
2923. Grand Rapids, City of, Minnesota
2924. Ham Lake, City of, Minnesota
2925. Hastings, City of, Minnesota
2926. Hennepin, County of, Minnesota
2927. Hibbing, City of, Minnesota
2928. Hopkins, City of, Minnesota
2929. Houston, County of, Minnesota
2930. Hubbard, County of, Minnesota
2931. Hugo, City of, Minnesota
2932. Hutchinson, City of, Minnesota
2933. Inver Grove Heights, City of, Minnesota
2934. Isanti, County of, Minnesota
2935. Itasca, County of, Minnesota
2936. Kanabec, County of, Minnesota
2937. Kandiyohi, County of, Minnesota
2938. Koochiching, County of, Minnesota
2939. Lake, County of, Minnesota
2940. Lakeville, City of, Minnesota
2941. Le Sueur, County of, Minnesota
2942. Lino Lakes, City of, Minnesota
2943. Little Canada, City of, Minnesota
2944. Lyon, County of, Minnesota
2945. Mankato, City of, Minnesota
2946. Maple Grove, City of, Minnesota
2947. Maplewood, City of, Minnesota
2948. Marshall, City of, Minnesota
2949. Martin, County of, Minnesota
2950. McLeod, County of, Minnesota
2951. Meeker, County of, Minnesota
2952. Mendota Heights, City of, Minnesota
2953. Mille Lacs, County of, Minnesota
FH11185097.1
2954. Minneapolis, City of, Minnesota
2955. Minnetonka, City of, Minnesota
2956. Monticello, City of, Minnesota
2957. Moorhead, City of, Minnesota
2958. Morrison, County of, Minnesota
2959. Mounds View, City of, Minnesota
2960. Mower, County of, Minnesota
2961. New Brighton, City of, Minnesota
2962. New Hope, City of, Minnesota
2963. New Ulm, City of, Minnesota
2964. Nicollet, County of, Minnesota
2965. Nobles, County of, Minnesota
2966. North Branch, City of, Minnesota
2967. North Mankato, City of, Minnesota
2968. North St. Paul, City of, Minnesota
2969. Northfield, City of, Minnesota
2970. Oakdale, City of, Minnesota
2971. Olmsted, County of, Minnesota
2972. Otsego, City of, Minnesota
2973. Otter Tail, County of, Minnesota
2974. Owatonna, City of, Minnesota
2975. Pennington, County of, Minnesota
2976. Pine, County of, Minnesota
2977. Plymouth, City of, Minnesota
2978. Polk, County of, Minnesota
2979. Pope, County of, Minnesota
2980. Prior Lake, City of, Minnesota
2981. Ramsey, City of, Minnesota
2982. Ramsey, County of, Minnesota
2983. Red Wing, City of, Minnesota
2984. Redwood, County of, Minnesota
2985. Renville, County of, Minnesota
2986. Rice, County of, Minnesota
2987. Richfield, City of, Minnesota
2988. Robbinsdale, City of, Minnesota
2989. Rochester, City of, Minnesota
2990. Rogers, City of, Minnesota
2991. Roseau, County of, Minnesota
2992. Rosemount, City of, Minnesota
2993. Roseville, City of, Minnesota
2994. Sartell, City of, Minnesota
2995. Sauk Rapids, City of, Minnesota
2996. Savage, City of, Minnesota
2997. Scott, County of, Minnesota
2998. Shakopee, City of, Minnesota
2999. Sherburne, County of, Minnesota
3000. Shoreview, City of, Minnesota
3001. Sibley, County of, Minnesota
3002. South St. Paul, City of, Minnesota
3003. St. Cloud, City of, Minnesota
3004. St. Louis, County of, Minnesota
FH11185097.1
3005. St. Louis Park, City of, Minnesota
3006. St. Michael, City of, Minnesota
3007. St. Paul, City of, Minnesota
3008. St. Peter, City of, Minnesota
3009. Stearns, County of, Minnesota
3010. Steele, County of, Minnesota
3011. Stillwater, City of, Minnesota
3012. Todd, County of, Minnesota
3013. Vadnais Heights, City of, Minnesota
3014. Victoria, City of, Minnesota
3015. Wabasha, County of, Minnesota
3016. Waconia, City of, Minnesota
3017. Wadena, County of, Minnesota
3018. Waseca, County of, Minnesota
3019. Washington, County of, Minnesota
3020. Watonwan, County of, Minnesota
3021. West St. Paul, City of, Minnesota
3022. White Bear Lake, City of, Minnesota
3023. White Bear, Township of, Minnesota
3024. Willmar, City of, Minnesota
3025. Winona, City of, Minnesota
3026. Winona, County of, Minnesota
3027. Woodbury, City of, Minnesota
3028. Worthington, City of, Minnesota
3029. Wright, County of, Minnesota
3030. Adams, County of, Mississippi
3031. Alcorn, County of, Mississippi
3032. Amite, County of, Mississippi
3033. Attala, County of, Mississippi
3034. Bay St. Louis, City of, Mississippi
3035. Biloxi, City of, Mississippi
3036. Bolivar, County of, Mississippi
3037. Brandon, City of, Mississippi
3038. Brookhaven, City of, Mississippi
3039. Byram, City of, Mississippi
3040. Calhoun, County of, Mississippi
3041. Canton, City of, Mississippi
3042. Chickasaw, County of, Mississippi
3043. Clarke, County of, Mississippi
3044. Clarksdale, City of, Mississippi
3045. Clay, County of, Mississippi
3046. Cleveland, City of, Mississippi
3047. Clinton, City of, Mississippi
3048. Coahoma, County of, Mississippi
3049. Columbus, City of, Mississippi
3050. Copiah, County of, Mississippi
3051. Corinth, City of, Mississippi
3052. Covington, County of, Mississippi
3053. DeSoto, County of, Mississippi
3054. D'Iberville, City of, Mississippi
3055. Forrest, County of, Mississippi
FH11185097.1
3056. Gautier, City of, Mississippi
3057. George, County of, Mississippi
3058. Greene, County of, Mississippi
3059. Greenville, City of, Mississippi
3060. Greenwood, City of, Mississippi
3061. Grenada, City of, Mississippi
3062. Grenada, County of, Mississippi
3063. Gulfport, City of, Mississippi
3064. Hancock, County of, Mississippi
3065. Harrison, County of, Mississippi
3066. Hattiesburg, City of, Mississippi
3067. Hernando, City of, Mississippi
3068. Hinds, County of, Mississippi
3069. Holmes, County of, Mississippi
3070. Horn Lake, City of, Mississippi
3071. Itawamba, County of, Mississippi
3072. Jackson, City of, Mississippi
3073. Jackson, County of, Mississippi
3074. Jasper, County of, Mississippi
3075. Jefferson Davis, County of, Mississippi
3076. Jones, County of, Mississippi
3077. Lafayette, County of, Mississippi
3078. Lamar, County of, Mississippi
3079. Lauderdale, County of, Mississippi
3080. Laurel, City of, Mississippi
3081. Lawrence, County of, Mississippi
3082. Leake, County of, Mississippi
3083. Lee, County of, Mississippi
3084. Leflore, County of, Mississippi
3085. Lincoln, County of, Mississippi
3086. Long Beach, City of, Mississippi
3087. Lowndes, County of, Mississippi
3088. Madison, City of, Mississippi
3089. Madison, County of, Mississippi
3090. Marion, County of, Mississippi
3091. Marshall, County of, Mississippi
3092. McComb, City of, Mississippi
3093. Meridian, City of, Mississippi
3094. Monroe, County of, Mississippi
3095. Moss Point, City of, Mississippi
3096. Natchez, City of, Mississippi
3097. Neshoba, County of, Mississippi
3098. Newton, County of, Mississippi
3099. Noxubee, County of, Mississippi
3100. Ocean Springs, City of, Mississippi
3101. Oktibbeha, County of, Mississippi
3102. Olive Branch, City of, Mississippi
3103. Oxford, City of, Mississippi
3104. Panola, County of, Mississippi
3105. Pascagoula, City of, Mississippi
3106. Pearl, City of, Mississippi
FH11185097.1
3107. Pearl River, County of, Mississippi
3108. Perry, County of, Mississippi
3109. Petal, City of, Mississippi
3110. Picayune, City of, Mississippi
3111. Pike, County of, Mississippi
3112. Pontotoc, County of, Mississippi
3113. Prentiss, County of, Mississippi
3114. Rankin, County of, Mississippi
3115. Ridgeland, City of, Mississippi
3116. Scott, County of, Mississippi
3117. Simpson, County of, Mississippi
3118. Smith, County of, Mississippi
3119. Southaven, City of, Mississippi
3120. Starkville, City of, Mississippi
3121. Stone, County of, Mississippi
3122. Sunflower, County of, Mississippi
3123. Tallahatchie, County of, Mississippi
3124. Tate, County of, Mississippi
3125. Tippah, County of, Mississippi
3126. Tishomingo, County of, Mississippi
3127. Tupelo, City of, Mississippi
3128. Union, County of, Mississippi
3129. Vicksburg, City of, Mississippi
3130. Walthall, County of, Mississippi
3131. Warren, County of, Mississippi
3132. Washington, County of, Mississippi
3133. Wayne, County of, Mississippi
3134. West Point, City of, Mississippi
3135. Winston, County of, Mississippi
3136. Yalobusha, County of, Mississippi
3137. Yazoo City, City of, Mississippi
3138. Yazoo, County of, Mississippi
3139. Adair, County of, Missouri
3140. Andrew, County of, Missouri
3141. Arnold, City of, Missouri
3142. Audrain, County of, Missouri
3143. Ballwin, City of, Missouri
3144. Barry, County of, Missouri
3145. Barton, County of, Missouri
3146. Bates, County of, Missouri
3147. Bellefontaine Neighbors, City of, Missouri
3148. Belton, City of, Missouri
3149. Benton, County of, Missouri
3150. Blue Springs, City of, Missouri
3151. Bolivar, City of, Missouri
3152. Bollinger, County of, Missouri
3153. Boone, County of, Missouri
3154. Branson, City of, Missouri
3155. Bridgeton, City of, Missouri
3156. Buchanan, County of, Missouri
3157. Butler, County of, Missouri
FH11185097.1
3158. Callaway, County of, Missouri
3159. Camden, County of, Missouri
3160. Cape Girardeau, City of, Missouri
3161. Cape Girardeau, County of, Missouri
3162. Carthage, City of, Missouri
3163. Cass, County of, Missouri
3164. Cedar, County of, Missouri
3165. Chesterfield, City of, Missouri
3166. Christian, County of, Missouri
3167. Clay, County of, Missouri
3168. Clayton, City of, Missouri
3169. Clinton, County of, Missouri
3170. Cole, County of, Missouri
3171. Columbia, City of, Missouri
3172. Cooper, County of, Missouri
3173. Crawford, County of, Missouri
3174. Crestwood, City of, Missouri
3175. Creve Coeur, City of, Missouri
3176. Dallas, County of, Missouri
3177. Dardenne Prairie, City of, Missouri
3178. DeKalb, County of, Missouri
3179. Dent, County of, Missouri
3180. Douglas, County of, Missouri
3181. Dunklin, County of, Missouri
3182. Eureka, City of, Missouri
3183. Excelsior Springs, City of, Missouri
3184. Farmington, City of, Missouri
3185. Ferguson, City of, Missouri
3186. Festus, City of, Missouri
3187. Florissant, City of, Missouri
3188. Franklin, County of, Missouri
3189. Fulton, City of, Missouri
3190. Gasconade, County of, Missouri
3191. Gladstone, City of, Missouri
3192. Grain Valley, City of, Missouri
3193. Grandview, City of, Missouri
3194. Greene, County of, Missouri
3195. Hannibal, City of, Missouri
3196. Harrisonville, City of, Missouri
3197. Hazelwood, City of, Missouri
3198. Henry, County of, Missouri
3199. Howard, County of, Missouri
3200. Howell, County of, Missouri
3201. Independence, City of, Missouri
3202. Independence, Township of, Missouri
3203. Iron, County of, Missouri
3204. Jackson, City of, Missouri
3205. Jackson, County of, Missouri
3206. Jasper, County of, Missouri
3207. Jefferson City, City of, Missouri
3208. Jefferson, County of, Missouri
FH11185097.1
3209. Jennings, City of, Missouri
3210. Johnson, County of, Missouri
3211. Joplin, City of, Missouri
3212. Kansas City, City of, Missouri
3213. Kearney, City of, Missouri
3214. Kennett, City of, Missouri
3215. Kirksville, City of, Missouri
3216. Kirkwood, City of, Missouri
3217. Laclede, County of, Missouri
3218. Lafayette, County of, Missouri
3219. Lake St. Louis, City of, Missouri
3220. Lawrence, County of, Missouri
3221. Lebanon, City of, Missouri
3222. Lee's Summit, City of, Missouri
3223. Liberty, City of, Missouri
3224. Liberty, Township of, Missouri
3225. Lincoln, County of, Missouri
3226. Linn, County of, Missouri
3227. Livingston, County of, Missouri
3228. Macon, County of, Missouri
3229. Madison, County of, Missouri
3230. Manchester, City of, Missouri
3231. Marion, County of, Missouri
3232. Marshall, City of, Missouri
3233. Maryland Heights, City of, Missouri
3234. Maryville, City of, Missouri
3235. McDonald, County of, Missouri
3236. Mexico, City of, Missouri
3237. Miller, County of, Missouri
3238. Mississippi, County of, Missouri
3239. Moberly, City of, Missouri
3240. Moniteau, County of, Missouri
3241. Montgomery, County of, Missouri
3242. Morgan, County of, Missouri
3243. Neosho, City of, Missouri
3244. New Madrid, County of, Missouri
3245. Newton, County of, Missouri
3246. Nixa, City of, Missouri
3247. Nodaway, County of, Missouri
3248. O'Fallon, City of, Missouri
3249. Oregon, County of, Missouri
3250. Osage, County of, Missouri
3251. Overland, City of, Missouri
3252. Ozark, City of, Missouri
3253. Pemiscot, County of, Missouri
3254. Perry, County of, Missouri
3255. Pettis, County of, Missouri
3256. Phelps, County of, Missouri
3257. Pike, County of, Missouri
3258. Platte, County of, Missouri
3259. Polk, County of, Missouri
FH11185097.1
3260. Polk, Township of, Missouri
3261. Poplar Bluff, City of, Missouri
3262. Pulaski, County of, Missouri
3263. Ralls, County of, Missouri
3264. Randolph, County of, Missouri
3265. Ray, County of, Missouri
3266. Raymore, City of, Missouri
3267. Raytown, City of, Missouri
3268. Republic, City of, Missouri
3269. Ripley, County of, Missouri
3270. Rolla, City of, Missouri
3271. Saline, County of, Missouri
3272. Scott, County of, Missouri
3273. Sedalia, City of, Missouri
3274. Sikeston, City of, Missouri
3275. Smithville, City of, Missouri
3276. Springfield, City of, Missouri
3277. St. Ann, City of, Missouri
3278. St. Charles, City of, Missouri
3279. St. Charles, County of, Missouri
3280. St. Francois, County of, Missouri
3281. St. Joseph, City of, Missouri
3282. St. Louis, City of, Missouri
3283. St. Louis, County of, Missouri
3284. St. Peters, City of, Missouri
3285. Ste. Genevieve, County of, Missouri
3286. Stoddard, County of, Missouri
3287. Stone, County of, Missouri
3288. Taney, County of, Missouri
3289. Texas, County of, Missouri
3290. Town and Country, City of, Missouri
3291. Troy, City of, Missouri
3292. Union, City of, Missouri
3293. University City, City of, Missouri
3294. Vernon, County of, Missouri
3295. Warren, County of, Missouri
3296. Warrensburg, City of, Missouri
3297. Washington, City of, Missouri
3298. Washington, County of, Missouri
3299. Wayne, County of, Missouri
3300. Webb City, City of, Missouri
3301. Webster, County of, Missouri
3302. Webster Groves, City of, Missouri
3303. Wentzville, City of, Missouri
3304. West Plains, City of, Missouri
3305. Wildwood, City of, Missouri
3306. Wright, County of, Missouri
3307. Big Horn, County of, Montana
3308. Billings, City of, Montana
3309. Bozeman, City of, Montana
3310. Butte-Silver Bow, Montana
FH11185097.1
3311. Carbon, County of, Montana
3312. Cascade, County of, Montana
3313. Custer, County of, Montana
3314. Fergus, County of, Montana
3315. Flathead, County of, Montana
3316. Gallatin, County of, Montana
3317. Glacier, County of, Montana
3318. Great Falls, City of, Montana
3319. Helena, City of, Montana
3320. Hill, County of, Montana
3321. Jefferson, County of, Montana
3322. Kalispell, City of, Montana
3323. Lake, County of, Montana
3324. Lewis and Clark, County of, Montana
3325. Lincoln, County of, Montana
3326. Missoula, City of, Montana
3327. Missoula, County of, Montana
3328. Park, County of, Montana
3329. Ravalli, County of, Montana
3330. Richland, County of, Montana
3331. Roosevelt, County of, Montana
3332. Sanders, County of, Montana
3333. Yellowstone, County of, Montana
3334. Adams, County of, Nebraska
3335. Beatrice, City of, Nebraska
3336. Bellevue, City of, Nebraska
3337. Box Butte, County of, Nebraska
3338. Buffalo, County of, Nebraska
3339. Cass, County of, Nebraska
3340. Colfax, County of, Nebraska
3341. Columbus, City of, Nebraska
3342. Custer, County of, Nebraska
3343. Dakota, County of, Nebraska
3344. Dawson, County of, Nebraska
3345. Dodge, County of, Nebraska
3346. Douglas, County of, Nebraska
3347. Fremont, City of, Nebraska
3348. Gage, County of, Nebraska
3349. Grand Island, City of, Nebraska
3350. Hall, County of, Nebraska
3351. Hastings, City of, Nebraska
3352. Holt, County of, Nebraska
3353. Kearney, City of, Nebraska
3354. La Vista, City of, Nebraska
3355. Lancaster, County of, Nebraska
3356. Lexington, City of, Nebraska
3357. Lincoln, City of, Nebraska
3358. Lincoln, County of, Nebraska
3359. Madison, County of, Nebraska
3360. Norfolk, City of, Nebraska
3361. North Platte, City of, Nebraska
FH11185097.1
3362. Omaha, City of, Nebraska
3363. Otoe, County of, Nebraska
3364. Papillion, City of, Nebraska
3365. Platte, County of, Nebraska
3366. Red Willow, County of, Nebraska
3367. Saline, County of, Nebraska
3368. Sarpy, County of, Nebraska
3369. Saunders, County of, Nebraska
3370. Scotts Bluff, County of, Nebraska
3371. Scottsbluff, City of, Nebraska
3372. Seward, County of, Nebraska
3373. South Sioux City, City of, Nebraska
3374. Washington, County of, Nebraska
3375. York, County of, Nebraska
3376. Boulder City, City of, Nevada
3377. Carson, City of, Nevada
3378. Churchill, County of, Nevada
3379. Clark, County of, Nevada
3380. Douglas, County of, Nevada
3381. Elko, City of, Nevada
3382. Elko, County of, Nevada
3383. Fernley, City of, Nevada
3384. Henderson, City of, Nevada
3385. Humboldt, County of, Nevada
3386. Las Vegas, City of, Nevada
3387. Lyon, County of, Nevada
3388. Mesquite, City of, Nevada
3389. North Las Vegas, City of, Nevada
3390. Nye, County of, Nevada
3391. Reno, City of, Nevada
3392. Sparks, City of, Nevada
3393. Washoe, County of, Nevada
3394. Amherst, Town of, New Hampshire
3395. Bedford, Town of, New Hampshire
3396. Belknap, County of, New Hampshire
3397. Berlin, City of, New Hampshire
3398. Carroll, County of, New Hampshire
3399. Cheshire, County of, New Hampshire
3400. Claremont, City of, New Hampshire
3401. Concord, City of, New Hampshire
3402. Conway, Town of, New Hampshire
3403. Coos, County of, New Hampshire
3404. Derry, Town of, New Hampshire
3405. Dover, City of, New Hampshire
3406. Durham, Town of, New Hampshire
3407. Exeter, Town of, New Hampshire
3408. Goffstown, Town of, New Hampshire
3409. Grafton, County of, New Hampshire
3410. Hampton, Town of, New Hampshire
3411. Hanover, Town of, New Hampshire
3412. Hillsborough, County of, New Hampshire
FH11185097.1
3413. Hooksett, Town of, New Hampshire
3414. Hudson, Town of, New Hampshire
3415. Keene, City of, New Hampshire
3416. Laconia, City of, New Hampshire
3417. Lebanon, City of, New Hampshire
3418. Londonderry, Town of, New Hampshire
3419. Manchester, City of, New Hampshire
3420. Merrimack, County of, New Hampshire
3421. Merrimack, Town of, New Hampshire
3422. Milford, Town of, New Hampshire
3423. Nashua, City of, New Hampshire
3424. Pelham, Town of, New Hampshire
3425. Portsmouth, City of, New Hampshire
3426. Raymond, Town of, New Hampshire
3427. Rochester, City of, New Hampshire
3428. Rockingham, County of, New Hampshire
3429. Salem, Town of, New Hampshire
3430. Somersworth, City of, New Hampshire
3431. Strafford, County of, New Hampshire
3432. Sullivan, County of, New Hampshire
3433. Windham, Town of, New Hampshire
3434. Aberdeen, Township of, New Jersey
3435. Asbury Park, City of, New Jersey
3436. Atlantic City, City of, New Jersey
3437. Atlantic, County of, New Jersey
3438. Barnegat, Township of, New Jersey
3439. Bayonne, City of, New Jersey
3440. Beachwood, Borough of, New Jersey
3441. Belleville, Township of, New Jersey
3442. Bellmawr, Borough of, New Jersey
3443. Bergen, County of, New Jersey
3444. Bergenfield, Borough of, New Jersey
3445. Berkeley Heights, Township of, New Jersey
3446. Berkeley, Township of, New Jersey
3447. Bernards, Township of, New Jersey
3448. Bloomfield, Township of, New Jersey
3449. Bordentown, Township of, New Jersey
3450. Bound Brook, Borough of, New Jersey
3451. Branchburg, Township of, New Jersey
3452. Brick, Township of, New Jersey
3453. Bridgeton, City of, New Jersey
3454. Bridgewater, Township of, New Jersey
3455. Burlington, County of, New Jersey
3456. Burlington, Township of, New Jersey
3457. Camden, City of, New Jersey
3458. Camden, County of, New Jersey
3459. Cape May, County of, New Jersey
3460. Carteret, Borough of, New Jersey
3461. Cedar Grove, Township of, New Jersey
3462. Chatham, Township of, New Jersey
3463. Cherry Hill, Township of, New Jersey
FH11185097.1
3464. Cinnaminson, Township of, New Jersey
3465. City of Orange, Township of, New Jersey
3466. Clark, Township of, New Jersey
3467. Cliffside Park, Borough of, New Jersey
3468. Clifton, City of, New Jersey
3469. Clinton, Township of, New Jersey
3470. Collingswood, Borough of, New Jersey
3471. Cranford, Township of, New Jersey
3472. Cumberland, County of, New Jersey
3473. Delran, Township of, New Jersey
3474. Denville, Township of, New Jersey
3475. Deptford, Township of, New Jersey
3476. Dover, Town of, New Jersey
3477. Dumont, Borough of, New Jersey
3478. East Brunswick, Township of, New Jersey
3479. East Greenwich, Township of, New Jersey
3480. East Hanover, Township of, New Jersey
3481. East Orange, City of, New Jersey
3482. East Windsor, Township of, New Jersey
3483. Eatontown, Borough of, New Jersey
3484. Edgewater, Borough of, New Jersey
3485. Edison, Township of, New Jersey
3486. Egg Harbor, Township of, New Jersey
3487. Elizabeth, City of, New Jersey
3488. Elmwood Park, Borough of, New Jersey
3489. Englewood, City of, New Jersey
3490. Essex, County of, New Jersey
3491. Evesham, Township of, New Jersey
3492. Ewing, Township of, New Jersey
3493. Fair Lawn, Borough of, New Jersey
3494. Fairview, Borough of, New Jersey
3495. Florence, Township of, New Jersey
3496. Florham Park, Borough of, New Jersey
3497. Fort Lee, Borough of, New Jersey
3498. Franklin Lakes, Borough of, New Jersey
3499. Franklin, Township of, New Jersey
3500. Freehold, Borough of, New Jersey
3501. Freehold, Township of, New Jersey
3502. Galloway, Township of, New Jersey
3503. Garfield, City of, New Jersey
3504. Glassboro, Borough of, New Jersey
3505. Glen Rock, Borough of, New Jersey
3506. Gloucester City, City of, New Jersey
3507. Gloucester, County of, New Jersey
3508. Gloucester, Township of, New Jersey
3509. Guttenberg, Town of, New Jersey
3510. Hackensack, City of, New Jersey
3511. Haddon, Township of, New Jersey
3512. Haddonfield, Borough of, New Jersey
3513. Hamilton, Township of, New Jersey
3514. Hammonton, Town of, New Jersey
FH11185097.1
3515. Hanover, Township of, New Jersey
3516. Harrison, Town of, New Jersey
3517. Harrison, Township of, New Jersey
3518. Hasbrouck Heights, Borough of, New Jersey
3519. Hawthorne, Borough of, New Jersey
3520. Hazlet, Township of, New Jersey
3521. Highland Park, Borough of, New Jersey
3522. Hillsborough, Township of, New Jersey
3523. Hillsdale, Borough of, New Jersey
3524. Hillside, Township of, New Jersey
3525. Hoboken, City of, New Jersey
3526. Holmdel, Township of, New Jersey
3527. Hopatcong, Borough of, New Jersey
3528. Hopewell, Township of, New Jersey
3529. Howell, Township of, New Jersey
3530. Hudson, County of, New Jersey
3531. Hunterdon, County of, New Jersey
3532. Irvington, Township of, New Jersey
3533. Jackson, Township of, New Jersey
3534. Jefferson, Township of, New Jersey
3535. Jersey City, City of, New Jersey
3536. Kearny, Town of, New Jersey
3537. Lacey, Township of, New Jersey
3538. Lakewood, Township of, New Jersey
3539. Lawrence, Township of, New Jersey
3540. Lincoln Park, Borough of, New Jersey
3541. Linden, City of, New Jersey
3542. Lindenwold, Borough of, New Jersey
3543. Little Egg Harbor, Township of, New Jersey
3544. Little Falls, Township of, New Jersey
3545. Little Ferry, Borough of, New Jersey
3546. Livingston, Township of, New Jersey
3547. Lodi, Borough of, New Jersey
3548. Long Branch, City of, New Jersey
3549. Lower, Township of, New Jersey
3550. Lumberton, Township of, New Jersey
3551. Lyndhurst, Township of, New Jersey
3552. Madison, Borough of, New Jersey
3553. Mahwah, Township of, New Jersey
3554. Manalapan, Township of, New Jersey
3555. Manchester, Township of, New Jersey
3556. Mantua, Township of, New Jersey
3557. Manville, Borough of, New Jersey
3558. Maple Shade, Township of, New Jersey
3559. Maplewood, Township of, New Jersey
3560. Marlboro, Township of, New Jersey
3561. Medford, Township of, New Jersey
3562. Mercer, County of, New Jersey
3563. Metuchen, Borough of, New Jersey
3564. Middle, Township of, New Jersey
3565. Middlesex, Borough of, New Jersey
FH11185097.1
3566. Middlesex, County of, New Jersey
3567. Middletown, Township of, New Jersey
3568. Millburn, Township of, New Jersey
3569. Millstone, Township of, New Jersey
3570. Millville, City of, New Jersey
3571. Monmouth, County of, New Jersey
3572. Monroe, Township of, New Jersey
3573. Montclair, Township of, New Jersey
3574. Montgomery, Township of, New Jersey
3575. Montville, Township of, New Jersey
3576. Moorestown, Township of, New Jersey
3577. Morris, County of, New Jersey
3578. Morris, Township of, New Jersey
3579. Morristown, Town of, New Jersey
3580. Mount Laurel, Township of, New Jersey
3581. Mount Olive, Township of, New Jersey
3582. Neptune, Township of, New Jersey
3583. New Brunswick, City of, New Jersey
3584. New Milford, Borough of, New Jersey
3585. New Providence, Borough of, New Jersey
3586. Newark, City of, New Jersey
3587. North Arlington, Borough of, New Jersey
3588. North Bergen, Township of, New Jersey
3589. North Brunswick, Township of, New Jersey
3590. North Plainfield, Borough of, New Jersey
3591. Nutley, Township of, New Jersey
3592. Oakland, Borough of, New Jersey
3593. Ocean City, City of, New Jersey
3594. Ocean, County of, New Jersey
3595. Ocean, Township of, New Jersey
3596. Old Bridge, Township of, New Jersey
3597. Palisades Park, Borough of, New Jersey
3598. Paramus, Borough of, New Jersey
3599. Parsippany-Troy Hills, Township of, New Jersey
3600. Passaic, City of, New Jersey
3601. Passaic, County of, New Jersey
3602. Paterson, City of, New Jersey
3603. Pemberton, Township of, New Jersey
3604. Pennsauken, Township of, New Jersey
3605. Pennsville, Township of, New Jersey
3606. Pequannock, Township of, New Jersey
3607. Perth Amboy, City of, New Jersey
3608. Phillipsburg, Town of, New Jersey
3609. Pine Hill, Borough of, New Jersey
3610. Piscataway, Township of, New Jersey
3611. Plainfield, City of, New Jersey
3612. Plainsboro, Township of, New Jersey
3613. Pleasantville, City of, New Jersey
3614. Point Pleasant, Borough of, New Jersey
3615. Pompton Lakes, Borough of, New Jersey
3616. Princeton, New Jersey
FH11185097.1
3617. Rahway, City of, New Jersey
3618. Ramsey, Borough of, New Jersey
3619. Randolph, Township of, New Jersey
3620. Raritan, Township of, New Jersey
3621. Readington, Township of, New Jersey
3622. Red Bank, Borough of, New Jersey
3623. Ridgefield, Borough of, New Jersey
3624. Ridgefield Park, Village of, New Jersey
3625. Ridgewood, Village of, New Jersey
3626. Ringwood, Borough of, New Jersey
3627. River Edge, Borough of, New Jersey
3628. Robbinsville, Township of, New Jersey
3629. Rockaway, Township of, New Jersey
3630. Roselle, Borough of, New Jersey
3631. Roselle Park, Borough of, New Jersey
3632. Roxbury, Township of, New Jersey
3633. Rutherford, Borough of, New Jersey
3634. Saddle Brook, Township of, New Jersey
3635. Salem, County of, New Jersey
3636. Sayreville, Borough of, New Jersey
3637. Scotch Plains, Township of, New Jersey
3638. Secaucus, Town of, New Jersey
3639. Somers Point, City of, New Jersey
3640. Somerset, County of, New Jersey
3641. Somerville, Borough of, New Jersey
3642. South Brunswick, Township of, New Jersey
3643. South Orange Village, Township of, New Jersey
3644. South Plainfield, Borough of, New Jersey
3645. South River, Borough of, New Jersey
3646. Southampton, Township of, New Jersey
3647. Sparta, Township of, New Jersey
3648. Springfield, Township of, New Jersey
3649. Stafford, Township of, New Jersey
3650. Summit, City of, New Jersey
3651. Sussex, County of, New Jersey
3652. Teaneck, Township of, New Jersey
3653. Tenafly, Borough of, New Jersey
3654. Tinton Falls, Borough of, New Jersey
3655. Toms River, Township of, New Jersey
3656. Totowa, Borough of, New Jersey
3657. Trenton, City of, New Jersey
3658. Union City, City of, New Jersey
3659. Union, County of, New Jersey
3660. Union, Township of, New Jersey
3661. Upper, Township of, New Jersey
3662. Vernon, Township of, New Jersey
3663. Verona, Township of, New Jersey
3664. Vineland, City of, New Jersey
3665. Voorhees, Township of, New Jersey
3666. Waldwick, Borough of, New Jersey
3667. Wall, Township of, New Jersey
FH11185097.1
3668. Wallington, Borough of, New Jersey
3669. Wanaque, Borough of, New Jersey
3670. Wantage, Township of, New Jersey
3671. Warren, County of, New Jersey
3672. Warren, Township of, New Jersey
3673. Washington, Township of, New Jersey
3674. Waterford, Township of, New Jersey
3675. Wayne, Township of, New Jersey
3676. Weehawken, Township of, New Jersey
3677. West Caldwell, Township of, New Jersey
3678. West Deptford, Township of, New Jersey
3679. West Milford, Township of, New Jersey
3680. West New York, Town of, New Jersey
3681. West Orange, Township of, New Jersey
3682. West Windsor, Township of, New Jersey
3683. Westfield, Town of, New Jersey
3684. Westwood, Borough of, New Jersey
3685. Willingboro, Township of, New Jersey
3686. Winslow, Township of, New Jersey
3687. Woodbridge, Township of, New Jersey
3688. Woodland Park, Borough of, New Jersey
3689. Woolwich, Township of, New Jersey
3690. Wyckoff, Township of, New Jersey
3691. Albany, City of, New York
3692. Albany, County of, New York
3693. Allegany, County of, New York
3694. Amherst, Town of, New York
3695. Amsterdam, City of, New York
3696. Arcadia, Town of, New York
3697. Auburn, City of, New York
3698. Aurora, Town of, New York
3699. Babylon, Town of, New York
3700. Babylon, Village of, New York
3701. Ballston, Town of, New York
3702. Batavia, City of, New York
3703. Bath, Town of, New York
3704. Beacon, City of, New York
3705. Bedford, Town of, New York
3706. Beekman, Town of, New York
3707. Bethlehem, Town of, New York
3708. Binghamton, City of, New York
3709. Blooming Grove, Town of, New York
3710. Brighton, Town of, New York
3711. Bronx, County of, New York
3712. Brookhaven, Town of, New York
3713. Broome, County of, New York
3714. Brunswick, Town of, New York
3715. Buffalo, City of, New York
3716. Camillus, Town of, New York
3717. Canandaigua, City of, New York
3718. Canandaigua, Town of, New York
FH11185097.1
3719. Canton, Town of, New York
3720. Carmel, Town of, New York
3721. Catskill, Town of, New York
3722. Cattaraugus, County of, New York
3723. Cayuga, County of, New York
3724. Chautauqua, County of, New York
3725. Cheektowaga, Town of, New York
3726. Chemung, County of, New York
3727. Chenango, County of, New York
3728. Chenango, Town of, New York
3729. Chester, Town of, New York
3730. Chili, Town of, New York
3731. Cicero, Town of, New York
3732. Clarence, Town of, New York
3733. Clarkstown, Town of, New York
3734. Clay, Town of, New York
3735. Clifton Park, Town of, New York
3736. Clinton, County of, New York
3737. Cohoes, City of, New York
3738. Colonie, Town of, New York
3739. Columbia, County of, New York
3740. Corning, City of, New York
3741. Cornwall, Town of, New York
3742. Cortland, City of, New York
3743. Cortland, County of, New York
3744. Cortlandt, Town of, New York
3745. De Witt, Town of, New York
3746. Delaware, County of, New York
3747. Depew, Village of, New York
3748. Dobbs Ferry, Village of, New York
3749. Dryden, Town of, New York
3750. Dunkirk, City of, New York
3751. Dutchess, County of, New York
3752. East Fishkill, Town of, New York
3753. East Greenbush, Town of, New York
3754. East Hampton, Town of, New York
3755. Eastchester, Town of, New York
3756. Elma, Town of, New York
3757. Elmira, City of, New York
3758. Endicott, Village of, New York
3759. Erie, County of, New York
3760. Essex, County of, New York
3761. Evans, Town of, New York
3762. Fallsburg, Town of, New York
3763. Farmington, Town of, New York
3764. Fishkill, Town of, New York
3765. Floral Park, Village of, New York
3766. Franklin, County of, New York
3767. Fredonia, Village of, New York
3768. Freeport, Village of, New York
3769. Fulton, City of, New York
FH11185097.1
3770. Fulton, County of, New York
3771. Garden City, Village of, New York
3772. Gates, Town of, New York
3773. Geddes, Town of, New York
3774. Genesee, County of, New York
3775. Geneseo, Town of, New York
3776. Geneva, City of, New York
3777. German Flatts, Town of, New York
3778. Glen Cove, City of, New York
3779. Glens Falls, City of, New York
3780. Glenville, Town of, New York
3781. Gloversville, City of, New York
3782. Goshen, Town of, New York
3783. Grand Island, Town of, New York
3784. Great Neck, Village of, New York
3785. Greece, Town of, New York
3786. Greenburgh, Town of, New York
3787. Greene, County of, New York
3788. Guilderland, Town of, New York
3789. Halfmoon, Town of, New York
3790. Hamburg, Town of, New York
3791. Harrison, Town of, New York
3792. Harrison, Village of, New York
3793. Haverstraw, Town of, New York
3794. Haverstraw, Village of, New York
3795. Hempstead, Town of, New York
3796. Hempstead, Village of, New York
3797. Henrietta, Town of, New York
3798. Herkimer, County of, New York
3799. Highlands, Town of, New York
3800. Horseheads, Town of, New York
3801. Huntington, Town of, New York
3802. Hyde Park, Town of, New York
3803. Irondequoit, Town of, New York
3804. Islip, Town of, New York
3805. Ithaca, City of, New York
3806. Ithaca, Town of, New York
3807. Jamestown, City of, New York
3808. Jefferson, County of, New York
3809. Johnson City, Village of, New York
3810. Kenmore, Village of, New York
3811. Kent, Town of, New York
3812. Kings, County of, New York
3813. Kingsbury, Town of, New York
3814. Kingston, City of, New York
3815. Kirkland, Town of, New York
3816. Kiryas Joel, Village of, New York
3817. La Grange, Town of, New York
3818. Lackawanna, City of, New York
3819. Lake Grove, Village of, New York
3820. Lancaster, Town of, New York
FH11185097.1
3821. Lancaster, Village of, New York
3822. Lansing, Town of, New York
3823. Le Ray, Town of, New York
3824. Lewis, County of, New York
3825. Lewisboro, Town of, New York
3826. Lewiston, Town of, New York
3827. Lindenhurst, Village of, New York
3828. Livingston, County of, New York
3829. Lloyd, Town of, New York
3830. Lockport, City of, New York
3831. Lockport, Town of, New York
3832. Long Beach, City of, New York
3833. Lynbrook, Village of, New York
3834. Lysander, Town of, New York
3835. Madison, County of, New York
3836. Malone, Town of, New York
3837. Malta, Town of, New York
3838. Mamakating, Town of, New York
3839. Mamaroneck, Town of, New York
3840. Mamaroneck, Village of, New York
3841. Manlius, Town of, New York
3842. Massapequa Park, Village of, New York
3843. Massena, Town of, New York
3844. Massena, Village of, New York
3845. Middletown, City of, New York
3846. Milton, Town of, New York
3847. Mineola, Village of, New York
3848. Monroe, County of, New York
3849. Monroe, Town of, New York
3850. Montgomery, County of, New York
3851. Montgomery, Town of, New York
3852. Moreau, Town of, New York
3853. Mount Kisco, Village of/ Town of, New York
3854. Mount Pleasant, Town of, New York
3855. Mount Vernon, City of, New York
3856. Nassau, County of, New York
3857. New Castle, Town of, New York
3858. New Hartford, Town of, New York
3859. New Paltz, Town of, New York
3860. New Rochelle, City of, New York
3861. New Windsor, Town of, New York
3862. New York, City of, New York
3863. New York, County of, New York
3864. Newburgh, City of, New York
3865. Newburgh, Town of, New York
3866. Niagara, County of, New York
3867. Niagara Falls, City of, New York
3868. Niskayuna, Town of, New York
3869. North Castle, Town of, New York
3870. North Greenbush, Town of, New York
3871. North Hempstead, Town of, New York
FH11185097.1
3872. North Tonawanda, City of, New York
3873. Ogden, Town of, New York
3874. Ogdensburg, City of, New York
3875. Olean, City of, New York
3876. Oneida, City of, New York
3877. Oneida, County of, New York
3878. Oneonta, City of, New York
3879. Onondaga, County of, New York
3880. Onondaga, Town of, New York
3881. Ontario, County of, New York
3882. Ontario, Town of, New York
3883. Orange, County of, New York
3884. Orangetown, Town of, New York
3885. Orchard Park, Town of, New York
3886. Orleans, County of, New York
3887. Ossining, Town of, New York
3888. Ossining, Village of, New York
3889. Oswego, City of, New York
3890. Oswego, County of, New York
3891. Otsego, County of, New York
3892. Owego, Town of, New York
3893. Oyster Bay, Town of, New York
3894. Palm Tree, Town of, New York
3895. Parma, Town of, New York
3896. Patchogue, Village of, New York
3897. Patterson, Town of, New York
3898. Peekskill, City of, New York
3899. Pelham, Town of, New York
3900. Penfield, Town of, New York
3901. Perinton, Town of, New York
3902. Pittsford, Town of, New York
3903. Plattekill, Town of, New York
3904. Plattsburgh, City of, New York
3905. Plattsburgh, Town of, New York
3906. Pomfret, Town of, New York
3907. Port Chester, Village of, New York
3908. Potsdam, Town of, New York
3909. Poughkeepsie, City of, New York
3910. Poughkeepsie, Town of, New York
3911. Putnam, County of, New York
3912. Putnam Valley, Town of, New York
3913. Queens, County of, New York
3914. Queensbury, Town of, New York
3915. Ramapo, Town of, New York
3916. Red Hook, Town of, New York
3917. Rensselaer, County of, New York
3918. Richmond, County of, New York
3919. Riverhead, Town of, New York
3920. Rochester, City of, New York
3921. Rockland, County of, New York
3922. Rockville Centre, Village of, New York
FH11185097.1
3923. Rome, City of, New York
3924. Rotterdam, Town of, New York
3925. Rye, City of, New York
3926. Rye, Town of, New York
3927. Salina, Town of, New York
3928. Saratoga, County of, New York
3929. Saratoga Springs, City of, New York
3930. Saugerties, Town of, New York
3931. Scarsdale, Village of/ Scarsdale, Town of, New York 3932. Schenectady, City of, New York
3933. Schenectady, County of, New York
3934. Schodack, Town of, New York
3935. Schoharie, County of, New York
3936. Schuyler, County of, New York
3937. Seneca, County of, New York
3938. Shawangunk, Town of, New York
3939. Sleepy Hollow, Village of, New York
3940. Smithtown, Town of, New York
3941. Somers, Town of, New York
3942. Southampton, Town of, New York
3943. Southeast, Town of, New York
3944. Southold, Town of, New York
3945. Spring Valley, Village of, New York
3946. St. Lawrence, County of, New York
3947. Steuben, County of, New York
3948. Stony Point, Town of, New York
3949. Suffern, Village of, New York
3950. Suffolk, County of, New York
3951. Sullivan, County of, New York
3952. Sullivan, Town of, New York
3953. Sweden, Town of, New York
3954. Syracuse, City of, New York
3955. Tarrytown, Village of, New York
3956. Thompson, Town of, New York
3957. Tioga, County of, New York
3958. Tompkins, County of, New York
3959. Tonawanda, City of, New York
3960. Tonawanda, Town of, New York
3961. Troy, City of, New York
3962. Ulster, County of, New York
3963. Ulster, Town of, New York
3964. Union, Town of, New York
3965. Utica, City of, New York
3966. Valley Stream, Village of, New York
3967. Van Buren, Town of, New York
3968. Vestal, Town of, New York
3969. Victor, Town of, New York
3970. Wallkill, Town of, New York
3971. Wappinger, Town of, New York
3972. Warren, County of, New York
3973. Warwick, Town of, New York
FH11185097.1
3974. Washington, County of, New York
3975. Watertown, City of, New York
3976. Wawarsing, Town of, New York
3977. Wayne, County of, New York
3978. Webster, Town of, New York
3979. West Haverstraw, Village of, New York
3980. West Seneca, Town of, New York
3981. Westbury, Village of, New York
3982. Westchester, County of, New York
3983. Wheatfield, Town of, New York
3984. White Plains, City of, New York
3985. Whitestown, Town of, New York
3986. Wilton, Town of, New York
3987. Woodbury, Town of, New York
3988. Woodbury, Village of, New York
3989. Wyoming, County of, New York
3990. Yates, County of, New York
3991. Yonkers, City of, New York
3992. Yorktown, Town of, New York
3993. Alamance, County of, North Carolina
3994. Albemarle, City of, North Carolina
3995. Alexander, County of, North Carolina
3996. Alleghany, County of, North Carolina
3997. Anson, County of, North Carolina
3998. Apex, Town of, North Carolina
3999. Archdale, City of, North Carolina
4000. Ashe, County of, North Carolina
4001. Asheboro, City of, North Carolina
4002. Asheville, City of, North Carolina
4003. Avery, County of, North Carolina
4004. Beaufort, County of, North Carolina
4005. Belmont, City of, North Carolina
4006. Bertie, County of, North Carolina
4007. Bladen, County of, North Carolina
4008. Boone, Town of, North Carolina
4009. Brunswick, County of, North Carolina
4010. Buncombe, County of, North Carolina
4011. Burke, County of, North Carolina
4012. Burlington, City of, North Carolina
4013. Cabarrus, County of, North Carolina
4014. Caldwell, County of, North Carolina
4015. Camden, County of, North Carolina
4016. Carrboro, Town of, North Carolina
4017. Carteret, County of, North Carolina
4018. Cary, Town of, North Carolina
4019. Caswell, County of, North Carolina
4020. Catawba, County of, North Carolina
4021. Chapel Hill, Town of, North Carolina
4022. Charlotte, City of, North Carolina
4023. Chatham, County of, North Carolina
4024. Cherokee, County of, North Carolina
FH11185097.1
4025. Chowan, County of, North Carolina
4026. Clay, County of, North Carolina
4027. Clayton, Town of, North Carolina
4028. Clemmons, Village of, North Carolina
4029. Cleveland, County of, North Carolina
4030. Columbus, County of, North Carolina
4031. Concord, City of, North Carolina
4032. Cornelius, Town of, North Carolina
4033. Craven, County of, North Carolina
4034. Cumberland, County of, North Carolina
4035. Currituck, County of, North Carolina
4036. Dare, County of, North Carolina
4037. Davidson, County of, North Carolina
4038. Davidson, Town of, North Carolina
4039. Davie, County of, North Carolina
4040. Duplin, County of, North Carolina
4041. Durham, City of, North Carolina
4042. Durham, County of, North Carolina
4043. Eden, City of, North Carolina
4044. Edgecombe, County of, North Carolina
4045. Elizabeth City, City of, North Carolina
4046. Elon, Town of, North Carolina
4047. Fayetteville, City of, North Carolina
4048. Forsyth, County of, North Carolina
4049. Franklin, County of, North Carolina
4050. Fuquay-Varina, Town of, North Carolina
4051. Garner, Town of, North Carolina
4052. Gaston, County of, North Carolina
4053. Gastonia, City of, North Carolina
4054. Gates, County of, North Carolina
4055. Goldsboro, City of, North Carolina
4056. Graham, City of, North Carolina
4057. Granville, County of, North Carolina
4058. Greene, County of, North Carolina
4059. Greensboro, City of, North Carolina
4060. Greenville, City of, North Carolina
4061. Guilford, County of, North Carolina
4062. Halifax, County of, North Carolina
4063. Harnett, County of, North Carolina
4064. Harrisburg, Town of, North Carolina
4065. Havelock, City of, North Carolina
4066. Haywood, County of, North Carolina
4067. Henderson, City of, North Carolina
4068. Henderson, County of, North Carolina
4069. Hendersonville, City of, North Carolina
4070. Hertford, County of, North Carolina
4071. Hickory, City of, North Carolina
4072. High Point, City of, North Carolina
4073. Hoke, County of, North Carolina
4074. Holly Springs, Town of, North Carolina
4075. Hope Mills, Town of, North Carolina
FH11185097.1
4076. Huntersville, Town of, North Carolina
4077. Indian Trail, Town of, North Carolina
4078. Iredell, County of, North Carolina
4079. Jackson, County of, North Carolina
4080. Jacksonville, City of, North Carolina
4081. Johnston, County of, North Carolina
4082. Kannapolis, City of, North Carolina
4083. Kernersville, Town of, North Carolina
4084. Kings Mountain, City of, North Carolina
4085. Kinston, City of, North Carolina
4086. Knightdale, Town of, North Carolina
4087. Laurinburg, City of, North Carolina
4088. Lee, County of, North Carolina
4089. Leland, Town of, North Carolina
4090. Lenoir, City of, North Carolina
4091. Lenoir, County of, North Carolina
4092. Lewisville, Town of, North Carolina
4093. Lexington, City of, North Carolina
4094. Lincoln, County of, North Carolina
4095. Lincolnton, City of, North Carolina
4096. Lumberton, City of, North Carolina
4097. Macon, County of, North Carolina
4098. Madison, County of, North Carolina
4099. Martin, County of, North Carolina
4100. Matthews, Town of, North Carolina
4101. McDowell, County of, North Carolina
4102. Mebane, City of, North Carolina
4103. Mecklenburg, County of, North Carolina
4104. Mint Hill, Town of, North Carolina
4105. Mitchell, County of, North Carolina
4106. Monroe, City of, North Carolina
4107. Montgomery, County of, North Carolina
4108. Moore, County of, North Carolina
4109. Mooresville, Town of, North Carolina
4110. Morganton, City of, North Carolina
4111. Morrisville, Town of, North Carolina
4112. Mount Airy, City of, North Carolina
4113. Mount Holly, City of, North Carolina
4114. Nash, County of, North Carolina
4115. New Bern, City of, North Carolina
4116. New Hanover, County of, North Carolina
4117. Newton, City of, North Carolina
4118. Northampton, County of, North Carolina
4119. Onslow, County of, North Carolina
4120. Orange, County of, North Carolina
4121. Pamlico, County of, North Carolina
4122. Pasquotank, County of, North Carolina
4123. Pender, County of, North Carolina
4124. Perquimans, County of, North Carolina
4125. Person, County of, North Carolina
4126. Pinehurst, Village of, North Carolina
FH11185097.1
4127. Pitt, County of, North Carolina
4128. Polk, County of, North Carolina
4129. Raleigh, City of, North Carolina
4130. Randolph, County of, North Carolina
4131. Reidsville, City of, North Carolina
4132. Richmond, County of, North Carolina
4133. Roanoke Rapids, City of, North Carolina
4134. Robeson, County of, North Carolina
4135. Rockingham, County of, North Carolina
4136. Rocky Mount, City of, North Carolina
4137. Rowan, County of, North Carolina
4138. Rutherford, County of, North Carolina
4139. Salisbury, City of, North Carolina
4140. Sampson, County of, North Carolina
4141. Sanford, City of, North Carolina
4142. Scotland, County of, North Carolina
4143. Shelby, City of, North Carolina
4144. Smithfield, Town of, North Carolina
4145. Southern Pines, Town of, North Carolina
4146. Spring Lake, Town of, North Carolina
4147. Stallings, Town of, North Carolina
4148. Stanly, County of, North Carolina
4149. Statesville, City of, North Carolina
4150. Stokes, County of, North Carolina
4151. Summerfield, Town of, North Carolina
4152. Surry, County of, North Carolina
4153. Swain, County of, North Carolina
4154. Tarboro, Town of, North Carolina
4155. Thomasville, City of, North Carolina
4156. Transylvania, County of, North Carolina
4157. Union, County of, North Carolina
4158. Vance, County of, North Carolina
4159. Wake, County of, North Carolina
4160. Wake Forest, Town of, North Carolina
4161. Warren, County of, North Carolina
4162. Washington, County of, North Carolina
4163. Watauga, County of, North Carolina
4164. Waxhaw, Town of, North Carolina
4165. Wayne, County of, North Carolina
4166. Waynesville, Town of, North Carolina
4167. Weddington, Town of, North Carolina
4168. Wilkes, County of, North Carolina
4169. Wilmington, City of, North Carolina
4170. Wilson, City of, North Carolina
4171. Wilson, County of, North Carolina
4172. Winston-Salem, City of, North Carolina
4173. Yadkin, County of, North Carolina
4174. Yancey, County of, North Carolina
4175. Barnes, County of, North Dakota
4176. Bismarck, City of, North Dakota
4177. Burleigh, County of, North Dakota
FH11185097.1
4178. Cass, County of, North Dakota
4179. Dickinson, City of, North Dakota
4180. Fargo, City of, North Dakota
4181. Grand Forks, City of, North Dakota
4182. Grand Forks, County of, North Dakota
4183. Jamestown, City of, North Dakota
4184. Mandan, City of, North Dakota
4185. McKenzie, County of, North Dakota
4186. Minot, City of, North Dakota
4187. Morton, County of, North Dakota
4188. Mountrail, County of, North Dakota
4189. Ramsey, County of, North Dakota
4190. Richland, County of, North Dakota
4191. Rolette, County of, North Dakota
4192. Stark, County of, North Dakota
4193. Stutsman, County of, North Dakota
4194. Walsh, County of, North Dakota
4195. Ward, County of, North Dakota
4196. West Fargo, City of, North Dakota
4197. Williams, County of, North Dakota
4198. Williston, City of, North Dakota
4199. Adams, County of, Ohio
4200. Akron, City of, Ohio
4201. Allen, County of, Ohio
4202. Alliance, City of, Ohio
4203. American, Township of, Ohio
4204. Amherst, City of, Ohio
4205. Anderson, Township of, Ohio
4206. Ashland, City of, Ohio
4207. Ashland, County of, Ohio
4208. Ashtabula, City of, Ohio
4209. Ashtabula, County of, Ohio
4210. Ashtabula, Township of, Ohio
4211. Athens, City of, Ohio
4212. Athens, County of, Ohio
4213. Athens, Township of, Ohio
4214. Auglaize, County of, Ohio
4215. Aurora, City of, Ohio
4216. Austintown, Township of, Ohio
4217. Avon, City of, Ohio
4218. Avon Lake, City of, Ohio
4219. Bainbridge, Township of, Ohio
4220. Barberton, City of, Ohio
4221. Batavia, Township of, Ohio
4222. Bath, Township of, Ohio
4223. Bay, Village of, City of, Ohio
4224. Beachwood, City of, Ohio
4225. Beavercreek, City of, Ohio
4226. Beavercreek, Township of, Ohio
4227. Bedford, City of, Ohio
4228. Bedford Heights, City of, Ohio
FH11185097.1
4229. Bellefontaine, City of, Ohio
4230. Belmont, County of, Ohio
4231. Berea, City of, Ohio
4232. Bethel, Township of, Ohio
4233. Bexley, City of, Ohio
4234. Blue Ash, City of, Ohio
4235. Boardman, Township of, Ohio
4236. Bowling Green, City of, Ohio
4237. Brecksville, City of, Ohio
4238. Brimfield, Township of, Ohio
4239. Broadview Heights, City of, Ohio
4240. Brook Park, City of, Ohio
4241. Brooklyn, City of, Ohio
4242. Brown, County of, Ohio
4243. Brunswick, City of, Ohio
4244. Brunswick Hills, Township of, Ohio
4245. Bucyrus, City of, Ohio
4246. Butler, County of, Ohio
4247. Cambridge, City of, Ohio
4248. Cambridge, Township of, Ohio
4249. Canfield, Township of, Ohio
4250. Canton, City of, Ohio
4251. Canton, Township of, Ohio
4252. Carroll, County of, Ohio
4253. Celina, City of, Ohio
4254. Centerville, City of, Ohio
4255. Champaign, County of, Ohio
4256. Chester, Township of, Ohio
4257. Chillicothe, City of, Ohio
4258. Chippewa, Township of, Ohio
4259. Cincinnati, City of, Ohio
4260. Circleville, City of, Ohio
4261. Clark, County of, Ohio
4262. Clayton, City of, Ohio
4263. Clear Creek, Township of, Ohio
4264. Clermont, County of, Ohio
4265. Cleveland, City of, Ohio
4266. Cleveland Heights, City of, Ohio
4267. Clinton, County of, Ohio
4268. Clinton, Township of, Ohio
4269. Colerain, Township of, Ohio
4270. Columbiana, County of, Ohio
4271. Columbus, City of, Ohio
4272. Concord, Township of, Ohio
4273. Conneaut, City of, Ohio
4274. Copley, Township of, Ohio
4275. Coshocton, City of, Ohio
4276. Coshocton, County of, Ohio
4277. Coventry, Township of, Ohio
4278. Crawford, County of, Ohio
4279. Cuyahoga, County of, Ohio
FH11185097.1
4280. Cuyahoga Falls, City of, Ohio
4281. Darke, County of, Ohio
4282. Dayton, City of, Ohio
4283. Deerfield, Township of, Ohio
4284. Defiance, City of, Ohio
4285. Defiance, County of, Ohio
4286. Defiance, Township of, Ohio
4287. Delaware, City of, Ohio
4288. Delaware City, Township of, Ohio
4289. Delaware, County of, Ohio
4290. Delhi, Township of, Ohio
4291. Dover, City of, Ohio
4292. Dublin, City of, Ohio
4293. Duchouquet, Township of, Ohio
4294. East Cleveland, City of, Ohio
4295. East Liverpool, City of, Ohio
4296. Eastlake, City of, Ohio
4297. Elyria, City of, Ohio
4298. Englewood, City of, Ohio
4299. Erie, County of, Ohio
4300. Etna, Township of, Ohio
4301. Euclid, City of, Ohio
4302. Fairborn, City of, Ohio
4303. Fairfield, City of, Ohio
4304. Fairfield, County of, Ohio
4305. Fairfield, Township of, Ohio
4306. Fairview Park, City of, Ohio
4307. Falls, Township of, Ohio
4308. Fayette, County of, Ohio
4309. Findlay, City of, Ohio
4310. Forest Park, City of, Ohio
4311. Fostoria, City of, Ohio
4312. Franklin, City of, Ohio
4313. Franklin, County of, Ohio
4314. Franklin, Township of, Ohio
4315. Fremont, City of, Ohio
4316. Fulton, County of, Ohio
4317. Gahanna, City of, Ohio
4318. Gallia, County of, Ohio
4319. Garfield Heights, City of, Ohio
4320. Geauga, County of, Ohio
4321. Geneva, Township of, Ohio
4322. Genoa, Township of, Ohio
4323. Goshen, Township of, Ohio
4324. Granville, Township of, Ohio
4325. Green, City of, Ohio
4326. Green, Township of, Ohio
4327. Greene, County of, Ohio
4328. Greenville, City of, Ohio
4329. Greenville, Township of, Ohio
4330. Grove City, City of, Ohio
FH11185097.1
4331. Guernsey, County of, Ohio
4332. Hamilton, City of, Ohio
4333. Hamilton, County of, Ohio
4334. Hamilton, Township of, Ohio
4335. Hancock, County of, Ohio
4336. Hardin, County of, Ohio
4337. Harrison, City of, Ohio
4338. Harrison, County of, Ohio
4339. Harrison, Township of, Ohio
4340. Heath, City of, Ohio
4341. Henry, County of, Ohio
4342. Highland, County of, Ohio
4343. Hilliard, City of, Ohio
4344. Hocking, County of, Ohio
4345. Holmes, County of, Ohio
4346. Howland, Township of, Ohio
4347. Hubbard, Township of, Ohio
4348. Huber Heights, City of, Ohio
4349. Hudson, City of, Ohio
4350. Huron, County of, Ohio
4351. Huron, Township of, Ohio
4352. Ironton, City of, Ohio
4353. Jackson, County of, Ohio
4354. Jackson, Township of, Ohio
4355. Jefferson, County of, Ohio
4356. Jefferson, Township of, Ohio
4357. Kent, City of, Ohio
4358. Kettering, City of, Ohio
4359. Knox, County of, Ohio
4360. Lake, County of, Ohio
4361. Lake, Township of, Ohio
4362. Lakewood, City of, Ohio
4363. Lancaster, City of, Ohio
4364. Lancaster City, Township of, Ohio
4365. Lawrence, County of, Ohio
4366. Lawrence, Township of, Ohio
4367. Lebanon, City of, Ohio
4368. Lemon, Township of, Ohio
4369. Liberty, Township of, Ohio
4370. Licking, County of, Ohio
4371. Lima, City of, Ohio
4372. Logan, County of, Ohio
4373. London, City of, Ohio
4374. Lorain, City of, Ohio
4375. Lorain, County of, Ohio
4376. Loveland, City of, Ohio
4377. Lucas, County of, Ohio
4378. Lyndhurst, City of, Ohio
4379. Macedonia, City of, Ohio
4380. Mad River, Township of, Ohio
4381. Madison, County of, Ohio
FH11185097.1
4382. Madison, Township of, Ohio
4383. Mahoning, County of, Ohio
4384. Mansfield, City of, Ohio
4385. Maple Heights, City of, Ohio
4386. Marietta, City of, Ohio
4387. Marion, City of, Ohio
4388. Marion, County of, Ohio
4389. Marion, Township of, Ohio
4390. Marysville, City of, Ohio
4391. Mason, City of, Ohio
4392. Massillon, City of, Ohio
4393. Maumee, City of, Ohio
4394. Mayfield Heights, City of, Ohio
4395. Medina, City of, Ohio
4396. Medina City, Township of, Ohio
4397. Medina, County of, Ohio
4398. Meigs, County of, Ohio
4399. Mentor, City of, Ohio
4400. Mercer, County of, Ohio
4401. Miami, County of, Ohio
4402. Miami, Township of, Ohio
4403. Miamisburg, City of, Ohio
4404. Middleburg Heights, City of, Ohio
4405. Middletown, City of, Ohio
4406. Mifflin, Township of, Ohio
4407. Monclova, Township of, Ohio
4408. Monroe, City of, Ohio
4409. Monroe, County of, Ohio
4410. Monroe, Township of, Ohio
4411. Montgomery, City of, Ohio
4412. Montgomery, County of, Ohio
4413. Montville, Township of, Ohio
4414. Moorefield, Township of, Ohio
4415. Morgan, County of, Ohio
4416. Morrow, County of, Ohio
4417. Mount Vernon, City of, Ohio
4418. Muskingum, County of, Ohio
4419. New Albany, City of, Ohio
4420. New Franklin, City of, Ohio
4421. New Philadelphia, City of, Ohio
4422. Newark, City of, Ohio
4423. Niles, City of, Ohio
4424. Noble, County of, Ohio
4425. North Canton, City of, Ohio
4426. North Olmsted, City of, Ohio
4427. North Ridgeville, City of, Ohio
4428. North Royalton, City of, Ohio
4429. Norton, City of, Ohio
4430. Norwalk, City of, Ohio
4431. Norwich, Township of, Ohio
4432. Norwood, City of, Ohio
FH11185097.1
4433. Olmsted, Township of, Ohio
4434. Orange, Township of, Ohio
4435. Oregon, City of, Ohio
4436. Ottawa, County of, Ohio
4437. Oxford, City of, Ohio
4438. Oxford, Township of, Ohio
4439. Painesville, City of, Ohio
4440. Painesville, Township of, Ohio
4441. Paris, Township of, Ohio
4442. Parma, City of, Ohio
4443. Parma Heights, City of, Ohio
4444. Pataskala, City of, Ohio
4445. Paulding, County of, Ohio
4446. Pease, Township of, Ohio
4447. Perkins, Township of, Ohio
4448. Perry, County of, Ohio
4449. Perry, Township of, Ohio
4450. Perrysburg, City of, Ohio
4451. Perrysburg, Township of, Ohio
4452. Pickaway, County of, Ohio
4453. Pickerington, City of, Ohio
4454. Pierce, Township of, Ohio
4455. Pike, County of, Ohio
4456. Piqua, City of, Ohio
4457. Plain, Township of, Ohio
4458. Pleasant, Township of, Ohio
4459. Poland, Township of, Ohio
4460. Portage, County of, Ohio
4461. Portsmouth, City of, Ohio
4462. Powell, City of, Ohio
4463. Prairie, Township of, Ohio
4464. Preble, County of, Ohio
4465. Putnam, County of, Ohio
4466. Ravenna, City of, Ohio
4467. Reading, City of, Ohio
4468. Reynoldsburg, City of, Ohio
4469. Richland, County of, Ohio
4470. Richland, Township of, Ohio
4471. Richmond Heights, City of, Ohio
4472. Riverside, City of, Ohio
4473. Rocky River, City of, Ohio
4474. Ross, County of, Ohio
4475. Sagamore Hills, Township of, Ohio
4476. Salem, City of, Ohio
4477. Sandusky, City of, Ohio
4478. Sandusky, County of, Ohio
4479. Scioto, County of, Ohio
4480. Scioto, Township of, Ohio
4481. Seneca, County of, Ohio
4482. Seven Hills, City of, Ohio
4483. Shaker Heights, City of, Ohio
FH11185097.1
4484. Sharon, Township of, Ohio
4485. Sharonville, City of, Ohio
4486. Shawnee, Township of, Ohio
4487. Shelby, County of, Ohio
4488. Sidney, City of, Ohio
4489. Solon, City of, Ohio
4490. South Euclid, City of, Ohio
4491. Springboro, City of, Ohio
4492. Springdale, City of, Ohio
4493. Springfield, City of, Ohio
4494. Springfield, Township of, Ohio
4495. St. Marys, Township of, Ohio
4496. Stark, County of, Ohio
4497. Steubenville, City of, Ohio
4498. Stow, City of, Ohio
4499. Streetsboro, City of, Ohio
4500. Strongsville, City of, Ohio
4501. Struthers, City of, Ohio
4502. Summit, County of, Ohio
4503. Sycamore, Township of, Ohio
4504. Sylvania, City of, Ohio
4505. Sylvania, Township of, Ohio
4506. Symmes, Township of, Ohio
4507. Tallmadge, City of, Ohio
4508. Tiffin, City of, Ohio
4509. Tipp City, City of, Ohio
4510. Toledo, City of, Ohio
4511. Trenton, City of, Ohio
4512. Trotwood, City of, Ohio
4513. Troy, City of, Ohio
4514. Trumbull, County of, Ohio
4515. Truro, Township of, Ohio
4516. Turtlecreek, Township of, Ohio
4517. Tuscarawas, County of, Ohio
4518. Twinsburg, City of, Ohio
4519. Union, County of, Ohio
4520. Union, Township of, Ohio
4521. University Heights, City of, Ohio
4522. Upper Arlington, City of, Ohio
4523. Upper, Township of, Ohio
4524. Urbana, City of, Ohio
4525. Urbana, Township of, Ohio
4526. Van Wert, City of, Ohio
4527. Van Wert, County of, Ohio
4528. Vandalia, City of, Ohio
4529. Vermilion, City of, Ohio
4530. Vinton, County of, Ohio
4531. Violet, Township of, Ohio
4532. Wadsworth, City of, Ohio
4533. Warren, City of, Ohio
4534. Warren, County of, Ohio
FH11185097.1
4535. Warrensville Heights, City of, Ohio
4536. Washington, County of, Ohio
4537. Washington Court House, City of, Ohio
4538. Washington, Township of, Ohio
4539. Wayne, County of, Ohio
4540. Weathersfield, Township of, Ohio
4541. West Carrollton, City of, Ohio
4542. West Chester, Township of, Ohio
4543. Westerville, City of, Ohio
4544. Westlake, City of, Ohio
4545. Whitehall, City of, Ohio
4546. Wickliffe, City of, Ohio
4547. Williams, County of, Ohio
4548. Willoughby, City of, Ohio
4549. Willowick, City of, Ohio
4550. Wilmington, City of, Ohio
4551. Wood, County of, Ohio
4552. Wooster, City of, Ohio
4553. Worthington, City of, Ohio
4554. Wyandot, County of, Ohio
4555. Xenia, City of, Ohio
4556. Youngstown, City of, Ohio
4557. Zanesville, City of, Ohio
4558. Ada, City of, Oklahoma
4559. Adair, County of, Oklahoma
4560. Altus, City of, Oklahoma
4561. Ardmore, City of, Oklahoma
4562. Atoka, County of, Oklahoma
4563. Bartlesville, City of, Oklahoma
4564. Beckham, County of, Oklahoma
4565. Bethany, City of, Oklahoma
4566. Bixby, City of, Oklahoma
4567. Broken Arrow, City of, Oklahoma
4568. Bryan, County of, Oklahoma
4569. Caddo, County of, Oklahoma
4570. Canadian, County of, Oklahoma
4571. Carter, County of, Oklahoma
4572. Cherokee, County of, Oklahoma
4573. Chickasha, City of, Oklahoma
4574. Choctaw, City of, Oklahoma
4575. Choctaw, County of, Oklahoma
4576. Claremore, City of, Oklahoma
4577. Cleveland, County of, Oklahoma
4578. Comanche, County of, Oklahoma
4579. Coweta, City of, Oklahoma
4580. Craig, County of, Oklahoma
4581. Creek, County of, Oklahoma
4582. Custer, County of, Oklahoma
4583. Del City, City of, Oklahoma
4584. Delaware, County of, Oklahoma
4585. Duncan, City of, Oklahoma
FH11185097.1
4586. Durant, City of, Oklahoma
4587. Edmond, City of, Oklahoma
4588. El Reno, City of, Oklahoma
4589. Elk City, City of, Oklahoma
4590. Enid, City of, Oklahoma
4591. Garfield, County of, Oklahoma
4592. Garvin, County of, Oklahoma
4593. Glenpool, City of, Oklahoma
4594. Grady, County of, Oklahoma
4595. Guthrie, City of, Oklahoma
4596. Guymon, City of, Oklahoma
4597. Haskell, County of, Oklahoma
4598. Hughes, County of, Oklahoma
4599. Jackson, County of, Oklahoma
4600. Jenks, City of, Oklahoma
4601. Johnston, County of, Oklahoma
4602. Kay, County of, Oklahoma
4603. Kingfisher, County of, Oklahoma
4604. Latimer, County of, Oklahoma
4605. Lawton, City of, Oklahoma
4606. Le Flore, County of, Oklahoma
4607. Lincoln, County of, Oklahoma
4608. Logan, County of, Oklahoma
4609. Love, County of, Oklahoma
4610. Marshall, County of, Oklahoma
4611. Mayes, County of, Oklahoma
4612. McAlester, City of, Oklahoma
4613. McClain, County of, Oklahoma
4614. McCurtain, County of, Oklahoma
4615. McIntosh, County of, Oklahoma
4616. Miami, City of, Oklahoma
4617. Midwest City, City of, Oklahoma
4618. Moore, City of, Oklahoma
4619. Murray, County of, Oklahoma
4620. Muskogee, City of, Oklahoma
4621. Muskogee, County of, Oklahoma
4622. Mustang, City of, Oklahoma
4623. Newcastle, City of, Oklahoma
4624. Noble, County of, Oklahoma
4625. Norman, City of, Oklahoma
4626. Nowata, County of, Oklahoma
4627. Okfuskee, County of, Oklahoma
4628. Oklahoma City, City of, Oklahoma
4629. Oklahoma, County of, Oklahoma
4630. Okmulgee, City of, Oklahoma
4631. Okmulgee, County of, Oklahoma
4632. Osage, County of, Oklahoma
4633. Ottawa, County of, Oklahoma
4634. Owasso, City of, Oklahoma
4635. Pawnee, County of, Oklahoma
4636. Payne, County of, Oklahoma
FH11185097.1
4637. Pittsburg, County of, Oklahoma
4638. Ponca City, City of, Oklahoma
4639. Pontotoc, County of, Oklahoma
4640. Pottawatomie, County of, Oklahoma
4641. Pushmataha, County of, Oklahoma
4642. Rogers, County of, Oklahoma
4643. Sand Springs, City of, Oklahoma
4644. Sapulpa, City of, Oklahoma
4645. Seminole, County of, Oklahoma
4646. Sequoyah, County of, Oklahoma
4647. Shawnee, City of, Oklahoma
4648. Stephens, County of, Oklahoma
4649. Stillwater, City of, Oklahoma
4650. Tahlequah, City of, Oklahoma
4651. Texas, County of, Oklahoma
4652. Tulsa, City of, Oklahoma
4653. Tulsa, County of, Oklahoma
4654. Wagoner, County of, Oklahoma
4655. Warr Acres, City of, Oklahoma
4656. Washington, County of, Oklahoma
4657. Washita, County of, Oklahoma
4658. Weatherford, City of, Oklahoma
4659. Woodward, City of, Oklahoma
4660. Woodward, County of, Oklahoma
4661. Yukon, City of, Oklahoma
4662. Albany, City of, Oregon
4663. Ashland, City of, Oregon
4664. Astoria, City of, Oregon
4665. Baker, County of, Oregon
4666. Beaverton, City of, Oregon
4667. Bend, City of, Oregon
4668. Benton, County of, Oregon
4669. Canby, City of, Oregon
4670. Central Point, City of, Oregon
4671. Clackamas, County of, Oregon
4672. Clatsop, County of, Oregon
4673. Columbia, County of, Oregon
4674. Coos Bay, City of, Oregon
4675. Coos, County of, Oregon
4676. Cornelius, City of, Oregon
4677. Corvallis, City of, Oregon
4678. Cottage Grove, City of, Oregon
4679. Crook, County of, Oregon
4680. Curry, County of, Oregon
4681. Dallas, City of, Oregon
4682. Deschutes, County of, Oregon
4683. Douglas, County of, Oregon
4684. Eugene, City of, Oregon
4685. Forest Grove, City of, Oregon
4686. Gladstone, City of, Oregon
4687. Grants Pass, City of, Oregon
FH11185097.1
4688. Gresham, City of, Oregon
4689. Happy Valley, City of, Oregon
4690. Hermiston, City of, Oregon
4691. Hillsboro, City of, Oregon
4692. Hood River, County of, Oregon
4693. Independence, City of, Oregon
4694. Jackson, County of, Oregon
4695. Jefferson, County of, Oregon
4696. Josephine, County of, Oregon
4697. Keizer, City of, Oregon
4698. Klamath, County of, Oregon
4699. Klamath Falls, City of, Oregon
4700. La Grande, City of, Oregon
4701. Lake Oswego, City of, Oregon
4702. Lane, County of, Oregon
4703. Lebanon, City of, Oregon
4704. Lincoln, County of, Oregon
4705. Linn, County of, Oregon
4706. Malheur, County of, Oregon
4707. Marion, County of, Oregon
4708. McMinnville, City of, Oregon
4709. Medford, City of, Oregon
4710. Milwaukie, City of, Oregon
4711. Monmouth, City of, Oregon
4712. Morrow, County of, Oregon
4713. Multnomah, County of, Oregon
4714. Newberg, City of, Oregon
4715. Newport, City of, Oregon
4716. Ontario, City of, Oregon
4717. Oregon City, City of, Oregon
4718. Pendleton, City of, Oregon
4719. Polk, County of, Oregon
4720. Portland, City of, Oregon
4721. Prineville, City of, Oregon
4722. Redmond, City of, Oregon
4723. Roseburg, City of, Oregon
4724. Salem, City of, Oregon
4725. Sandy, City of, Oregon
4726. Sherwood, City of, Oregon
4727. Silverton, City of, Oregon
4728. Springfield, City of, Oregon
4729. St. Helens, City of, Oregon
4730. The Dalles, City of, Oregon
4731. Tigard, City of, Oregon
4732. Tillamook, County of, Oregon
4733. Troutdale, City of, Oregon
4734. Tualatin, City of, Oregon
4735. Umatilla, County of, Oregon
4736. Union, County of, Oregon
4737. Wasco, County of, Oregon
4738. Washington, County of, Oregon
FH11185097.1
4739. West Linn, City of, Oregon
4740. Wilsonville, City of, Oregon
4741. Woodburn, City of, Oregon
4742. Yamhill, County of, Oregon
4743. Abington, Township of, Pennsylvania
4744. Adams, County of, Pennsylvania
4745. Adams, Township of, Pennsylvania
4746. Allegheny, County of, Pennsylvania
4747. Allentown, City of, Pennsylvania
4748. Altoona, City of, Pennsylvania
4749. Amity, Township of, Pennsylvania
4750. Antrim, Township of, Pennsylvania
4751. Armstrong, County of, Pennsylvania
4752. Aston, Township of, Pennsylvania
4753. Baldwin, Borough of, Pennsylvania
4754. Beaver, County of, Pennsylvania
4755. Bedford, County of, Pennsylvania
4756. Bensalem, Township of, Pennsylvania
4757. Berks, County of, Pennsylvania
4758. Bethel Park, Municipality of, Pennsylvania
4759. Bethlehem, City of, Pennsylvania
4760. Bethlehem, Township of, Pennsylvania
4761. Blair, County of, Pennsylvania
4762. Bloomsburg, Town of, Pennsylvania
4763. Bradford, County of, Pennsylvania
4764. Bristol, Township of, Pennsylvania
4765. Buckingham, Township of, Pennsylvania
4766. Bucks, County of, Pennsylvania
4767. Butler, City of, Pennsylvania
4768. Butler, County of, Pennsylvania
4769. Butler, Township of, Pennsylvania
4770. Caln, Township of, Pennsylvania
4771. Cambria, County of, Pennsylvania
4772. Carbon, County of, Pennsylvania
4773. Carlisle, Borough of, Pennsylvania
4774. Cecil, Township of, Pennsylvania
4775. Center, Township of, Pennsylvania
4776. Centre, County of, Pennsylvania
4777. Chambersburg, Borough of, Pennsylvania
4778. Cheltenham, Township of, Pennsylvania
4779. Chester, City of, Pennsylvania
4780. Chester, County of, Pennsylvania
4781. Chestnuthill, Township of, Pennsylvania
4782. Clarion, County of, Pennsylvania
4783. Clearfield, County of, Pennsylvania
4784. Clinton, County of, Pennsylvania
4785. Coal, Township of, Pennsylvania
4786. Coatesville, City of, Pennsylvania
4787. College, Township of, Pennsylvania
4788. Columbia, Borough of, Pennsylvania
4789. Columbia, County of, Pennsylvania
FH11185097.1
4790. Concord, Township of, Pennsylvania
4791. Coolbaugh, Township of, Pennsylvania
4792. Cranberry, Township of, Pennsylvania
4793. Crawford, County of, Pennsylvania
4794. Cumberland, County of, Pennsylvania
4795. Cumru, Township of, Pennsylvania
4796. Darby, Borough of, Pennsylvania
4797. Dauphin, County of, Pennsylvania
4798. Delaware, County of, Pennsylvania
4799. Derry, Township of, Pennsylvania
4800. Dingman, Township of, Pennsylvania
4801. Douglass, Township of, Pennsylvania
4802. Dover, Township of, Pennsylvania
4803. Doylestown, Township of, Pennsylvania
4804. Dunmore, Borough of, Pennsylvania
4805. East Cocalico, Township of, Pennsylvania
4806. East Goshen, Township of, Pennsylvania
4807. East Hempfield, Township of, Pennsylvania
4808. East Lampeter, Township of, Pennsylvania
4809. East Norriton, Township of, Pennsylvania
4810. East Pennsboro, Township of, Pennsylvania
4811. East Stroudsburg, Borough of, Pennsylvania
4812. East Whiteland, Township of, Pennsylvania
4813. Easton, City of, Pennsylvania
4814. Easttown, Township of, Pennsylvania
4815. Elizabeth, Township of, Pennsylvania
4816. Elizabethtown, Borough of, Pennsylvania
4817. Elk, County of, Pennsylvania
4818. Emmaus, Borough of, Pennsylvania
4819. Ephrata, Borough of, Pennsylvania
4820. Ephrata, Township of, Pennsylvania
4821. Erie, City of, Pennsylvania
4822. Erie, County of, Pennsylvania
4823. Exeter, Township of, Pennsylvania
4824. Fairview, Township of, Pennsylvania
4825. Falls, Township of, Pennsylvania
4826. Fayette, County of, Pennsylvania
4827. Ferguson, Township of, Pennsylvania
4828. Forks, Township of, Pennsylvania
4829. Franconia, Township of, Pennsylvania
4830. Franklin, County of, Pennsylvania
4831. Franklin Park, Borough of, Pennsylvania
4832. Fulton, County of, Pennsylvania
4833. Greene, County of, Pennsylvania
4834. Greene, Township of, Pennsylvania
4835. Greensburg, City of, Pennsylvania
4836. Guilford, Township of, Pennsylvania
4837. Hamilton, Township of, Pennsylvania
4838. Hampden, Township of, Pennsylvania
4839. Hampton, Township of, Pennsylvania
4840. Hanover, Borough of, Pennsylvania
FH11185097.1
4841. Hanover, Township of, Pennsylvania
4842. Harborcreek, Township of, Pennsylvania
4843. Harrisburg, City of, Pennsylvania
4844. Harrison, Township of, Pennsylvania
4845. Hatfield, Township of, Pennsylvania
4846. Haverford, Township of, Pennsylvania
4847. Hazleton, City of, Pennsylvania
4848. Hempfield, Township of, Pennsylvania
4849. Hermitage, City of, Pennsylvania
4850. Hilltown, Township of, Pennsylvania
4851. Hopewell, Township of, Pennsylvania
4852. Horsham, Township of, Pennsylvania
4853. Huntingdon, County of, Pennsylvania
4854. Indiana, Borough of, Pennsylvania
4855. Indiana, County of, Pennsylvania
4856. Jefferson, County of, Pennsylvania
4857. Jefferson Hills, Borough of, Pennsylvania
4858. Johnstown, City of, Pennsylvania
4859. Juniata, County of, Pennsylvania
4860. Kingston, Borough of, Pennsylvania
4861. Lackawanna, County of, Pennsylvania
4862. Lancaster, City of, Pennsylvania
4863. Lancaster, County of, Pennsylvania
4864. Lancaster, Township of, Pennsylvania
4865. Lansdale, Borough of, Pennsylvania
4866. Lansdowne, Borough of, Pennsylvania
4867. Lawrence, County of, Pennsylvania
4868. Lebanon, City of, Pennsylvania
4869. Lebanon, County of, Pennsylvania
4870. Lehigh, County of, Pennsylvania
4871. Lehigh, Township of, Pennsylvania
4872. Lehman, Township of, Pennsylvania
4873. Limerick, Township of, Pennsylvania
4874. Logan, Township of, Pennsylvania
4875. Lower Allen, Township of, Pennsylvania
4876. Lower Burrell, City of, Pennsylvania
4877. Lower Gwynedd, Township of, Pennsylvania
4878. Lower Macungie, Township of, Pennsylvania
4879. Lower Makefield, Township of, Pennsylvania
4880. Lower Merion, Township of, Pennsylvania
4881. Lower Moreland, Township of, Pennsylvania
4882. Lower Paxton, Township of, Pennsylvania
4883. Lower Pottsgrove, Township of, Pennsylvania
4884. Lower Providence, Township of, Pennsylvania
4885. Lower Salford, Township of, Pennsylvania
4886. Lower Saucon, Township of, Pennsylvania
4887. Lower Southampton, Township of, Pennsylvania
4888. Loyalsock, Township of, Pennsylvania
4889. Luzerne, County of, Pennsylvania
4890. Lycoming, County of, Pennsylvania
4891. Manchester, Township of, Pennsylvania
FH11185097.1
4892. Manheim, Township of, Pennsylvania
4893. Manor, Township of, Pennsylvania
4894. Marple, Township of, Pennsylvania
4895. McCandless, Township of, Pennsylvania
4896. McKean, County of, Pennsylvania
4897. McKeesport, City of, Pennsylvania
4898. Meadville, City of, Pennsylvania
4899. Mercer, County of, Pennsylvania
4900. Middle Smithfield, Township of, Pennsylvania
4901. Middletown, Township of, Pennsylvania
4902. Mifflin, County of, Pennsylvania
4903. Milford, Township of, Pennsylvania
4904. Millcreek, Township of, Pennsylvania
4905. Monroe, County of, Pennsylvania
4906. Monroeville, Municipality of, Pennsylvania
4907. Montgomery, County of, Pennsylvania
4908. Montgomery, Township of, Pennsylvania
4909. Montour, County of, Pennsylvania
4910. Moon, Township of, Pennsylvania
4911. Mount Joy, Township of, Pennsylvania
4912. Mount Lebanon, Township of, Pennsylvania
4913. Mount Pleasant, Township of, Pennsylvania
4914. Muhlenberg, Township of, Pennsylvania
4915. Munhall, Borough of, Pennsylvania
4916. Murrysville, Municipality of, Pennsylvania
4917. Nanticoke, City of, Pennsylvania
4918. Nether Providence, Township of, Pennsylvania
4919. New Britain, Township of, Pennsylvania
4920. New Castle, City of, Pennsylvania
4921. New Garden, Township of, Pennsylvania
4922. New Hanover, Township of, Pennsylvania
4923. New Kensington, City of, Pennsylvania
4924. Newberry, Township of, Pennsylvania
4925. Newtown, Township of, Pennsylvania
4926. Norristown, Borough of, Pennsylvania
4927. North Fayette, Township of, Pennsylvania
4928. North Huntingdon, Township of, Pennsylvania
4929. North Lebanon, Township of, Pennsylvania
4930. North Middleton, Township of, Pennsylvania
4931. North Strabane, Township of, Pennsylvania
4932. North Union, Township of, Pennsylvania
4933. North Whitehall, Township of, Pennsylvania
4934. Northampton, County of, Pennsylvania
4935. Northampton, Township of, Pennsylvania
4936. Northumberland, County of, Pennsylvania
4937. Palmer, Township of, Pennsylvania
4938. Patton, Township of, Pennsylvania
4939. Penn Hills, Township of, Pennsylvania
4940. Penn, Township of, Pennsylvania
4941. Perry, County of, Pennsylvania
4942. Peters, Township of, Pennsylvania
FH11185097.1
4943. Philadelphia, City of/ County of, Pennsylvania
4944. Phoenixville, Borough of, Pennsylvania
4945. Pike, County of, Pennsylvania
4946. Pine, Township of, Pennsylvania
4947. Pittsburgh, City of, Pennsylvania
4948. Plum, Borough of, Pennsylvania
4949. Plumstead, Township of, Pennsylvania
4950. Plymouth, Township of, Pennsylvania
4951. Pocono, Township of, Pennsylvania
4952. Potter, County of, Pennsylvania
4953. Pottstown, Borough of, Pennsylvania
4954. Pottsville, City of, Pennsylvania
4955. Radnor, Township of, Pennsylvania
4956. Rapho, Township of, Pennsylvania
4957. Reading, City of, Pennsylvania
4958. Richland, Township of, Pennsylvania
4959. Ridley, Township of, Pennsylvania
4960. Robinson, Township of, Pennsylvania
4961. Ross, Township of, Pennsylvania
4962. Rostraver, Township of, Pennsylvania
4963. Salisbury, Township of, Pennsylvania
4964. Sandy, Township of, Pennsylvania
4965. Schuylkill, County of, Pennsylvania
4966. Scott, Township of, Pennsylvania
4967. Scranton, City of, Pennsylvania
4968. Shaler, Township of, Pennsylvania
4969. Sharon, City of, Pennsylvania
4970. Silver Spring, Township of, Pennsylvania
4971. Skippack, Township of, Pennsylvania
4972. Snyder, County of, Pennsylvania
4973. Somerset, County of, Pennsylvania
4974. Somerset, Township of, Pennsylvania
4975. South Fayette, Township of, Pennsylvania
4976. South Lebanon, Township of, Pennsylvania
4977. South Middleton, Township of, Pennsylvania
4978. South Park, Township of, Pennsylvania
4979. South Union, Township of, Pennsylvania
4980. South Whitehall, Township of, Pennsylvania
4981. Spring Garden, Township of, Pennsylvania
4982. Spring, Township of, Pennsylvania
4983. Springettsbury, Township of, Pennsylvania
4984. Springfield, Township of, Pennsylvania
4985. St. Marys, City of, Pennsylvania
4986. State College, Borough of, Pennsylvania
4987. Stroud, Township of, Pennsylvania
4988. Susquehanna, County of, Pennsylvania
4989. Susquehanna, Township of, Pennsylvania
4990. Swatara, Township of, Pennsylvania
4991. Tioga, County of, Pennsylvania
4992. Towamencin, Township of, Pennsylvania
4993. Tredyffrin, Township of, Pennsylvania
FH11185097.1
4994. Union, County of, Pennsylvania
4995. Unity, Township of, Pennsylvania
4996. Upper Allen, Township of, Pennsylvania
4997. Upper Chichester, Township of, Pennsylvania
4998. Upper Darby, Township of, Pennsylvania
4999. Upper Dublin, Township of, Pennsylvania
5000. Upper Gwynedd, Township of, Pennsylvania
5001. Upper Macungie, Township of, Pennsylvania
5002. Upper Merion, Township of, Pennsylvania
5003. Upper Moreland, Township of, Pennsylvania
5004. Upper Providence, Township of, Pennsylvania
5005. Upper Saucon, Township of, Pennsylvania
5006. Upper Southampton, Township of, Pennsylvania
5007. Upper St. Clair, Township of, Pennsylvania
5008. Upper Uwchlan, Township of, Pennsylvania
5009. Uwchlan, Township of, Pennsylvania
5010. Venango, County of, Pennsylvania
5011. Warminster, Township of, Pennsylvania
5012. Warren, County of, Pennsylvania
5013. Warrington, Township of, Pennsylvania
5014. Warwick, Township of, Pennsylvania
5015. Washington, City of, Pennsylvania
5016. Washington, County of, Pennsylvania
5017. Washington, Township of, Pennsylvania
5018. Wayne, County of, Pennsylvania
5019. Waynesboro, Borough of, Pennsylvania
5020. West Bradford, Township of, Pennsylvania
5021. West Chester, Borough of, Pennsylvania
5022. West Deer, Township of, Pennsylvania
5023. West Goshen, Township of, Pennsylvania
5024. West Hanover, Township of, Pennsylvania
5025. West Hempfield, Township of, Pennsylvania
5026. West Lampeter, Township of, Pennsylvania
5027. West Manchester, Township of, Pennsylvania
5028. West Mifflin, Borough of, Pennsylvania
5029. West Norriton, Township of, Pennsylvania
5030. West Whiteland, Township of, Pennsylvania
5031. Westmoreland, County of, Pennsylvania
5032. Westtown, Township of, Pennsylvania
5033. White, Township of, Pennsylvania
5034. Whitehall, Borough of, Pennsylvania
5035. Whitehall, Township of, Pennsylvania
5036. Whitemarsh, Township of, Pennsylvania
5037. Whitpain, Township of, Pennsylvania
5038. Wilkes-Barre, City of, Pennsylvania
5039. Wilkinsburg, Borough of, Pennsylvania
5040. Williamsport, City of, Pennsylvania
5041. Willistown, Township of, Pennsylvania
5042. Windsor, Township of, Pennsylvania
5043. Worcester, Township of, Pennsylvania
5044. Wyoming, County of, Pennsylvania
FH11185097.1
5045. Wyomissing, Borough of, Pennsylvania
5046. Yeadon, Borough of, Pennsylvania
5047. York, City of, Pennsylvania
5048. York, County of, Pennsylvania
5049. York, Township of, Pennsylvania
5050. Adjuntas, Municipality of, Puerto Rico
5051. Aguada, Municipality of, Puerto Rico
5052. Aguadilla, Municipality of, Puerto Rico
5053. Aguas Buenas, Municipality of, Puerto Rico
5054. Aibonito, Municipality of, Puerto Rico
5055. Añasco, Municipality of, Puerto Rico
5056. Arecibo, Municipality of, Puerto Rico
5057. Arroyo, Municipality of, Puerto Rico
5058. Barceloneta, Municipality of, Puerto Rico
5059. Barranquitas, Municipality of, Puerto Rico
5060. Bayamón, Municipality of, Puerto Rico
5061. Cabo Rojo, Municipality of, Puerto Rico
5062. Caguas, Municipality of, Puerto Rico
5063. Camuy, Municipality of, Puerto Rico
5064. Canóvanas, Municipality of, Puerto Rico
5065. Carolina, Municipality of, Puerto Rico
5066. Cataño, Municipality of, Puerto Rico
5067. Cayey, Municipality of, Puerto Rico
5068. Ceiba, Municipality of, Puerto Rico
5069. Ciales, Municipality of, Puerto Rico
5070. Cidra, Municipality of, Puerto Rico
5071. Coamo, Municipality of, Puerto Rico
5072. Comerío, Municipality of, Puerto Rico
5073. Corozal, Municipality of, Puerto Rico
5074. Dorado, Municipality of, Puerto Rico
5075. Fajardo, Municipality of, Puerto Rico
5076. Florida, Municipality of, Puerto Rico
5077. Guánica, Municipality of, Puerto Rico
5078. Guayama, Municipality of, Puerto Rico
5079. Guayanilla, Municipality of, Puerto Rico
5080. Guaynabo, Municipality of, Puerto Rico
5081. Gurabo, Municipality of, Puerto Rico
5082. Hatillo, Municipality of, Puerto Rico
5083. Hormigueros, Municipality of, Puerto Rico
5084. Humacao, Municipality of, Puerto Rico
5085. Isabela, Municipality of, Puerto Rico
5086. Jayuya, Municipality of, Puerto Rico
5087. Juana Díaz, Municipality of, Puerto Rico
5088. Juncos, Municipality of, Puerto Rico
5089. Lajas, Municipality of, Puerto Rico
5090. Lares, Municipality of, Puerto Rico
5091. Las Piedras, Municipality of, Puerto Rico
5092. Loíza, Municipality of, Puerto Rico
5093. Luquillo, Municipality of, Puerto Rico
5094. Manatí, Municipality of, Puerto Rico
5095. Maunabo, Municipality of, Puerto Rico
FH11185097.1
5096. Mayagüez, Municipality of, Puerto Rico
5097. Moca, Municipality of, Puerto Rico
5098. Morovis, Municipality of, Puerto Rico
5099. Naguabo, Municipality of, Puerto Rico
5100. Naranjito, Municipality of, Puerto Rico
5101. Orocovis, Municipality of, Puerto Rico
5102. Patillas, Municipality of, Puerto Rico
5103. Peñuelas, Municipality of, Puerto Rico
5104. Ponce, Municipality of, Puerto Rico
5105. Quebradillas, Municipality of, Puerto Rico
5106. Rincón, Municipality of, Puerto Rico
5107. Río Grande, Municipality of, Puerto Rico
5108. Sabana Grande, Municipality of, Puerto Rico
5109. Salinas, Municipality of, Puerto Rico
5110. San Germán, Municipality of, Puerto Rico
5111. San Juan, Municipality of, Puerto Rico
5112. San Lorenzo, Municipality of, Puerto Rico
5113. San Sebastián, Municipality of, Puerto Rico
5114. Santa Isabel, Municipality of, Puerto Rico
5115. Toa Alta, Municipality of, Puerto Rico
5116. Toa Baja, Municipality of, Puerto Rico
5117. Trujillo Alto, Municipality of, Puerto Rico
5118. Utuado, Municipality of, Puerto Rico
5119. Vega Alta, Municipality of, Puerto Rico
5120. Vega Baja, Municipality of, Puerto Rico
5121. Villalba, Municipality of, Puerto Rico
5122. Yabucoa, Municipality of, Puerto Rico
5123. Yauco, Municipality of, Puerto Rico
5124. Barrington, Town of, Rhode Island
5125. Bristol, Town of, Rhode Island
5126. Burrillville, Town of, Rhode Island
5127. Central Falls, City of, Rhode Island
5128. Coventry, Town of, Rhode Island
5129. Cranston, City of, Rhode Island
5130. Cumberland, Town of, Rhode Island
5131. East Greenwich, Town of, Rhode Island
5132. East Providence, City of, Rhode Island
5133. Glocester, Town of, Rhode Island
5134. Johnston, Town of, Rhode Island
5135. Lincoln, Town of, Rhode Island
5136. Middletown, Town of, Rhode Island
5137. Narragansett, Town of, Rhode Island
5138. Newport, City of, Rhode Island
5139. North Kingstown, Town of, Rhode Island
5140. North Providence, Town of, Rhode Island
5141. North Smithfield, Town of, Rhode Island
5142. Pawtucket, City of, Rhode Island
5143. Portsmouth, Town of, Rhode Island
5144. Providence, City of, Rhode Island
5145. Scituate, Town of, Rhode Island
5146. Smithfield, Town of, Rhode Island
FH11185097.1
5147. South Kingstown, Town of, Rhode Island
5148. Tiverton, Town of, Rhode Island
5149. Warren, Town of, Rhode Island
5150. Warwick, City of, Rhode Island
5151. West Warwick, Town of, Rhode Island
5152. Westerly, Town of, Rhode Island
5153. Woonsocket, City of, Rhode Island
5154. Abbeville, County of, South Carolina
5155. Aiken, City of, South Carolina
5156. Aiken, County of, South Carolina
5157. Anderson, City of, South Carolina
5158. Anderson, County of, South Carolina
5159. Bamberg, County of, South Carolina
5160. Barnwell, County of, South Carolina
5161. Beaufort, City of, South Carolina
5162. Beaufort, County of, South Carolina
5163. Berkeley, County of, South Carolina
5164. Bluffton, Town of, South Carolina
5165. Calhoun, County of, South Carolina
5166. Cayce, City of, South Carolina
5167. Charleston, City of, South Carolina
5168. Charleston, County of, South Carolina
5169. Cherokee, County of, South Carolina
5170. Chester, County of, South Carolina
5171. Chesterfield, County of, South Carolina
5172. Clarendon, County of, South Carolina
5173. Clemson, City of, South Carolina
5174. Colleton, County of, South Carolina
5175. Columbia, City of, South Carolina
5176. Conway, City of, South Carolina
5177. Darlington, County of, South Carolina
5178. Dillon, County of, South Carolina
5179. Dorchester, County of, South Carolina
5180. Easley, City of, South Carolina
5181. Edgefield, County of, South Carolina
5182. Fairfield, County of, South Carolina
5183. Florence, City of, South Carolina
5184. Florence, County of, South Carolina
5185. Forest Acres, City of, South Carolina
5186. Fort Mill, Town of, South Carolina
5187. Fountain Inn, City of, South Carolina
5188. Gaffney, City of, South Carolina
5189. Georgetown, County of, South Carolina
5190. Goose Creek, City of, South Carolina
5191. Greenville, City of, South Carolina
5192. Greenville, County of, South Carolina
5193. Greenwood, City of, South Carolina
5194. Greenwood, County of, South Carolina
5195. Greer, City of, South Carolina
5196. Hampton, County of, South Carolina
5197. Hanahan, City of, South Carolina
FH11185097.1
5198. Hilton Head Island, Town of, South Carolina
5199. Horry, County of, South Carolina
5200. Irmo, Town of, South Carolina
5201. James Island, Town of, South Carolina
5202. Jasper, County of, South Carolina
5203. Kershaw, County of, South Carolina
5204. Lancaster, County of, South Carolina
5205. Laurens, County of, South Carolina
5206. Lee, County of, South Carolina
5207. Lexington, County of, South Carolina
5208. Lexington, Town of, South Carolina
5209. Marion, County of, South Carolina
5210. Marlboro, County of, South Carolina
5211. Mauldin, City of, South Carolina
5212. Moncks Corner, Town of, South Carolina
5213. Mount Pleasant, Town of, South Carolina
5214. Myrtle Beach, City of, South Carolina
5215. Newberry, City of, South Carolina
5216. Newberry, County of, South Carolina
5217. North Augusta, City of, South Carolina
5218. North Charleston, City of, South Carolina
5219. North Myrtle Beach, City of, South Carolina
5220. Oconee, County of, South Carolina
5221. Orangeburg, City of, South Carolina
5222. Orangeburg, County of, South Carolina
5223. Pickens, County of, South Carolina
5224. Port Royal, Town of, South Carolina
5225. Richland, County of, South Carolina
5226. Rock Hill, City of, South Carolina
5227. Saluda, County of, South Carolina
5228. Simpsonville, City of, South Carolina
5229. Spartanburg, City of, South Carolina
5230. Spartanburg, County of, South Carolina
5231. Summerville, Town of, South Carolina
5232. Sumter, City of, South Carolina
5233. Sumter, County of, South Carolina
5234. Tega Cay, City of, South Carolina
5235. Union, County of, South Carolina
5236. West Columbia, City of, South Carolina
5237. Williamsburg, County of, South Carolina
5238. York, County of, South Carolina
5239. Aberdeen, City of, South Dakota
5240. Beadle, County of, South Dakota
5241. Box Elder, City of, South Dakota
5242. Brandon, City of, South Dakota
5243. Brookings, City of, South Dakota
5244. Brookings, County of, South Dakota
5245. Brown, County of, South Dakota
5246. Butte, County of, South Dakota
5247. Clay, County of, South Dakota
5248. Codington, County of, South Dakota
FH11185097.1
5249. Davison, County of, South Dakota
5250. Hughes, County of, South Dakota
5251. Huron, City of, South Dakota
5252. Lake, County of, South Dakota
5253. Lawrence, County of, South Dakota
5254. Lincoln, County of, South Dakota
5255. Meade, County of, South Dakota
5256. Minnehaha, County of, South Dakota
5257. Mitchell, City of, South Dakota
5258. Oglala Lakota, County of, South Dakota
5259. Pennington, County of, South Dakota
5260. Pierre, City of, South Dakota
5261. Rapid City, City of, South Dakota
5262. Roberts, County of, South Dakota
5263. Sioux Falls, City of, South Dakota
5264. Spearfish, City of, South Dakota
5265. Todd, County of, South Dakota
5266. Union, County of, South Dakota
5267. Vermillion, City of, South Dakota
5268. Watertown, City of, South Dakota
5269. Yankton, City of, South Dakota
5270. Yankton, County of, South Dakota
5271. Anderson, County of, Tennessee
5272. Arlington, Town of, Tennessee
5273. Athens, City of, Tennessee
5274. Bartlett, City of, Tennessee
5275. Bedford, County of, Tennessee
5276. Benton, County of, Tennessee
5277. Bledsoe, County of, Tennessee
5278. Blount, County of, Tennessee
5279. Bradley, County of, Tennessee
5280. Brentwood, City of, Tennessee
5281. Bristol, City of, Tennessee
5282. Campbell, County of, Tennessee
5283. Cannon, County of, Tennessee
5284. Carroll, County of, Tennessee
5285. Carter, County of, Tennessee
5286. Chattanooga, City of, Tennessee
5287. Cheatham, County of, Tennessee
5288. Chester, County of, Tennessee
5289. Claiborne, County of, Tennessee
5290. Clarksville, City of, Tennessee
5291. Cleveland, City of, Tennessee
5292. Clinton, City of, Tennessee
5293. Cocke, County of, Tennessee
5294. Coffee, County of, Tennessee
5295. Collegedale, City of, Tennessee
5296. Collierville, Town of, Tennessee
5297. Columbia, City of, Tennessee
5298. Cookeville, City of, Tennessee
5299. Crockett, County of, Tennessee
FH11185097.1
5300. Crossville, City of, Tennessee
5301. Cumberland, County of, Tennessee
5302. Decatur, County of, Tennessee
5303. DeKalb, County of, Tennessee
5304. Dickson, City of, Tennessee
5305. Dickson, County of, Tennessee
5306. Dyer, County of, Tennessee
5307. Dyersburg, City of, Tennessee
5308. East Ridge, City of, Tennessee
5309. Elizabethton, City of, Tennessee
5310. Farragut, Town of, Tennessee
5311. Fayette, County of, Tennessee
5312. Fentress, County of, Tennessee
5313. Franklin, City of, Tennessee
5314. Franklin, County of, Tennessee
5315. Gallatin, City of, Tennessee
5316. Germantown, City of, Tennessee
5317. Gibson, County of, Tennessee
5318. Giles, County of, Tennessee
5319. Goodlettsville, City of, Tennessee
5320. Grainger, County of, Tennessee
5321. Greene, County of, Tennessee
5322. Greeneville, Town of, Tennessee
5323. Grundy, County of, Tennessee
5324. Hamblen, County of, Tennessee
5325. Hamilton, County of, Tennessee
5326. Hardeman, County of, Tennessee
5327. Hardin, County of, Tennessee
5328. Hartsville/Trousdale, County of, Tennessee
5329. Hawkins, County of, Tennessee
5330. Haywood, County of, Tennessee
5331. Henderson, County of, Tennessee
5332. Hendersonville, City of, Tennessee
5333. Henry, County of, Tennessee
5334. Hickman, County of, Tennessee
5335. Humphreys, County of, Tennessee
5336. Jackson, City of, Tennessee
5337. Jackson, County of, Tennessee
5338. Jefferson, County of, Tennessee
5339. Johnson City, City of, Tennessee
5340. Johnson, County of, Tennessee
5341. Kingsport, City of, Tennessee
5342. Knox, County of, Tennessee
5343. Knoxville, City of, Tennessee
5344. La Vergne, City of, Tennessee
5345. Lakeland, City of, Tennessee
5346. Lauderdale, County of, Tennessee
5347. Lawrence, County of, Tennessee
5348. Lawrenceburg, City of, Tennessee
5349. Lebanon, City of, Tennessee
5350. Lewis, County of, Tennessee
FH11185097.1
5351. Lewisburg, City of, Tennessee
5352. Lincoln, County of, Tennessee
5353. Loudon, County of, Tennessee
5354. Macon, County of, Tennessee
5355. Madison, County of, Tennessee
5356. Manchester, City of, Tennessee
5357. Marion, County of, Tennessee
5358. Marshall, County of, Tennessee
5359. Martin, City of, Tennessee
5360. Maryville, City of, Tennessee
5361. Maury, County of, Tennessee
5362. McMinn, County of, Tennessee
5363. McMinnville, City of, Tennessee
5364. McNairy, County of, Tennessee
5365. Meigs, County of, Tennessee
5366. Memphis, City of, Tennessee
5367. Millington, City of, Tennessee
5368. Monroe, County of, Tennessee
5369. Montgomery, County of, Tennessee
5370. Morgan, County of, Tennessee
5371. Morristown, City of, Tennessee
5372. Mount Juliet, City of, Tennessee
5373. Murfreesboro, City of, Tennessee
5374. Nashville-Davidson, Metropolitan Government, Tennessee 5375. Nolensville, Town of, Tennessee
5376. Oak Ridge, City of, Tennessee
5377. Obion, County of, Tennessee
5378. Overton, County of, Tennessee
5379. Paris, City of, Tennessee
5380. Polk, County of, Tennessee
5381. Portland, City of, Tennessee
5382. Putnam, County of, Tennessee
5383. Red Bank, City of, Tennessee
5384. Rhea, County of, Tennessee
5385. Roane, County of, Tennessee
5386. Robertson, County of, Tennessee
5387. Rutherford, County of, Tennessee
5388. Scott, County of, Tennessee
5389. Sequatchie, County of, Tennessee
5390. Sevier, County of, Tennessee
5391. Sevierville, City of, Tennessee
5392. Shelby, County of, Tennessee
5393. Shelbyville, City of, Tennessee
5394. Smith, County of, Tennessee
5395. Smyrna, Town of, Tennessee
5396. Soddy-Daisy, City of, Tennessee
5397. Spring Hill, City of, Tennessee
5398. Springfield, City of, Tennessee
5399. Stewart, County of, Tennessee
5400. Sullivan, County of, Tennessee
5401. Sumner, County of, Tennessee
FH11185097.1
5402. Tipton, County of, Tennessee
5403. Tullahoma, City of, Tennessee
5404. Unicoi, County of, Tennessee
5405. Union City, City of, Tennessee
5406. Union, County of, Tennessee
5407. Warren, County of, Tennessee
5408. Washington, County of, Tennessee
5409. Wayne, County of, Tennessee
5410. Weakley, County of, Tennessee
5411. White, County of, Tennessee
5412. White House, City of, Tennessee
5413. Williamson, County of, Tennessee
5414. Wilson, County of, Tennessee
5415. Abilene, City of, Texas
5416. Addison, Town of, Texas
5417. Alamo, City of, Texas
5418. Alice, City of, Texas
5419. Allen, City of, Texas
5420. Alton, City of, Texas
5421. Alvin, City of, Texas
5422. Amarillo, City of, Texas
5423. Anderson, County of, Texas
5424. Andrews, City of, Texas
5425. Andrews, County of, Texas
5426. Angelina, County of, Texas
5427. Angleton, City of, Texas
5428. Anna, City of, Texas
5429. Aransas, County of, Texas
5430. Arlington, City of, Texas
5431. Atascosa, County of, Texas
5432. Athens, City of, Texas
5433. Austin, City of, Texas
5434. Austin, County of, Texas
5435. Azle, City of, Texas
5436. Balch Springs, City of, Texas
5437. Bandera, County of, Texas
5438. Bastrop, County of, Texas
5439. Bay City, City of, Texas
5440. Baytown, City of, Texas
5441. Beaumont, City of, Texas
5442. Bedford, City of, Texas
5443. Bee, County of, Texas
5444. Beeville, City of, Texas
5445. Bell, County of, Texas
5446. Bellaire, City of, Texas
5447. Bellmead, City of, Texas
5448. Belton, City of, Texas
5449. Benbrook, City of, Texas
5450. Bexar, County of, Texas
5451. Big Spring, City of, Texas
5452. Blanco, County of, Texas
FH11185097.1
5453. Boerne, City of, Texas
5454. Bonham, City of, Texas
5455. Borger, City of, Texas
5456. Bosque, County of, Texas
5457. Bowie, County of, Texas
5458. Brazoria, County of, Texas
5459. Brazos, County of, Texas
5460. Brenham, City of, Texas
5461. Brown, County of, Texas
5462. Brownsville, City of, Texas
5463. Brownwood, City of, Texas
5464. Bryan, City of, Texas
5465. Buda, City of, Texas
5466. Burkburnett, City of, Texas
5467. Burleson, City of, Texas
5468. Burleson, County of, Texas
5469. Burnet, County of, Texas
5470. Caldwell, County of, Texas
5471. Calhoun, County of, Texas
5472. Callahan, County of, Texas
5473. Cameron, County of, Texas
5474. Camp, County of, Texas
5475. Canyon, City of, Texas
5476. Carrollton, City of, Texas
5477. Cass, County of, Texas
5478. Cedar Hill, City of, Texas
5479. Cedar Park, City of, Texas
5480. Celina, City of, Texas
5481. Chambers, County of, Texas
5482. Cherokee, County of, Texas
5483. Cibolo, City of, Texas
5484. Clay, County of, Texas
5485. Cleburne, City of, Texas
5486. Clute, City of, Texas
5487. College Station, City of, Texas
5488. Colleyville, City of, Texas
5489. Collin, County of, Texas
5490. Colorado, County of, Texas
5491. Comal, County of, Texas
5492. Comanche, County of, Texas
5493. Conroe, City of, Texas
5494. Converse, City of, Texas
5495. Cooke, County of, Texas
5496. Coppell, City of, Texas
5497. Copperas Cove, City of, Texas
5498. Corinth, City of, Texas
5499. Corpus Christi, City of, Texas
5500. Corsicana, City of, Texas
5501. Coryell, County of, Texas
5502. Crowley, City of, Texas
5503. Dallas, City of, Texas
FH11185097.1
5504. Dallas, County of, Texas
5505. Dawson, County of, Texas
5506. Deaf Smith, County of, Texas
5507. Deer Park, City of, Texas
5508. Del Rio, City of, Texas
5509. Denison, City of, Texas
5510. Denton, City of, Texas
5511. Denton, County of, Texas
5512. DeSoto, City of, Texas
5513. DeWitt, County of, Texas
5514. Dickinson, City of, Texas
5515. Dimmit, County of, Texas
5516. Donna, City of, Texas
5517. Dumas, City of, Texas
5518. Duncanville, City of, Texas
5519. Duval, County of, Texas
5520. Eagle Pass, City of, Texas
5521. Eastland, County of, Texas
5522. Ector, County of, Texas
5523. Edinburg, City of, Texas
5524. El Campo, City of, Texas
5525. El Paso, City of, Texas
5526. El Paso, County of, Texas
5527. Elgin, City of, Texas
5528. Ellis, County of, Texas
5529. Ennis, City of, Texas
5530. Erath, County of, Texas
5531. Euless, City of, Texas
5532. Fair Oaks Ranch, City of, Texas
5533. Falls, County of, Texas
5534. Fannin, County of, Texas
5535. Farmers Branch, City of, Texas
5536. Fate, City of, Texas
5537. Fayette, County of, Texas
5538. Flower Mound, Town of, Texas
5539. Forest Hill, City of, Texas
5540. Forney, City of, Texas
5541. Fort Bend, County of, Texas
5542. Fort Worth, City of, Texas
5543. Franklin, County of, Texas
5544. Fredericksburg, City of, Texas
5545. Freeport, City of, Texas
5546. Freestone, County of, Texas
5547. Friendswood, City of, Texas
5548. Frio, County of, Texas
5549. Frisco, City of, Texas
5550. Fulshear, City of, Texas
5551. Gaines, County of, Texas
5552. Gainesville, City of, Texas
5553. Galena Park, City of, Texas
5554. Galveston, City of, Texas
FH11185097.1
5555. Galveston, County of, Texas
5556. Garland, City of, Texas
5557. Gatesville, City of, Texas
5558. Georgetown, City of, Texas
5559. Gillespie, County of, Texas
5560. Glenn Heights, City of, Texas
5561. Gonzales, County of, Texas
5562. Granbury, City of, Texas
5563. Grand Prairie, City of, Texas
5564. Grapevine, City of, Texas
5565. Gray, County of, Texas
5566. Grayson, County of, Texas
5567. Greenville, City of, Texas
5568. Gregg, County of, Texas
5569. Grimes, County of, Texas
5570. Groves, City of, Texas
5571. Guadalupe, County of, Texas
5572. Hale, County of, Texas
5573. Haltom City, City of, Texas
5574. Hardin, County of, Texas
5575. Harker Heights, City of, Texas
5576. Harlingen, City of, Texas
5577. Harris, County of, Texas
5578. Harrison, County of, Texas
5579. Hays, County of, Texas
5580. Henderson, City of, Texas
5581. Henderson, County of, Texas
5582. Hereford, City of, Texas
5583. Hewitt, City of, Texas
5584. Hidalgo, City of, Texas
5585. Hidalgo, County of, Texas
5586. Highland, Village of, City of, Texas
5587. Hill, County of, Texas
5588. Hockley, County of, Texas
5589. Hood, County of, Texas
5590. Hopkins, County of, Texas
5591. Horizon City, City of, Texas
5592. Houston, City of, Texas
5593. Houston, County of, Texas
5594. Howard, County of, Texas
5595. Humble, City of, Texas
5596. Hunt, County of, Texas
5597. Huntsville, City of, Texas
5598. Hurst, City of, Texas
5599. Hutchinson, County of, Texas
5600. Hutto, City of, Texas
5601. Ingleside, City of, Texas
5602. Irving, City of, Texas
5603. Jacinto City, City of, Texas
5604. Jackson, County of, Texas
5605. Jacksonville, City of, Texas
FH11185097.1
5606. Jasper, County of, Texas
5607. Jefferson, County of, Texas
5608. Jim Wells, County of, Texas
5609. Johnson, County of, Texas
5610. Jones, County of, Texas
5611. Karnes, County of, Texas
5612. Katy, City of, Texas
5613. Kaufman, County of, Texas
5614. Keller, City of, Texas
5615. Kendall, County of, Texas
5616. Kerr, County of, Texas
5617. Kerrville, City of, Texas
5618. Kilgore, City of, Texas
5619. Killeen, City of, Texas
5620. Kingsville, City of, Texas
5621. Kleberg, County of, Texas
5622. Kyle, City of, Texas
5623. La Marque, City of, Texas
5624. La Porte, City of, Texas
5625. Lake Jackson, City of, Texas
5626. Lakeway, City of, Texas
5627. Lamar, County of, Texas
5628. Lamb, County of, Texas
5629. Lampasas, County of, Texas
5630. Lancaster, City of, Texas
5631. Laredo, City of, Texas
5632. Lavaca, County of, Texas
5633. League City, City of, Texas
5634. Leander, City of, Texas
5635. Lee, County of, Texas
5636. Leon, County of, Texas
5637. Leon Valley, City of, Texas
5638. Levelland, City of, Texas
5639. Lewisville, City of, Texas
5640. Liberty, County of, Texas
5641. Limestone, County of, Texas
5642. Little Elm, City of, Texas
5643. Live Oak, City of, Texas
5644. Live Oak, County of, Texas
5645. Llano, County of, Texas
5646. Lockhart, City of, Texas
5647. Longview, City of, Texas
5648. Lubbock, City of, Texas
5649. Lubbock, County of, Texas
5650. Lufkin, City of, Texas
5651. Lumberton, City of, Texas
5652. Madison, County of, Texas
5653. Manor, City of, Texas
5654. Mansfield, City of, Texas
5655. Manvel, City of, Texas
5656. Marshall, City of, Texas
FH11185097.1
5657. Matagorda, County of, Texas
5658. Maverick, County of, Texas
5659. McAllen, City of, Texas
5660. McKinney, City of, Texas
5661. McLennan, County of, Texas
5662. Medina, County of, Texas
5663. Melissa, City of, Texas
5664. Mercedes, City of, Texas
5665. Mesquite, City of, Texas
5666. Midland, City of, Texas
5667. Midland, County of, Texas
5668. Midlothian, City of, Texas
5669. Milam, County of, Texas
5670. Mineral Wells, City of, Texas
5671. Mission, City of, Texas
5672. Missouri City, City of, Texas
5673. Montague, County of, Texas
5674. Montgomery, County of, Texas
5675. Moore, County of, Texas
5676. Morris, County of, Texas
5677. Mount Pleasant, City of, Texas
5678. Murphy, City of, Texas
5679. Nacogdoches, City of, Texas
5680. Nacogdoches, County of, Texas
5681. Navarro, County of, Texas
5682. Nederland, City of, Texas
5683. New Braunfels, City of, Texas
5684. Newton, County of, Texas
5685. Nolan, County of, Texas
5686. North Richland Hills, City of, Texas
5687. Nueces, County of, Texas
5688. Odessa, City of, Texas
5689. Orange, City of, Texas
5690. Orange, County of, Texas
5691. Palestine, City of, Texas
5692. Palo Pinto, County of, Texas
5693. Pampa, City of, Texas
5694. Panola, County of, Texas
5695. Paris, City of, Texas
5696. Parker, County of, Texas
5697. Pasadena, City of, Texas
5698. Pearland, City of, Texas
5699. Pearsall, City of, Texas
5700. Pecos, City of, Texas
5701. Pecos, County of, Texas
5702. Pflugerville, City of, Texas
5703. Pharr, City of, Texas
5704. Plainview, City of, Texas
5705. Plano, City of, Texas
5706. Pleasanton, City of, Texas
5707. Polk, County of, Texas
FH11185097.1
5708. Port Arthur, City of, Texas
5709. Port Lavaca, City of, Texas
5710. Port Neches, City of, Texas
5711. Portland, City of, Texas
5712. Potter, County of, Texas
5713. Princeton, City of, Texas
5714. Prosper, Town of, Texas
5715. Rains, County of, Texas
5716. Randall, County of, Texas
5717. Raymondville, City of, Texas
5718. Red Oak, City of, Texas
5719. Red River, County of, Texas
5720. Reeves, County of, Texas
5721. Richardson, City of, Texas
5722. Richmond, City of, Texas
5723. Rio Grande City, City of, Texas
5724. Robertson, County of, Texas
5725. Robinson, City of, Texas
5726. Robstown, City of, Texas
5727. Rockport, City of, Texas
5728. Rockwall, City of, Texas
5729. Rockwall, County of, Texas
5730. Roma, City of, Texas
5731. Rosenberg, City of, Texas
5732. Round Rock, City of, Texas
5733. Rowlett, City of, Texas
5734. Royse City, City of, Texas
5735. Runnels, County of, Texas
5736. Rusk, County of, Texas
5737. Sabine, County of, Texas
5738. Sachse, City of, Texas
5739. Saginaw, City of, Texas
5740. San Angelo, City of, Texas
5741. San Antonio, City of, Texas
5742. San Benito, City of, Texas
5743. San Jacinto, County of, Texas
5744. San Juan, City of, Texas
5745. San Marcos, City of, Texas
5746. San Patricio, County of, Texas
5747. Santa Fe, City of, Texas
5748. Schertz, City of, Texas
5749. Scurry, County of, Texas
5750. Seabrook, City of, Texas
5751. Seagoville, City of, Texas
5752. Seguin, City of, Texas
5753. Selma, City of, Texas
5754. Shelby, County of, Texas
5755. Sherman, City of, Texas
5756. Smith, County of, Texas
5757. Snyder, City of, Texas
5758. Socorro, City of, Texas
FH11185097.1
5759. South Houston, City of, Texas
5760. Southlake, City of, Texas
5761. Stafford, City of, Texas
5762. Starr, County of, Texas
5763. Stephenville, City of, Texas
5764. Sugar Land, City of, Texas
5765. Sulphur Springs, City of, Texas
5766. Sweetwater, City of, Texas
5767. Tarrant, County of, Texas
5768. Taylor, City of, Texas
5769. Taylor, County of, Texas
5770. Temple, City of, Texas
5771. Terrell, City of, Texas
5772. Terry, County of, Texas
5773. Texarkana, City of, Texas
5774. Texas City, City of, Texas
5775. The Colony, City of, Texas
5776. Titus, County of, Texas
5777. Tom Green, County of, Texas
5778. Tomball, City of, Texas
5779. Travis, County of, Texas
5780. Trinity, County of, Texas
5781. Trophy Club, Town of, Texas
5782. Tyler, City of, Texas
5783. Tyler, County of, Texas
5784. Universal City, City of, Texas
5785. University Park, City of, Texas
5786. Upshur, County of, Texas
5787. Uvalde, City of, Texas
5788. Uvalde, County of, Texas
5789. Val Verde, County of, Texas
5790. Van Zandt, County of, Texas
5791. Vernon, City of, Texas
5792. Victoria, City of, Texas
5793. Victoria, County of, Texas
5794. Vidor, City of, Texas
5795. Waco, City of, Texas
5796. Walker, County of, Texas
5797. Waller, County of, Texas
5798. Ward, County of, Texas
5799. Washington, County of, Texas
5800. Watauga, City of, Texas
5801. Waxahachie, City of, Texas
5802. Weatherford, City of, Texas
5803. Webb, County of, Texas
5804. Webster, City of, Texas
5805. Weslaco, City of, Texas
5806. West University Place, City of, Texas
5807. Wharton, County of, Texas
5808. White Settlement, City of, Texas
5809. Wichita, County of, Texas
FH11185097.1
5810. Wichita Falls, City of, Texas
5811. Wilbarger, County of, Texas
5812. Willacy, County of, Texas
5813. Williamson, County of, Texas
5814. Wilson, County of, Texas
5815. Wise, County of, Texas
5816. Wood, County of, Texas
5817. Wylie, City of, Texas
5818. Young, County of, Texas
5819. Zapata, County of, Texas
5820. Zavala, County of, Texas
5821. Alpine, City of, Utah
5822. American Fork, City of, Utah
5823. Bluffdale, City of, Utah
5824. Bountiful, City of, Utah
5825. Box Elder, County of, Utah
5826. Brigham City, City of, Utah
5827. Cache, County of, Utah
5828. Carbon, County of, Utah
5829. Cedar City, City of, Utah
5830. Cedar Hills, City of, Utah
5831. Centerville, City of, Utah
5832. Clearfield, City of, Utah
5833. Clinton, City of, Utah
5834. Cottonwood Heights, City of, Utah
5835. Davis, County of, Utah
5836. Draper, City of, Utah
5837. Duchesne, County of, Utah
5838. Eagle Mountain, City of, Utah
5839. Emery, County of, Utah
5840. Farmington, City of, Utah
5841. Grantsville, City of, Utah
5842. Heber, City of, Utah
5843. Herriman, City of, Utah
5844. Highland, City of, Utah
5845. Holladay, City of, Utah
5846. Hurricane, City of, Utah
5847. Iron, County of, Utah
5848. Juab, County of, Utah
5849. Kaysville, City of, Utah
5850. Kearns metro, Township of, Utah
5851. Layton, City of, Utah
5852. Lehi, City of, Utah
5853. Lindon, City of, Utah
5854. Logan, City of, Utah
5855. Magna metro, Township of, Utah
5856. Mapleton, City of, Utah
5857. Midvale, City of, Utah
5858. Millard, County of, Utah
5859. Millcreek, City of, Utah
5860. Morgan, County of, Utah
FH11185097.1
5861. Murray, City of, Utah
5862. North Logan, City of, Utah
5863. North Ogden, City of, Utah
5864. North Salt Lake, City of, Utah
5865. Ogden, City of, Utah
5866. Orem, City of, Utah
5867. Payson, City of, Utah
5868. Pleasant Grove, City of, Utah
5869. Pleasant View, City of, Utah
5870. Provo, City of, Utah
5871. Riverton, City of, Utah
5872. Roy, City of, Utah
5873. Salt Lake City, City of, Utah
5874. Salt Lake, County of, Utah
5875. San Juan, County of, Utah
5876. Sandy, City of, Utah
5877. Sanpete, County of, Utah
5878. Santaquin, City of, Utah
5879. Saratoga Springs, City of, Utah
5880. Sevier, County of, Utah
5881. Smithfield, City of, Utah
5882. South Jordan, City of, Utah
5883. South Ogden, City of, Utah
5884. South Salt Lake, City of, Utah
5885. Spanish Fork, City of, Utah
5886. Springville, City of, Utah
5887. St. George, City of, Utah
5888. Summit, County of, Utah
5889. Syracuse, City of, Utah
5890. Taylorsville, City of, Utah
5891. Tooele, City of, Utah
5892. Tooele, County of, Utah
5893. Uintah, County of, Utah
5894. Utah, County of, Utah
5895. Vernal, City of, Utah
5896. Vineyard, Town of, Utah
5897. Wasatch, County of, Utah
5898. Washington, City of, Utah
5899. Washington, County of, Utah
5900. Weber, County of, Utah
5901. West Haven, City of, Utah
5902. West Jordan, City of, Utah
5903. West Point, City of, Utah
5904. West Valley City, City of, Utah
5905. Woods Cross, City of, Utah
5906. Addison, County of, Vermont
5907. Bennington, County of, Vermont
5908. Bennington, Town of, Vermont
5909. Brattleboro, Town of, Vermont
5910. Burlington, City of, Vermont
5911. Caledonia, County of, Vermont
FH11185097.1
5912. Chittenden, County of, Vermont
5913. Colchester, Town of, Vermont
5914. Essex Junction, Village of, Vermont
5915. Essex, Town of, Vermont
5916. Franklin, County of, Vermont
5917. Lamoille, County of, Vermont
5918. Milton, Town of, Vermont
5919. Orange, County of, Vermont
5920. Orleans, County of, Vermont
5921. Rutland, City of, Vermont
5922. Rutland, County of, Vermont
5923. South Burlington, City of, Vermont
5924. Washington, County of, Vermont
5925. Williston, Town of, Vermont
5926. Windham, County of, Vermont
5927. Windsor, County of, Vermont
5928. Accomack, County of, Virginia
5929. Albemarle, County of, Virginia
5930. Alexandria, City of, Virginia
5931. Alleghany, County of, Virginia
5932. Amelia, County of, Virginia
5933. Amherst, County of, Virginia
5934. Appomattox, County of, Virginia
5935. Arlington, County of, Virginia
5936. Augusta, County of, Virginia
5937. Bedford, County of, Virginia
5938. Blacksburg, Town of, Virginia
5939. Botetourt, County of, Virginia
5940. Bristol, City of, Virginia
5941. Brunswick, County of, Virginia
5942. Buchanan, County of, Virginia
5943. Buckingham, County of, Virginia
5944. Campbell, County of, Virginia
5945. Caroline, County of, Virginia
5946. Carroll, County of, Virginia
5947. Charlotte, County of, Virginia
5948. Charlottesville, City of, Virginia
5949. Chesapeake, City of, Virginia
5950. Chesterfield, County of, Virginia
5951. Christiansburg, Town of, Virginia
5952. Clarke, County of, Virginia
5953. Colonial Heights, City of, Virginia
5954. Culpeper, County of, Virginia
5955. Culpeper, Town of, Virginia
5956. Danville, City of, Virginia
5957. Dickenson, County of, Virginia
5958. Dinwiddie, County of, Virginia
5959. Essex, County of, Virginia
5960. Fairfax, City of, Virginia
5961. Fairfax, County of, Virginia
5962. Falls Church, City of, Virginia
FH11185097.1
5963. Fauquier, County of, Virginia
5964. Floyd, County of, Virginia
5965. Fluvanna, County of, Virginia
5966. Franklin, County of, Virginia
5967. Frederick, County of, Virginia
5968. Fredericksburg, City of, Virginia
5969. Front Royal, Town of, Virginia
5970. Giles, County of, Virginia
5971. Gloucester, County of, Virginia
5972. Goochland, County of, Virginia
5973. Grayson, County of, Virginia
5974. Greene, County of, Virginia
5975. Greensville, County of, Virginia
5976. Halifax, County of, Virginia
5977. Hampton, City of, Virginia
5978. Hanover, County of, Virginia
5979. Harrisonburg, City of, Virginia
5980. Henrico, County of, Virginia
5981. Henry, County of, Virginia
5982. Herndon, Town of, Virginia
5983. Hopewell, City of, Virginia
5984. Isle of Wight, County of, Virginia
5985. James City, County of, Virginia
5986. King George, County of, Virginia
5987. King William, County of, Virginia
5988. Lancaster, County of, Virginia
5989. Lee, County of, Virginia
5990. Leesburg, Town of, Virginia
5991. Loudoun, County of, Virginia
5992. Louisa, County of, Virginia
5993. Lunenburg, County of, Virginia
5994. Lynchburg, City of, Virginia
5995. Madison, County of, Virginia
5996. Manassas, City of, Virginia
5997. Manassas Park, City of, Virginia
5998. Martinsville, City of, Virginia
5999. Mecklenburg, County of, Virginia
6000. Middlesex, County of, Virginia
6001. Montgomery, County of, Virginia
6002. Nelson, County of, Virginia
6003. New Kent, County of, Virginia
6004. Newport News, City of, Virginia
6005. Norfolk, City of, Virginia
6006. Northampton, County of, Virginia
6007. Northumberland, County of, Virginia
6008. Nottoway, County of, Virginia
6009. Orange, County of, Virginia
6010. Page, County of, Virginia
6011. Patrick, County of, Virginia
6012. Petersburg, City of, Virginia
6013. Pittsylvania, County of, Virginia
FH11185097.1
6014. Poquoson, City of, Virginia
6015. Portsmouth, City of, Virginia
6016. Powhatan, County of, Virginia
6017. Prince Edward, County of, Virginia
6018. Prince George, County of, Virginia
6019. Prince William, County of, Virginia
6020. Pulaski, County of, Virginia
6021. Purcellville, Town of, Virginia
6022. Radford, City of, Virginia
6023. Richmond, City of, Virginia
6024. Roanoke, City of, Virginia
6025. Roanoke, County of, Virginia
6026. Rockbridge, County of, Virginia
6027. Rockingham, County of, Virginia
6028. Russell, County of, Virginia
6029. Salem, City of, Virginia
6030. Scott, County of, Virginia
6031. Shenandoah, County of, Virginia
6032. Smyth, County of, Virginia
6033. Southampton, County of, Virginia
6034. Spotsylvania, County of, Virginia
6035. Stafford, County of, Virginia
6036. Staunton, City of, Virginia
6037. Suffolk, City of, Virginia
6038. Sussex, County of, Virginia
6039. Tazewell, County of, Virginia
6040. Vienna, Town of, Virginia
6041. Virginia Beach, City of, Virginia
6042. Warren, County of, Virginia
6043. Warrenton, Town of, Virginia
6044. Washington, County of, Virginia
6045. Waynesboro, City of, Virginia
6046. Westmoreland, County of, Virginia
6047. Williamsburg, City of, Virginia
6048. Winchester, City of, Virginia
6049. Wise, County of, Virginia
6050. Wythe, County of, Virginia
6051. York, County of, Virginia
6052. Aberdeen, City of, Washington
6053. Adams, County of, Washington
6054. Anacortes, City of, Washington
6055. Arlington, City of, Washington
6056. Asotin, County of, Washington
6057. Auburn, City of, Washington
6058. Bainbridge Island, City of, Washington
6059. Battle Ground, City of, Washington
6060. Bellevue, City of, Washington
6061. Bellingham, City of, Washington
6062. Benton, County of, Washington
6063. Bonney Lake, City of, Washington
6064. Bothell, City of, Washington
FH11185097.1
6065. Bremerton, City of, Washington
6066. Burien, City of, Washington
6067. Camas, City of, Washington
6068. Centralia, City of, Washington
6069. Chelan, County of, Washington
6070. Cheney, City of, Washington
6071. Clallam, County of, Washington
6072. Clark, County of, Washington
6073. Covington, City of, Washington
6074. Cowlitz, County of, Washington
6075. Des Moines, City of, Washington
6076. Douglas, County of, Washington
6077. East Wenatchee, City of, Washington
6078. Edgewood, City of, Washington
6079. Edmonds, City of, Washington
6080. Ellensburg, City of, Washington
6081. Enumclaw, City of, Washington
6082. Everett, City of, Washington
6083. Federal Way, City of, Washington
6084. Ferndale, City of, Washington
6085. Fife, City of, Washington
6086. Franklin, County of, Washington
6087. Gig Harbor, City of, Washington
6088. Grandview, City of, Washington
6089. Grant, County of, Washington
6090. Grays Harbor, County of, Washington
6091. Island, County of, Washington
6092. Issaquah, City of, Washington
6093. Jefferson, County of, Washington
6094. Kelso, City of, Washington
6095. Kenmore, City of, Washington
6096. Kennewick, City of, Washington
6097. Kent, City of, Washington
6098. King, County of, Washington
6099. Kirkland, City of, Washington
6100. Kitsap, County of, Washington
6101. Kittitas, County of, Washington
6102. Klickitat, County of, Washington
6103. Lacey, City of, Washington
6104. Lake Forest Park, City of, Washington
6105. Lake Stevens, City of, Washington
6106. Lakewood, City of, Washington
6107. Lewis, County of, Washington
6108. Liberty Lake, City of, Washington
6109. Lincoln, County of, Washington
6110. Longview, City of, Washington
6111. Lynden, City of, Washington
6112. Lynnwood, City of, Washington
6113. Maple Valley, City of, Washington
6114. Marysville, City of, Washington
6115. Mason, County of, Washington
FH11185097.1
6116. Mercer Island, City of, Washington
6117. Mill Creek, City of, Washington
6118. Monroe, City of, Washington
6119. Moses Lake, City of, Washington
6120. Mount Vernon, City of, Washington
6121. Mountlake Terrace, City of, Washington
6122. Mukilteo, City of, Washington
6123. Newcastle, City of, Washington
6124. Oak Harbor, City of, Washington
6125. Okanogan, County of, Washington
6126. Olympia, City of, Washington
6127. Pacific, County of, Washington
6128. Pasco, City of, Washington
6129. Pend Oreille, County of, Washington
6130. Pierce, County of, Washington
6131. Port Angeles, City of, Washington
6132. Port Orchard, City of, Washington
6133. Poulsbo, City of, Washington
6134. Pullman, City of, Washington
6135. Puyallup, City of, Washington
6136. Redmond, City of, Washington
6137. Renton, City of, Washington
6138. Richland, City of, Washington
6139. Sammamish, City of, Washington
6140. San Juan, County of, Washington
6141. SeaTac, City of, Washington
6142. Seattle, City of, Washington
6143. Sedro-Woolley, City of, Washington
6144. Shelton, City of, Washington
6145. Shoreline, City of, Washington
6146. Skagit, County of, Washington
6147. Skamania, County of, Washington
6148. Snohomish, City of, Washington
6149. Snohomish, County of, Washington
6150. Snoqualmie, City of, Washington
6151. Spokane, City of, Washington
6152. Spokane, County of, Washington
6153. Spokane Valley, City of, Washington
6154. Stevens, County of, Washington
6155. Sumner, City of, Washington
6156. Sunnyside, City of, Washington
6157. Tacoma, City of, Washington
6158. Thurston, County of, Washington
6159. Tukwila, City of, Washington
6160. Tumwater, City of, Washington
6161. University Place, City of, Washington
6162. Vancouver, City of, Washington
6163. Walla Walla, City of, Washington
6164. Walla Walla, County of, Washington
6165. Washougal, City of, Washington
6166. Wenatchee, City of, Washington
FH11185097.1
6167. West Richland, City of, Washington
6168. Whatcom, County of, Washington
6169. Whitman, County of, Washington
6170. Woodinville, City of, Washington
6171. Yakima, City of, Washington
6172. Yakima, County of, Washington
6173. Adams, County of, Wisconsin
6174. Allouez, Village of, Wisconsin
6175. Appleton, City of, Wisconsin
6176. Ashland, County of, Wisconsin
6177. Ashwaubenon, Village of, Wisconsin
6178. Baraboo, City of, Wisconsin
6179. Barron, County of, Wisconsin
6180. Bayfield, County of, Wisconsin
6181. Beaver Dam, City of, Wisconsin
6182. Bellevue, Village of, Wisconsin
6183. Beloit, City of, Wisconsin
6184. Brookfield, City of, Wisconsin
6185. Brown, County of, Wisconsin
6186. Brown Deer, Village of, Wisconsin
6187. Buffalo, County of, Wisconsin
6188. Burlington, City of, Wisconsin
6189. Burnett, County of, Wisconsin
6190. Caledonia, Village of, Wisconsin
6191. Calumet, County of, Wisconsin
6192. Cedarburg, City of, Wisconsin
6193. Chippewa, County of, Wisconsin
6194. Chippewa Falls, City of, Wisconsin
6195. Clark, County of, Wisconsin
6196. Columbia, County of, Wisconsin
6197. Crawford, County of, Wisconsin
6198. Cudahy, City of, Wisconsin
6199. Dane, County of, Wisconsin
6200. De Pere, City of, Wisconsin
6201. DeForest, Village of, Wisconsin
6202. Dodge, County of, Wisconsin
6203. Door, County of, Wisconsin
6204. Douglas, County of, Wisconsin
6205. Dunn, County of, Wisconsin
6206. Eau Claire, City of, Wisconsin
6207. Eau Claire, County of, Wisconsin
6208. Elkhorn, City of, Wisconsin
6209. Fitchburg, City of, Wisconsin
6210. Fond du Lac, City of, Wisconsin
6211. Fond du Lac, County of, Wisconsin
6212. Fort Atkinson, City of, Wisconsin
6213. Fox Crossing, Village of, Wisconsin
6214. Franklin, City of, Wisconsin
6215. Germantown, Village of, Wisconsin
6216. Glendale, City of, Wisconsin
6217. Grafton, Village of, Wisconsin
FH11185097.1
6218. Grand Chute, Town of, Wisconsin
6219. Grant, County of, Wisconsin
6220. Green Bay, City of, Wisconsin
6221. Green, County of, Wisconsin
6222. Green Lake, County of, Wisconsin
6223. Greendale, Village of, Wisconsin
6224. Greenfield, City of, Wisconsin
6225. Greenville, Town of, Wisconsin
6226. Harrison, Village of, Wisconsin
6227. Hartford, City of, Wisconsin
6228. Hobart, Village of, Wisconsin
6229. Holmen, Village of, Wisconsin
6230. Howard, Village of, Wisconsin
6231. Hudson, City of, Wisconsin
6232. Iowa, County of, Wisconsin
6233. Jackson, County of, Wisconsin
6234. Janesville, City of, Wisconsin
6235. Jefferson, County of, Wisconsin
6236. Juneau, County of, Wisconsin
6237. Kaukauna, City of, Wisconsin
6238. Kenosha, City of, Wisconsin
6239. Kenosha, County of, Wisconsin
6240. Kewaunee, County of, Wisconsin
6241. La Crosse, City of, Wisconsin
6242. La Crosse, County of, Wisconsin
6243. Lafayette, County of, Wisconsin
6244. Langlade, County of, Wisconsin
6245. Lincoln, County of, Wisconsin
6246. Lisbon, Town of, Wisconsin
6247. Little Chute, Village of, Wisconsin
6248. Madison, City of, Wisconsin
6249. Manitowoc, City of, Wisconsin
6250. Manitowoc, County of, Wisconsin
6251. Marathon, County of, Wisconsin
6252. Marinette, City of, Wisconsin
6253. Marinette, County of, Wisconsin
6254. Marquette, County of, Wisconsin
6255. Marshfield, City of, Wisconsin
6256. Menasha, City of, Wisconsin
6257. Menomonee Falls, Village of, Wisconsin
6258. Menomonie, City of, Wisconsin
6259. Mequon, City of, Wisconsin
6260. Middleton, City of, Wisconsin
6261. Milwaukee, City of, Wisconsin
6262. Milwaukee, County of, Wisconsin
6263. Monroe, City of, Wisconsin
6264. Monroe, County of, Wisconsin
6265. Mount Pleasant, Village of, Wisconsin
6266. Muskego, City of, Wisconsin
6267. Neenah, City of, Wisconsin
6268. New Berlin, City of, Wisconsin
FH11185097.1
6269. Oak Creek, City of, Wisconsin
6270. Oconomowoc, City of, Wisconsin
6271. Oconto, County of, Wisconsin
6272. Onalaska, City of, Wisconsin
6273. Oneida, County of, Wisconsin
6274. Oregon, Village of, Wisconsin
6275. Oshkosh, City of, Wisconsin
6276. Outagamie, County of, Wisconsin
6277. Ozaukee, County of, Wisconsin
6278. Pewaukee, City of, Wisconsin
6279. Pierce, County of, Wisconsin
6280. Platteville, City of, Wisconsin
6281. Pleasant Prairie, Village of, Wisconsin
6282. Plover, Village of, Wisconsin
6283. Polk, County of, Wisconsin
6284. Port Washington, City of, Wisconsin
6285. Portage, City of, Wisconsin
6286. Portage, County of, Wisconsin
6287. Price, County of, Wisconsin
6288. Racine, City of, Wisconsin
6289. Racine, County of, Wisconsin
6290. Richfield, Village of, Wisconsin
6291. Richland, County of, Wisconsin
6292. River Falls, City of, Wisconsin
6293. Rock, County of, Wisconsin
6294. Rusk, County of, Wisconsin
6295. Salem Lakes, Village of, Wisconsin
6296. Sauk, County of, Wisconsin
6297. Sawyer, County of, Wisconsin
6298. Shawano, County of, Wisconsin
6299. Sheboygan, City of, Wisconsin
6300. Sheboygan, County of, Wisconsin
6301. Shorewood, Village of, Wisconsin
6302. South Milwaukee, City of, Wisconsin
6303. St. Croix, County of, Wisconsin
6304. Stevens Point, City of, Wisconsin
6305. Stoughton, City of, Wisconsin
6306. Suamico, Village of, Wisconsin
6307. Sun Prairie, City of, Wisconsin
6308. Superior, City of, Wisconsin
6309. Sussex, Village of, Wisconsin
6310. Taylor, County of, Wisconsin
6311. Trempealeau, County of, Wisconsin
6312. Two Rivers, City of, Wisconsin
6313. Vernon, County of, Wisconsin
6314. Verona, City of, Wisconsin
6315. Vilas, County of, Wisconsin
6316. Walworth, County of, Wisconsin
6317. Washburn, County of, Wisconsin
6318. Washington, County of, Wisconsin
6319. Watertown, City of, Wisconsin
FH11185097.1
6320. Waukesha, City of, Wisconsin
6321. Waukesha, County of, Wisconsin
6322. Waunakee, Village of, Wisconsin
6323. Waupaca, County of, Wisconsin
6324. Waupun, City of, Wisconsin
6325. Wausau, City of, Wisconsin
6326. Waushara, County of, Wisconsin
6327. Wauwatosa, City of, Wisconsin
6328. West Allis, City of, Wisconsin
6329. West Bend, City of, Wisconsin
6330. Weston, Village of, Wisconsin
6331. Whitefish Bay, Village of, Wisconsin
6332. Whitewater, City of, Wisconsin
6333. Winnebago, County of, Wisconsin
6334. Wisconsin Rapids, City of, Wisconsin
6335. Wood, County of, Wisconsin
6336. Albany, County of, Wyoming
6337. Big Horn, County of, Wyoming
6338. Campbell, County of, Wyoming
6339. Carbon, County of, Wyoming
6340. Casper, City of, Wyoming
6341. Cheyenne, City of, Wyoming
6342. Converse, County of, Wyoming
6343. Evanston, City of, Wyoming
6344. Fremont, County of, Wyoming
6345. Gillette, City of, Wyoming
6346. Goshen, County of, Wyoming
6347. Green River, City of, Wyoming
6348. Jackson, Town of, Wyoming
6349. Laramie, City of, Wyoming
6350. Laramie, County of, Wyoming
6351. Lincoln, County of, Wyoming
6352. Natrona, County of, Wyoming
6353. Park, County of, Wyoming
6354. Riverton, City of, Wyoming
6355. Rock Springs, City of, Wyoming
6356. Sheridan, City of, Wyoming
6357. Sheridan, County of, Wyoming
6358. Sweetwater, County of, Wyoming
6359. Teton, County of, Wyoming
6360. Uinta, County of, Wyoming
FH11185097.1
EXHIBIT J
Illustrative List of Released Entities
1Life Healthcare, Inc.
Accountable Care Network of Arizona, LLC
Accountable Care Network of Colorado LLC
Accountable Care Network of Florida, LLC
Accountable Care Network of Georgia LLC
Accountable Care Network of Illinois LLC
Accountable Care Network of Misouri LLC
Accountable Care Network of New Jersey, LLC
Accountable Care Network of Pennsylvania, LLC
Accountable Care Network of Tennessee, LLC
Accountable Care Network of Texas, LLC
Accountable Care of New Jersey, LLC
Acumins, Inc.
AGENTRICS, LLC
Alector, Inc.
American Homecare Supply, IV Georgia, LLC
American Occupational Health Management, Inc.
American Occupational Health Management, Inc.
Aromatherapy Associates, Inc
At Home Solutions, Inc.
Avantha Business Solutions, Ltd. (Formerly Salient Business Solutions, Ltd.) * b.well Connected Health, Inc.
BAP Pharmaceuticals, LLC
Baxter Drug, Inc.
Beauty.com Sales, Inc.
FH11185097.1
Beauty.com, Inc.
Beeken Petty O'Keefe Fund III LP
Beeken Petty O'Keefe Fund IV LP
Benliro Take Care Health Nevada, P.C.
Bison Acquisition Sub Inc.
Bond Drug Company of Clinton
Bond Drug Company of Clinton (Del.)
Bond Drug Company of Illinois, LLC
Boots Retail Holdings (USA) Inc.
Boots Retail USA Inc.
Bowen Development Company
Bower Take Care Health Nevada P C
BrightSpring Health Services, Inc.
Cancer Care of Naples, L.C.
Cape Fear Home Health Service Inc.
CareCentrix (Area One) Corp.
CareCentrix (Area Three) Corp.
CareCentrix (Area Two) Corp.
CARECENTRIX IPA, INC.
CareCentrix of New Jersey, Inc.
CareCentrix Holdings Inc.
CareCentrix, Inc.
Caremetx, LLC
Carolina I.V. Services, Inc.
CCS Infusion Management, LLC
CCSI Holding 3, LLC
CCX Acquisition, Inc.
CCX NEXT, LLC
FH11185097.1
CG Transportation, LLC
Chartwell Care Givers, Inc.
Chartwell-Southern New England, L.L.C.
CHDM, Inc.
CHDM, LLC
CHI HOLDING CORPORATION
Circa LLC
CLINICAL HOLDINGS INC.
Clinical Resource Network, Inc.
CLINICAL SPECIALTIES NETWORK SERVICES OF ILLINOIS, I
Clinical Specialties Network Services of Illinois, Inc., CLINICAL SPECIALTIES, INC.
CNS Acquisition, Inc.
Collins I.V. Care, LLC
Consolidated Stores, Inc.
Continuum Health Management Solutions, LLC (formerly I-Trax Management Solutions, LLC) Corinthian Care Group, LLC
Corporate Health Dimensions, Inc.
Creative Options, Inc.
Crescent Healthcare Inc.
Crescent Therafusion Inc.
Critical Care Systems of New York, Inc.
Critical Care Systems, Inc.
CSI MANAGED CARE, INC.
CSI MEDICAL BILLING SERVICES, INC.
CSI NETWORK SERVICES OF INDIANA, INC.
CSI NETWORK SERVICES OF KENTUCKY, INC.
CSI NETWORK SERVICES OF MICHIGAN, INC.
FH11185097.1
Custom Nutrition Services, Inc.
Cypress Home Medical, Inc.
Cystic Fibrosis Foundation Pharmacy, LLC (Walgreens Specialty Pharmacy, LLC owns 80%) Cystic Fibrosis Services, Inc.
Cystic Fibrosis Services, LLC
Daylight Beta Holdings, LP
De~Luxe Distributors, Inc.
Deerfield Funding Corporation
DME Options, Inc.
DOVER SUBSIDIARY INC
DR Employee Services LLC
DRI I Inc
drugstore com Inc
Drugstore.com Foundation
drugstore.com LLC
Drugstore.com, LLC
DS Distribution, Inc.
DS Fulfillment, Inc.
DS Non-Pharmaceutical Sales, Inc.
DS Pharmacy, Inc.
DSGC Idaho, Inc
Duane Reade Charitable Foundation
Duane Reade Holdings Inc
Duane Reade Inc.
Duane Reade International LLC
Duane Reade Realty Inc
Duane Reade, a New York General Partnership
Eager Park Pharmacy and Health Services, LLC
FH11185097.1
East West Distributing Co., LLC
East West Distributing Merger Co., LLC (DE)
Evolvere Health LLC
Excel Healthcare LLC
ExceleraRx, LLC
"Ferbet Take Care Health Louisiana, a Professional Nursing Corporation f/k/a Randolph Take Care Health Louisiana, a Professional Nursing Corporation. " Ferbet Take Care Health Maryland, P.C.
Flash Buyer, LLC
Fountain Products Corporation
Freedom Oxygen, Inc.
Full Road Holdings Ltd
Globe Discount City of Arizona, Inc.
Globe Discount City of Louisiana, Inc.
Globe I, LLC
Globe Stores, Inc.
Green Hills Insurance Company, A Risk Retention Group
Grenada Advertising Agency, Inc.
H3 (US 1) LLC
H3 (US 2) LLC
H3 (US 3) LLC
H3 (US 4) LLC
Happy Harry's Discount Drug Stores, Inc.
Happy Harry's Discount Store, Inc.
Happy Harry's, Inc.
HC Group Holdings I, LLC
HC Omega Merger Sub, LLC
Healthbox LLC
FH11185097.1
Healthcare Clinic Solutions, LLC
Healthcare Options of Minnesota, Inc.
Healthworks Med Group of Oklahoma, P.C.
Healthworks Medgroup of San Antonio, Inc.
HHDH CORP
HLM Venture Partners III, L.P.
Home Care of Boone County, Inc.
Home Care of Columbia, Inc.
Home Drug Company
Home Health of Option Care Inc
Home I.V., Inc.
Home Infusion Therapy of Bullhead City, Inc.
Hometeam Technologies, Inc.
Hummer Whole Health Management, Inc.
Hunterdon Infusion Services LLC
I.V. Associates, Inc.
Infinity Infusion Care, Ltd.
Infinity Infusion II, LLC
Infinity Infusion, LLC
Infusion Specialties, Inc.
Infusion Therapy of Corona, Inc.
Innovation Associates Holdings, Inc.
Innovation Associates, Inc.
Intercom Pharmacy Systems, Inc.
International Travel Service, Inc.
International Vision Direct Corp.
International Vision Direct, Inc.
Ion Merger Sub, Inc.
FH11185097.1
I-Trax Health Management Solutions, Inc.
IVP NORTHEAST, INC.
Ivpcare Northeast, Inc.
Ivpcare, Inc.
Jim Bain’s Pharmacy, Inc.
Kinnevik US Holding, LLC
Lake Cook Assurance Company
Lake Cook Investments, LLC
Laurel Mountain Medical Supply, LLC
LCA Insurance Co., Inc.
Lensquest, Inc.
Live Whole Health, Inc.
Lord Jim, Inc.
Luxury Mint Corporation
LV Sourcing LLC
LVD Sourcing LLC
Management by Information, Inc.
Market Strategies, LLC
Maximum Health Care Concepts, Inc.
May’s Drug Stores, Inc.
MCA Pharmacy, LLC
McKesson Specialty Pharmaceuticals LLC
Med Mark, Inc.
MedAvail Holdings, Inc.
MedAvail, Inc.
Medcare, Inc.
Medco Online Sales, Inc.
Medepoint.Com, Inc.
FH11185097.1
Medi Mart Corporation
MEDICATION ADHERENCE SOLUTIONS, LLC (Formerly WALGREENS LONG-TERM
CARE PHARMACY, LLC )
Medicenter, Inc.
Mediclaim Corp.
Medmark Data Management Inc.
Medmark Data Management, Inc.
Medmark Holdings Inc.
Medmark, Inc.
MedNow Infusion LLC
Med-X Corporation
Memphis Warehouse Co.
Meridian COMP of New York, Inc.
Mosso's Medical Supply Company, LLC
M-X Corporation
NDES Holdings, LLC
nirvanaHealth, Inc.
North County Home I.V., Inc.
Nutrition Research Laboratories, Inc.
Oak HC/FT VMD Blocker, LLC
OCH US Holding LLC
Onsite Holding, LLC
Ontario Cl 3 Limited
Ontario Cl 4 Limited
Ontario Merger Sub Inc.
Ontario Merger Sub, Inc.
OpCo Hatfield Medical Group, LLC
Option Care Camilla, Inc.
FH11185097.1
Option Care Capital Services, Inc.
Option Care Enterprises Inc
Option Care Enterprises, Inc. (DE)
Option Care Enterprises, Inc. (PA)
Option Care Foundation, Inc.
Option Care Health, Inc.
Option Care Home Health of California, Inc.
Option Care Home Health of Coweta, Inc.
Option Care Home Health, L.L.C.
Option Care Home Health, LLC (WA)
Option Care Home Infusion, L.L.C.
Option Care Hospice Foundation , Inc.
Option Care Hospice Inc.
Option Care Inc
Option Care Kansas City, LLC
Option Care Nevada, L.L.C.
Option Care of Denver, Inc.
Option Care of New York, Inc.
Option Care of Oklahoma, Inc.
Option Care Phoenix, LLC
Option Care, Inc. (DE)
Option Care, Inc.(CA)
Option Home Health Care - Private Duty, Inc.
Option Home Health Care Services, Inc.
Option Home Health Care Services, Inc.
Option Home Health Care Services-Private Duty, Inc.
Option Home Health Care, Inc.
Option Home Health Inc
FH11185097.1
Optioncare.Com, Inc.
OptioNet, Inc.
Optionlink, Inc.
Optionmed, Inc.
OptionMed, Inc.
Orlando Warehouse Co.
Orlando Warehouse, Inc.
Pharaoh JV, LLC
Pharm Mart Pharmacy of Warren, Inc.
Pharma Dynamics, Inc.
Pharmacy I.V. Associates, Inc.
Pharmatech Business Services, Inc.
Pharm-mart of Warren, Inc.
Pharm-Mart Pharmacy of Warren, Inc.
Physician Options, Inc.
PMC Ventures, LLC
Polaris Partners VII, L.P.
Polaris Venture Partners VI, L.P.
Prima Vista Water Management Assoc., Inc.
Prime Therapeutics LLC
Prime Therapeutics Specialty Pharmacy LLC
Pro Fitness Health Solutions, LLC
Productive Health Corportation
Pro-Fitness, L.L.C.
Project H3, LLC
Putter Acquisition Sub, Inc.
Rad Online Sales, Inc.
Redmile Private Investments I, L.P.
FH11185097.1
Rehab Options, Inc.
Rehab Options, Inc.
Rennebohm Drug Stores, Incorporated
Repligen Corporation
Retail Procurement Alliance LLC
Rich Mountain Pharmaceutical Services, Inc.
River City Pharmacy Inc
Riviera Brands, LLC
Robin Hood Restaurants of Illinois, Inc.
Rockville Travilah Square, LLC
RxAlly, LLC
S & G Health Care Management Services, Inc.
"S & G US Holding LLC "
S & W Pharmacy, Inc.
Salient Health Care Services, Inc.
Salient Health Care Services, L.L.C.
Salu Beauty, Inc.
Sanborns Mexico
Sandbox Advantage Fund, L.P.
Scholar Rock Holding Corporation
Schraft's, A Walgreen Specialty Pharmacy, LLC
SeniorMed L.L.C.
Shields Care Management of Worcester, LLC
Shields Health Management Company, LLC
Shields Health Management Holdings, Inc.
Shields Health Network, LLC
Shields Health Resources, LLC
Shields Health Solutions Holdings, LLC
FH11185097.1
Shields Health Solutions MidCo, LLC
Shields Health Solutions Parent, LLC
Shields Health Solutions Pharmacy, LLC
Shields Pharmacy Equity, LLC
Shields Pharmacy of Berkshire, LLC
Shields Pharmacy of California, LLC
Shields Pharmacy of Camden LLC
Shields Pharmacy of Central Illinois, LLC
Shields Pharmacy of Central New York, LLC
Shields Pharmacy of Chicago Midwest, LLC
Shields Pharmacy of Colorado II, LLC
Shields Pharmacy of Colorado, LLC
Shields Pharmacy of Columbia Maryland, LLC
Shields Pharmacy of Connecticut II, LLC
Shields Pharmacy of Connecticut, LLC
Shields Pharmacy of Eastern Carolina, LLC
Shields Pharmacy of Eastern Texas, LLC
Shields Pharmacy of Georgia, LLC
Shields Pharmacy of Hartford LLC
Shields Pharmacy of Minnesota, LLC
Shields Pharmacy of Mississippi, LLC
Shields Pharmacy of Nevada, LLC
Shields Pharmacy of New Bedford, LLC
Shields Pharmacy of New York II, LLC
Shields Pharmacy of New York, LLC
Shields Pharmacy of Norfolk Virginia, LLC
Shields Pharmacy of North Carolina, LLC
Shields Pharmacy of Ohio, LLC
FH11185097.1
Shields Pharmacy of Palo Alto, LLC
Shields Pharmacy of Providence LLC
Shields Pharmacy of Rhode Island, LLC
Shields Pharmacy of San Antonio, LLC
Shields Pharmacy of South Carolina, LLC
Shields Pharmacy of St. Louis, LLC
Shields Pharmacy of the Bronx, LLC
Shields Pharmacy of the Southwest Venture, LLC
Shields Pharmacy of the Southwest, LLC
Shields Pharmacy of University LLC
Shields Pharmacy of Virginia, LLC
Shields Pharmacy of Western Florida, LLC
Shields Pharmacy of Western Michigan, LLC
Shields Pharmacy of Western New York, LLC
Shields Specialty Pharmacy of Springfield, LLC
Shields Technology Solutions, LLC
SIC Parent, LLC
SIC Parent, LLC (WRA Partners, LLC owns 51%)
Silk Acquisition Corp.
Sleep Management Solutions LLC
Smart Insurance Co
Smart Insurance Company
Smart Insurance Company Group Holdings, Inc.
Smart Insurance Company Holdings, Inc.
Soap & Glory USA LLC
Solera Health, Inc.
Spa Strategy, Inc.
Spokane Health Care Associates, Inc.
FH11185097.1
Springville Pharmacy Infusion Therapy, Inc.
Stephen L. LaFrance Holdings, Inc.
Stephen L. LaFrance Pharmacy, Inc.
Summit Medical Group Arizona, LLC
SUNAMERICA AFFORDABLE HOUSING PARTNERS XI
Super D Drugs Acquisition Co.
Superior LuxCo 1 S.a.r.l.
Superior Luxco 3 S.A.R.L.
Superior US 1 LLC
Take Care Employer Solutions, LLC
Take Care Health Arizona, P.C.
Take Care Health Colorado, Inc.
Take Care Health Delaware, P.A.
Take Care Health District of Columbia, P.C.
Take Care Health Georgia, P.C.
Take Care Health Illinois, P.C.
Take Care Health Indiana, P.C.
Take Care Health Kansas, P.A.
Take Care Health Kentucky, P.S.C.
Take Care Health Massachusetts, P.C.
Take Care Health Mississippi, P.C.
Take Care Health Missouri, P.C.
Take Care Health New Jersey, P.A.
Take Care Health Ohio, Inc.
Take Care Health Oklahoma, P.C.
Take Care Health Pennsylvania, PC
Take Care Health Services, P.A.
Take Care Health Systems LLC
FH11185097.1
Take Care Health Systems, Inc. (FKA I-Trax, Inc.)
Take Care Health Tennessee, P.C.
Take Care Health Texas, P.C.
Take Care Health Wisconsin, S.C.
Take Care Medical Health New York, P.C.
The 1901 Group LLC
The drugstore.com Foundation
The Lane Drug Company
The Patient Safety Research Foundation, Inc.
The PSRF Merger Co., Inc.
Thrifty Payless, Inc.
THV VMD Blocker, LLC
TKH HoldCo, LLC
TMD, Inc.
TPR Holdings LLC
Trinity Home Care, LLC
TSL, Inc.
TURN-KEY PALLIATIVE SERVICES, LLC
Turn‐Key Health Holdings, L.P.
Ultra Care, LLC
UMass Memorial Shields Pharmacy, LLC
University Option Care LLC
USA Drug
USA/Super D Franchising, Inc.
VICTORIA MERGER SUB. INC.
Vim, Inc.
Vision Direct Inc
W D Liquor, Inc.
FH11185097.1
WAB Holdings, LLC
WAG Employee Services Inc.
WagBeau LLC
WagBeau, Inc.
WAGDCO, LLC
WAGHID, LLC
Wag's Restaurants of Illinois, Inc.
Waldoy, L.P
Walgreen Altoona Co.
Walgreen Alumni Association
Walgreen Arizona Drug Co.
Walgreen Benefit Fund
Walgreen Capitol Court, Inc.
Walgreen Co PAC
Walgreen Co Puerto Rico Branch
Walgreen Co.
Walgreen Columbus Co.
Walgreen Community Development
Walgreen Cudahy, Inc.
Walgreen Delaware Co.
Walgreen Drug Stores Historical Foundation
Walgreen Drugs, Inc.
Walgreen Eastern Co., Inc.
Walgreen Fon-Du-Lac, Inc.
Walgreen Fremont Co.
Walgreen Hastings Co.
Walgreen International Investments LLC
Walgreen International S.a.r.l.
FH11185097.1
Walgreen Investments Co
Walgreen Investments Merger Co., LLC
Walgreen Investments Merger Co., LLC (DE)
Walgreen Kearney Co
Walgreen Laboratories, Inc.
Walgreen Lincoln Co.
Walgreen Louisiana Co., Inc.
Walgreen Market Strategies LLC
Walgreen Medical Supply, Inc.
Walgreen Mercantile Corporation
Walgreen Milwaukee, Inc.
Walgreen National Corporation
Walgreen Network Health Services
Walgreen Nevada Corporation
Walgreen New Berlin, Inc.
Walgreen Oconomowoc, Inc.
Walgreen of Hato Rey Inc.
Walgreen of Hawaii, LLC
Walgreen of Maui, Inc.
Walgreen of Maui, Inc.
Walgreen of Nevada, LLC
Walgreen of New Mexico, Inc.
Walgreen of Puerto Rico, Inc.
Walgreen of San Patricio, Inc.
Walgreen of US Virgin Islands, LLC
Walgreen Oshkosh, Inc.
Walgreen Pharmacy Services Eastern LLC
Walgreen Pharmacy Services Eastern, LLC
FH11185097.1
Walgreen Pharmacy Services Midwest, LLC
Walgreen Pharmacy Services Southern, LLC
Walgreen Pharmacy Services Western, LLC
Walgreen Pharmacy Services WHS, LLC
Walgreen Pharmacy Strategies, LLC
Walgreen PR Branch
Walgreen Properties, Inc.
Walgreen Racine, Inc.
Walgreen Realty Resources LLC
Walgreen South Dakota, Inc.
Walgreen Southgate Corp.
Walgreen Specialty Holdings, LLC
Walgreen Watertown, Inc.
Walgreen Waukesha, Inc.
Walgreen West Bend, Inc.
Walgreen Wisconsin, Inc.
Walgreen Woodmar, Inc.
Walgreen-Option Care, Inc. {FKA CuraScript Infusion)
Walgreens Advance Care, Inc.
Walgreens Annapolis, LLC
Walgreens Assistance, Inc.
Walgreens Boots Alliance Holdings LLC
Walgreens Boots Alliance Scottish LP
Walgreens Boots Alliance US 1 LLC
Walgreens Boots Alliance US 2 LLC
Walgreens Boots Alliance US 3 LLC
Walgreens Boots Alliance, Inc.
Walgreens Business Services, LLC
FH11185097.1
Walgreens.com Inc
Walgreens Community Development Corp
Walgreens Health COE LLC
Walgreens Health Holdings, LLC
Walgreens Health Initiatives - IPA, Inc.
Walgreens Health Initiatives, Inc.
Walgreens Health Services II LLC
Walgreens Health Services III LLC
Walgreens Health Services LLC
Walgreens Health Ventures LLC
Walgreens Healthcare Plus, Inc.
Walgreens Home Care Inc
Walgreens Infusion and Respiratory Services, LLC
Walgreens Infusion Services at Legacy Health, LLC (formerly Option Care at Legacy, L.L.C.) Walgreens Infusion Services Holding, Inc.
Walgreens Infusion Services, Inc. (FKA Option Care,)
Walgreens Investments Co.
Walgreens Long-Term Care Pharmacy LLC(FKA SeniorMed)
Walgreens Mail Service, Inc.
Walgreens Mail Service, LLC
Walgreens Network Health Services LLC
Walgreens of Massachusetts, LLC
Walgreens of New Mexico, Inc.
Walgreens of North Carolina, Inc.
Walgreens Personal Financial Services, LLC
Walgreens Pharmacy Strategies, LLC
Walgreens Sleep and Respiratory Pharmacy LLC
Walgreens Specialty Care Centers LLC
FH11185097.1
Walgreens Specialty Pharmacy Holdings, Inc.
Walgreens Specialty Pharmacy Holdings, LLC
Walgreens Specialty Pharmacy, LLC
Walgreens Store No 3288 LLC
Walgreens Store No 3332 LLC
Walgreens Store No 3680 LLC
Walgreens Store No 4650 LLC
Walgreens Store No 4651 LLC
Walgreens Store No 5576 LLC
Walgreens Store No 5838 LLC
Walgreens Store No. 7839, LLC
Walgreens Venture Capital, LLC
WALGREENS WELL NETWORK OF MODESTO, LLC (FORMERLY ACCOUNTABLE CARE NETWORK OF MISSOURI, LLC) nc on 5/23/2013
WALGREENS WELL NETWORK OF OAKLAND, LLC (FORMERLY ACCOUNTABLE CARE NETWORK OF GEORGIA, LLC) nc on 5/23/2013
WALGREENS WELL NETWORK OF PALO ALTO, LLC (formerly Walgreens Well Network of Maryland LLC) nc on 5/23/2013
WALGREENS WELL NETWORK OF SACRAMENTO, LLC (FORMERLY
ACCOUNTABLE CARE NETWORK OF COLORADO, LLC) NC on 5/23/13 WALGREENS WELL NETWORK OF SAN FRANCISCO, LLC (formerly Walgreens Well Network of California LLC) nc on 5/23/2013
Walgreens.com, Inc.
Walgreens-Optioncare, Inc.
Waltrust Properties, Inc.
WBA Acquisition 3, LLC
WBA Acquisition 4, LLC
WBA Acquisition 5, LLC
WBA Acquisition 6, LLC
WBA Financial, LLC
FH11185097.1
WBA Innovation Midco, LLC
WBA Innovation Parent, LLC
WBA Innovation, LLC
WBA INVESTMENTS, INC. (FKA WBA INVESTMENTS, LLC)
WBA RxR US LLC
WBA Shields Merger Sub, LLC
WBA US 1 Co.
WBA US 10 LLC
WBA US 4 LLC
WBA US 5 LLC
WBA US 6 LLC
WBA US 7 LLC
WBA US 8 LLC
WBA US 9 LLC
WCAS Shields Holdings, LLC
WD Liquor, Inc.
Wedge Acquisition Company
Well Ventures, LLC
Weymouth Property, Inc .
WHI (PR Branch)
Whole Health Management, LLC
WHP Health Initiatives, Inc.
Worthmore Cosmetics And Vitamins Co.
WRA Partners, LLC
WVC Investments LLC
FH11185097.1
EXHIBIT K
Subdivision Participation and Release Form
[Draft]
Governmental Entity: State:
Authorized Official:
Address 1:
Address 2:
City, State, Zip:
Phone:
Email:
The governmental entity identified above (“Governmental Entity”), in order to obtain and in consideration for the benefits provided to the Governmental Entity pursuant to the Settlement Agreement dated December [ ], 2022 (“Walgreens Settlement”), and acting through the undersigned authorized official, hereby elects to participate in the Walgreens Settlement, release all Released Claims against all Released Entities, and agrees as follows.
1. The Governmental Entity is aware of and has reviewed the Walgreens Settlement, understands that all terms in this Participation and Release Form have the meanings defined therein, and agrees that by executing this Participation and Release Form, the Governmental Entity elects to participate in the Walgreens Settlement and become a Participating Subdivision as provided therein.
2. The Governmental Entity shall promptly, and in any event no later than 14 days after the Reference Date and prior to the filing of the Consent Judgment, dismiss with prejudice any Released Claims that it has filed. With respect to any Released Claims pending in In re National Prescription Opiate Litigation, MDL No. 2804, the Governmental Entity authorizes the Plaintiffs’ Executive Committee to execute and file on behalf of the Governmental Entity a Stipulation of Dismissal with Prejudice substantially in the form found at [website link to national settlement website to be provided].
3. The Governmental Entity agrees to the terms of the Walgreens Settlement pertaining to Participating Subdivisions as defined therein.
4. By agreeing to the terms of the Walgreens Settlement and becoming a Releasor, the Governmental Entity is entitled to the benefits provided therein, including, if applicable, monetary payments beginning after the Effective Date.
5. The Governmental Entity agrees to use any monies it receives through the Walgreens Settlement solely for the purposes provided therein.
FH11185097.1
6. The Governmental Entity submits to the jurisdiction of the court in the Governmental Entity’s state where the Consent Judgment is filed for purposes limited to that court’s role as provided in, and for resolving disputes to the extent provided in, the Walgreens Settlement. The Governmental Entity likewise agrees to arbitrate before the National Arbitration Panel as provided in, and for resolving disputes to the extent otherwise provided in, the Walgreens Settlement.
7. The Governmental Entity has the right to enforce the Walgreens Settlement as provided therein.
8. The Governmental Entity, as a Participating Subdivision, hereby becomes a Releasor for all purposes in the Walgreens Settlement, including without limitation all provisions of Section XI (Release), and along with all departments, agencies, divisions, boards, commissions, districts, instrumentalities of any kind and attorneys, and any person in their official capacity elected or appointed to serve any of the foregoing and any agency, person, or other entity claiming by or through any of the foregoing, and any other entity identified in the definition of Releasor, provides for a release to the fullest extent of its authority. As a Releasor, the Governmental Entity hereby absolutely, unconditionally, and irrevocably covenants not to bring, file, or claim, or to cause, assist or permit to be brought, filed, or claimed, or to otherwise seek to establish liability for any Released Claims against any Released Entity in any forum whatsoever. The releases provided for in the Walgreens Settlement are intended by the Parties to be broad and shall be interpreted so as to give the Released Entities the broadest possible bar against any liability relating in any way to Released Claims and extend to the full extent of the power of the Governmental Entity to release claims. The Walgreens Settlement shall be a complete bar to any Released Claim.
9. The Governmental Entity hereby takes on all rights and obligations of a Participating Subdivision as set forth in the Walgreens Settlement.
10. In connection with the releases provided for in the Walgreens Settlement, each Governmental Entity expressly waives, releases, and forever discharges any and all provisions, rights, and benefits conferred by any law of any state or territory of the United States or other jurisdiction, or principle of common law, which is similar, comparable, or equivalent to § 1542 of the California Civil Code, which reads:
General Release; extent. A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release that, if known by him or her would have materially affected his or her settlement with the debtor or released party.
A Releasor may hereafter discover facts other than or different from those which it knows, believes, or assumes to be true with respect to the Released Claims, but each Governmental Entity hereby expressly waives and fully, finally, and forever settles, releases and discharges, upon the Effective Date, any and all Released Claims that may exist as of such date but which Releasors do not know or suspect to exist, whether through ignorance, FH11185097.1
oversight, error, negligence or through no fault whatsoever, and which, if known, would materially affect the Governmental Entities’ decision to participate in the Walgreens Settlement.
11. Nothing herein is intended to modify in any way the terms of the Walgreens Settlement, to which Governmental Entity hereby agrees. To the extent this Participation and Release Form is interpreted differently from the Walgreens Settlement in any respect, the Walgreens Settlement controls.
I have all necessary power and authorization to execute this Participation and Release Form on behalf of the Governmental Entity.
Signature: _____________________________
Name: _____________________________
Title: _____________________________
Date: _____________________________
FH11185097.1
EXHIBIT L
Settlement Fund Administrator Terms
[Exhibit to be inserted prior to the Reference Date]
FH11185097.1
EXHIBIT M-1: PAYMENT SCHEDULE
Payment Year Maximum
Annual Fees
Payment (See
Exhibit M-3)
Maximum
Annual
Remediation
Payment (See
Exhibit M-2)
Annual
Maximum
Year 1
9/1/22 - 8/31/23
--- $369,445,784 $369,445,784
Year 2
9/1/23 - 8/31/24
$122,393,885 $243,858,900 $366,252,785
Year 3
9/1/24 - 8/31/25
$122,393,885 $243,858,900 $366,252,785
Year 4
9/1/25 - 8/31/26
$122,393,885 $243,858,900 $366,252,785
Year 5
9/1/26 - 8/31/27
$122,393,885 $243,858,900 $366,252,785
Year 6
9/1/27 - 8/31/28
$122,393,885 $243,858,900 $366,252,785
Year 7
9/1/28 - 8/31/29
$122,393,885 $243,858,900 $366,252,785
Year 8
9/1/29 - 8/31/30
--- $369,445,784 $369,445,784
Year 9
9/1/30 - 8/31/31
--- $369,445,784 $369,445,784
Year 10
9/1/31 - 8/31/32
--- $369,445,784 $369,445,784
Year 11
9/1/32 - 8/31/33
--- $369,445,784 $369,445,784
Year 12
9/1/33 - 8/31/34
--- $369,445,784 $369,445,784
Year 13
9/1/34 - 8/31/35
--- $369,445,784 $369,445,784
Year 14
9/1/35 - 8/31/36
--- $369,445,784 $369,445,784
Year 15
9/1/36 - 8/31/37
--- $369,445,784 $369,445,784
Total $734,363,310 $4,788,165,456 $5,522,528,766
FH11185097.1
EXHIBIT M-2: MAXIMUM ANNUAL REMEDIATION PAYMENT SCHEDULE Payment Year Maximum
Base Payments
(41%)
Maximum
Incentive
Payment A
(59%)
Maximum
Incentive
Payment BC
(56%)
Maximum
Incentive
Payment D
(10%)
Maximum
Annual
Remediation
Payment
Year 1
The later of
December 31, 2022
or five business
days after
Preliminary
Agreement Date
$369,445,784 --- --- --- $369,445,784
Year 2
December 31, 2023
$99,982,150 $143,876,750 $143,876,750 --- $243,858,900
Year 3
March 31, 2025
$99,982,150 $143,876,750 $143,876,750 --- $243,858,900
Year 4
March 31, 2026
$99,982,150 $143,876,750 $143,876,750 --- $243,858,900
Year 5
March 31, 2027
$99,982,150 $143,876,750 $143,876,750 --- $243,858,900
Year 6
March 31, 2028
$99,982,150 $143,876,750 $129,512,255 $47,881,655 $243,858,900 Year 7
March 31, 2029
$99,982,150 $143,876,750 $129,512,255 $47,881,655 $243,858,900 Year 8
March 31, 2030
$124,226,144 $245,219,640 $230,855,143 $47,881,655 $369,445,784 Year 9
March 31, 2031
$124,226,144 $245,219,640 $230,855,143 $47,881,655 $369,445,784 Year 10
March 31, 2032
$124,226,144 $245,219,640 $230,855,143 $47,881,655 $369,445,784 Year 11
March 31, 2033
$124,226,144 $245,219,640 $230,855,143 $47,881,655 $369,445,784 Year 12
March 31, 2034
$124,226,144 $245,219,640 $230,855,143 $47,881,655 $369,445,784 Year 13
March 31, 2035
$124,226,144 $245,219,640 $230,855,143 $47,881,655 $369,445,784 Year 14
March 31, 2036
$124,226,144 $245,219,640 $230,855,143 $47,881,655 $369,445,784 Year 15
December 31, 2036
$124,226,144 $245,219,640 $230,855,143 $47,881,655 $369,445,784 Total $1,963,147,836 $2,825,017,620 $2,681,372,654 $478,816,550 $4,788,165,456 FH11185097.1
NOTES TO EXHIBIT M-2:
1. All figures for the Maximum Base Payment, Maximum Incentive A Payment, and Maximum Incentive Payment BC are maximum figures that reflect the following:
- An assumption that all Eligible States are Settling States. - An assumption that all Settling States earn the full amount of the relevant incentive payment.
2. All figures for the Maximum Incentive Payment D show the amount earned based on all Settling States obtaining its maximum value of 10%, and reflect the following:
- An assumption that all Eligible States are Settling States. - An assumption that all Settling States are eligible for Incentive Payment D in every Payment Year in which Incentive D is paid.
3. All figures for the Maximum Annual Remediation Payment reflect the following:
- The credit amount of $361,834,542 for Florida’s prior settlements have already been applied. The credit amount for Suffolk and Nassau Counties in New York in the amount of 15.31% of New York State’s Allocation has not been applied against New York’s allocation.
- An assumption that all Eligible States are Settling States. - An assumption that each Settling State earn the maximum amount of the available Incentive Payment by either qualifying for Incentive Payment A, or the combination of obtaining a 100% participation percentage for Incentive Payment BC and earning Incentive Payment D at a value of 3%).
4. Any offsets for Eligible States that are Non-Settling States would be deducted from the Maximum Base Payment, Maximum Incentive Payments (A, BC, and D), and Maximum Annual Remediation Payment by subtracting the amount of the payment times the Overall State Allocation Percentage for each Non-Settling State.
FH11185097.1
EXHIBIT M-3: ANNUAL FEES PAYMENT SCHEDULE
Payment
Year
Maximum
Exhibit R
Attorney
Fee and
Cost Funds
Common
Benefit Fee
on Credits
State Cost
Fund
Maximum
State
Outside
Counsel
Fee Fund
Maximum
Additional
Remediation
Amount
Maximum
Annual Fees
Payment
Year 2
December
31, 2023
$98,955,419 $7,477,914 $7,980,276 $3,990,138 $3,990,138 $122,393,885 Year 3
December
31, 2024
$98,955,419 $7,477,914 $7,980,276 $3,990,138 $3,990,138 $122,393,885 Year 4
December
31, 2025
$98,955,419 $7,477,914 $7,980,276 $3,990,138 $3,990,138 $122,393,885 Year 5
December
31, 2026
$98,955,420 $7,477,914 $7,980,275 $3,990,138 $3,990,138 $122,393,885 Year 6
December
31, 2027
$98,955,420 $7,477,914 --- $7,980,275 $7,980,276 $122,393,885 Year 7
December
31, 2028
$98,955,421 $7,477,913 --- $7,980,276 $7,980,275 $122,393,885 Total $593,732,518 $44,867,483 $31,921,103 $31,921,103 $31,921,103 $734,363,310 FH11185097.1
Exhibit N
Additional Remediation Amount Allocation Percentages
Alabama 2.0094047523%
American Samoa 0.0215590674%
Arizona 2.9911870812%
California 12.4923284542%
Colorado 2.0922099886%
Connecticut 1.6290775863%
District of Columbia 0.2266153628%
Georgia 3.5107212404%
Guam 0.0604844794%
Hawaii 0.4087756176%
Idaho 0.6193769970%
Illinois 4.1882957440%
Indiana 2.7913607538%
Iowa 0.9341820978%
Kansas 0.9872591950%
Louisiana 1.8447419766%
Maine 0.6664875621%
Maryland 2.6575348718%
Massachusetts 2.9005058228%
Minnesota 1.6334209688%
Missouri 2.5253744735%
Montana 0.3935393398%
N. Mariana Islands 0.0210349545%
Nebraska 0.5252526469%
New Jersey 3.4690785339%
New York 6.7872003052%
North Carolina 4.0924962523%
North Dakota 0.2140841267%
Ohio 5.4856657801%
Oklahoma 1.9292810204%
Oregon 1.7302239375%
Pennsylvania 5.7772011360%
Rhode Island 0.5622563667%
South Carolina 1.9381920268%
Tennessee 3.3847318704%
Texas 7.9239877394%
Vermont 0.3204352512%
FH11185097.1
Virgin Islands 0.0397474619%
Virginia 2.8709652916%
Washington 2.9198056809%
Wisconsin 2.2138760297%
Wyoming 0.2100401547%
FH11185097.1
Exhibit O
Adoption of a State-Subdivision Agreement
A State-Subdivision Agreement shall be applied if it meets the requirements of Section V and is approved by the State and by the State’s Subdivisions as follows:
1. Requirements for Approval. A State-Subdivision Agreement shall be deemed as agreed to when it has been approved by the State and either (a) Subdivisions whose aggregate “Population Percentages,” determined as set forth below, total more than sixty percent (60%), or (b) Subdivisions whose aggregate Population Percentages total more than fifty percent (50%) provided that these Subdivisions also represent fifteen percent (15%) or more of the State’s counties or parishes (or, in the case of Settling States whose counties and parishes do not function as local governments, 15% of or more of the Settling State’s non-county Subdivisions), by number.
2. Approval Author-ity. Approval by the State shall be by the Attorney General. Approval by a Subdivision shall be by the appropriate official or legislative body pursuant to the required procedures for that Subdivision to agree to a legally binding settlement.
3. Population Percentage Calculation. For purposes of this Exhibit O only, Population Percentages shall be determined as follows: For States with functional counties or parishes3the Population Percentage of each county or parish shall be deemed to be equal to (a) (1) two hundred percent (200%) of the population of such county or parish, minus (2) the aggregate population of all Primary Incorporated Municipalities located in such county or parish, divided by (b) two hundred percent (200%) of the State’s population. A “Primary Incorporated Municipality” means a city, town, village or other municipality incorporated under applicable state law with a population of at least 25,000 that is not located within another incorporated municipality. The Population Percentage of each Primary Incorporated Municipality shall be equal to its population (including the population of any incorporated or unincorporated municipality located therein) divided by two hundred percent (200%) of the State’s population; provided that the Population Percentage of a Primary Incorporated Municipality that is not located within a county shall be equal to two hundred percent (200%) of its population (including the population of any incorporated or unincorporated municipality located therein) divided by two hundred percent (200%) of the State’s population. For all States that do not have functional counties or parishes, the Population Percentage of each non-county Subdivision (including any incorporated or unincorporated municipality located therein), shall be equal to its population divided by the State’s population.
3 Certain states do not have counties or parishes that have functional governments, including:
Alaska, Connecticut, Massachusetts, Rhode Island, and Vermont.
FH11185097.1
4. Preexisting Agreements and Statutory Provisions. A State may include with the notice to its Subdivisions an existing agreement, a proposed agreement, or statutory provisions regarding the distribution and use of settlement funds and have the acceptance of such an agreement or statutory provision be part of the requirements to be an Initial Participating Subdivision.
P - 1
FH11185097.1
EXHIBIT P
Pharmacy Controlled Substance Compliance Program & AntiDiversion Injunctive Terms I. INTRODUCTION
1. Except where these Injunctive Terms specify a different implementation period, Walgreens shall implement the Injunctive Terms set forth below in Sections II through XVII by the Injunctive Terms Implementation Date (defined below).
2. To the extent that Walgreens already has in place positions, committees, departments, policies or programs that satisfy the Injunctive Terms, no re-naming or other change is required by these Injunctive Terms.
3. Overview
a. Walgreens will implement or maintain a Controlled Substance Compliance Program (“CSCP”).
b. The CSCP must include written standard operating procedures and/or corporate policies (the “CSCP Policies and Procedures”) required by these Injunctive Terms.
c. The CSCP shall apply during the term of these Injunctive Terms, to each of Walgreens’ retail pharmacy stores that dispense Schedule II Designated Controlled Substances and are registered or licensed with each Settling State. d. Walgreens shall provide a copy of the relevant CSCP Policies and Procedures to each Settling State within sixty (60) days of the Injunctive Terms Implementation Date. To the extent any implementation is expected to require additional time, the Parties agree to work together in good faith to establish a timeline for implementation. No later than thirty (30) days after the Injunctive Terms Implementation Date, each Settling State shall identify the person or office to whom Walgreens must provide a copy of the relevant CSCP Policies and Procedures and any other State-specific reporting required under these Injunctive Terms.
e. Settling States shall form the States Injunctive Relief Committee to serve as a point of contact for Walgreens and to perform such other roles as set forth herein. Upon the committee’s formation, Settling States shall provide notice to Walgreens of the members of the committee.
4. Compliance with Laws
P - 2
FH11185097.1
a. Walgreens acknowledges and agrees that its pharmacies must comply with applicable state and federal laws, regulations, and rules, including those regarding the dispensing of Controlled Substances. The requirements of these Injunctive Terms are in addition to, and not in lieu of, any other requirements of federal, state, or local law. Nothing in the Injunctive Terms shall be construed as relieving Walgreens of the obligation of its pharmacies to comply with all federal, state and local laws, regulations or rules, nor shall any of the provisions of the Injunctive Terms be deemed as permission for Walgreens to engage in any acts or practices prohibited by such laws, regulations or rules. b. The Injunctive Terms are not intended to and shall not be interpreted to prevent Walgreens from taking or implementing any other compliance or policy steps that are more restrictive or that are necessary to conform with federal, state, or local legal requirements, unless such steps would conflict with State or local law. The Injunctive Terms are not intended to and shall not be interpreted to require Walgreens to inventory any Controlled Substances or any particular Controlled Substances or to require dispensing of any Controlled Substances or of any individual, types, subsets or categories of Controlled Substances prescriptions.
c. In the event that Walgreens determines that there may be a conflict between the Injunctive Terms and the express requirements of federal, state, or local laws, or interpretations of such laws articulated by an agency responsible for enforcing such laws or a court (“Express Interpretations”), such that Walgreens determines that it cannot comply with the Injunctive Terms without violating these express requirements or Express Interpretations, Walgreens shall follow the express requirements of the federal, state or local law or Express Interpretation thereof and shall provide notice to the Settling State(s). Within thirty (30) days after receipt of a notification from Walgreens referenced above, Walgreens and the State shall meet and discuss the potential conflict, and Walgreens shall comply with any reasonable requests from the Settling State as necessary to determine whether there is a conflict between the Injunctive Terms and the express requirements of federal, state, or local laws, or Express Interpretations. In the event that Walgreens believes a court or administrative action brought by a governmental body in a Settling State has commenced against it or its pharmacists for actions required by the Injunctive Terms, then Walgreens may notify the Attorney General of the Settling State of such pending action. If the State agrees that the court or administrative action is a result of actions required by the Injunctive Terms, the State will engage in best efforts to resolve the conflict or assist in achieving resolution of the court or administrative action. Nothing in this paragraph shall (i) limit the right of the Settling State to disagree with Walgreens as to the conflict; (ii) be deemed to relieve Walgreens from following any subsequently enacted law or regulation, P - 3
FH11185097.1
or judicial decisions from a regulatory authority with jurisdiction over controlled substances that is more restrictive than the provisions of the Injunctive Terms, or from following the Injunctive Terms if they are more restrictive than applicable laws at issue in the administrative action if there is no conflict; (iii) be deemed to relieve Walgreens from adhering to the outcome of a court or administrative action when it is determined that there is no conflict; or (iv) limit a Settling State’s ability to relieve Walgreens of a duty under these Injunctive Terms if that Settling State determines that that term is in conflict with that Settling State’s express legal requirements.
d. Walgreens shall retain all records it is required to create pursuant to its obligations hereunder for a period no shorter than three years, unless otherwise specified. Nothing in these Injunctive Terms shall prevent a Settling State from issuing a lawful subpoena or Civil Investigative Demand (CID) for records pursuant to an applicable law.
5. No Admission and No Use as Evidence. Walgreens does not admit liability or wrongdoing. These Injunctive Terms shall not be considered, construed, or represented to be (1) an admission, concession, or evidence of liability, wrongdoing, or to impose the existence of any legal obligations or requirements other than the requirement to follow these Injunctive Terms, or (2) a waiver or limitation of any defense otherwise available to Walgreens. These Injunctive Terms shall not be offered or received in evidence or otherwise relied on in any action or proceeding for any purpose other than in an action or proceeding to modify or enforce or monitor compliance with these Injunctive Terms.
II. TERM AND SCOPE
1. The term of these Injunctive Terms shall be from the Injunctive Terms Implementation Date until August 15, 2032, unless otherwise specified herein.
2. Except as otherwise stated herein, the Injunctive Terms shall apply to Walgreens’ retail pharmacy stores located in, and registered or licensed with, each Settling State that dispense Schedule II Designated Controlled Substances to Patients, including any Schedule II Designated Controlled Substances dispensed by any such retail pharmacy stores that are mailed or shipped to patients in a Settling State. Should Walgreens operate an online pharmacy that is registered or licensed to dispense Schedule II Designated Controlled Substances in any Settling State while these Injunctive Terms are in effect, the Injunctive Terms shall apply to such pharmacy as well.4
4 Walgreens’ specialty and mail order pharmacies are not subject to, and are not online pharmacies for purposes of, these Injunctive Terms.
P - 4
FH11185097.1
3. These Injunctive Terms may be amended by mutual agreement of a majority of the States Injunctive Relief Committee and Settling Pharmacy. Any such amendments must be in writing.
III. DEFINITIONS
1. The term “Distributor Injunctive Terms” means Exhibit P of the Settlement Agreement, dated as of July 21, 2021, between McKesson Corporation, Cardinal Health, Inc., and AmerisourceBergen Corporation and certain States and subdivisions.
2. The term “Block” means an action taken by Walgreens preventing or otherwise prohibiting any Settling Pharmacy pharmacist from filling prescriptions for Controlled Substances from a specific identified Prescriber.
3. The term “Clearinghouse” means the system established by Section XVII of the Distributor Injunctive Terms.
4. The term “Controlled Substances” means those substances designated under schedules II-V pursuant to the federal Controlled Substances Act.
5. The term “Designated Controlled Substances” shall be limited to: (a) oxycodone; (b) hydrocodone; (c) hydromorphone; (d) tramadol; (e) oxymorphone; (f) morphine; (g) methadone; and (h) fentanyl.
6. The term “Injunctive Terms Implementation Date” means thirty (30) days after the Effective Date of the Settlement Agreement as defined in Section I.V of the Walgreens Settlement Agreement.
7. The term “National Arbitration Panel” is defined in Section I.LL of the Walgreens Settlement Agreement.
8. The term “Patient” means any individual who receives a prescription for a Designated Controlled Substance from a Prescriber, whether legally valid or not, and attempts to fill it at one of Walgreens’ pharmacy stores in a Settling State.
9. The term “Prescriber” means any individual that has written a prescription for a Designated Controlled Substance, whether legally valid or not, that is presented to Walgreens in a Settling State.
10. The term “Red Flag(s)” means the enumerated Patient Red Flags, Prescription Red Flags, and Prescriber Red Flags set out in Section IX.
11. The term “Settling State(s)” means each State that is a signatory to the Walgreens Settlement Agreement.
12. The term “States Injunctive Relief Committee” means a committee representing the Settling States composed of between four and eight members designated by the Settling States. The members of the States Injunctive Relief Committee shall be employees of P - 5
FH11185097.1
a Settling State’s Office of Attorney General and/or employees of another agency of a Settling State.
13. The term “Walgreens Settlement Agreement” means the settlement agreement dated as of December [ ] between and among the Settling States, the Participating Subdivisions and Walgreens.
IV. CONTROLLED SUBSTANCE COMPLIANCE PERSONNEL
1. Walgreens shall designate a Controlled Substance Compliance Director, or other appropriately titled position, to be a member of the Controlled Substance Compliance Committee (described below in Section VI), and to oversee a Controlled Substance Compliance Department and Walgreens’ compliance with 21 C.F.R. 1306.04 and these Injunctive Terms. As used in these Injunctive Terms, the terms “Controlled Substance Compliance Committee” and “Controlled Substance Compliance Department” refer to the entity or entities, however titled, that carry out the functions required by these Injunctive Terms. Notwithstanding the preceding sentence, to the extent an existing position, committee or department carries out the functions required by these Injunctive Terms, any other functions undertaken by such position, committee or department shall not be subject to these Injunctive Terms or oversight by the Settling States pursuant to these Injunctive Terms. The position, committee and department discussed in these Terms may bear different names and need not be limited to the roles and functions set forth herein.
2. The Controlled Substance Compliance Director shall have knowledge of and experience with the laws and regulation of Controlled Substances, in particular the regulations in 21 C.F.R. § 1306.04.
3. The Controlled Substance Compliance Director shall provide at least quarterly reports to the Controlled Substance Compliance Committee (described below in Section VI) regarding Walgreens’ compliance with these Injunctive Terms, including the implementation of any changes to the CSCP Policies and Procedures required by these Injunctive Terms.
4. Staffing levels of Walgreens’ Controlled Substance Compliance Department shall be reviewed periodically, but at least on an annual basis, by Walgreens’ Controlled Substance Compliance Committee to assess whether such staffing levels are sufficient for the Controlled Substance Compliance Department to comply with this Agreement.
This review shall include consideration of relevant developments in technology, law, and regulations.
5. Throughout the term of these Injunctive Terms, Walgreens shall maintain a telephone and electronic submission hotline(s) (the “Hotline”) to permit employees and/or Patients and/or members of the public to anonymously report suspected inappropriate or illegitimate dispensing, prescribing or diversion of Designated Controlled Substances, violations of the CSCP Policies and Procedures, these Injunctive Terms, P - 6
FH11185097.1
Walgreens’ company policy, or other applicable law. The Hotline may be implemented by adding a dedicated option to existing systems that includes reporting regarding Designated Controlled Substances. Walgreens shall publish its Hotline contact information to its employees and Patients in the Settling States. Walgreens shall maintain for the duration of Injunctive Terms a record of each complaint made to the Hotline regarding Designated Controlled Substances and documentation regarding any investigation or response to such complaints. Nothing herein shall require Walgreens to investigate a pharmacist’s professional judgment to refuse a prescription that the pharmacist believes was prescribed or is being used for other than a legitimate medical purpose or that the pharmacist believes was not prescribed by an individual Prescriber acting in the usual course of his or her professional practice.
V. INDEPENDENCE
1. Walgreens’ Controlled Substance Compliance Department personnel, pharmacists and pharmacist technicians who work at Walgreens’ pharmacies within the Settling States, and field personnel who supervise pharmacists and pharmacist technicians (together, “CSCP Employees”), shall not be compensated in whole or in part by commissions, bonuses, incentives or any other monetary or non-pecuniary benefit that depends in material part on revenue or profitability targets or expectations to sales of Controlled Substances. Nothing in these Injunctive Terms shall be interpreted to prevent compensation of employees based on sales volume, revenue or profitability targets/expectations for enterprise-, store-, or pharmacy-wide sales that include Controlled Substances.
2. No CSCP Employees may be terminated, suspended, threatened with or face any other negative employment consequence for failing to meet any revenue or profitability targets or expectations that depends in material part on sales of Controlled Substances.
Nothing in these Injunctive Terms shall be interpreted to prevent Walgreens from taking employment action based on sales volume, revenue or profitability targets/expectations for enterprise-, store-, or pharmacy-wide sales that include Controlled Substances.
3. Personnel in Walgreens’ Controlled Substance Compliance Department shall not report to Walgreens’ sales, marketing, or business development departments, and sales, marketing, or business development departments shall not be authorized to make decisions regarding the promotion, compensation, demotion, admonition, discipline, commendation, periodic performance reviews, hiring, or firing of Controlled Substance Compliance Department personnel. This provision does not apply to an officer or executive to whom both the Controlled Substance Compliance Department and sales, marketing and/or business development departments report.
4. Walgreens’ sales, marketing and business development departments are prohibited from interfering with, obstructing, or otherwise exerting control over any Controlled Substance Compliance Department or Controlled Substance Committee decision- P - 7
FH11185097.1
making. This provision does not apply to an officer or executive to whom both the Controlled Substance Compliance Department and sales, marketing and/or business development departments report.
5. To the extent necessary to comply with this section, Walgreens’ Controlled Substance Compliance Committee shall review, modify, and direct any changes to any compensation and non-retaliation policies specific to the sale or dispensing of Designated Controlled Substances.
VI. OVERSIGHT
1. To the extent not already established, within thirty (30) business days of the Injunctive Terms Implementation Date, Walgreens shall establish a compliance committee, however titled, that includes representatives from its respective legal, compliance, pharmacy operations and asset protection departments, however named, to provide oversight over the CSCP and its compliance with the Injunctive Terms. For the purposes of reference herein, this committee, however named, shall be referred to as the “Controlled Substance Compliance Committee.” Walgreens shall maintain its Controlled Substance Compliance Committee for the duration of the term of the Injunctive Terms. The Controlled Substance Compliance Director shall be a member of the Controlled Substance Compliance Committee.
2. Walgreens’ Controlled Substance Compliance Committee shall have quarterly meetings during which the Controlled Substance Compliance Director shall report on, and the Controlled Substance Compliance Committee shall review, among other things, (a) the Prescription Validation Process, including the CSCP Policies and Procedures on identifying and resolving Patient, Prescriber and Prescription Red Flags; (b) the training required under the Injunctive Terms; (c) proactive due diligence and site visits; (d) the Prescriber Review Processes; (e) significant new national and regional diversion trends involving Controlled Substances; (f) Walgreens’ adherence to the Injunctive Terms and applicable laws and regulations; and (g) any technology, staffing, or other resource needs for the CSCP. The Controlled Substance Compliance Committee shall have access to all CSCP reports described in the following subsection.
3. On an annual basis, Walgreens’ Controlled Substance Compliance Committee shall provide a written report to the President of the Settling Pharmacy’s Retail Division, the Chief Financial Officer of the Settlement Pharmacy’s Retail Division, the Chief Legal Officer of the Settling Pharmacy’s Retail Division, and the corporate Chief Compliance Officer, outlining (a) the Settling Pharmacy’s adherence to, and any material deviations from these Injunctive Terms; (b) the allocation of resources sufficient to comply with these Injunctive Terms; and (c) any revisions to the CSCP that the Controlled Substance Compliance Committee has approved. The corporate Chief Compliance Officer shall determine if and when it is appropriate to make a report to the Board or any subcommittee thereof, but shall report at least annually.
P - 8
FH11185097.1
4. Walgreens, through its Controlled Substance Compliance Department and Committee, shall, at least once every year, review and oversee any enhancements to the CSCP Policies and Procedures and systems for dispensing activity that the Controlled Substance Compliance Committee deems necessary.
5. The Controlled Substance Compliance Committee shall be responsible for the approval of all material revisions to the CSCP Policies and Procedures, provided that nothing herein shall prevent Walgreens from implementing changes to the CSCP Policies and Procedures pending such review and approval.
VII. MANDATORY TRAINING
1. The CSCP Policies and Procedures shall be published in a form and location readily accessible to all pharmacy and compliance personnel at each of Walgreens’ retail pharmacy locations in the Settling States. Online availability is sufficient, so long as pharmacy and compliance personnel have access to a computer with access to the CSCP Policies and Procedures.
2. Walgreens shall launch training for all existing CSCP Employees, to the extent practical (for example, accounting for employee leave), on the CSCP Policies and Procedures required under these Injunctive Terms, including the Prescription Validation Process and corresponding responsibility. The training shall be launched within one hundred twenty (120) days of the Injunctive Terms Implementation Date.
All CSCP Employee new hires, to the extent practical, shall be required to participate in such trainings within sixty (60) days of hiring or six (6) months of the Injunctive Terms Implementation Date, whichever is later. Walgreens will further require that every CSCP Employee, to the extent practical, receive such training at least once every three (3) years for the term of these Injunctive Terms.
3. On an annual basis for the duration of these Injunctive Terms, Walgreens shall test its CSCP Employees on their knowledge regarding the CSCP Policies and Procedures required under these Injunctive Terms, including the Prescription Validation Process and corresponding responsibility.
4. It shall be a part of the CSCP Policies and Procedures and all trainings of all CSCP Employees required under these Injunctive Terms that pharmacists shall refuse to dispense Controlled Substances that they believe were prescribed or are being used for other than a legitimate medical purpose or that they believe were not prescribed by an individual Prescriber acting in the usual course of his or her professional practice.
P - 9
FH11185097.1
5. All trainings required under these Injunctive Terms shall also make clear that (i) Walgreens’ compensation and non-retaliation policies, including pursuant to these Injunctive Terms, prevent CSCP Employees from being compensated or penalized in any way related to revenue or profitability targets or expectations specific to sales of Controlled Substances; and ii) pharmacists will not be penalized in any way for exercising their professional judgment to refuse to fill prescriptions for Controlled Substances pursuant to their corresponding responsibility. To the extent that trainings designed and launched prior to the Effective Date of these Injunctive Terms do not reference these policies, they shall be added by the end of 2023.
VIII. THE PRESCRIPTION VALIDATION PROCESS
1. As part of its CSCP, Walgreens shall maintain a Prescription Validation Process in the CSCP Policies and Procedures, as further described and set forth in this section, that each pharmacist employed by Walgreens in a Settling State must follow when dispensing a prescription for a Controlled Substance. The inclusion of an enumerated Red Flag in these Injunctive Terms shall not be considered, construed, or represented to be an admission, concession, or evidence of any factual or legal contention related to such Red Flag. A Red Flag shall not be interpreted to mean that a prescription is, or is more likely than not, illegitimate and/or not issued in the usual course of professional practice or treatment.
2. A Red Flag will be considered “resolved” if, after further investigation as described below, and given other facts and circumstances surrounding the prescription, a pharmacist determines, in his or her professional judgment, that the facts that triggered the Red Flag do not lead him or her to believe that the prescription was written or is being submitted for an illegitimate medical purpose or outside the usual course of a Prescriber’s professional practice.
3. Walgreens’ CSCP Policies and Procedures shall provide that if a pharmacist identifies any “Patient Red Flags” associated with a Controlled Substances prescription (described in Section IX(3) below), before filling the prescription the pharmacist must resolve them; and that the method of resolution falls within the judgment of the pharmacist and may include reviewing the Patient’s profile and history with the Settling Pharmacy, calling the Prescriber or Prescribers if appropriate, speaking with the Patient if appropriate, calling on the pharmacist’s pre-existing knowledge of the Patient or Prescriber, reviewing available Prescription Monitoring Program (“PMP” or “PDMP”) data, and/or reviewing other data or information available to the pharmacist.
4. Walgreens’ CSCP Policies and Procedures shall provide that if forgery or fraud is suspected, or if the pharmacist identifies any other “Prescription Red Flags” associated with a Controlled Substances prescription (described in Section IX(4) below), the pharmacist must resolve the Prescription Red Flags before filling the prescription; and that the method of resolution falls within the judgment of the pharmacist and may P - 10
FH11185097.1
include reviewing the Patient’s profile and history with Walgreens, calling the Prescriber or Prescribers if appropriate, speaking with the Patient if appropriate, calling on the pharmacist’s pre-existing knowledge of the Patient or Prescriber, reviewing available PMP or PDMP data, and/or reviewing other data or information available to the pharmacist.
5. Walgreens’ CSCP Policies and Procedures shall require that if a pharmacist identifies any “Prescriber Red Flags” associated with a Controlled Substances prescription (described in Section IX(5) below), the pharmacist must resolve them before filling the prescription; and that the method of resolution falls within the judgment of the pharmacist and may include reviewing any Walgreens records regarding the Prescriber, calling the Prescriber if appropriate, speaking with the Patient if appropriate, calling on the pharmacist’s pre-existing knowledge of the Patient or Prescriber, reviewing available PMP or PDMP data, and/or reviewing other data or information available to Walgreens.
6. Walgreens’ CSCP Policies and Procedures related to Schedule II Designated Controlled Substances shall provide that the resolution of all Red Flags identified by the pharmacist, as well as any prescriptions that were rejected pursuant to Red Flags identified by the pharmacist, and the reasons why they were rejected, must be documented by the pharmacist, unless if based on the pharmacist’s pre-existing knowledge of the Patient or Prescriber. Any such records shall be maintained for the duration of these Injunctive Terms. To the extent that a Red Flag is resolved based upon facts or circumstances that are already reflected or documented in Walgreens’ records, further documentation of those facts or circumstances is not required for resolution of substantially the same Red Flag on subsequent prescriptions. For example, if a Patient lives fifty-five (55) miles from a Walgreens but works near the pharmacy and that fact is reflected in pharmacy records, no documentation for the resolution of the Red Flag addressing the Patient’s distance from the pharmacy is required in connection with individual prescriptions dispensed for that Patient. A lack of documentation shall not be interpreted to create a presumption that a pharmacist did not resolve any identified Red Flags. Nothing in these Injunctive Terms shall require Walgreens to create a record in those instances where the pharmacist rejects a prescription when presented without an effort to resolve any red flags, including but not limited to instances where the pharmacist rejects a prescription for clinical reasons, or where the pharmacist identifies on the face of the prescription a Prescription Red Flag (defined in Section IX below) that causes the pharmacist to conclude without further inquiry that the prescription is invalid.
P - 11
FH11185097.1
7. Walgreens’ CSCP Policies and Procedures shall provide that, even if all Red Flags are resolved, a pharmacist shall reject a prescription if, in his or her professional judgment, he or she believes that it was written or is being submitted for other than a legitimate medical purpose and/or was written outside the usual course of an individual Prescriber’s professional practice.
IX. RED FLAGS
1. Upon request by the Settling States, but no more than annually, and no earlier than four months after the Injunctive Terms Implementation Date, Walgreens shall provide to the Settling States a report (the “Annual Data Report”) that sets forth: (1) the total number of prescriptions for Controlled Substances dispensed annually, aggregated nationally and by state; (2) the top twenty-five prescribers of Designated Controlled Substances in each Settling State; (3) the list of prescribers subject to disclosure in section X.5; (4) the specific process, system, metrics or algorithms (if any) sufficient to demonstrate the operational system’s ability to identify each category of Red Flag listed in this section; and (5) the total number of prescriptions that pharmacists at the Settling Pharmacy refused to dispense using Walgreens’ Good Faith Dispensing worksheet. The Settling States acknowledge that the Good Faith Dispensing worksheet documents the resolution of some Red Flags listed in this section, but does not document the resolution of every Red Flag listed in this section. Upon request, the State Injunctive Relief Committee may request a reasonable sample of completed Good Faith Dispensing worksheets. Unless otherwise required by law, if a Settling State seeks to disclose any data and/or information provided under this provision as part of a proceeding to enforce these Injunctive Terms or otherwise, it shall first provide ten (10) days’ notice to Walgreens unless doing so would conflict with applicable law. A Settling State shall not otherwise disclose or provide any data provided under this provision to third parties during or after the Term of these Injunctive Terms unless required to do so by law. If a Settling State is required to disclose or provide any data under this provision to third parties during or after the Term of these Injunctive Terms, it shall first provide ten (10) days’ notice to Walgreens unless doing so would conflict with applicable law. All data and/or information provided under this paragraph shall be deemed confidential law enforcement material, to the extent state law permits, and shall not be subject to production unless required by law. Nothing in this paragraph shall be deemed to prevent a Settling State from sharing this material with other State or federal law enforcement agencies.
2. Within the three months following the provision of the Annual Data Reports, either Walgreens or the States Injunctive Relief Committee may propose in writing a meet and confer to discuss potential changes to the scope of one or more categories of Red Flags. At such a meeting, Walgreens or the States Injunctive Relief Committee may provide additional research, information or data available to them beyond that provided in the Annual Data Reports. For example, Walgreens might propose reducing the P - 12
FH11185097.1
threshold for triggering a particular category of Red Flag or consolidating certain Red Flags or subcategories of Red Flags into a single metric, or the States Injunctive Relief Committee might propose increasing the threshold for triggering a particular Red Flag or expanding that Red Flag to include multiple subcategories (e.g., number of prescriptions, distance thresholds).
a. If Walgreens and the States Injunctive Relief Committee agree on such changes to one or more Red Flags, they shall document those changes in writing and they shall become a part of these Injunctive Terms for all intents and purposes. b. If Walgreens and the States Injunctive Relief Committee cannot agree on the proposed changes during their meeting and confer, the Party seeking the change(s) to the Red Flag(s) may seek a 5-day mediation of the issue at its own expense. If the mediation fails to resolve the dispute between the parties, the party seeking the proposed change(s) may appeal to the National Arbitration Panel to have the National Arbitration Panel modify the Red Flags on the basis that the change(s) would be consistent both with avoiding unnecessary material costs of identifying and resolving Red Flags and materially reducing the diversion of Controlled Substances. In such a proceeding, the Party seeking the proposed change(s) may provide evidence from Annual Data Reports or from other research, data and information.
c. In any such proceedings, there shall be a presumption against imposition of any proposed Red Flags, or proposed modifications to pre-existing Red Flags, that have not been identified by the United States Drug Enforcement Administration (DEA) or other law enforcement agencies tasked with the regulation of Controlled Substances.
d. The Red Flags required by these Injunctive Terms shall at no point be too numerous or complex to be reasonably workable for pharmacists in the context of protecting patient safety, performing corresponding responsibility, drug utilization review, and their other responsibilities. Any dispute over whether the Red Flags required by these Injunctive Terms have become too numerous or complex to be reasonably workable for pharmacists shall be submitted to the National Arbitration Panel. In the event a dispute is submitted to the National Arbitration Panel, it shall be Walgreens’ burden to prove that the Red Flag(s) at issue are overly burdensome and that their burdensome nature outweighs any public health benefit.
3. Walgreens’ CSCP Policies and Procedures shall direct its pharmacists to treat the following circumstances as “Patient Red Flags”:
P - 13
FH11185097.1
a. A Patient seeks to fill a Schedule II Designated Controlled Substance prescription more than three days prior to the contemplated exhaustion date of an earlier prescription of the same Schedule II Designated Controlled Substance (e.g., exhaustion of the days’ supply assuming the prescription has been taken in accordance with the prescribers’ directions on the face of the prescription), provided the previous prescription was also dispensed by the same Settling Pharmacy;
b. A Patient seeks to fill a Designated Controlled Substance prescription from a Prescriber after having filled Designated Controlled Substance prescriptions at the same Walgreens from more than four other Prescribers, from separate practices, in a given 6-month period;5
c. To the extent personally known by the dispensing pharmacist, Prescriber has been the subject of more than ten (10) documented refusals to fill within a sixmonth period; d. A Patient seeks to fill a Designated Controlled Substance prescription after having filled three other Designated Controlled Substance prescriptions written by multiple Prescribers with overlapping days of supply at Walgreens’ pharmacies within thirty (30) days;
e. The distance between a Patient’s residence and the Walgreens receiving the Designated Controlled Substance prescription is farther than 50 miles; f. The Patient resides more than one hundred (100) miles from the Prescriber who issued the Designated Controlled Substances prescription; g. To the extent personally known by the dispensing pharmacist, a Patient seeks to fill a Designated Controlled Substance prescription after having two other prescriptions for Designated Controlled Substances subjected to documented refusals to fill by a Walgreens pharmacist within the past thirty (30) days; h. A patient pays in cash for a Designated Controlled Substance despite having prescription drug insurance on file for that medication; i. Three or more Patients come to the pharmacy together to fill prescriptions for the same Designated Controlled Substances;
j. A Patient requests a Designated Controlled Substance by its slang or street description, such as “Mallinckrodt blues,” “M’s” or “the blue pill”; and
5 In Walgreens’ sole discretion, for administrative convenience Walgreens may implement this Red Flag without regard to whether Prescribers are at separate practices, thereby resulting in more instances in which the flag occurs.
P - 14
FH11185097.1
k. A Patient presenting a prescription for a Designated Controlled Substance appears visibly altered, intoxicated, or incoherent.
4. Walgreens’ CSCP Policies and Procedures shall direct its pharmacists to treat the following circumstances as “Prescription Red Flags:”
a. A Controlled Substance prescription fails to meet the requirements of law; b. A Controlled Substance prescription that appears altered, including but not limited to, a photocopied prescription or a prescription in which an altering agent, such as white out, was used;
c. A Controlled Substance prescription written with misspellings suggesting the prescription may not have been written by a valid Prescriber; d. A Controlled Substance prescription using atypical abbreviations suggesting the prescription may not have been written by a valid Prescriber; and e. A Controlled Substance prescription written with multiple colors of ink or in multiple different handwritings.
5. Walgreens’ CSCP Policies and Procedures shall direct its pharmacists to treat the following circumstances as “Prescriber Red Flags:”
a. A Prescriber provides a Patient with prescriptions for all three of a Schedule II Designated Controlled Substance, a benzodiazepine, and carisoprodol; b. A Prescriber has no office within fifty (50) miles of the retail pharmacy store where a Designated Controlled Substance prescription is submitted; and c. A Prescriber of Designated Controlled Substances uses prescriptions that are preprinted or stamped with drug type and amount.
X. PRESCRIBER REVIEW
1. Walgreens shall regularly review the prescribing patterns and practices of Prescribers of Designated Controlled Substances (the “Prescriber Review Process”). The Prescriber Review Process shall employ algorithms, or other means, to review data on Walgreens’ retail dispensing for potential Prescribers of concern.
2. Walgreens shall initiate Prescriber Review Process in the following circumstances:
a. Personnel implementing the Prescriber Review Process become aware that a Prescriber of Designated Controlled Substances located in a Settling State has been the subject of a blanket refusal to fill by one or more of Walgreens’ retail pharmacy stores in the Settling States;
P - 15
FH11185097.1
b. Personnel implementing the Prescriber Review Process become aware that a Prescriber of Designated Controlled Substances located in a Settling State has been charged or indicted with a crime related to prescribing Designated Controlled Substances by the Federal Government or law enforcement in a Settling State; or
c. Walgreens has received a Hotline complaint that has been investigated and substantiated concerning a Prescriber’s illegitimate prescribing of Designated Controlled Substances.
3. Based on the professional judgment of the employees operating the Prescriber Review Process, Walgreens may also initiate the Prescriber Review Process when:
a. Personnel implementing the Prescriber Review Process are notified in writing by law enforcement that a Prescriber of Designated Controlled Substances located in a Settling State is the target of an investigation regarding the prescribing of Controlled Substances;
b. A Prescriber of Designated Controlled Substances was flagged for review by a Walgreens pharmacist in a Settling State (other than through a refusal to fill or blanket refusal to fill) or by field personnel who supervise Walgreens’ pharmacies in a Settling State; or
c. A Prescriber of Designated Controlled Substances located in a Settling State was identified through the running of algorithms on Walgreens’ retail dispensing.
4. Once Walgreens identifies a Prescriber for further investigation, Walgreens shall review pertinent and available data or information pertaining to the Prescriber, which may include interviews or other information gathered in the discretion of the employees operating the Prescriber Review Process. All data and information collected or created as part of the Prescriber Review Process shall be maintained by Walgreens for the length of these Injunctive Terms. When permitted by law, nothing contained in this Section prevents Walgreens from taking immediate action to Block a Prescriber.
5. If after the Prescriber Review Process those making the decision have not resolved the circumstances that caused Walgreens to further investigate the Prescriber, then the Prescriber shall be Blocked from having Controlled Substance prescriptions filled at Walgreens’ retail pharmacies in the Settling States, when permitted by law. A Prescriber may have an opportunity at the discretion of Walgreens to seek future reinstatement by providing information to Walgreens that may resolve its concerns.
Nothing in this Section shall limit the right or ability of Walgreens pharmacists to either refuse to fill a given prescription or refuse to fill all prescriptions for Controlled P - 16
FH11185097.1
Substances from a given Prescriber independent of any decision by Walgreens to Block or not Block a given Prescriber. On written demand, on an annual basis, Walgreens shall provide to each Settling State the names of and DEA registration or NPI numbers of Prescribers of Designated Controlled Substances within that Settling State that it has Blocked. Each Settling State shall provide contact information in order to receive such information. For each of the Settling States, on an annual basis, Walgreens shall provide to the Injunctive Relief Committee the number, names and DEA registration or NPI numbers of Prescribers who were: (a) blocked, and (b) the number of prescribers who were reviewed but not blocked.
XI. PROACTIVE DUE DILIGENCE AND SITE VISITS
1. During the term of these Injunctive Terms, Walgreens shall conduct periodic proactive compliance reviews of its retail pharmacy stores in the Settling States to assist with the identification of potential compliance issues related to the dispensing of Designated Controlled Substances at its retail pharmacy stores in the Settling States. This may be satisfied by the use of algorithms, or other electronic means, to analyze data associated with each pharmacy’s dispensing of Designated Controlled Substances to identify particular pharmacies for review as required under this Section XI. Documentation of any resulting reviews shall be maintained by Walgreens and made accessible to all Controlled Substance Compliance Department personnel upon request for the duration of these Injunctive Terms.
2. During the term of these Injunctive Terms, Walgreens personnel or qualified thirdparty compliance consultants shall conduct site visits to each pharmacy in a calendar year. These site visits shall at a minimum consist of a review of Controlled Substance dispensing documentation and recordkeeping; and a review of physical surroundings and other circumstances for any indications of potential non-compliance with these Injunctive Terms or the CSCP Policies and Procedures, or any violations of other applicable laws and regulations related to the dispensing of Controlled Substances.
3. During site visits, Walgreens’ personnel or qualified third-party compliance consultants shall interview relevant pharmacy employees, if appropriate, about any potential areas or issues of concern, including potential violations of laws related to the dispensing of Controlled Substances, the CSCP Policies and Procedures, and these Injunctive Terms.
4. Walgreens’ personnel or qualified third-party compliance consultants who conduct site visits shall complete a report reflecting the findings of any site visit pursuant to this section. This report shall document areas or issues of concern, including potential violations of law related to the dispensing of Controlled Substances, the CSCP Policies and Procedures, and these Injunctive Terms.
P - 17
FH11185097.1
5. The site visit reports described above shall be maintained by Walgreens and made accessible to all Controlled Substance Compliance Department personnel for the duration of these Injunctive Terms. Upon its request, the States Injunctive Relief Committee shall be provided sample reports or a report for a particular store.
XII. THEFT AND LOSS PREVENTION
1. In addition to complying with all theft and loss procedures, policies and precautions required by state and federal law, Walgreens shall maintain for at least three years information regarding the receipt and disposition of inventory of all Designated Controlled Substances at each retail pharmacy store.
2. In addition to any other reporting obligations under state and federal law, Walgreens must provide to each Settling State on a quarterly basis any reports it has made to the DEA regarding the theft or significant loss of Designated Controlled Substances in that Settling State pursuant to 21 C.F.R. §1301.76(b). Each Settling State shall provide contact information in order to receive such reports. There shall be no obligation to provide these reports to Settling States that receive contemporaneous reporting of thefts or significant losses of Designated Controlled Substances to a Settling State’s board of pharmacy.
XIII. REPORTING TO LAW ENFORCEMENT
1. The Settling States shall inform Walgreens to what extent their law enforcement authorities would like to receive reports, other than those already required by law or regulation, of any confirmed forged prescriptions. To the extent not already in place, Walgreens shall implement standard operating procedures directing its employees to report any confirmed forged prescriptions for Designated Controlled Substances to those Settling States who have indicated that they want to accept it, within five (5) days of completing any review of such prescription or conduct. The Settling States shall provide contact information in order to receive such reports.
2. Walgreens shall document and for at least two (2) years maintain records of any such reports that are made to Settling States regarding confirmed fraudulent or forged prescriptions, which are maintained centrally.
XIV. ENFORCEMENT OF INJUNCTIVE TERMS
1. Notice of Potential Violations and Opportunity to Cure. a. A “Potential Violation” occurs when the Settling State determines, after appropriate investigation and due diligence, that Walgreens is not in substantial compliance with a material aspect of the Injunctive Terms. A Potential P - 18
FH11185097.1
Violation may be for a single retail pharmacy. A violation of this Agreement is not presumed to occur when a pharmacist, pharmacist technician, or other field personnel who supervise pharmacists and/or pharmacist technicians employed by Walgreens violates Walgreens’ CSCP Policies and Procedures. b. Potential Violation Discovered by Settling State.
i. In the event of a Potential Violation identified by a Settling State, the Settling State shall notify Walgreens in writing (the “State’s Notice”). ii. Within thirty (30) days of receipt of the State’s Notice, Walgreens shall provide a written response to the Settling State. The response shall include Walgreens’ position as to the act(s) of non-compliance, including, possibly, a statement setting forth why Walgreens believes it is in substantial compliance with the relevant provision(s) or a statement explaining how the Potential Violation has been addressed. iii. If the Settling State wishes to meet with Walgreens, Walgreens shall promptly make itself available for such a meeting.
c. If, after review of a written response and any meeting, the Settling State believes that a Potential Violation is ongoing or has not been substantially addressed, it will provide written notice to Walgreens and work in conjunction with Walgreens to devise, within thirty (30) days, a corrective action plan (“Corrective Action Plan”) to remedy such Potential Violation, including a reasonable period for implementation of such plan.
d. Within sixty (60) and one hundred twenty (120) days after implementing the Corrective Action Plan, Walgreens will provide a written compliance update to the Settling State and make itself available to meet with the Settling State if requested. If after reviewing the compliance update and any meeting, the Settling State believes a Potential Violation remains ongoing or has not been substantially addressed, the Settling State may commence a 30-day mediation period. If mediation fails to resolve the dispute between the parties, the Settling State may take whatever action it deems necessary, including but not limited to bringing an action to enforce these Injunctive Terms, filing a new action (administrative or civil action) for violation of the Injunctive Terms as allowed by state law, conducting further investigation, or attempting to negotiate an updated Corrective Action Plan with Walgreens. But the Settling State may not seek to reinstate claims that have been released as part of the Settlement Agreement.
e. If Walgreens fails or refuses to provide a written response, to devise or P - 19
FH11185097.1
implement a Corrective Action Plan or to provide a compliance update as required by subsections 1(b), 1(c) and/or 1(d), a Settling State may bring an action to enforce these Injunctive Terms, filing a new action (administrative or civil action) for violation of the Injunctive Terms as allowed by state law, conduct further investigation, or attempt to negotiate an updated Corrective Action Plan with Walgreens. But the Settling State may not seek to reinstate claims that have been released as part of the Settlement Agreement. f. If, after review of a written response and any meeting, pursuant to subsections 1b. or 1c., above, the Settling State concludes that a Potential Violation is not ongoing or has been substantially addressed, the Settling State will provide written notice of this conclusion to the Settling Pharmacy within thirty (30) days of reaching its conclusion.
2. Enforcement Action. Each Settling State agrees that prior to taking any court or administrative action, other than an action that the Settling State concludes is necessary to address an immediate threat to the health, safety, or welfare of the citizens of the Settling State, or that a public emergency requiring immediate action exists, it will follow the process outlined above. If the Settling State concludes that action is necessary to address an immediate threat to the health, safety, or welfare of the citizens of the Settling State or that a public emergency requiring immediate action exists, it will make best efforts to provide reasonable notice to a Settling Pharmacy prior to initiating any such action.
XV. COMPLIANCE CERTIFICATION
1. Walgreens’ Controlled Substance Compliance Director shall, after diligent inquiry, complete an annual compliance certification as set out in Section XV(4).
2. The certification shall be filed annually for the duration of these Injunctive Terms with a Settling State’s appropriate licensing and/or regulatory agency and its Attorney General.
3. The certification shall state:
“I understand the compliance requirements and responsibilities as they relate to [insert name of department], an area under my supervision. My job responsibilities include attempting to achieve compliance with regard to the [insert name of department] with all applicable statutory requirements, obligations of the Injunctive Terms, and applicable policies, and I have taken steps to promote such compliance. To the best of my knowledge, the [insert name of department] is in compliance with the obligations of these Injunctive Terms. I understand that this certification is being provided to and relied upon by the State of [Settling State].”
P - 20
FH11185097.1
4. If the Controlled Substance Compliance Director is unable to provide such a certification, the Controlled Substance Compliance Director shall provide a written explanation of the reasons why he or she is unable to provide the certification outlined above.
XVI. DATA SHARING
1. Walgreens shall consent to the provision by its distributors of Walgreens’ unblinded “867 Data” (data sent from the distributor to the manufacturer concerning the sale of its products to Walgreens) to opioid manufacturers on any particular Designated Controlled Substances manufactured by them as soon as commercially reasonable and at no cost to the manufacturers, provided that, pursuant to a prior written agreement with Walgreens, the opioid manufacturers agree (a) to ensure the confidentiality of the 867 Data, except as required by law; (b) to implement safeguards and procedures to limit access to and use of the 867 Data, except as required by law; (c) that the 867 Data shall be used solely for compliance purposes as part of their Suspicious Order Monitoring programs; and (d) that the 867 Data shall be shared only with specified personnel and shall not be shared with business or sales personnel.
2. To the extent that Walgreens provide McKesson Corporation, Cardinal Health, Inc., or AmerisourceBergen Corporation (the "Settling Distributors") with Pharmacy Customer Data (as defined in the Distributor Injunctive Terms) for use in their Controlled Substance Monitoring Programs, Walgreens agree that the Settling Distributor(s) may share such Pharmacy Customer Data with the Monitor appointed pursuant to the Distributor Injunctive Terms, provided that the Monitor agrees, pursuant to a prior written agreement with Walgreens, (a) to ensure the confidentiality of the Pharmacy Customer Data; (b) to implement safeguards and procedures to limit access to and use of the Pharmacy Customer Data; (c) that the Pharmacy Customer Data is used solely for the purpose of ensuring the Settling Distributors’ compliance with the Distributor Injunctive Terms; and (d) that the Pharmacy Customer Data shall be shared only with specified personnel.
XVII. CLEARINGHOUSE
1. Walgreens will confer with any Settling Distributor that distributes Designated Controlled Substances to its retail pharmacies and the States Injunctive Relief Committee for a period not to exceed six (6) months from the Injunctive Terms Implementation Date to determine: what additional deidentified information, if any, is needed from Walgreens for a Settling Distributor to perform suspicious order monitoring; if additional deidentified information is needed, how the Settling Pharmacy shall provide it to a Settling Distributor; and what information provided by Walgreens to a Settling Distributor may be deposited by the Settling Distributor into the Clearinghouse. For the avoidance of doubt “deidentified” does not refer to Prescribers. If agreements are not reached, the matters in dispute shall be submitted to P - 21
FH11185097.1
arbitration. Due to patient privacy and legal restrictions and other confidentiality and commercial concerns, in connection with any meet and confer described above, Walgreens may not be compelled to provide individual patient-level or prescriptionlevel data, de-identified or otherwise, to the Settling Distributors.
2. Walgreens and Settling Distributors will also determine whether and in what amount each Settling Pharmacy will contribute to the cost of the operation of the Clearinghouse. When Walgreens contributes to the costs of the Clearinghouse, Settling Pharmacy, Settling Distributors and all other participants in the Clearinghouse shall determine an equitable amount of Walgreens’ contribution. If agreements are not reached, the matters in dispute shall be submitted to arbitration.
3. Any data provided by Walgreens to a Settling Distributor and/or the Clearinghouse pursuant to these Injunctive Terms shall be treated in compliance with state and federal law, including but not limited to the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”) and all applicable state and federal privacy laws.
4. No Settling Distributor or other participant in the Clearinghouse shall receive from the Clearinghouse information specific to Walgreens.
FH11185097.1
EXHIBIT Q
Intentionally Omitted
R - 1
EXHIBIT R
Agreement on Attorneys’ Fees, Costs, and Expenses
This Agreement on Attorneys’ Fees, Costs, and Expenses (“Fee Agreement”) is entered between Walgreens and the Plaintiffs’ Executive Committee appointed in the multidistrict litigation in the Northern District of Ohio, In re National Prescription Opiate Litigation, No. 1:17-MD-2804 (“MDL PEC”), in connection with the Walgreens Global Opioid Settlement Agreement (“Walgreens Agreement”). This Fee Agreement becomes effective on the Effective Date of the Walgreens Agreement or the date that the Consent Judgments anticipated under the Walgreens Agreement become final in 25 Settling States (whichever is later).
I. Definitions
A. This Fee Agreement incorporates all defined terms in the Walgreens Agreement, unless otherwise defined herein, and shall be interpreted in a manner consistent with the Walgreens Agreement.
B. “Applicant.” Any Attorney or MDL Participating Counsel who seeks an award of attorneys’ fees from the Attorney Fee Fund pursuant to the procedures established by the MDL Court and the Fee Panel.
C. “Attorney.” Any of the following retained through a legal contingency fee or hourly fee contract: a solo practitioner, multi-attorney law firm, or other legal representative of a Participating Subdivision or MDL Participating Counsel. This does not include Subdivision in-house attorneys.
D. “Attorney Fee Fund.” An account consisting of up to $563,732,518.00 allocated to pay attorneys’ fees approved pursuant to Section II.B. of this Fee Agreement, established by Order of and under the ongoing jurisdiction of the MDL Court, as provided below.
E. “Common Benefit.” Work performed for the benefit of all Participating Subdivisions and Tribal Nations, including, but not limited to, pretrial matters, discovery, trial preparation, trial, settlement negotiations, and all other work that advances the interests of the Participating Subdivisions.
F. “Common Benefit Fund.” The sub fund of the Attorney Fee Fund described in Section II.C.
G. “Common Benefit Order.” The Ongoing Common Benefit Order (Dkt. #4428) in In re National Prescription Opiate Litigation, Case No. 1:17-md-2804, any subsequent amendments or modifications to that order, and any successor orders on Common Benefit.
R - 2
H. “Contingency Fee Fund.” The sub fund of the Attorney Fee Fund described in Section II.D.
I. “Cost and Expense Fund Administrator.” The administrator appointed by the MDL Court on August 12, 2021 (MDL Docket No. 3828), to administer the Cost Fund and its sub funds as provided in the Fee Agreement.
J. “Cost Fund.” An account consisting $30,000,000, composed of the MDL Direct Cost Fund and the Subdivision Cost and Expense Fund, as provided below.
K. “Court Common Benefit Fund.” The Common Benefit Fund established by the MDL Court in its orders of July 22, 2021, MDL Docket No. 3794, and May 9, 2022, MDL Docket No. 4428.
L. “Fee Entitlement.” Any right, entitlement, or expectation, including but not limited to a fee contract, contingent fee contract, agreement, referral arrangement, co-counsel arrangement, State Back-Stop Agreement, or any other arrangement by which counsel could receive compensation or other consideration. For the avoidance of doubt, the scope of Fee Entitlement under paragraph II.G.3.a. does not include any Attorneys’ fees associated with representation of a State.
M. “Fee Panel.” The three-person panel appointed by the MDL Court on August 12, 2021 (MDL Docket No. 3828), to administer and make recommendations for the allocation and distribution of the Attorney Fee Fund and its sub funds as provided in the Fee Agreement.
N. “Later Litigating State.” A State that first files a lawsuit bringing a Released Claim against a Released Entity after December 9, 2022.
O. “MDL Court.” United States District Court for the Northern District of Ohio Eastern Division, Case No. 1:17-md-2804, Judge Dan Aaron Polster.
P. “MDL Expense Fund.” The cost fund described in Section II.F below.
Q. “MDL Participating Counsel.” MDL Participating Counsel includes an attorney or firm authorized by MDL 2804 Lead Counsel to perform work for the Common Benefit of Participating Subdivisions. By way of example, it would include insurance counsel and appellant counsel.
R. “MDL PEC.” The Plaintiffs’ Executive Committee appointed by the MDL Court.
S. “Non-Participating Litigating Subdivision.” A Litigating Subdivision that is not a Participating Subdivision.
R - 3
T. “Non-Participating State.” A State that is not a Participating State.
U. “Participating Litigating Subdivision.” A Litigating Subdivision that is also a Participating Subdivision.
V. “Participation Agreement.” An agreement executed by an Attorney that acknowledges the obligation to pay an appropriate MDL Common Benefit Assessment.
W. “Qualified Tribal Representation.” Representation by an attorney of a Participating Tribal Government regarding Released Claims against Released Entities. Such counsel are eligible for Common Benefit Fee consideration. The Walgreens Tribal Global Settlement provides for the contribution to the Common Benefit Fund as shall be determined by the MDL Court.
X. “Qualifying Representation.” Legal services provided for representation of the MDL PEC or Participating Litigating Subdivision regarding Released Claims against Released Entities.
Y. “State Back-Stop Agreement.” Any agreement by a Settling State and private counsel for Participating Subdivisions in that State (or legislation enacted in that State) to provide, adjust, or guarantee attorneys’ fees and costs, whether from the Attorney Fee Fund or any other source recognized in the agreement or legislation.6
Z. “Subdivision Cost and Expense Fund.” The fund created to pay approved Subdivision and Tribal Nations costs and expenses as set forth in Section II.E.
AA. “Walgreens.” Walgreen Co. and all of its respective past and present direct or indirect parents, subsidiaries, divisions, affiliates, joint ventures, predecessors, successors, and assigns.
II. Fees and Costs
A. Total Attorneys’ Fees and Costs
1. Total attorneys’ fees and costs to be paid by Walgreens to Attorneys under this Fee Agreement shall be up to, but in no event more than, $593,732,518.00, subject to the reductions and provisions set forth below. The total attorneys’ fees and costs consists of up to $563,732,518 for the Attorney Fee Fund, as set forth in Section II, and $30,000,000 in total for the Cost Fund, divided between the Subdivision Cost and Expense Fund and MDL Expense Fund, as set forth in Sections II.E and II.F, respectively. Additionally, Walgreens shall also pay $44,867,483.00 into the Court Common Benefit Fund as a common benefit fund assessment on the Credit set forth in Ex. M-3, and shall be paid on the schedule set forth in Ex. M-3. The
6 Nothing herein shall be understood to indicate approval for additional State Back-Stop Agreements or modifications of existing State Back-Stop Agreements.
R - 4
Maximum Attorney Fees and Costs, subject to the reductions set forth herein, are set forth in Ex. M-3 and shall be paid on the schedule in Ex. M-3.
2. If an Eligible State does not join the Agreement by the State Participation Date and is accordingly not a Settling State, the total attorneys’ fees and costs to be paid under this Fee Agreement by Walgreens shall be reduced by twelve point four percent (12.4%) times the Remediation Payment amount that would have been allocated to that Non-Settling State as set forth in Section IV.B of the Walgreens Agreement.
3. The total attorneys’ fees and costs to be paid under this Fee Agreement by Walgreens shall also be reduced by the amount of the Contingency Fee Fund for Attorneys representing Litigating Subdivisions in any Settling State that do not participate in the Walgreens Agreement (“Non-Participating Litigating Subdivisions”), as set forth in Section II.D.4 and II.H.7 below.
4. If Walgreens settles with any Non-Settling State after December 9, 2022, and such settlement allows for the Subdivision(s) in such Non-Settling State to join the settlement, Walgreens agrees to withhold from the attorney fee portion of such settlement a Common Benefit Fund assessment, to be deposited in the Court Common Benefit Fund, of 7.5% times the portion of the Remediation Payment that would have been due to such State if it had participated in the Walgreens Settlement and been awarded its full portion of the Remediation Payment (the “Walgreens State Settlement CBF Assessment”). If Walgreens settles with any Subdivision(s) in a Non-Settling State other than in connection with a statewide settlement that includes the relevant State after December 9 2022, then Walgreens agrees to withhold from the attorney fee portion of such settlement a Common Benefit Fund assessment, to be deposited in the Court Common Benefit Fund, of
7.5% times the portion of the Remediation Payment that would have been due to such Subdivision under this Agreement (the “Walgreens Subdivision CBF Assessment,” and, along with the Walgreens State Settlement CBF Assessment, each a “Walgreens CBF Assessment”). If (a) Walgreenssettles with a Non-Settling State after December 9, 2022, (b) such settlement does not allow for the Subdivision(s) in such Non-Settling State to join the settlement, and (c) Walgreens later prevails in asserting that Released Claims of Primary Subdivisions in such Non-Settling State were released as a result of such settlement, Walgreens agrees to deposit the Walgreens State Settlement CBF Assessment in the Common Benefit Fund. Any Walgreens CBF Assessment is inclusive of any assessment related to such settlement that would be required by the Common Benefit Order.
To the extent that Walgreens is required to pay any additional and/or separate assessment on such settlement as a result of the Common Benefit Order, the Walgreens CBF Assessment shall be reduced by the amount required to be paid pursuant to the Common Benefit Order.
B. Attorney Fee Fund and Sub Funds
1. The Attorney Fee Fund shall consist of the Contingency Fee Fund and the Common Benefit Fee Fund. There shall be a split of the Attorney Fee Fund into R - 5
the Contingency Fee Fund and the Common Benefit Fund. The split shall be 40% to the Contingency Fee Fund and 60% to the Common Benefit Fund.
2. The Cost Fund shall include the MDL Expense Fund and the Subdivision Cost and Expense Fund. The State Counsel Fee Fund and the State Cost Fund shall be separate funds under the control of the Settling States .
3. It is the intention of the Parties that the Contingency Fee Fund and the Common Benefit Fund shall be administered by the Fee Panel appointed under MDL Docket No. 3828, which will be governed by the provisions of this Fee Agreement and shall design the process and procedures for the allocation of fees pursuant to this Fee Agreement and the MDL Court’s Order. The Cost Funds shall be administered by the Cost and Expense Fund Administrator appointed under MDL Docket No. 3828, who will be governed by the provisions of this Agreement and shall design the process and procedures for the allocation of costs pursuant to this Agreement and the MDL Court’s Order.
4. The fees to be paid under this Fee Agreement are available for Attorneys engaged in Qualifying Representations and Qualified Trial Representations only. Fees to be paid under this Fee Agreement are not available prior to the Effective Date of the Walgreens Agreement. Fees to be paid under this Fee Agreement are not available for representation of States, Non-Participating Subdivisions, or NonLitigating Subdivisions and are not available for representation of private hospitals, third-party payors, NAS claimants, personal injury/wrongful death claimants, or any entity other than Participating Litigating Subdivisions. In addition, fees under this Fee Agreement are not available for representation of any individual or entity in matters other than those claims against Released Entities, but may include a reasonable share of representations that involve development of facts for pursuit of opioid-related claims against multiple defendants in the pharmacy, manufacturing, and distribution chain.
5. In no event shall Walgreens be required to pay more into the Attorney Fee Fund than the maximum amount specified in paragraph II.A.1. The amounts allocated to the Contingency Fee Fund and the Common Benefit Fund set by the Fee Panel shall be subject to the reductions set forth in Section II.A.2 and the reductions and refunds set forth below.
6. Awards of fees from the Contingency Fee Fund shall be available to Attorneys with Qualifying Representations of Participating Litigating Subdivisions eligible to receive an allocation under the Walgreens Agreement, as set forth in Exhibit G to the Walgreens Agreement, and shall be made by applying the Mathematical Model attached as Exhibit “A” to this Fee Agreement. The collection of the data and calculations for the Mathematical Model has been a cooperative effort among private counsel for a large number of Litigating Subdivisions. The analysis has been spearheaded by Joseph Tann and Andrew Arnold. The Fee Panel is encouraged to continue working with those counsel in application of the Model.
The Fee Panel shall oversee the application of the Model and resolve any questions or disputes concerning the eligibility of a Counsel to participate as required in R - 6
Section II.G. The Panel is empowered to hear disputes concerning and ensure the accuracy of the mathematical calculation.
7. As to awards from the Contingency Fee Fund, there shall be no right of appeal.
8. Any appeal of an award of the Fee Panel from the Common Benefit Fund will be made to the MDL Court and be reviewed under an abuse of discretion standard.
C. Common Benefit Fund (60% of the Attorney Fee Fund)
1. The maximum potential total Common Benefit Fund payment to be made by Walgreens into the Attorney Fee Fund is $338,239,510.80, and in no event shall it exceed that amount. Walgreens’ maximum potential Common Benefit Fund payments are subject to the reductions set forth in Section II.A.2. for Non-Settling States and to the adjustments set forth below and, subject to those reductions, shall be paid on the following yearly schedule:
Walgreens Shall Pay Common Benefit
Year 2
December 31, 2023 $50,373,251.40
Year 3
December 31, 2024 $50,373,251.40
Year 4
December 31, 2025 $59,373,251.40
Year 5
December 31, 2026 $59,373,250.00
Year 6
December 31, 2027 $59,373,250.00
Year 7
R - 7
Additionally, Walgreens shall pay $44,867,483.00 into the Court Common Benefit Fund as a common benefit fund assessment on the Credit set forth in Ex. M-3 and shall be paid on the schedule set forth in Ex. M-3.7
2. The Common Benefit Fund shall be available to compensate Attorneys engaged in Qualifying Representations of Participating Litigating Subdivisions and Qualified Tribal Representation of Tribal Participating Governments who:
a. have performed work for the Common Benefit of all Participating Subdivisions and/or Tribal Nations consistent with the provisions to the guidelines established by Judge Polster set forth in MDL 2804 and the Order dated May 1, 2018, under docket number 358, which is included herein by reference; and b. satisfy the eligibility criteria set forth in Section II.G.
For purposes of Common Benefit Fund distribution, notwithstanding paragraph II.A.5, Attorneys representing Tribal Nations litigating against Walgreens have also reached a settlement for Released Claims with Walgreens, and these settlements are the subject of agreements with Walgreens. Attorneys are eligible for Common Benefit consideration provided such agreement with Walgreens became effective under their terms. Such Attorneys must meet the eligibility criteria in Section II.G.
For purposes of Common Benefit Fund distribution, notwithstanding paragraph II.A.5, MDL Participating Counsel not engaged in Qualifying Representations of Participating Litigating Subdivisions but who performed work for the Common Benefit pursuant to authorization from the MDL Co-Leads and meet the eligibility criteria in Section II.G. shall be eligible.
3. Walgreens’ Common Benefit Fund payments under this Fee Agreement satisfy any assessments or withholdings for the Walgreens Agreement that are or could be required under the Common Benefit Order for Settling States and their Participating
7 For the avoidance of doubt, Walgreens is not required to pay any sums under this Agreement for matters settled prior to December 6, 2022, other than the $44,867,483.00 payment referenced above.
December 31, 2028 $59,373,250.60
Total $338,239,510.80
R - 8
Subdivisions. The Common Benefit Fund shall be overseen by the Fee Panel, which shall determine the allocation of funds to eligible Attorneys consistent with this Fee Agreement and the Common Benefit Order.
4. In assessing the benefits that an Applicant has conferred to Participating Subdivisions (including non-Litigating Subdivisions) and/or Tribes for purposes of any compensation decision, the Fee Panel shall give significant weight to the extent to which (i) the Applicant and his or her clients have contributed to increasing (or reducing) Subdivision Participation in the Walgreens Agreement as of the Initial Participation Date, and (ii) the Applicant and his or her clients have contributed to increasing (or reducing) the amounts achieved under Incentive Payments A-D through participation in the Walgreens Agreement, including the Walgreens Tribal Agreement.
The Fee Panel shall also consider additional fee recoveries the Applicant may potentially obtain, including, but not limited to, from attorney fee funds under other settlement agreements, State Back-Stop Agreements, representations of States or Tribal Nations, representations of other clients in opioids-related matters, or through the representation of Subdivision clients, whether they participated in the Walgreens Agreement or not. It is the intent of this provision to recognize that the goal of the Walgreens Agreement is to provide for maximum participation by the Subdivisions, maximum abatement funding for all Subdivisions nationally, and the maximum peace for Released Entities. Therefore, representing one or more Non-Participating States or Non-Participating Subdivision does not further the goal of the Walgreens Agreement, and should not be considered Common Benefit because it does not increase funds available to Participating Subdivisions’ abatement programs. Representing one or more Later Litigating Subdivisions is antithetical to the Walgreens Agreement and detracts from Common Benefit; the Fee Panel shall consider this concept of “common detriment” set forth in this paragraph in all of its decision making with respect to the allocation of the Attorney Fee Fund among Applicants, as well as, in its discretion, any reductions provided to Walgreens as set forth in Section II.H.8 The Fee Panel shall consider the totality of the Applicant’s Participating Litigating Subdivisions as compared to the Applicant’s Non-Participating Litigating Subdivisions; the Parties recognize that, although the goal is for 100% participation, Applicants with a greater number of clients have a greater probability of having one or more Non-Participating Litigating Subdivisions. As used in this paragraph II.C.4, “client” or “representing” a Subdivision shall include any Litigating Subdivision as to which the Applicant has a Fee Entitlement.
5. As set forth in Section II.H, the Fee Panel must consider the factors described in paragraph II.C.4 to determine how and whether to reduce the amounts to be paid by Walgreens under this Fee Agreement and to determine how to allocate funds among Applicants. They may also, at their discretion, consider other factors. Any reduction in payment obligation or credit to be given Walgreens in this Fee Agreement shall be applied against the last Payment Year and then working backwards. Any reduction to an Applicant not credited to Walgreens shall be allocated to attorneys whose Litigating Subdivision clients participated in the settlement by the Initial Participation Date.
8 Notwithstanding any provisions set forth herein, it is expressly understood and agreed that continued representation of CT-3 Bellwether jurisdictions, Lake County or Trumbull County, shall not be considered by the Fee Panel as common detriment or adverse to the stated purposes of the Master Settlement Agreement and will not in any way prejudice counsel in seeking common benefit for the work related to the representations of these counties or in any other respect.
R - 9
D. Contingency Fee Fund (40% of the Attorney Fee Fund)
1. The maximum potential total Contingency Fee Fund payment to be made by Walgreens into the Attorney Fee Fund is $225,493,007.20, and in no event shall it exceed that amount. Walgreens’ maximum potential Contingency Fee Fund payment shall be subject to the reductions set forth in Section II.A.2 for Non-Settling States and to the adjustments set forth below and, subject to those reductions, shall be paid on the following yearly schedule:
Walgreens Shall Pay Contingency Fee Fund
Year 2
December 31,
2023
$33,582,167.60
Year 3
December 31,
2024
$33,582,167.60
Year 4
December 31,
2025
$39,582,167.60
Year 5
December 31,
2026
$39,582,168.00
Year 6
December 31,
2027
$39,582,168.00
Year 7
December 31,
2028
$39,582,168.00
Total $225,493,007.20
R - 10
2. The Contingency Fee Fund shall be available to compensate Attorneys engaged in Qualifying Representations of Participating Litigating Subdivisions that meet the criteria set forth in Section II.G.
a. The Contingency Fee Fund shall be available to Attorneys who represent Litigating Subdivisions that are Participating Subdivisions, whether their actions are filed in state or federal court, and meet the eligibility criteria of Section II.G. b. Participation in the Contingency Fee Fund by counsel that have a case that is not subject to the jurisdiction of the MDL Court shall not create, provide, or waive jurisdiction of the MDL Court over that Litigating Subdivision, that case or Attorneys, other than to oversee the fairness of the distribution process, and enforcement of this Fee Agreement.
3. The amount owed by Walgreens to the Contingency Fee Fund shall be reduced to reflect the non-joinder of Litigating Subdivisions in Settling States by subtracting the amounts identified by the Fee Panel, pursuant to paragraph II.H.7, that would have been owed to counsel for Non-Participating Litigating Subdivisions in Settling States had such Litigating Subdivisions been Participating Subdivisions.
4. In the event that after the date of the Walgreens Agreement, Walgreens, prior to the Effective Date of the Walgreens Agreement, settles with any Litigating Subdivision that would have been eligible to participate in the Settlement Agreement, and, under such settlement agreement pays attorneys’ fees, the Fee Panel shall treat those Litigating Subdivisions as Participating Litigating Subdivisions and, applying the same criteria applicable to all Attorneys for Participating Litigating Subdivisions, determine what amount they would have been paid from the Contingency Fee Fund if they had become Participating Subdivisions under the Walgreens Agreement without such prior settlement. That sum, rather than being paid to the Attorney for the previously settling Litigating Subdivision, shall be returned to Walgreens, except that such refund shall not be greater than the amount paid to the Attorneys under the Litigating Subdivision’s prior settlement agreement.
E. Subdivision Cost and Expense Fund
1. Walgreens shall pay $22,500,000 into the Subdivision Cost and Expense Fund on the schedule set forth below.
Cost Fund
Year 2
December
31, 2023
$11,250,000
R - 11
Year 3
December
31, 2024
$11,250,000
2. The Subdivision Cost and Expense Fund shall be available to compensate Attorneys for costs and expenses arising out of representation of Participating Litigating Subdivisions. No funds in the Subdivision Cost and Expense Fund may be used to compensate the costs incurred by Non-Participating Subdivisions or Non-Litigating Subdivisions or costs and expenses arising out of representation of any such Subdivision. In allocating the Subdivision Cost and Expense Fund, the Administrator shall not allocate any funds for costs incurred after December 9, 2022.
3. During the period between December 9, 2022 and the Effective Date of the Walgreens Agreement, the MDL PEC, as well as Litigating Subdivisions eligible to claim costs from the Subdivision Cost and Expense Fund, shall make best efforts to cease litigation activity against Walgreens, including by jointly seeking stays or severance of claims against Walgreens, where feasible, or postponements if a motion to stay or sever is not feasible or is denied, so long as such actions are not otherwise detrimental to the Litigating Subdivision.
4. In the event that Walgreens, prior to the Effective Date of the Walgreens Agreement, settles with any Litigating Subdivision and, under such settlement agreement, pays costs to the Litigating Subdivision or its Attorney, the MDL Cost and Expense Fund Administrator shall treat those Litigating Subdivisions as Participating Litigating Subdivisions and, using the same criteria applicable to all applicants to the Subdivision Cost and Expense Fund, determine what amount in costs the Litigating Subdivision or its Attorney would have been paid from the Subdivision Cost and Expense Fund if they had settled under the Walgreens Agreement. That sum, rather than being paid to the Attorney or the previously settling Litigating Subdivision, shall be credited and/or returned to Walgreens, except that such sum shall not be greater than the amount paid under the previously settled Litigating Subdivision’s settlement agreement.
5. The Cost Fund shall be administered by the Cost Fund and Expense Fund Administrator (MDL Docket No. 3828), who will be governed by the provisions of this Agreement and shall design the process and procedures for the allocation of costs pursuant to this Agreement and the MDL Court’s Order.
6. The costs of the Cost and Expense Fund Administrator shall be paid from the Cost Fund and allocated by the Cost and Expense Fund Administrator between the MDL Direct Cost Fund and the Subdivision Cost and Expense Fund to fairly charge each fund the cost incurred in implementing and supervising the specific fund.
R - 12
7. The Cost and Expense Fund Administrator shall set the process and procedures for submission of and criteria for applications for payment of Subdivisions’ and Tribal Nations’ costs and expenses. The Cost and Expense Fund Administrator shall receive and evaluate applications from Participating Litigating Subdivisions and litigating Tribal Nations, whether filed in Federal Court or State Court, to seek reimbursement for eligible costs under Section II.E.2 in pursuit of claims against Walgreens. The process shall require a showing that the costs or expenses sought were reasonably incurred in furtherance of active litigation of a designated state or federal bellwether trial-set case, or Common Benefit. The Cost and Expense Fund Administrator shall require transparency from all applicants as to any other sources for compensating Attorneys for Subdivisions and Tribal Nations for costs incurred.
If funds remain after the reimbursement of approved out-of-pocket costs, the Cost and Expense Fund Administrator may consider reasonable and appropriate payment for client time, costs, or expenses incurred by recognized trial bellwether plaintiffs. At the conclusion of the process, any funds not allocated by the Cost and Expense Fund Administrator shall be transferred to the Common Benefit Fund established in this Exhibit R.
8. In the event that States and Subdivisions enter into an additional global settlement with a party or parties other than Walgreens that is (a) under the jurisdiction of the MDL Court in MDL No. 2804, (b) creates a separate cost fund, and (c) unless the parties agree to another date, such agreement has an effective date prior to June 30, 2023, the Cost and Expense Fund Administrator shall have the authority to aggregate the Cost Fund with the cost fund created under that global settlement agreement. The Cost and Expense Fund Administrator shall have the authority to address the appropriate procedures and required information to allow the costs to be funded from the appropriate cost fund or shared by two or more cost funds; provided, however, that the Subdivision Cost and Expense Fund shall remain subject to the requirements set forth in Section II.E.2. For the avoidance of doubt, the Subdivision Cost and Expense Fund is available only to compensate Attorneys for costs and expenses arising out of representation of Participating Litigating Subdivisions, and no funds in the Subdivision Cost and Expense Fund may be used to compensate the costs incurred by Non-Participating Subdivisions or NonLitigating Subdivisions or costs and expenses arising out of representation of any such Subdivision.
F. MDL Expense Fund
1. Walgreens shall pay $7,500,000 into the MDL Expense Fund on the schedule set forth below.
MDL Expense Fund
Year 2 $3,750,000
R - 13
December
31, 2023
Year 3
December
31, 2024
$3,750,000
2. The MDL Expense Fund shall be released following the Effective Date of this Fee Agreement without any delay to reimburse the MDL Counsel for an agreed-to portion of the expenses incurred, as approved by the Cost and Expense Fund Administrator. The sum deposited into the MDL Expense Fund will be paid directly to the MDL Opiate Capital Account. No funds may be used to compensate the costs incurred by Non-Participating Subdivisions or Non-Litigating Subdivisions, or to compensate any Attorney for costs incurred in representing one or more Non-Participating Subdivisions or Non-Litigating Subdivisions.
3. In allocating the MDL Expense Fund, the Administrator shall not allocate any funds for costs incurred after December 9, 2022, unless the Administrator determines that there are sufficient funds to cover all Subdivision costs incurred prior to December 9, 2022 and that special circumstances exist to justify costs incurred following the public announcement of the Walgreens Agreement, including reasonable costs related to the implementation of the Walgreens Agreement.
G. Eligibility
1. It is the intention of all parties participating in the Fee Panel process that there should be total transparency to the Fee Panel and to all fund participants. In connection with the process to be developed by the Fee Panel, any and all monies in attorney’s fees received or awarded, including prior or future Contingency Fees, Common Benefit Fees, referral fees, expenses paid, promises for payment, or any other Fee Entitlement, to any Applicant in any opioid litigation shall be disclosed to the Fee Panel as a condition of participating in the Attorney Fee Fund and prior to an award from the Fee Panel. Any payment, expectation of payment or perceived entitlement to participate in a State Back-Stop Agreement or any other agreement reached with a Settling State or any Subdivision or any other source regarding payment of fees must be disclosed to the Fee Panel. Similarly, any right to payment from any other fund, for example a fund for payment to lawyers representing Settling States or Tribal Nations or Subdivisions shall be disclosed to the Fee Panel. Because it is anticipated that there will be multiple firms listed on contingent fee agreements with Litigating Subdivisions, the Fee Panel shall establish procedures, with input from Attorneys for Participating Litigating Subdivisions, for which party or parties should petition for fees from such groups and to whom the fee shall be paid and thereafter distributed to co-counsel in accordance with applicable agreements. For the avoidance of doubt, all Attorneys that are part of such groups must meet the eligibility criteria in paragraph II.G.3, must be subject to the criteria set forth in paragraph II.C.4, and must be disclosed to the Fee Panel.
R - 14
2. An Applicant may apply for and recover attorneys’ fees from the Common Benefit Fund, the Contingency Fee Fund, and any fund created by a past or future State BackStop Agreement, provided the Applicant satisfies the requirements relevant to each such fund and requirements for disclosure to the Fee Panel.
3. An Attorney may not receive any payment from the Attorney Fee Fund (which includes both the Contingency Fee Fund and the Common Benefit Fund) unless the following eligibility criteria are met and annually certified by the Attorney:
a. The Attorney must expressly waive the enforcement against the Litigating Subdivision client of all Fee Entitlements (other than under State Back-Stop Agreements) arising out of or related to any or all Qualifying Representations of any Participating Litigating Subdivision prior to applying for attorneys’ fees from the Attorney Fee Fund. All applications for attorneys’ fees under this Fee Agreement shall include an affirmation by the Attorney of such waiver and notice to the client(s) of such waiver. Such waiver shall not preclude the Attorney from submitting such Fee Entitlements to the Fee Panel as a factor for consideration in allocating payments from the Attorney Fee Fund or in connection with a State Back-Stop Agreement. For the avoidance of doubt, no Attorney may recover fees under this Fee Agreement unless the Attorney expressly agrees not to enforce Fee Entitlements as to each and every Participating Litigating Subdivision represented by that Attorney, but such Attorneys may participate in and receive funds from a State Back-Stop Agreement.
b. The Attorney must represent that s/he has no present intent to represent or participate in the representation of any Later Litigating Subdivision or Later Litigating State with respect to Released Claims against Released Entities. c. The Attorney must represent that s/he has not and will not engage in any advertising or solicitation related to Released Claims against Released Entities where such advertising or solicitation relates to a representation of a Subdivision eligible to be a Participating Subdivision after the Reference Date unless the Attorney is recommending participation in the Agreement.. d. The Attorney must represent s/he will not charge or accept any referral fees for any Released Claims brought against Released Entities by Later Litigating Subdivisions or Later Litigating States. This representation shall not prohibit Attorneys from receiving allocated shares of any future common benefit assessments arising out of settlements or judgments with Later Litigating Subdivisions or Later Litigating States that are the result of the MDL Court’s Common Benefit Order.
e. The Attorney may not have and must represent that s/he does not have a Fee Entitlement related to a Later Litigating Subdivision or Later Litigating State, other than a potential Common Benefit Fee.
R - 15
f. The Attorney must fully disclose the participation, or the anticipation of participation, in any agreement with a Settling State or Participating Subdivision concerning fees arising out of or related to the Walgreens Agreement, including any fees paid or anticipated to be paid or any State Back-Stop Agreement. g. The Attorney must identify for the Fee Panel whether s/he utilized state litigation work product or MDL work product, including but not limited to ARCOS data, document repositories, experts developed in the MDL, trial transcripts, or deposition transcripts. The Attorney must identify whether s/he signed the MDL Participation Agreement.
h. Any Attorney who applies for fees from one or both Funds must represent that, having exercised his/her independent judgment, s/he believes the Walgreens Agreement to be fair and will make or has made best efforts to recommend the Agreement to his or her Subdivision clients in Settling States. For avoidance of doubt, each Attorney is expected to exercise his or her independent judgment in the best interest of each client individually before determining whether to recommend joining the settlement. All applications for attorneys’ fees or costs under this Section shall include an affirmation by the Attorney in compliance with this Subsection.
4. No Attorney receiving fees under this Fee Agreement may apply for or recover from the Attorney Fee Fund fees arising from representing a Non-Settling State or a NonParticipating Subdivision, provided, however, that this provision is not intended to prohibit Attorneys who do not represent or otherwise have a contractual agreement with such Non-Settling State or Non-Participating Subdivision from receiving allocated shares of any future common benefit assessments that arise out of settlements or judgments involving such Non-Settling State or Non-Participating Subdivision. All applications for attorneys’ fees under this Section shall include an affirmation by the Attorney of compliance with this Section.
5. An Attorney who has filed an application under this section and received an award of attorneys’ fees shall provide a certification of compliance with the Sections of this Fee Agreement annually during the years upon which they are still entitled to receive attorneys’ fee payments under this Agreement. This certification will be done as directed by the Panel.
6. If, at any time, the Attorney is unable to make the representations set forth in this Section, such representations become untrue, or the Attorney falsely represents compliance with the eligibility criteria, the Attorney shall cease to be eligible to receive funds from the Attorney Fee Fund until further review by the Fee Panel of the Attorney’s eligibility under and compliance with this Section II.
7. If an Attorney has a Fee Entitlement with a Later Litigating Subdivision or Later Litigating State or otherwise becomes unable to reaffirm compliance with the eligibility criteria set forth above, the Attorney shall notify the Fee Panel. For the R - 16
avoidance of doubt, any Attorney who undertakes any new representation of, or has a Fee Entitlement with, a Later Litigating Subdivision or Later Litigating State shall be prohibited from receiving any future funds from the Attorney Fee Fund and be subject to additional obligations as set forth in Subsection 8 below.. If an Attorney fails to notify the Fee Panel of such Fee Entitlement with a Later Litigating Subdivision or Later Litigating State, the Attorney shall be required to refund amounts previously paid. The Fee Panel shall notify Walgreens when it receives notification.
8. To the extent an Attorney who has received compensation from the Attorney Fee Fund based on Qualifying Representations of Participating Litigating Subdivisions under the Walgreens Agreement represents a Later Litigating Subdivision or Later Litigating State, such Attorney shall be obligated to refund such amounts received as compensation from the Attorney Fee Fund to Walgreens. Walgreens or such Attorney may bring any dispute as to whether such Attorney shall be obligated to refund such amounts received from the Attorney Fee Fund to Walgreens, to the Fee Panel. Nothing herein shall require a multi-attorney law firm that has received compensation from the Attorney Fee Fund to refund such amounts if an attorney of the firm that is no longer affiliated with such law firm, after such departure, represents a Later Litigating Subdivision or Later Litigating State, provided that (a) neither the law firm nor any of its other attorneys have any contractual or financial arrangement regarding, stand to benefit directly or indirectly from, or directly or indirectly provide financial or other support of any kind to, the former attorney’s representation of the Later Litigating Subdivision or Later Litigating State and (b) if the former attorney was a partner or owner of the multi-attorney law firm at the time that the law firm received compensation from the Attorney Fee Fund, the former attorney shall be obligated to refund such amounts as the former attorney earned as a result of the compensation that the law firm received from the Attorney Fee Fund.
9. In the event that an Attorney is deemed ineligible by the Fee Panel (whether based on its initial application or subsequent recertification), the Fee Panel shall provide notice to the Attorney and give the Attorney 30 days to provide additional information such that the Fee Panel could re-consider the Attorney’s eligibility.
10. To the extent that an Attorney has a Fee Entitlement with a Participating Subdivision and is authorized to bring Released Claims against Released Entities, but such authorization is, in scope, less broad than the category of Released Claims set forth in the Walgreens Agreement, such Attorney may participate fully in both the Contingency Fee Fund and the Common Benefit Fund, without any reduction imposed by the Fee Panel due to the scope of the authorization, so long as the Participating Subdivision fully releases all Released Claims against Released Entities.
11. Attorneys applying to the Attorney Fee Fund knowingly and expressly agree to be bound by the decisions of the Fee Panel, subject to the limited appeal rights set forth in this Fee Agreement, and waive the ability to assert the lack of enforceability of the allocation reached through the procedures outlined herein.
R - 17
12. Applicants are under an ongoing obligation to inform the Fee Panel in writing of any additional fees earned, expected, or received related to any Opioid litigation throughout the period of the Fee Panel’s operation.
H. Calculation of Amounts Due
1. The Fee Panel shall be solely responsible for determining the amount of fees to be paid to each Applicant. None of the Released Entities shall have any responsibility, obligation, or liability of any kind whatsoever with respect to how attorneys’ fees are calculated under this Section, except that the Fee Panel may receive information from Walgreens as to (a) the identity of Participating, Non-Participating, Litigating, Later Litigating, and Non-Litigating Subdivisions; (b) the impact of non-participation by a Litigating Subdivision as is relevant to the Fee Panel’s determination in paragraph II.C.4; and (c) such other information as Walgreens may voluntarily elect to provide.
2. The Fee Panel shall establish procedures for making determinations under this Fee Agreement consistent with this Fee Agreement and orders of the MDL Court. Such procedures may include submission of documentary and/or other evidence, interviews with Applicants and/or other counsel (including counsel for Walgreens) that the Fee Panel deems appropriate, and/or other means of creating a record upon which fee awards will be based.
3. In making determinations under this Fee Agreement, the Fee Panel must apply the eligibility criteria set forth in Section II.G of this Fee Agreement and the criteria set forth in Section II. The Fee Panel shall ensure that payments are only made for Qualifying Representations of Participating Litigating Subdivisions. In addition, the Fee Panel will give consideration in regard to Common Benefit Fund awards to the Johnson factors, as well as the following factors (which factors may be applied and given relative weight in the Fee Panel’s discretion):
a. The Applicant’s contemporaneously recorded time and labor dedicated to Qualifying Representations along with the Applicant’s financial commitment to such Qualifying Representations. Claimed “time” will not be automatically accepted by the Fee Panel but will be critically reviewed and given substantially more weight and consideration if such time was subject to the audit process described in any Pretrial Order(s) governing the collection of common benefit time;
b. The novelty, time, and complexity of the Qualifying Representations; c. The skill requisite to perform legal services properly and undesirability of the case; d. The preclusion of other employment by the Applicant due to time dedicated to Qualifying Representations;
R - 18
e. The Common Benefit, if any, alleged to have been conferred by the Applicant and whether such Common Benefit work product by that Applicant was used by others in parallel litigations against Released Entities whether within or outside the MDL, provided that any Applicant claiming that s/he substantially benefited cases other than those in which s/he entered an appearance as counsel must substantiate such claims by proffering factual support, such as proper supporting affidavits or other documents as determined by the Fee Panel with input from Attorneys for Participating Litigating Subdivisions;
f. Any “common detriment,” as set forth in paragraph II.C.4; g. Any contingent fee agreement or other Fee Entitlement with Participating Subdivisions, enforcement of which, except for State Back-Stop Agreements, are waived in conjunction with the application, the nature and extent of any work for those Participating Subdivisions, whether such Participating Subdivisions actively litigated and, if so, the nature and procedural history of such case(s); h. The experience, reputation, and ability of the Applicant; i. Whether the Applicant’s clients brought Released Claims against Released Entities;
j. The status of discovery in cases primarily handled by the Applicant; k. The nature of any work by the Applicant on “bellwether” cases or cases that were similarly active in litigation;
l. Any pressure points successfully asserted by the Applicant in cases against Walgreens or any risk for Walgreens created by the Applicant in cases against Walgreens;
m. Any risk for defendants created by Applicants in cases against Walgreens; n. Successful and unsuccessful motion practice in cases worked on by the Applicant; o. The date of filing of any cases filed by the Applicant; p. Obtaining consolidation of the litigation in the Applicant’s jurisdiction; q. The number and population of entities represented by the Applicant and the fees that would have been awarded under extinguished contingent fee arrangements; R - 19
r. Whether the Applicant’s clients brought claims against Walgreens prior to the announcement of this settlement on December 9, 2022;
s. Whether the Applicant has had a leadership role in the litigation, whether in state or federal court;
t. Whether the Applicant has had a leadership role in any negotiations aimed at resolving the litigation;
u. Whether the Applicant’s cases have survived motions to dismiss; v. The extent to which the Applicant contributed to the work product used for the common benefit of opioids litigants, including, without limitation, work on ARCOS data, Prescription Data Monitoring Programs, IQVIA data, depositions, document production and analysis experts, motions, briefs and pleadings, trial preparations, and trials;
w. The extent to which litigation occurred prior to and contributed to completion of settlement negotiations, as distinct from litigation that occurred after the announcement of the Walgreens Agreement on December 9, 2022, such latter litigation both being of less value and, the case of litigation filed after the announcement of the Walgreens Agreement on December 9, 2022, resulting in a common detriment to the settlement process, which in both cases should be viewed less favorably; and
x. Any other factors that the Fee Panel finds to be appropriate to consider after input from Applicants to the Attorney Fee Fund.
4. It is possible that the States and Subdivisions that are litigating Opioid cases will enter additional settlements in close proximity of the time for processing the Walgreens Agreement. If there are additional settlements and these settlements create a Common Benefit Attorney Fee Fund to be administered by the Fee Panel, the Fee Panel may:
a. Consolidate the Common Benefit approval process to include evaluation of all Common Benefit Applications for all settlements entered after November 14, 2022;
b. Determine the fair and equitable allocation of the Aggregate Common Benefit Fees that come after December 9, 2022, including consideration of beneficial or detrimental actions taken with respect to any Settling Defendant contributing to the Common Benefit Attorney Fee Fund;
c. Give consideration to the amount and timing of each settlement, including the amount and timing of Common Benefit Fees;
R - 20
d. The Fee Panel shall abide by the applicable Attorney Fee Agreement in each of the Settlements in Allocating the Common Benefit Fees provided for in the Settlement; and
e. Be guided in their work by the Orders of the Court related to Fees and Costs.
5. The Fee Panel shall develop procedures for receiving a single application, which may be updated or amended based on new information (such as participation by additional Litigating Subdivisions) from each Applicant seeking compensation from each sub fund of the Attorney Fee Fund pursuant to processes and procedures developed by the Fee Panel, which shall not be inconsistent with this Fee Agreement. Any request for attorneys’ fees not included on the single application or through the updating/amendment process designed by the Fee Panel shall be deemed waived. For purposes of transparency and to permit the Fee Panel to conduct its work, the application from each Applicant shall, at a minimum, require each Applicant to:
a. Identify all Litigating Subdivisions for which s/he is seeking payment from the Attorney Fee Fund;
b. Identify all Subdivisions in both Settling and Non-Settling States (and, where applicable, Tribal Nations) with respect to which s/he has a Fee Entitlement with respect to Relevant Claims against Released Entities, and identify all co-counsel in such cases;
c. Identify which of those Subdivisions are Participating Subdivisions and which are not (with similar information for Tribal Nations, where applicable); d. Specify the specific fund or funds within the Attorney Fee Fund from which the Attorney is seeking compensation;
e. Demonstrate his or her eligibility for compensation from the relevant sub funds within the Attorney Fee Fund pursuant to the criteria set forth for the relevant sub fund;
f. Identify any and all Fee Entitlements from representations of States, Tribal Nations, or other plaintiffs related to Released Claims against Released Entities or in opioids-related matters;
g. Notwithstanding “a-f” above, the Panel may consider a supplemental application if the Applicant shows good cause why circumstances exist that will lead to consideration for additional Common Benefit award. Examples would include, but are not limited to, an Applicant having Non-Participating Litigating Subdivision clients that subsequently become Participating Subdivisions, a Bar Date passes that increases participation or an Allocation Agreement is reached.
R - 21
6. With respect to the Common Benefit Fund, the Fee Panel shall (subject to any applicable MDL Court Order):
a. Review the applications of all Applicants seeking compensation from the Common Benefit Fund, including determining eligibility for each Applicant as set forth in Section II.G.
b. Using criteria set forth in Sections II.C and II.G, allocate amounts from the Common Benefit Fund to eligible Applicants, including payment amounts for each Payment Year. In making such allocations, the Panel shall apply the principles set forth in paragraph II.C.5 to the amounts paid to Applicants with a Common Benefit Fee Entitlement.
7. With respect to the Contingency Fee Fund, the Fee Panel shall:
a. Review the applications of all Attorneys seeking compensation from the Litigating Subdivision Fee Fund, including determining eligibility for each Attorney as set forth in Section II.G.
b. Apply the Mathematical Model in Exhibit A.
c. Use such allocations to determine refund amounts owed to Walgreens from the Attorney Fee Fund, and inform Walgreens and the MDL PEC of all such adjustments.
8. To the extent that there is a dispute about the calculations of the Fee Panel related to the amount that Walgreens is required to pay (including application of any reductions or refunds under this Fee Agreement), such disputes shall be presented to the Fee Panel and any disputed funds be paid into/held in escrow. The Fee Panel shall resolve such disputes expeditiously, with either Party having the right to seek review from the MDL Court.
9. For purposes of determination of fee or cost awards, allocations, reductions, and possible reversions under this Fee Agreement, unless specified otherwise a Subdivision will be considered a Non-Participating Subdivision if it is not a Participating Subdivision as of the deadline for the application for the fee at issue (or, if the determination does not involve a specific application, the date on which the record for such determination closes).
10. In the event that the Fee Panel, through the use of the Mathematical Model set forth in Exhibit A, allocates funds from the Contingency Fee Fund for an Attorney based on a Qualifying Representation of a Participating Litigating Subdivision and that Subdivision is in a Settling State in which the Consent Judgment has not been R - 22
approved, such funds shall be placed into escrow until the Consent Judgment is approved, after which time they shall be released.
I. Miscellaneous
1. The Fee Panel shall charge an hourly rate approved by the Court. The Pre-Effective Date costs associated with the Cost and Expense Fund Administrator shall be paid from funds in the Cost Fund. Post-Effective Date, the cost of the Fee Panel shall be charged against the applicable Fee Fund based on allocation by the Fee Panel and shall not be otherwise funded by Walgreens.
2. The MDL PEC will seek, and the Attorneys General for Settling States and the Walgreens will not oppose, a Common Benefit Fee Order requiring an assessment of
7.5% on the gross recovery (by judgment or settlement) of any Non-Participating Subdivision that is subject to the federal court jurisdiction, represented by a MDL PEC firm, represented by any Attorney receiving fees from the Common Benefit Fund, represented by any Attorney that signed a Participation Agreement or had been paid in a case otherwise under the jurisdiction of the MDL Court.
3. The MDL PEC shall provide to Walgreens information the PEC has that identifies Attorneys who represent Litigating Subdivisions who are not Participating Subdivisions and who have an obligation to pay a common benefit assessment, either due to the MDL Court’s orders or pursuant to a Participation Agreement.
4. The MDL PEC and Walgreens agree that it is a conflict of interest for an Attorney that had represented a Participating Subdivision to represent a Later Litigating Subdivision or Later Litigating State. This Subsection shall be enforceable to the extent permitted by the equivalent to Rules 1.16 and 5.6 of the ABA Model Rules of Professional Conduct in the relevant jurisdictions. The MDL PEC represents that it will comply with this provision in the case of the Walgreens Agreement until the Effective Date of the Walgreens Agreement, as well as thereafter, if the Walgreens Agreement proceeds.
5. Participating Subdivisions agree to instruct their counsel to treat information, work product and expert materials as confidential under Rule 1.6 of the ABA Model Rules of Professional Conduct. Accordingly, an Attorney shall not share information or work product with, or experts or materials to, non-participants (other than the Attorney’s own current clients or their lawyers, consultants, experts or other representatives or agents). However, nothing herein shall prevent MDL Leadership or PEC Counsel from fulfilling their obligations in any MDL and the MDL Court Order.
III. Miscellaneous
A. Termination. If the Walgreens Agreement does not proceed past the Reference Date, whether because Walgreens does not determine to proceed or for any other reason, this Fee Agreement shall be null and void, Walgreens shall have no obligation to make any payments under this R - 23
Fee Agreement, and Walgreens and the MDL PEC shall take such steps as are necessary to restore the status quo ante.
B. MDL Court Consideration. This Fee Agreement shall be attached as an exhibit to the Walgreens Agreement. This Fee Agreement shall also be submitted by Walgreens and the MDL PEC to the MDL Court for approval pursuant to the motion and order that shall be attached.
1. In the event that the MDL Court, through an order, makes any change to the amounts potentially to be paid by Walgreens under this Fee Agreement, makes any change to the Fee Panel’s consideration of the factors set forth in paragraph II.C.4, or any other material change to the draft Order attached as part of Exhibit B or the terms of this Fee Agreement, Walgreens and the MDL PEC shall meet and confer concerning such changes. The MDL Court shall have no authority to increase the payments made by Walgreens related to fees and costs beyond the amounts described in this Fee Agreement.
2. If Walgreens and the MDL PEC are unable to reach agreement and revisions to this Fee Agreement, this Fee Agreement shall be null and void, Walgreens shall have no obligation to make any payments under this Fee Agreement, and Walgreens and the MDL PEC shall take such further steps as are necessary to restore the status quo ante.
C. Amendment. Once the MDL Court has entered an order implementing this Fee Agreement, this Fee Agreement can only be amended by (1) written agreement of Walgreens and the MDL PEC and (2) approval by the MDL Court.
D. Jurisdiction and Enforcement. The MDL Court shall have exclusive and ongoing jurisdiction over the enforcement and implementation of this Fee Agreement as set forth herein. The MDL PEC shall be the Authorized Party to enforce this Fee Agreement, as to the payment obligations of Walgreens as set forth in this Fee Agreement and as to Attorneys making application to the Funds under this Fee Agreement. Solely for purposes of assessing or allocating common benefit fees, the MDL Court will continue to have jurisdiction over the work product developed in the MDL Court by and under the direction of the MDL PEC with respect to claims against Walgreens, including data and documents, depositions, expert reports, briefs and pleadings; and the MDL Court’s protective orders, management orders, and other decisions regarding such discovery and other work product, including but not limited to, conditions on its use, will continue in full force and effect. Nothing in this paragraph authorizes the MDL Court to act contrary to this Agreement or to share any of the work product, or provides the MDL Court with jurisdiction over the Walgreens Agreement.
1 Description of Mathematical Model for the Allocation of the Contingency Fee Funds Walgreens Settlement Agreement
This document describes the Mathematical Model for allocation of the Contingency Fee Fund described in Exhibit R (Agreement of Attorneys’ Fees, Costs, and Expenses) to the Walgreens Settlement Agreement.9 Awards of fees from the Contingency Fee Funds shall be available to Attorneys with Qualifying Representations of Participating Litigating Subdivisions eligible to receive an allocation under the Walgreens Settlement Agreement.10 A Fee Panel shall oversee the application of the Model and resolve any questions or disputes concerning the eligibility of a counsel to participate. The Panel is empowered to hear disputes concerning and ensure the accuracy of the mathematical calculations.
In general terms, allocation of the Contingency Fee Fund shall be made by (1) determining the amount of the Settlement Fund that is attributable to each Participating Litigating Subdivision; (2) making certain adjustments to these amounts based on when the Subdivision filed suit and the terms of the applicable fee contract; and (3) dividing the Contingency Fee Fund proportionately among counsel for each Participating Litigating Subdivision based on the amounts calculated in subpart 2.
To collect a fee award from the Contingency Fee Fund, a Participating Litigating Subdivision must have named Walgreens (or any Released Entity) in its lawsuit. The total maximum amount of the Contingency Fee Fund in the Walgreens Settlement Agreement is $225,493,007.20.11 Allocation of the Contingency Fee Fund shall be made according to the following steps. These calculations are made only for purpose of determining the percentage share of the Contingency Fee Fund that Attorneysfor each Participating Litigating Subdivision should receive, not for determining the dollar amount each Subdivision will receive.
(1) For each Settling State, attribute 50% of the settlement funds for that State to its Subdivisions according to the Subdivision Allocation Percentage in Exhibit G to the Walgreens Settlement Agreement.
Illustrative example:
Assume that State A is allocated 1.00000% of the $4,788,165,458 Remediation amount [see Exhibit M of the Walgreens Settlement Agreement]. 50% of the 1% share allocated to State A is $23,940,827.29. Assume that, per Exhibit G of the Agreement, the Subdivision Allocation Percentage for City B in State A is 1.00000000%.
9 See Walgreens Settlement Agreement, Exhibit R § II.D.2. 10 Walgreens Settlement Agreement, Exhibit R § II.D.2.
11 Walgreens Settlement Agreement, Exhibit R § II.A.1 & II.D.1. 2 For purposes of determining its counsel’s share of the Contingency Fee Fund, City B is attributed 1.00000000% of $23,940,827.29, or $239,408.27. (2) Adjust the amounts in paragraph 1 as follows:
a. Upward Adjustment for Early Filers. Increase the amount calculated in paragraph 1 above by 10% for any Litigating Subdivision that named Walgreens in a suit before December 5, 2017, the date the National Prescription Opiate Litigation MDL was formed. If the Litigating Subdivision did not name Walgreens in a suit before December 2, 2022, then fees from the Contingency Fee Fund will not be awarded to Attorneys with otherwise Qualifying Representations of that Participating Litigating Subdivision.
Illustrative Example:
Assume City C is attributed $1,000,000 under paragraph 1 above. If City C named Walgreens before 12/5/2017, the attributed amount would be adjusted to $1,100,000.
b. Determine Amount Due under Contingency Fee Contract. Determine the amount that would be due to Attorneys with Qualifying Representations of each Participating Litigating Subdivision under the terms of the applicable fee contract if the Participating Litigating Subdivision were to receive the amount calculated in paragraph 2.a. This amount can be referred to asthe Contingency Fee Assumption.
Illustrative Example:
Continuing the example given in paragraph 2.a, if Attorneys have a 20% contingency fee contract with City C for the relevant litigation, the amount calculated in this step would be 20% of $1,100,000, or $220,000.
In the nextstep, the Contingency Fee Assumption is used to determine the percentage share of the Contingency Fee Fund due to Attorneys for each Participating Litigating Subdivision. (3) Divide the Contingency Fee Fund proportionately among Attorneys for each Participating Litigating Subdivision in two ways:
a. National Fee Pool Calculation. Determine each Litigating Subdivision’s percentage share of all amounts due under contingency fee contracts nationwide by dividing the Contingency Fee Assumption calculated for each Subdivision in paragraph 2.b by the sum of all Contingency Fee Assumptions. Then multiply that percentage by the Contingency Fee Fund to figure each Subdivision’s dollar share of the Contingency Fee 3 Fund (but only if the Subdivision timely named Walgreens in a lawsuit).
Illustrative example:
$220,000 [frompara. 2.b] ÷$280,000,000 [total amount owed under contingency fee contracts nationwide] = 0.0785714%12
0.0785714% * $225,493,007.20 [Contingency Fee Fund] = $177,173.01
b. Separate State Fee Pools Calculation. Determine each Litigating Subdivision’s percentage share of all amounts due under contingency fee contracts statewide by dividing the Contingency Fee Assumption calculated for each Subdivision in paragraph
2.b by the sum of all Contingency Fee Assumptions in the same State. Then multiply that percentage by the portion of the Contingency Fee Fund that corresponds to that State’s Overall Allocation Percentage, shown in Exhibit F of the Walgreens Settlement Agreement, to figure each Subdivision’s dollar share of the Contingency Fee Fund (but only if the Subdivision timely named Walgreens in a lawsuit).
Illustrative example:
1% * $225,493,007.20 = $2,254,930.072 [amount of the Contingency Fee Fund corresponding to State A]
Assume a total of $2,500,000 is owed under contingency fee contracts for State A.
$220,000 [from para. 2.b] ÷ $2,500,000 = 8.8%
8.8% * $2,254,930.072 = $198,433.85
The award of fees to Attorneys with Qualifying Representations of Participating Litigating Subdivisions will be the average of the final amounts calculated in paragraphs 3.a and 3.b above, less any amounts the Fee Panel is authorized to, and does, withhold.13 Paragraph 3.a represents allocation based on a proportional share of a National Fee Pool, while paragraph 3.b represents allocation based on a proportional share of the Separate State Fee Pools.
In other words, for the National Fee Pool described above in paragraph 3.a, the contingency fee contract rate is compared to all other contingency fee contractrates in the nation. For the Separate State Fee Pools described above in paragraph 3.b, the contingency fee contract terms are
12 In this example, $280 million is the amount theoretically owed under all contingency fee contracts for litigation against Walgreens as calculated in paragraph 2.b. This amount is illustrative only; the actual amount will not be known until all litigating subdivisions are identified and the terms of their contingency fee contracts are collected. 13 The model also enforces a maximum fee award of 20% of the amount calculated in paragraph 2.b. The description in this document of the Mathematical Model is by necessity an abstraction; the precise contours of the calculations are defined in the model itself.
4 compared to the other contingency fee contract terms in that same State. The National Fee Pool and the Separate State Fee Pools are given equal weighting.
Using the first methodology, Attorneys for two Subdivisions in different States with the same amount calculated under paragraph 2.b would be assigned the same amount under paragraph 3.a.
Using the second methodology, Attorneys for the same two Subdivisions would be assigned different amounts under paragraph 3.b because they are in different States. Specifically, the Subdivision in the State with a smaller proportion of Participating Litigating Subdivisions would be allocated more than the Subdivision in the State with a greater proportion of Participating Litigating Subdivisions.
By:
Name:
Date:
On behalf of Walgreens
5 FH11185097.1
By:
Name: Paul T. Farrell, Jr.
Date:
By:
Name: Jayne Conroy
Date:
By:
Name: Joseph F. Rice
Date:
On behalf of Plaintiffs’ Executive Committee
S - 1
FH11185097.1
EXHIBIT S
Agreement on the State Outside Counsel Fee Fund
for Chain Pharmacy Settlements
1. Definitions.
a. “Chain Pharmacy” means any of CVS, Walgreens, and Walmart, and “Chain Pharmacies” means all of the foregoing.
b. “Multistate Chain Pharmacy Settlement Agreement” means This Settlement Agreement along with any other settlement of opioids-related claims among 30 or more states and a Chain Pharmacy.
c. “This Settlement Agreement” means the settlement agreement between the Settling States and the Chain Pharmacy to which this Agreement is attached as an Exhibit.
d. “Settling Chain Pharmacy” means the Chain Pharmacy that is a party to This Settlement Agreement.
e. “Settling States” has the meaning given such term in the relevant Multistate Chain Pharmacy Settlement Agreement.
2. Creation of a State Outside Counsel Chain Pharmacies Fee Fund. The Settling States have agreed to the creation of a state outside counsel fee fund to pay reasonable attorneys’ fees of Settling States which have retained outside counsel in connection with litigation against one or more Chain Pharmacies (such fund, the “State Outside Counsel Chain Pharmacies Fee Fund”).
3. State Outside Counsel Chain Pharmacies Fee Fund Administration. The State Outside Counsel Chain Pharmacies Fee Fund shall be administered separately from any other funds for the payment of attorneys fees or costs in connection with This Settlement Agreement, including any common benefit fund, contingency fee fund for subdivision counsel, state cost fund, or MDL expense fund. If necessary, a committee of Attorneys General shall be convened to oversee the State Outside Counsel Chain Pharmacies Fee Fund (the “Chain Pharmacies Fee Fund Committee”). The Chain Pharmacies Fee Fund Committee shall be appointed by the Settling State Members of the Enforcement Committee and shall be comprised solely of Attorneys General of Settling States that engaged outside counsel to pursue litigation against one or more Chain Pharmacies. The Settlement Fund Administrator (the “Fee Fund Administrator”) shall administer the State Outside Counsel Chain Pharmacies Fee Fund according to this Exhibit and, if convened, the guidelines and directives of the Chain Pharmacies Fee Fund Committee.
4. State Outside Counsel Chain Pharmacies Fee Eligibility. a. To receive any amount from the State Outside Counsel Chain Pharmacies Fee Fund, an outside counsel to a Settling State must have filed and maintained an action in the name of a Settling State or its Attorney General against a Chain S - 2
FH11185097.1
Pharmacy in a state or federal court as of November 1, 2022. No Settling State (or its outside counsel) shall receive funds from both the State Outside Counsel Chain Pharmacies Fee Fund and any “Additional Remediation Amount” as may be provided for in This Settlement Agreement. b. In addition to the eligibility criteria set forth in Paragraph 4.a, above, and for the avoidance of doubt, only Settling States under This Settlement Agreement are eligible to receive any funds paid into the State Outside Counsel Chain Pharmacies Fee Fund as a result of This Settlement Agreement.
5. State Outside Counsel Chain Pharmacies Fee Fund Amount. The Settling Chain Pharmacy shall pay funds into the State Outside Counsel Chain Pharmacies Fee Fund in an amount equal to, and on the schedule identified in, Exhibit M (the “Contribution”). The Settling Chain Pharmacy’s Contribution shall subject to a reduction as described in Paragraph 8, below.
6. State Outside Counsel Chain Pharmacies Fee Fund Availability and Calculation of Amount.
a. The State Outside Counsel Chain Pharmacies Fee Fund shall be available to compensate private outside counsel for Settling State Attorneys General for approved fees arising out of representation of the Settling State pursuant to the schedule attached to this agreement as Schedule I (the “Fee Schedule”). b. The Fee Schedule is intended to reflect the fee calculation in subparagraph
6.c, below (the “Fee Calculation”). Subject to adjustments required by Paragraph 8, below, in the event of any discrepancy between the Fee Schedule and the Fee Calculation, the Fee Schedule shall control. Each Settling State, by becoming a Participating State in This Settlement Agreement, agrees that the Fee Schedule reflects the Fee Calculation and waives any right to contest the accuracy of the Fee Schedule, absent manifest error, the exclusion of a Settling State, or the inclusion of a Non-Settling State. The version of the Fee Schedule reflecting any necessary adjustments shall be the “Final Fee Schedule.”
c. Fees shall be aggregated across the Multistate Chain Pharmacy Settlement Agreements and be calculated by adding two components: (a) a fixed amount consisting of fifty percent (50%) of the amount of remediation funds allocated to a Settling State and its Subdivisions pursuant to the Multistate Chain Pharmacy Settlement Agreements multiplied by 4.5% (or, if lower, the applicable contingency fee percentage in the Settling State’s outside counsel contract); and (b) a proportional percentage of the remaining fee due under that Settling State’s contract with its outside counsel assuming that fifty percent (50%) of the Settling State’s recovery is allocable to a Settling State (rather than allocable to the Settling State’s Participating Subdivisions) so that the fees of all eligible Settling States (minus the fixed amount that would have been allocated to any Non-Settling States had they become Settling States) exhausts the State Outside Counsel Chain Pharmacies Fee Fund. The proportional share percentage will be the same for each Settling State S - 3
FH11185097.1
included in the State Outside Counsel Chain Pharmacies Fee Fund. Fees shall be split proportionally among each Multistate Chain Pharmacy Settlement Agreement, as set forth on the Fee Schedule.
d. All amounts paid will be less any costs or fees of the Fee Fund Administrator.
The Fee Schedule reflects a holdback amount of $50,000 for such administrative expenses of the Fee Fund Administrator. The remainder of any unused administrative expenses shall be disbursed pro rata to States receiving monies from the State Outside Counsel Chain Pharmacies Fee Fund at the conclusion of such administration.
7. Payment by the Fee Fund Administrator.
a. The Fee Fund Administrator shall hold the Contribution in escrow until the earlier of (1) the last of the three Multistate Chain Pharmacy Settlement Agreements becomes effective or (2) when instructed by the Settling State Members of the Enforcement Committee.
b. Subject to eligibility pursuant to Paragraph 4, above, a Settling State’s outside counsel may receive funds from the State Outside Counsel Chain Pharmacies Fee Fund in the following scenarios (“Payment Scenarios”):
1. The Settling State’s outside counsel agrees that the amount listed for such state on the Final Fee Schedule either satisfies in full or exceeds the amounts owed to all such Settling State’s outside counsel and such counsel has provided written notice waiving all entitlement to additional fee in respect of any Multistate Chain Pharmacy Settlement Agreement.
2. The Settling State and its outside counsel enter into a signed writing establishing the amount owed to the counsel, which includes an agreement on the payment of the amount listed for such state on the Final Fee Schedule and waives any right of the State or its outside counsel to additional amounts from the State Outside Counsel Chain Pharmacies Fee Fund.
3. A final judgment is entered that is no longer appealable, which judgement adjudicates the amount owed to the Settling State’s counsel in respect of This Settlement Agreement and directs the Chain Pharmacies Fee Fund Committee how to pay the amount listed on the Final Fee Schedule for such State.
If no Payment Scenario is applicable with respect to a Settling State, then the Settling State’s share shall be placed in an interest-bearing escrow account (less reasonable expenses of the Fee Fund Administrator) and held unless and until a Payment Scenario is applicable.
c. Upon the applicability of a Payment Scenario 1 with respect to a Settling State, the Fee Fund Administrator shall pay that Settling State’s outside counsel the amount identified on the Final Fee Schedule for such state or such lesser amount that satisfies the Settling State’s obligation to its outside counsel in full. Any remaining allocation to such State shall be paid to the Settling State.
d. Upon the applicability of a Payment Scenario 2 or 3 with respect to a S - 4
FH11185097.1
Settling State, the Fee Fund Administrator shall release monies from the State Outside Counsel Chain Pharmacies Fee Fund in either the amount held by the Fee Fund Administrator, if the amount of the agreement or judgment is equal to or more than the amount held, or the amount indicated in the agreement or in the final judgment, if the amount in the agreement or judgment is less than the amount held.
e. Nothing herein, including the amounts listed in Paragraph 6 above or on any Fee Schedule, shall prevent a Settling State from arguing in any proceeding with its outside counsel that (i) its recovery was less than fifty percent (50%) of the recovery in the settlement agreement down to and including fifteen percent (15%) of the total recovery; (ii) any payment should be discounted by an appropriate discount rate commensurate to the risk of the settlement agreement and the timeline that the Settling State is receiving its payments; (iii) the settlement amount should be lower because the amount a Settling State receives was reduced because such Settling State’s outside counsel failed to obtain joinder from a Settling State’s Subdivision(s) that the outside counsel also represented; or (iv) any limitation placed by the Settling Chain Pharmacy bars payment of a higher fee to outside counsel. f. In the event the amount due to the Settling State’s outside counsel from an escrow account is less than the total amount of funds escrowed on the account of the Settling State, the balance shall be paid to the Settling State. In no event, other than a State becoming a Non-Settling State, shall funds revert to a Chain Pharmacy.
8. Reduction of Amounts owed
a. Non-Settling States; Reversion and Redistribution. Amounts owed by the Settling Chain Pharmacy to the State Outside Counsel Chain Pharmacies Fee Fund shall be reduced by amounts allocated to the fixed amount for such State under This Settlement Agreement in the event that a listed State becomes a Non-Settling State. Specifically, the reduction in the amount owed by the Settling Chain Pharmacy shall be calculated as 2.25% times the total Remediation Payments that would have been allocated to the Non-Settling State had it been a Settling State. The payments for the other Settling States reflected in the Fee Schedule shall be adjusted by the Fee Fund Administrator to reflect a recalculated proportional percentage under the Fee Calculation. b. Settling States; Redistribution. If a Settling State under This Settlement Agreement (i) would otherwise be entitled to a payment from the State Outside Counsel Chain Pharmacies Fee Fund and (ii) is eligible to be a “Settling State” under either of the two other Multistate Chain Pharmacy Settlement Agreements but does not become such a “Settling State”, then that Settling State’s payment from the State Outside Counsel Chain Pharmacies Fee Fund shall be reduced to an amount equal to the Contribution times the Settling State’s allocation percentage on Exhibit F, which shall be treated as an additional remediation payment in lieu of a fee payment. The payments for the other Settling States reflected in the Fee Schedule shall be adjusted by S - 5
FH11185097.1
the Fee Fund Administrator to reflect a recalculated proportional percentage under the Fee Calculation.
c. If either or both of the other Chain Pharmacies fail to enter into a Multistate Chain Pharmacy Settlement Agreement, or if such Multistate Chain Pharmacy Settlement Agreements fail to take effect by December 15, 2023, then the Settling Chain Pharmacy and the Enforcement Committee shall renegotiate the terms of Paragraph 8.b in order to permit prompt payment to Settling States that terminated contested litigation with the Settling Chain Pharmacy, and permitting additional time if necessary to finalize payments to the other Settling States. In no event will such renegotiation result in additional reversion of monies in the State Outside Counsel Chain Pharmacies Fee Fund to the Settling Chain Pharmacy.
9. Interpretation.
a. This Agreement shall be an Exhibit to each Multistate Chain Pharmacy Settlement Agreement and shall include the Fee Schedule setting forth the presumptive payment calculations for each eligible Settling State. By joining This Settlement Agreement, each State agrees on the presumptive accuracy of the Fee Schedule, absent manifest error, the inclusion of a Non-Settling State, or the exclusion of a Settling State.
b. It is the intent of all parties that the State Outside Counsel Chain Pharmacies Fee Fund function in a similar manner, with similar calculations and mechanics, as the “State Outside Counsel Fee Fund” established in Exhibit S of that certain settlement agreement dated as of July 21, 2021 setting forth the terms of settlement between and among McKesson Corporation, Cardinal Health, Inc., and AmerisourceBergen Corporation, on the one hand, and certain settling states and certain participating subdivisions, on the other hand.
S - 6
FH11185097.1
Schedule I to Exhibit S
Fee Schedule
[This Fee Schedule is subject to adjustment pursuant to Paragraph 6.b of Exhibit S)] State
Total Fee Walgreens Share Walmart Share CVS Share
Alaska $1,851,826.21 $691,943.15 $416,884.80 $742,998.26 Arkansas $4,873,566.77 $1,821,030.03 $1,097,141.78 $1,955,394.96 Delaware $3,726,440.37 $1,392,401.12 $838,899.65 $1,495,139.61 Kentucky $7,773,195.40 $2,904,489.25 $1,749,908.82 $3,118,797.34 Michigan $22,162,404.67 $8,281,081.68 $4,989,220.69 $8,892,102.29 Mississippi $4,641,790.38 $1,734,425.75 $1,044,964.07 $1,862,400.56 Nevada $9,363,802.33 $3,498,826.64 $2,107,987.70 $3,756,987.99 New
Hampshire
$5,985,080.61 $2,236,352.15 $1,347,366.79 $2,401,361.67 New Mexico
$2,748,895.55 $2,748,895.55 $- $-
Puerto Rico
$6,893,516.73 $2,575,793.38 $1,551,874.76 $2,765,848.60 South Dakota $1,101,349.40 $411,524.13 $247,936.78 $441,888.49 Utah $2,884,152.67 $1,204,171.82 $603,818.18 $1,076,162.67 West Virginia $2,399,292.74 $2,399,292.74 $- $-
Admin Expense Holdback $20,875.66 $10,467.86 $18,656.48 Total $31,921,103.05 $16,006,471.88 $28,527,738.91
Excluded States:
Florida (Walgreens; Walmart; CVS)
New Mexico (Walmart; CVS)
West Virginia (Walmart; CVS)
FH11185097.1
EXHIBIT T
Agreement on the Joint State Cost Fund
1. Definitions.
a. “Opioids Defendant” means Walmart, or such other defendant in opioidsrelated litigation that enters into a Multistate Settlement after November 1, 2022, and “Opioids Defendants” means all of the foregoing. b. “Multistate Settlement” means this Settlement Agreement along with any other settlement of opioids-related claims among 30 or more states and an Opioids Defendant.
c. “Settlement Agreement” means the settlement agreement between the Settling States and the Opioids Defendant to which this Agreement is attached as an Exhibit.
d. “Settling Opioids Defendant” means the Opioids Defendant that is a party to the Settlement Agreement.
e. “Settling States” has the meaning given such term in the Settlement Agreement.
2. Creation of a State Cost Fund. The Settling Opioids Defendant and the Settling States agree to the creation of a fund to pay costs and expenses associated with litigation and investigations related to the opioids litigation (such fund, the “State Cost Fund”). The State Cost Fund shall be administered separately from any other funds for the payment of attorneys fees or costs in connection with the Settlement Agreement, including any common benefit fund, contingency fee fund for subdivision counsel, subdivision cost fund, or MDL expense fund. However, the State Cost Fund shall be administered jointly with similar “State Cost Funds” created in other Multistate Settlements after November 1, 2022; any state cost funds jointly administered in this manner shall be referred to as the “Joint State Cost Fund.” To the extent permissible and feasible, the Joint State Cost Fund may also be jointly administered with any fund for reimbursement of states’ litigation and investigation costs established by a bankruptcy plan, including the Mallinckrodt bankruptcy plan, any plans that may emerge from the bankruptcies of Purdue and Endo, and any similar bankruptcies of opioids defendants. To the extent feasible, the Joint State Cost Fund may also be jointly administered with the State Cost Funds established pursuant to the Distributors Multistate Settlement and the Janssen Multistate Settlement.
3. State Cost Fund Amount. The Settling Opioids Defendant shall pay into the State Cost Fund in the amount listed on, and on the schedule set forth in, Exhibit M (the “Settling Opioids Defendant’s Contribution”) for the purpose paying States’ costs and expenses associated with to the opioid litigation.
4. Joint State Cost Fund Committee. A committee of Attorneys General or their designated representatives (such committee, the “Joint State Cost Fund Committee”) shall oversee the Joint FH11185097.1
State Cost Fund. The committee shall be appointed by the Settling State Members of the Enforcement Committee, who shall aim to (i) have equal representation between states that retained contingency fee outside counsel and states that did not retain contingency fee outside counsel with respect to opioids-related litigation, and (ii) maintain consistency of committee membership across state cost funds that compose the Joint State Cost Fund. The Settling State Members of the Enforcement Committee may by majority vote add to or change the composition of the Joint State Cost Fund Committee.
5. Joint State Cost Fund Administrator.
a. The Joint State Cost Fund Committee may select an administrator (the “Joint State Cost Fund Administrator”), who shall administer the Joint State Cost Fund and direct payments to Settling States according to the guidelines and directives of the Joint State Cost Fund Committee. While the expenses of the Joint State Cost Fund Administrator shall be reimbursable pursuant to the principles and guidelines listed below, the Joint State Cost Fund Administrator shall first rely on any separate funds that may be set aside for such purpose in any Multistate Settlement.
b. The Joint State Cost Fund Administrator shall be responsible, under the direction and supervision of the Joint State Cost Fund Committee, for receiving and reviewing applications for reimbursement from the Joint State Cost Fund. This may include the creation of an audit process to ensure the integrity of submissions, as well as reimbursement rules to incentivize accurate submissions.
6. State Cost Fund Guidelines and Principles.
a. Monies in the State Cost Fund shall be released without any delay to reimburse Settling States for documented costs incurred or paid in connection with litigation and investigation related to the opioid litigation. b. In allocating the Joint State Cost Fund, the Joint State Cost Fund Committee shall seek to comply with the following principles:
1. Each State Cost Fund should be used to reimburse costs incurred by States that are Settling States in the Multistate Settlement from which funds are paid. (However, the foregoing sentence does not preclude a Non-Settling State that joins a separate Multistate Settlement from participating in the Joint State Cost Fund with respect to contributions made by other Opioids Defendants.)
2. Funds in any State Cost Fund shall be primarily used to reimburse costs incurred prior to the date on which the relevant Multistate Settlement was first made available for participation to eligible States. Regardless of other factors considered in prioritizing payments, all costs incurred prior to January 1, 2023, shall be paid before any costs incurred after that date are paid.
FH11185097.1
3. The Joint State Cost Fund shall prioritize the reimbursement of the following over reimbursement of any State’s litigation or investigation costs:
• the reasonable costs of the Joint State Cost Fund
Administrator;
• repayment of National Association of Attorneys General grants made in connection with opioid litigation, without regard to when the grants were made;
• repayment of state-attributable costs of any mediator in connection with negotiations of a Multistate Settlement;
4. The Joint State Cost Fund shall seek to prioritize costs in the following order:
• litigation-related costs; then
• investigation-related costs; then
• settlement and negotiation related costs; then
• cost shares.
5. Costs incurred by a State’s outside counsel that the State is contractually obligated to reimburse shall be treated as costs incurred by a State.
6. As between similar categories of costs (e.g., defendant-specific litigation-related costs), the Joint State Cost Fund shall first reimburse costs incurred by a State’s outside counsel that the State is contractually obligated to reimburse out of its recovery, and then reimburse costs directly incurred by States.
7. The Joint State Cost Fund shall be available to reimburse only those costs which have not yet been reimbursed to a State from any other source, including any other fund set aside in a Multistate Settlement or bankruptcy plan for the reimbursement of costs or any individual state settlements.
8. The Joint State Cost Fund should not reimburse expenses that are expected to be reimbursed from another source, such as a bankruptcy debtor, unless such expected reimbursements do not come to fruition within a reasonable amount of time. This includes cost shares paid by states.
9. When coordinating among different state cost funds that each could FH11185097.1
be used to reimburse a given expense, the Joint State Cost Fund Committee may set guidelines to equitably distribute
reimbursements across all state cost funds in a manner that prioritizes costs unlikely to be otherwise reimbursed to a similarly situated State.
10. The Joint State Cost Fund may deny reimbursement of costs, on either an individual basis or a categorical basis, that a supermajority (75%+) of the Joint State Cost Fund Committee determines to be unreasonable.
11. After all costs identified in the foregoing have been reimbursed, the remaining funds in the Joint State Cost Fund shall be distributed to states in proportion to their allocation of remediation payments in the Mallinckrodt bankruptcy plan. Such distribution shall be treated as a reimbursement for States’ unenumerated costs of administering the Multistate Settlements and no subdivision shares shall be carved out of such disbursement, nor shall any attorney’s fees be assessed against such distribution (unless individually agreed to by a State). c. In applying the foregoing principles, the Joint State Cost Fund Committee shall have the discretion to vary their application in order to ensure equity among similarly situated states and to facilitate the ease and speed of administering the Joint State Cost Fund. The Joint State Cost Fund Committee may also apply percentages to approximate costs attributable to a particular Opioids Defendant (or categories of Opioids Defendants) in a manner that seeks to treat similarly situated states equitably. d. The Joint State Cost Fund Committee shall establish guidelines for the submission and approval of expenses eligible for reimbursement from the Joint State Cost Fund, which guidelines may be coordinated and consolidated with any similar cost funds in other state opioid settlements for purposes of joint administration and efficiency.
e. Unless waived by the Joint State Cost Fund Committee, the Joint State Cost Fund Administrator shall, in accordance with such guidelines, receive from Settling States records sufficient to demonstrate the incurrence and payment of each expense.
f. Where the Joint State Cost Fund Committee determines by a supermajority vote (75%+) that outside counsel for a Settling State has failed to exercise reasonable diligence in reviewing submitted costs for allowability, and such failure has resulted in the reimbursement of unallowed costs to such outside counsel, the Committee shall have the discretion to reduce or recover payments made to such outside counsel in an amount calculated to incentivize the exercise of reasonable diligence.
7. State Undertakings. Each State submitting for reimbursement of costs from the Joint State Cost FH11185097.1
Fund agrees:
a. to only submit costs allowable under this Joint State Cost Fund Agreement; b. to provide all back-up documentation that may be requested with respect to any submitted cost and to make itself available for any questions related to such costs;
c. to exercise reasonable diligence to ensure that all submitted costs are allowable under (i) this Joint State Cost Fund Agreement, (ii) the State’s contract with its outside counsel, if relevant, (iii) state law, and (iv) the policies and procedures applicable to the State’s retention of outside counsel, if relevant; and
d. to promptly return any excess payments made to the State or its outside counsel from the Joint State Cost Fund, including payments made for costs that were reimbursed from another source or are not allowable hereunder.
FH11185097.1
EXHIBIT U
IRS Form 1098-F
FH11185097.1
EXHIBIT V
Intentionally Omitted
FH11185097.1
Exhibit W
Non-Litigating Threshold Subdivisions Exhibit
[List to be Added]
FH11185097.1
Exhibit X
Governor’s Release of Opioid-Related Claims Pursuant to the Walgreens Settlement Agreement
I, [NAME], Governor of the [Commonwealth]/[State]/[Territory] of [Commonwealth]/[State]/[Territory], hereby authorize Attorney General [NAME] to settle and release, to the maximum extent of my power as Governor, all Released Claims of (1) all of [Commonwealth]/[State]/[Territory]’s past and present executive departments, agencies, divisions, boards, commissions and instrumentalities with regulatory authority to enforce state and federal controlled substances acts and (2) all of [Commonwealth]/[State]/[Territory]’s past and present executive departments, agencies, divisions, boards, commissions and instrumentalities that have the authority to bring Claims related to Covered Conduct seeking money (including abatement and/or remediation) or revocation or suspension of a pharmaceutical distribution or dispensing license. The foregoing authorization is given in connection with Section X.F of that certain settlement agreement dated as of December [●], 2022 setting forth the terms of settlement between and among Walgreens, on the one hand, and certain Settling States and certain Participating Subdivisions on the other hand. This release is intended to be a “release from a State’s Governor” as contemplated in such section. Capitalized terms used herein and defined in such settlement agreement have the meanings given to them in such settlement agreement.
_________________________
Governor of the [Commonwealth]/[State]/[Territory] of [Commonwealth]/[State]/[Territory] Date: ______________________
ATTACHMENT #6
1 Proposed California State-Subdivision Agreement
Regarding Distribution and Use of
Settlement Funds – Walgreens Settlement
1. Introduction
Pursuant to the Walgreens Settlement Agreement, dated as of December 9, 2022, and any revision thereto (the “Walgreens Settlement Agreement”), including Section V and Exhibit O, the State of California proposes this agreement (the “CA Walgreens Allocation Agreement”) to govern the allocation, distribution, and use of Settlement Fund payments made to California pursuant to Sections IV and V of the Walgreens Settlement Agreement. For the avoidance of doubt, this agreement does not apply to payments made pursuant to Section IX of the Walgreens Settlement Agreement.
Pursuant to Exhibit O, Paragraph 4, of the Walgreens Settlement Agreement, acceptance of this CA Walgreens Allocation Agreement is a requirement to be an Initial Participating Subdivision.
2. Definitions
a) CA Participating Subdivision means a Participating Subdivision that is also (a) a Plaintiff Subdivision and/or (b) a Primary Subdivision with a population equal to or greater than 10,000. For the avoidance of doubt, eligible CA Participating Subdivisions are those California subdivisions listed in Exhibit C (excluding Litigating Special Districts) and/or Exhibit I to the Walgreens Settlement Agreement. b) Allergan Settlement Agreement means the Allergan Settlement Agreement dated November 22, 2022, and any revision thereto.
c) CVS Settlement Agreement means the CVS Settlement Agreement dated December 9, 2022, and any revision thereto as well as any modification thereto entered into by the State of California and CVS.
d) Distributor Settlement Agreement means the Distributor Settlement Agreement dated July 21, 2021, and any revision thereto.
e) Janssen Settlement Agreement means the Janssen Settlement Agreement dated July 21, 2021, and any revision thereto.
f) Teva Settlement Agreement means the Teva Settlement Agreement dated November 22, 2022, and any revision thereto.
g) Walmart Settlement Agreement means the Walmart Settlement Agreement dated November 14, 2022, and any revision thereto.
h) CA Litigating Special District means a Litigating Special District located in California. CA Litigating Special Districts include Downey Unified School District, Elk Grove Unified School District, Kern High School District, Montezuma Fire Protection District (located in Stockton, California), Santa Barbara San Luis Obispo Regional Health Authority, Inland Empire Health Plan, Health Plan of San Joaquin, 2 San Leandro Unified School District, Pleasant Valley School District Board, and LA Care Health Plan.
i) Plaintiff Subdivision means a Subdivision located in California, other than a CA Litigating Special District, that filed a lawsuit, on behalf of the Subdivision and/or through an official of the Subdivision on behalf of the People of the State of California, against one or more Opioid Defendants prior to October 1, 2020. j) Opioid Defendant means any defendant (including but not limited to Walgreen Co., Teva Pharmaceutical Industries Ltd., Allergan Finance, LLC, Allergan Limited, CVS Health Corporation, CVS Pharmacy, Inc., Walmart Inc., Johnson & Johnson, Janssen Pharmaceuticals, Inc., Purdue Pharma L.P., Cardinal Health, Inc., AmerisourceBergen Corporation, and McKesson Corporation) named in a lawsuit seeking damages, abatement, or other remedies related to or caused by the opioid public health crisis in any lawsuit brought by any state or local government on or before October 1, 2020.
3. General Terms
This agreement is subject to the requirements of the Walgreens Settlement Agreement, as well as applicable law, and the Walgreens Settlement Agreement governs over any inconsistent provision of this CA Walgreens Allocation Agreement. Terms used in this CA Walgreens Allocation Agreement have the same meaning as in the Walgreens Settlement Agreement unless otherwise defined herein.
Pursuant to Section V(D)(1) of the Walgreens Settlement Agreement, (a) all Settlement Fund payments will be used for Opioid Remediation, except as allowed by Section V(B)(2) of the Walgreens Settlement Agreement; and (b) at least seventy percent (70%) of Settlement Fund payment amounts will be used solely for future Opioid Remediation.
4. State Allocation
The Settlement Fund payments to California,
1 pursuant to the Walgreens Settlement Agreement,
shall be allocated as follows: 15% to the State Fund; 70% to the Abatement Accounts Fund; and 15% to the Subdivision Fund. For the avoidance of doubt, all funds allocated to California from the Settlement Fund shall be combined pursuant to this CA Walgreens Allocation Agreement, and 15% of that total shall be allocated to the State of California (the “State of California Allocation”), 70% to the California Abatement Accounts Fund (“CA Abatement Accounts Fund”), and 15% to the California Subdivision Fund (“CA Subdivision Fund”). 1 For purposes of clarity, use of the term “California” refers to the geographic territory of California and the state and its local governments therein. The term “State” or “State of California” refers to the State of California as a governmental unit. 3 A. State of California Allocation
Fifteen percent of the total Settlement Fund payments will be allocated to the State and used by the State for future Opioid Remediation.
B. CA Abatement Accounts Fund
i. Allocation of CA Abatement Accounts Funds
a) Seventy percent of the total Settlement Fund payments will be allocated to the CA Abatement Accounts Fund. The funds in the CA Abatement Accounts Fund will be allocated based on the allocation model developed in connection with the proposed negotiating class in the National Prescription Opiate Litigation (MDL No. 2804), as adjusted to reflect only those cities and counties that are eligible, based on population or litigation status, to become a CA Participating Subdivision. The percentage from the CA Abatement Accounts Fund allocated to each CA Participating Subdivision is set forth in Appendix 1 in the column entitled abatement percentage (the “Local Allocation”). For the avoidance of doubt, CA Litigating Special Districts and California towns, cities, and counties with a population less than 10,000 are not eligible to receive an allocation of CA Abatement Accounts Funds.
b) A CA Participating Subdivision that is a county, or a city and county, will be allocated its Local Allocation share as of the date on which it becomes a Participating Subdivision, and will receive payments as provided in the Walgreens Settlement Agreement. c) A CA Participating Subdivision that is a city will be allocated its Local Allocation share as of the date on which it becomes a Participating Subdivision. The Local Allocation share for a city that is a CA Participating Subdivision will be paid to the county in which the city is located, rather than to the city, so long as: (a) the county is a CA Participating Subdivision, and (b) the city has not advised the Settlement Fund Administrator that it requests direct payment at least 60 days prior to a Payment Date. A Local Allocation share allocated to a city but paid to a county is not required to be spent exclusively for abatement activities in that city, but will become part of the county’s share of the CA Abatement Accounts Funds, which will be used in accordance with Section 4.B.ii (Use of CA Abatement Accounts Funds) and reported on in accordance with Section 4.B.iii (CA Abatement Accounts Fund Oversight).
d) A city within a county that is a CA Participating Subdivision may opt in or out of direct payment at any time, and it may also elect direct payment of only a portion of its share, with the remainder going to the county, by providing notice to the Settlement Fund Administrator at least 60 days prior to a Payment Date. For purposes of this CA Walgreens Allocation Agreement, the Cities of Los Angeles, Oakland, San Diego, San Jose and Eureka will be deemed to have elected direct payment if they become Participating Subdivisions.
4 e) The State will receive the Local Allocation share of any payment to the Settlement Fund that is attributable to a county or city that is eligible to become a CA Participating Subdivision, but that has not, as of the date of that payment to the Settlement Fund, become a Participating Subdivision.
f) Funds received by a CA Participating Subdivision, and not expended or encumbered within five years of receipt and in accordance with the Walgreens Settlement Agreement and this CA Walgreens Allocation Agreement shall be transferred to the State; provided however, that CA Participating Subdivisions have seven years to expend or encumber CA Abatement Accounts Funds designated to support capital outlay projects before they must be transferred to the State. This provision shall not apply to the Cost Reimbursement Funds, which shall be controlled by Appendix 2.
ii. Use of CA Abatement Accounts Funds
a) The CA Abatement Accounts Funds will be used for future Opioid Remediation in one or more of the areas described in the List of Opioid Remediation Uses, which is Exhibit E to the Walgreens Settlement Agreement.
b) In addition to this requirement, no less than 50% of the funds received by a CA Participating Subdivision from the Abatement Accounts Fund in each calendar year will be used for one or more of the following High Impact Abatement Activities:
(1) the provision of matching funds or operating costs for substance use disorder facilities within the Behavioral Health Continuum Infrastructure Program; (2) creating new or expanded Substance Use Disorder (“SUD”) treatment infrastructure; (3) addressing the needs of communities of color and vulnerable populations (including sheltered and unsheltered homeless populations) that are disproportionately impacted by SUD;
(4) diversion of people with SUD from the justice system into treatment, including by providing training and resources to first and early responders (sworn and non-sworn) and implementing best practices for outreach, diversion and deflection, employability, restorative justice, and harm reduction; and/or
(5) interventions to prevent drug addiction in vulnerable youth. c) The California Department of Health Care Services (“DHCS”) may add to this list (but not delete from it) by designating additional High Impact Abatement Activities. DHCS will make reasonable efforts to consult with stakeholders, including the CA Participating Subdivisions, before adding additional High Impact Abatement Activities to this list. d) For the avoidance of doubt, and subject to the requirements of the Walgreens Settlement Agreement and applicable law, CA Participating Subdivisions may form agreements or 5 ventures, or otherwise work in collaboration with, federal, state, local, tribal or private sector entities in pursuing Opioid Remediation activities funded from the CA Abatement Accounts Fund. Further, provided that all CA Abatement Accounts Funds are used for Opioid Remediation consistent with the Walgreens Settlement Agreement and this CA Walgreens Allocation Agreement, a county and any cities or towns within the county may agree to reallocate their respective shares of the CA Abatement Accounts Funds among themselves, provided that any direct distribution may only be to a CA Participating Subdivision and any CA Participating Subdivision must agree to their share being reallocated.
iii. CA Abatement Accounts Fund Oversight
a) Pursuant to Section 5 below, CA Participating Subdivisions receiving settlement funds must prepare and file reports annually regarding the use of those funds. DHCS may regularly review the reports prepared by CA Participating Subdivisions about the use of CA Abatement Accounts Funds for compliance with the Walgreens Settlement Agreement and this CA Walgreens Allocation Agreement.
b) If DHCS determines that a CA Participating Subdivision’s use of CA Abatement Accounts Funds is inconsistent with the Walgreens Settlement Agreement or this CA Walgreens Allocation Agreement, whether through review of reports or information from any other sources, DHCS shall send a request to meet and confer with the CA Participating Subdivision. The parties shall meet and confer in an effort to resolve the concern.
c) If the parties are unable to reach a resolution, DHCS may conduct an audit of the Subdivision’s use of the CA Abatement Accounts Funds within one year of the request to meet and confer, unless the parties mutually agree in writing to extend the meet and confer time frame.
d) If the concern still cannot be resolved, the State may bring a motion or action in the court where the State has filed its Consent Judgment to resolve the concern or otherwise enforce the requirements of the Walgreens Settlement Agreement or this CA Walgreens Allocation Agreement. However, in no case shall any audit be conducted, or motion be brought, as to a specific expenditure of funds, more than five years after the date on which the expenditure of the funds was reported to DHCS, in accordance with this agreement.
e) Notwithstanding the foregoing, this Agreement does not limit the statutory or constitutional authority of any state or local agency or official to conduct audits, investigations, or other oversight activities, or to pursue administrative, civil, or criminal enforcement actions.
6 C. CA Subdivision Fund
i. Fifteen percent of the total Settlement Fund payments will be allocated to the CA Subdivision Fund. All funds in the CA Subdivision Fund will be allocated among the Plaintiff Subdivisions that are Initial Participating Subdivisions. The funds will be used, subject to any limits imposed by the Walgreens Settlement Agreement and this CA Walgreens Allocation Agreement, to fund future Opioid Remediation and reimburse past opioid-related expenses, which may include fees and expenses related to litigation, and to pay the reasonable fees and expenses of the Special Master as set forth in Appendix 2.
The CA Subdivision Funds will be allocated as follows:
a) First, funds in the CA Subdivision Fund shall be used to pay the Special Master’s reasonable fees and expenses in accordance with the procedures and limitations set forth in Appendix 2 to this document;
b) Second, funds will be allocated to Plaintiff Subdivisions that are Initial Participating Subdivisions that have been awarded Costs, as defined by and in accordance with the procedures and limitations set forth in Appendix 2 to this document. c) Funds remaining in the CA Subdivision Fund, which shall consist of no less than 50% of the total CA Subdivision Fund received in any year pursuant to Appendix 2, Section 2.c.v, will be distributed to Plaintiff Subdivisions that are Initial Participating Subdivisions, in relative proportion to the Local Allocation. These funds shall be used to fund future opioid-related projects and to reimburse past opioid-related expenses, which may include fees and expenses related to litigation against any Opioid Defendant.
D. Provision for State Back-Stop Agreement
On August 6, 2021, Judge Dan Polster of the U.S. District Court, Northern District of Ohio, Eastern Division, issued an order (ECF Docket Number 3814) (“MDL Fees Order”) in the National Prescription Opiate Litigation (MDL No. 2804) “cap[ping] all applicable contingent fee agreements at 15%.” Private counsel representing Plaintiff Subdivisions should seek its contingency fees and costs from the Attorney Fee Fund or Cost Funds under the Walgreens Settlement Agreement, and, if applicable, the Teva Settlement Agreement, Allergan Settlement Agreement, CVS Settlement Agreement, Distributor Settlement Agreement, Janssen Settlement Agreement, and Walmart Settlement Agreement.
A Plaintiff Subdivision may separately agree to use its share of the CA Subdivision Fund to pay for fees or costs incurred by its contingency-fee counsel (“State Back-Stop Agreement”), pursuant to Exhibit R, section I(Y), of the Walgreens Settlement Agreement and the MDL Fees Order, so long as such contingency fees do not exceed a total contingency fee of 15% of the total gross recovery of the Plaintiff Subdivision pursuant to the Walgreens Settlement, inclusive of contingency fees from the national Attorney Fee Fund and this State Back-Stop Agreement.
Before seeking fees or litigation costs and expenses from a State Back-Stop Agreement, private 7 counsel representing Plaintiff Subdivisions must first seek contingency fees and costs from the Attorney Fee Fund or Cost Funds created under the Walgreens Settlement Agreement. Further, private counsel may only seek reimbursement for litigation fees and costs that have not previously been reimbursed through prior settlements or judgments.
To effectuate a State Back-Stop Agreement pursuant to this section, an agreement in the form of Appendix 3 may be entered into by a Plaintiff Subdivision, private counsel, and the California Office of the Attorney General. The California Office of the Attorney General shall, upon the request of a Plaintiff Subdivision, execute any agreement executed by a Plaintiff Subdivision and its private counsel if it is in the form of Appendix 3. The California Office of the Attorney General will also consider requests from Plaintiff Subdivisions to execute and enter into agreements presented in other forms.
For the avoidance of doubt, this agreement does not require a Plaintiff Subdivision to request or enter into a State Back-Stop Agreement, and no State Back-Stop Agreement shall impose any duty or obligation on the State of California or any of its agencies or officers, including without limitation the Attorney General.
5. State and Subdivision Reporting
a) DHCS will prepare an annual written report regarding the State’s use of funds from the settlement until those funds are fully expended and for one year thereafter. These reports will be made publicly available on the DHCS web site.
b) Each CA Participating Subdivision that receives payments of funds from the settlement will prepare written reports at least annually regarding the use of those funds, until those funds are fully expended and for one year thereafter. These reports will also include a certification that all funds that the CA Participating Subdivision has received through the settlement have been used in compliance with the Walgreens Settlement Agreement and this CA Walgreens Allocation Agreement. The report will be in a form reasonably determined by DHCS. Prior to specifying the form of the report DHCS will confer with representatives of the Plaintiff Subdivisions.
c) The State and all CA Participating Subdivisions receiving CA Abatement Accounts Funds will track all deposits and expenditures. Each such subdivision is responsible solely for the CA Abatement Accounts Funds it receives. A county is not responsible for oversight, reporting, or monitoring of CA Abatement Accounts Funds received by a city within that county that receives direct payment. Unless otherwise exempt, Subdivisions’ expenditures and uses of CA Abatement Accounts Funds and other Settlement Funds will be subject to the normal budgetary and expenditure process of the Subdivision. d) Each Plaintiff Subdivision receiving CA Subdivision Funds will track all deposits and expenditures, as required by the Walgreens Settlement Agreement and this CA Walgreens Allocation Agreement. Among other things, Plaintiff Subdivisions using monies from the CA Subdivision Fund for purposes that do not qualify as Opioid Remediation must identify and include in their annual report, the amount and how such 8 funds were used, including if used to pay attorneys’ fees, investigation costs, or litigation costs. Pursuant to Section V(B)(2) of the Walgreens Settlement Agreement, such information must also be reported to the Settlement Fund Administrator and Walgreens. e) In each year in which DHCS prepares an annual report DHCS will also host a meeting to discuss the annual report and the Opioid Remediation activities being carried out by the State and Participating Subdivisions.
6. Miscellaneous
a) The State or any CA Participating Subdivision may bring a motion or action in the court where the State has filed its Consent Judgment to enforce the requirements of this CA Walgreens Allocation Agreement. Before filing such a motion or action the State will meet and confer with any CA Participating Subdivision that is the subject of the anticipated motion or action, and vice versa.
b) Except as provided in the Walgreens Settlement Agreement, this CA Walgreens Allocation Agreement is not enforceable by any party other than the State and the CA Participating Subdivisions. It does not confer any rights or remedies upon, and shall not be enforceable by, any third party.
c) Except as provided in the CA Walgreens Allocation Agreement, if any provision of this agreement or the application thereof to any person, entity, or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this agreement, or the application of such provision to persons, entities, or circumstances other than those as to which it is invalid or unenforceable, will not be affected thereby, and each other provision of this agreement will be valid and enforceable to the fullest extent permitted by law. d) Except as provided in the Walgreens Settlement Agreement, this agreement shall be governed by and interpreted in accordance with the laws of California.
APPENDIX 1
DISCLAIMER: The allocation percentages herein are estimates only and should not be relied on for decisions regarding legal rights, releases, waivers, or other decisions affecting current or potential legal claims. Percentages shown in the Plaintiff Subdivision Percentage column may change pursuant to Section 4.C. of the California State-Subdivision Agreement Regarding Distribution and Use of Settlement Funds—Walgreens Settlement, whereas the percentages shown in the Abatement Percentage column should not change. Participating Subdivisions, underlying calculations, and the calculated allocation percentages are subject to change. Regarding the column herein entitled “Abatement Percentage,” pursuant to Section 4.B.e., the State of California will receive the Local Allocation share of any payment to the Settlement Fund that is attributable to a county or city that is eligible to become a CA Participating Subdivision, but that has not, as of the date of that payment to the Settlement Fund, become a Participating Subdivision.
Regarding the column herein entitled “Plaintiff Subdivision Percentage,” payments allocated to a Plaintiff Subdivision, which is not an Initial Participating Subdivision, will be re-allocated among the Plaintiff Subdivisions that are Initial Participating Subdivisions.
Regarding the column herein entitled “Abatement Percentage,” the annotation of “100%” refers to one-hundred percent (100%) of the California Abatement Account Funds received, pursuant to Section 4.B. Regarding the column herein entitled “Plaintiff Subdivision Percentage,” the annotation of “100%” refers to one-hundred percent (100%) of the California Subdivision Funds received, pursuant to Section 4.C. Regarding the column herein entitled “Weighted Allocation Percentage,” the annotation of “100%” refers to onehundred percent (100%) of the combined and weighted allocation of the Abatement Percentage and the Plaintiff Subdivision Percentage.
APPENDIX 1
100.000% 100.000% 100.000%
Participating
Subdivision
Classification
Participating Subdivision County Abatement Percentage Plaintiff Subdivision Percentage Weighted Allcation Percentage County Alameda County Alameda 2.332% 2.853% 2.4237952% City Alameda Alameda 0.069% 0.0570162%
City Albany Alameda 0.013% 0.0107768% City Berkeley Alameda 0.152% 0.1249656% City Dublin Alameda 0.033% 0.040% 0.0338810% City Emeryville Alameda 0.023% 0.0185765% City Fremont Alameda 0.108% 0.0888576% City Hayward Alameda 0.117% 0.0966218% City Livermore Alameda 0.054% 0.0446740% City Newark Alameda 0.026% 0.0217626% City Oakland Alameda 0.486% 0.595% 0.5055601% City Piedmont Alameda 0.014% 0.0114064% City Pleasanton Alameda 0.067% 0.0554547%
City San Leandro Alameda 0.039% 0.0321267%
City Union City Alameda 0.043% 0.0352484%
County Amador County Amador 0.226% 0.277% 0.2349885% County Butte County Butte 1.615% 1.975% 1.6783178% City Chico Butte 0.216% 0.264% 0.2246499%
City Oroville Butte 0.079% 0.0646595%
County Calaveras County Calaveras 0.226% 0.277% 0.2351644% County Colusa County Colusa 0.059% 0.0489221% County Contra Costa County Contra Costa 2.102% 2.571% 2.1844585% City Antioch Contra Costa 0.037% 0.0301879% City Brentwood Contra Costa 0.026% 0.0215339% City Clayton Contra Costa 0.002% 0.0018060% City Concord Contra Costa 0.055% 0.0456676%
City Danville Contra Costa 0.010% 0.0082255%
City El Cerrito Contra Costa 0.023% 0.0189024% City Hercules Contra Costa 0.010% 0.0078273% 1 of 15
APPENDIX 1
Participating
Subdivision
Classification
Participating Subdivision County Abatement Percentage Plaintiff Subdivision Percentage Weighted Allcation Percentage City Lafayette Contra Costa 0.006% 0.0046030% City Martinez Contra Costa 0.012% 0.0098593% City Moraga Contra Costa 0.004% 0.0031007% City Oakley Contra Costa 0.010% 0.0079416% City Orinda Contra Costa 0.005% 0.0038157% City Pinole Contra Costa 0.013% 0.0110909% City Pittsburg Contra Costa 0.053% 0.0436369% City Pleasant Hill Contra Costa 0.013% 0.0106309% City Richmond Contra Costa 0.146% 0.1201444% City San Pablo Contra Costa 0.018% 0.0148843% City San Ramon Contra Costa 0.021% 0.0176459% City Walnut Creek Contra Costa 0.026% 0.0212132% County Del Norte County Del Norte 0.114% 0.140% 0.1189608% County El Dorado County El Dorado 0.768% 0.939% 0.7980034% City Placerville El Dorado 0.015% 0.0127642%
City South Lake Tahoe El Dorado 0.081% 0.0665456%
County Fresno County Fresno 1.895% 2.318% 1.9693410% City Clovis Fresno 0.065% 0.0536211% City Coalinga Fresno 0.012% 0.0098554% City Fresno Fresno 0.397% 0.3270605% City Kerman Fresno 0.005% 0.0042534% City Kingsburg Fresno 0.008% 0.0066167% City Mendota Fresno 0.002% 0.0019387% City Orange Cove Fresno 0.004% 0.0035607% City Parlier Fresno 0.008% 0.0069755% City Reedley Fresno 0.012% 0.0098804% City Sanger Fresno 0.018% 0.0146135% City Selma Fresno 0.015% 0.0127537%
County Glenn County Glenn 0.107% 0.131% 0.1116978% County Humboldt County Humboldt 1.030% 1.260% 1.0703185% 2 of 15
APPENDIX 1
Participating
Subdivision
Classification
Participating Subdivision County Abatement Percentage Plaintiff Subdivision Percentage Weighted Allcation Percentage City Arcata Humboldt 0.054% 0.0447660%
City Eureka Humboldt 0.117% 0.143% 0.1216284%
City Fortuna Humboldt 0.032% 0.0266837%
County Imperial County Imperial 0.258% 0.315% 0.2679006% City Brawley Imperial 0.011% 0.0087986% City Calexico Imperial 0.019% 0.0152799% City El Centro Imperial 0.158% 0.1302522% City Imperial Imperial 0.006% 0.0048791% County Inyo County Inyo 0.073% 0.089% 0.0754413% County Kern County Kern 2.517% 3.079% 2.6159145% City Arvin Kern 0.006% 0.0046425% City Bakersfield Kern 0.212% 0.1747198% City California City Kern 0.009% 0.0070820% City Delano Kern 0.030% 0.0249316% City McFarland Kern 0.003% 0.0025644%
City Ridgecrest Kern 0.015% 0.0120938% City Shafter Kern 0.013% 0.0103417% City Tehachapi Kern 0.009% 0.0073580% City Wasco Kern 0.008% 0.0069861% County Kings County Kings 0.293% 0.2413469%
City Avenal Kings 0.007% 0.0056335% City Corcoran Kings 0.013% 0.0107032% City Hanford Kings 0.027% 0.0226038% City Lemoore Kings 0.016% 0.0131900% County Lake County Lake 0.795% 0.6545389%
City Clearlake Lake 0.041% 0.050% 0.0426253%
City Lakeport Lake 0.021% 0.026% 0.0222964%
County Lassen County Lassen 0.319% 0.391% 0.3320610% City Susanville Lassen 0.027% 0.0219295%
County Los Angeles County Los Angeles 13.896% 16.999% 14.4437559% 3 of 15
APPENDIX 1
Participating
Subdivision
Classification
Participating Subdivision County Abatement Percentage Plaintiff Subdivision Percentage Weighted Allcation Percentage City Agoura Hills Los Angeles 0.005% 0.0040024%
City Alhambra Los Angeles 0.042% 0.0343309% City Arcadia Los Angeles 0.033% 0.0267718% City Artesia Los Angeles 0.001% 0.0005100%
City Azusa Los Angeles 0.026% 0.0210857% City Baldwin Park Los Angeles 0.027% 0.0218520% City Bell Los Angeles 0.008% 0.0068783% City Bellflower Los Angeles 0.002% 0.0014485% City Bell Gardens Los Angeles 0.014% 0.0114301% City Beverly Hills Los Angeles 0.065% 0.0534897% City Burbank Los Angeles 0.100% 0.0823132% City Calabasas Los Angeles 0.006% 0.0048948% City Carson Los Angeles 0.019% 0.0159805% City Cerritos Los Angeles 0.005% 0.0039682% City Claremont Los Angeles 0.010% 0.0082584% City Commerce Los Angeles 0.000% 0.0002971% City Compton Los Angeles 0.044% 0.0361882% City Covina Los Angeles 0.028% 0.0229127%
City Cudahy Los Angeles 0.001% 0.0006020%
City Culver City Los Angeles 0.055% 0.0449894% City Diamond Bar Los Angeles 0.001% 0.0006993% City Downey Los Angeles 0.052% 0.0429994% City Duarte Los Angeles 0.003% 0.0027261% City El Monte Los Angeles 0.031% 0.038% 0.0318985% City El Segundo Los Angeles 0.033% 0.0268020%
City Gardena Los Angeles 0.034% 0.0278088%
City Glendale Los Angeles 0.166% 0.1366586%
City Glendora Los Angeles 0.016% 0.0134411%
City Hawaiian Gardens Los Angeles 0.005% 0.0040549% City Hawthorne Los Angeles 0.050% 0.0407833%
4 of 15
APPENDIX 1
Participating
Subdivision
Classification
Participating Subdivision County Abatement Percentage Plaintiff Subdivision Percentage Weighted Allcation Percentage City Hermosa Beach Los Angeles 0.018% 0.0145307% City Huntington Park Los Angeles 0.023% 0.0190667% City Inglewood Los Angeles 0.059% 0.0489195% City La Cañada Flintridge Los Angeles 0.003% 0.0025565% City Lakewood Los Angeles 0.005% 0.0039971%
City La Mirada Los Angeles 0.010% 0.0081572% City Lancaster Los Angeles 0.045% 0.0369689% City La Puente Los Angeles 0.002% 0.0012999% City La Verne Los Angeles 0.024% 0.0194190% City Lawndale Los Angeles 0.002% 0.0017731% City Lomita Los Angeles 0.004% 0.0031940% City Long Beach Los Angeles 0.439% 0.3614151% City Los Angeles Los Angeles 2.715% 3.321% 2.8218811% City Lynwood Los Angeles 0.016% 0.0134345% City Malibu Los Angeles 0.002% 0.0019269% City Manhattan Beach Los Angeles 0.032% 0.0260686% City Maywood Los Angeles 0.004% 0.0035528% City Monrovia Los Angeles 0.031% 0.0254455% City Montebello Los Angeles 0.030% 0.0250670% City Monterey Park Los Angeles 0.031% 0.0256677% City Norwalk Los Angeles 0.031% 0.0258228% City Palmdale Los Angeles 0.046% 0.0375827% City Palos Verdes Estates Los Angeles 0.006% 0.0053102% City Paramount Los Angeles 0.011% 0.0091483% City Pasadena Los Angeles 0.146% 0.1200524% City Pico Rivera Los Angeles 0.022% 0.0183333% City Pomona Los Angeles 0.111% 0.0911933% City Rancho Palos Verdes Los Angeles 0.002% 0.0012645% City Redondo Beach Los Angeles 0.062% 0.0506992% City Rosemead Los Angeles 0.003% 0.0028260% 5 of 15
APPENDIX 1
Participating
Subdivision
Classification
Participating Subdivision County Abatement Percentage Plaintiff Subdivision Percentage Weighted Allcation Percentage City San Dimas Los Angeles 0.003% 0.0022016%
City San Fernando Los Angeles 0.013% 0.0104837% City San Gabriel Los Angeles 0.018% 0.0147726% City San Marino Los Angeles 0.009% 0.0073791% City Santa Clarita Los Angeles 0.022% 0.0178167% City Santa Fe Springs Los Angeles 0.031% 0.0257531% City Santa Monica Los Angeles 0.158% 0.1298513% City Sierra Madre Los Angeles 0.006% 0.0048646% City Signal Hill Los Angeles 0.010% 0.0084884% City South El Monte Los Angeles 0.005% 0.0039603% City South Gate Los Angeles 0.020% 0.0166272% City South Pasadena Los Angeles 0.012% 0.0095334%
City Temple City Los Angeles 0.005% 0.0039498% City Torrance Los Angeles 0.112% 0.0919820% City Walnut Los Angeles 0.006% 0.0047305% City West Covina Los Angeles 0.049% 0.0404521% City West Hollywood Los Angeles 0.013% 0.0108517% City Whittier Los Angeles 0.032% 0.0260581%
County Madera County Madera 0.349% 0.427% 0.3630669% City Chowchilla Madera 0.012% 0.0097332% City Madera Madera 0.039% 0.0318441% County Marin County Marin 0.564% 0.690% 0.5861325%
City Larkspur Marin 0.015% 0.0124697%
City Mill Valley Marin 0.020% 0.0168401% City Novato Marin 0.028% 0.0229824% City San Anselmo Marin 0.009% 0.0078062%
City San Rafael Marin 0.089% 0.0729823%
County Mariposa County Mariposa 0.084% 0.103% 0.0876131% County Mendocino County Mendocino 0.439% 0.536% 0.4558394% City Ukiah Mendocino 0.039% 0.0317153%
6 of 15
APPENDIX 1
Participating
Subdivision
Classification
Participating Subdivision County Abatement Percentage Plaintiff Subdivision Percentage Weighted Allcation Percentage County Merced County Merced 0.551% 0.674% 0.5724262% City Atwater Merced 0.024% 0.0195846%
City Livingston Merced 0.006% 0.0045873%
City Los Banos Merced 0.020% 0.0165142%
City Merced Merced 0.061% 0.0500762%
County Modoc County Modoc 0.065% 0.080% 0.0678250% County Mono County Mono 0.023% 0.029% 0.0242606% County Monterey County Monterey 0.908% 1.111% 0.9437083% City Greenfield Monterey 0.006% 0.0050552% City King City Monterey 0.005% 0.0037355% City Marina Monterey 0.017% 0.0144098%
City Monterey Monterey 0.041% 0.0336540%
City Pacific Grove Monterey 0.009% 0.0074842% City Salinas Monterey 0.094% 0.0776576% City Seaside Monterey 0.023% 0.0191772%
City Soledad Monterey 0.007% 0.0060870%
County Napa County Napa 0.288% 0.352% 0.2994325%
City American Canyon Napa 0.017% 0.0136869% City Napa Napa 0.078% 0.0642783% County Nevada County Nevada 0.441% 0.539% 0.4579827% City Grass Valley Nevada 0.024% 0.0197805%
City Truckee Nevada 0.003% 0.0023843%
County Orange County Orange 4.364% 5.339% 4.5363576% City Aliso Viejo Orange 0.014% 0.0113841%
City Anaheim Orange 0.554% 0.678% 0.5759282% City Brea Orange 0.086% 0.0708897% City Buena Park Orange 0.087% 0.0714352%
City Costa Mesa Orange 0.124% 0.152% 0.1288366%
City Cypress Orange 0.033% 0.0271937% City Dana Point Orange 0.001% 0.0005560% 7 of 15
APPENDIX 1
Participating
Subdivision
Classification
Participating Subdivision County Abatement Percentage Plaintiff Subdivision Percentage Weighted Allcation Percentage City Fountain Valley Orange 0.055% 0.0455980% City Fullerton Orange 0.137% 0.168% 0.1425744% City Garden Grove Orange 0.213% 0.1752482% City Huntington Beach Orange 0.247% 0.302% 0.2568420% City Irvine Orange 0.139% 0.170% 0.1442350% City Laguna Beach Orange 0.047% 0.058% 0.0493043% City Laguna Hills Orange 0.014% 0.0115457% City Laguna Niguel Orange 0.001% 0.0007071% City Laguna Woods Orange 0.001% 0.0006546% City La Habra Orange 0.060% 0.073% 0.0621049% City Lake Forest Orange 0.012% 0.0101249% City La Palma Orange 0.012% 0.0095439% City Los Alamitos Orange 0.008% 0.0069190% City Mission Viejo Orange 0.014% 0.0117560% City Newport Beach Orange 0.179% 0.1470134%
City Orange Orange 0.150% 0.1231320% City Placentia Orange 0.029% 0.035% 0.0298912% City Rancho Santa Margarita Orange 0.001% 0.0006296% City San Clemente Orange 0.008% 0.010% 0.0086083% City San Juan Capistrano Orange 0.008% 0.0065510% City Santa Ana Orange 0.502% 0.614% 0.5213866%
City Seal Beach Orange 0.020% 0.0165891% City Stanton Orange 0.035% 0.0291955% City Tustin Orange 0.073% 0.0600341%
City Westminster Orange 0.104% 0.127% 0.1082721%
City Yorba Linda Orange 0.044% 0.0362223%
County Placer County Placer 1.045% 1.278% 1.0861002% City Auburn Placer 0.017% 0.0141114%
City Lincoln Placer 0.031% 0.0255599% City Rocklin Placer 0.076% 0.0625485% 8 of 15
APPENDIX 1
Participating
Subdivision
Classification
Participating Subdivision County Abatement Percentage Plaintiff Subdivision Percentage Weighted Allcation Percentage City Roseville Placer 0.196% 0.1616559%
County Plumas County Plumas 0.205% 0.251% 0.2128729% County Riverside County Riverside 4.534% 5.547% 4.7128296% City Banning Riverside 0.017% 0.0143848% City Beaumont Riverside 0.021% 0.0171135% City Blythe Riverside 0.012% 0.0096714%
City Canyon Lake Riverside 0.000% 0.0001761%
City Cathedral City Riverside 0.067% 0.0553614% City Coachella Riverside 0.021% 0.0173054% City Corona Riverside 0.147% 0.1207083% City Desert Hot Springs Riverside 0.024% 0.0200433% City Eastvale Riverside 0.000% 0.0002747% City Hemet Riverside 0.051% 0.0421792% City Indio Riverside 0.056% 0.0457794% City Jurupa Valley Riverside 0.001% 0.0008991% City Lake Elsinore Riverside 0.021% 0.0172949% City La Quinta Riverside 0.063% 0.0516732% City Menifee Riverside 0.032% 0.0260909%
City Moreno Valley Riverside 0.137% 0.1130348%
City Murrieta Riverside 0.048% 0.059% 0.0497423%
City Norco Riverside 0.016% 0.0134542% City Palm Desert Riverside 0.083% 0.0682465% City Palm Springs Riverside 0.076% 0.0629862% City Perris Riverside 0.009% 0.0076774% City Rancho Mirage Riverside 0.052% 0.0431098% City Riverside Riverside 0.268% 0.2206279%
City San Jacinto Riverside 0.010% 0.0085936%
City Temecula Riverside 0.022% 0.0180086% City Wildomar Riverside 0.008% 0.0062500% County Sacramento County Sacramento 3.797% 4.645% 3.9465887% 9 of 15
APPENDIX 1
Participating
Subdivision
Classification
Participating Subdivision County Abatement Percentage Plaintiff Subdivision Percentage Weighted Allcation Percentage City Citrus Heights Sacramento 0.057% 0.0465312% City Elk Grove Sacramento 0.130% 0.1066994% City Folsom Sacramento 0.108% 0.0890850% City Galt Sacramento 0.017% 0.0143704% City Rancho Cordova Sacramento 0.008% 0.0067679% City Sacramento Sacramento 0.721% 0.882% 0.7496530% County San Benito County San Benito 0.106% 0.130% 0.1101417% City Hollister San Benito 0.027% 0.0225355%
County San Bernardino County San Bernardino 3.259% 3.987% 3.3878124% City Adelanto San Bernardino 0.008% 0.0066640%
City Apple Valley San Bernardino 0.025% 0.0207360%
City Barstow San Bernardino 0.015% 0.0122056% City Chino San Bernardino 0.064% 0.0525893% City Chino Hills San Bernardino 0.001% 0.0006388% City Colton San Bernardino 0.031% 0.0253443% City Fontana San Bernardino 0.112% 0.0920543% City Grand Terrace San Bernardino 0.006% 0.0051051% City Hesperia San Bernardino 0.035% 0.0291522% City Highland San Bernardino 0.004% 0.0029061% City Loma Linda San Bernardino 0.009% 0.0071188% City Montclair San Bernardino 0.039% 0.0322108% City Ontario San Bernardino 0.179% 0.1472934% City Rancho Cucamonga San Bernardino 0.084% 0.0689431% City Redlands San Bernardino 0.057% 0.0469150% City Rialto San Bernardino 0.073% 0.0603206% City San Bernardino San Bernardino 0.178% 0.1461880% City Twentynine Palms San Bernardino 0.002% 0.0012605% City Upland San Bernardino 0.052% 0.0424460% City Victorville San Bernardino 0.033% 0.0269400% City Yucaipa San Bernardino 0.016% 0.0128772% 10 of 15
APPENDIX 1
Participating
Subdivision
Classification
Participating Subdivision County Abatement Percentage Plaintiff Subdivision Percentage Weighted Allcation Percentage City Yucca Valley San Bernardino 0.003% 0.0021228%
County San Diego County San Diego 5.706% 6.980% 5.9309748% City Carlsbad San Diego 0.128% 0.1050485%
City Chula Vista San Diego 0.189% 0.231% 0.1961456% City Coronado San Diego 0.044% 0.0359095% City El Cajon San Diego 0.113% 0.0933582% City Encinitas San Diego 0.061% 0.074% 0.0630289% City Escondido San Diego 0.145% 0.1192204% City Imperial Beach San Diego 0.014% 0.0118283%
City La Mesa San Diego 0.055% 0.068% 0.0575593%
City Lemon Grove San Diego 0.022% 0.0183911% City National City San Diego 0.080% 0.0656808% City Oceanside San Diego 0.213% 0.1753428% City Poway San Diego 0.062% 0.0511040% City San Diego San Diego 1.975% 2.416% 2.0531169% City San Marcos San Diego 0.089% 0.0733897% City Santee San Diego 0.033% 0.0268401% City Solana Beach San Diego 0.017% 0.0138564% City Vista San Diego 0.052% 0.0425144% Consolidated San Francisco San Francisco 3.026% 3.702% 3.1457169% County San Joaquin County San Joaquin 1.680% 2.055% 1.7460399% City Lathrop San Joaquin 0.009% 0.0075394%
City Lodi San Joaquin 0.053% 0.0439484%
City Manteca San Joaquin 0.054% 0.0443454% City Ripon San Joaquin 0.013% 0.0104219% City Stockton San Joaquin 0.313% 0.383% 0.3256176% City Tracy San Joaquin 0.084% 0.0692047%
County San Luis Obispo County San Luis Obispo 0.816% 0.999% 0.8484126% City Arroyo Grande San Luis Obispo 0.024% 0.0199053% City Atascadero San Luis Obispo 0.029% 0.0240680% 11 of 15
APPENDIX 1
Participating
Subdivision
Classification
Participating Subdivision County Abatement Percentage Plaintiff Subdivision Percentage Weighted Allcation Percentage City El Paso de Robles (Paso Robles) San Luis Obispo 0.043% 0.0353456% City Grover Beach San Luis Obispo 0.017% 0.0137881% City Morro Bay San Luis Obispo 0.020% 0.0160922% City San Luis Obispo San Luis Obispo 0.077% 0.0637841% County San Mateo County San Mateo 1.074% 1.313% 1.1159599% City Belmont San Mateo 0.021% 0.0169860% City Burlingame San Mateo 0.019% 0.0152537% City Daly City San Mateo 0.044% 0.0363880% City East Palo Alto San Mateo 0.013% 0.0103982% City Foster City San Mateo 0.020% 0.0166101% City Half Moon Bay San Mateo 0.004% 0.0031638%
City Hillsborough San Mateo 0.013% 0.0110029%
City Menlo Park San Mateo 0.015% 0.0126209%
City Millbrae San Mateo 0.013% 0.0105836% City Pacifica San Mateo 0.016% 0.0130625% City Redwood City San Mateo 0.056% 0.0463511% City San Bruno San Mateo 0.021% 0.0172161%
City San Carlos San Mateo 0.013% 0.0108885%
City San Mateo San Mateo 0.052% 0.0425841%
City South San Francisco San Mateo 0.043% 0.0353943% County Santa Barbara County Santa Barbara 1.132% 1.385% 1.1768968% City Carpinteria Santa Barbara 0.001% 0.0008938% City Goleta Santa Barbara 0.004% 0.0028969% City Lompoc Santa Barbara 0.047% 0.0389379% City Santa Barbara Santa Barbara 0.122% 0.1004559% City Santa Maria Santa Barbara 0.058% 0.0479179% County Santa Clara County Santa Clara 2.404% 2.941% 2.4987553% City Campbell Santa Clara 0.014% 0.0112566% City Cupertino Santa Clara 0.008% 0.0066824% City Gilroy Santa Clara 0.025% 0.0202891% 12 of 15
APPENDIX 1
Participating
Subdivision
Classification
Participating Subdivision County Abatement Percentage Plaintiff Subdivision Percentage Weighted Allcation Percentage City Los Altos Santa Clara 0.013% 0.0103338% City Los Gatos Santa Clara 0.013% 0.0103220% City Milpitas Santa Clara 0.036% 0.0298120% City Morgan Hill Santa Clara 0.015% 0.0124619% City Mountain View Santa Clara 0.041% 0.0334608% City Palo Alto Santa Clara 0.039% 0.0323080% City San Jose Santa Clara 0.294% 0.360% 0.3054960% City Santa Clara Santa Clara 0.067% 0.0549723% City Saratoga Santa Clara 0.004% 0.0034161% City Sunnyvale Santa Clara 0.053% 0.0434069% County Santa Cruz County Santa Cruz 0.783% 0.957% 0.8135396% City Capitola Santa Cruz 0.020% 0.0168191% City Santa Cruz Santa Cruz 0.143% 0.1180348% City Scotts Valley Santa Cruz 0.015% 0.0126525%
City Watsonville Santa Cruz 0.063% 0.0520136%
County Shasta County Shasta 1.095% 1.339% 1.1380191% City Anderson Shasta 0.024% 0.0198896% City Redding Shasta 0.284% 0.2334841% City Shasta Lake Shasta 0.004% 0.0031993%
County Siskiyou County Siskiyou 0.228% 0.279% 0.2373393% County Solano County Solano 0.760% 0.6260795% City Benicia Solano 0.031% 0.0253903% City Dixon Solano 0.016% 0.0130849% City Fairfield Solano 0.109% 0.0897317% City Suisun City Solano 0.021% 0.0176183% City Vacaville Solano 0.119% 0.0976497% City Vallejo Solano 0.167% 0.1373644% County Sonoma County Sonoma 1.218% 1.490% 1.2661290% City Healdsburg Sonoma 0.032% 0.0266929%
City Petaluma Sonoma 0.081% 0.0667507%
13 of 15
APPENDIX 1
Participating
Subdivision
Classification
Participating Subdivision County Abatement Percentage Plaintiff Subdivision Percentage Weighted Allcation Percentage City Rohnert Park Sonoma 0.041% 0.0340759%
City Santa Rosa Sonoma 0.184% 0.1519070%
City Sonoma Sonoma 0.022% 0.0183438%
City Windsor Sonoma 0.016% 0.0129298%
County Stanislaus County Stanislaus 1.722% 1.4182273% City Ceres Stanislaus 0.041% 0.0340260%
City Modesto Stanislaus 0.217% 0.1788759%
City Newman Stanislaus 0.006% 0.0046964%
City Oakdale Stanislaus 0.018% 0.0145531%
City Patterson Stanislaus 0.015% 0.0126590%
City Riverbank Stanislaus 0.010% 0.0085699%
City Turlock Stanislaus 0.065% 0.0531966%
County Sutter County Sutter 0.306% 0.374% 0.3179548% City Yuba City Sutter 0.074% 0.0606242%
County Tehama County Tehama 0.213% 0.261% 0.2216654% City Red Bluff Tehama 0.014% 0.0117771%
County Trinity County Trinity 0.082% 0.101% 0.0855476% County Tulare County Tulare 0.809% 0.990% 0.8410949% City Dinuba Tulare 0.014% 0.0116929% City Exeter Tulare 0.004% 0.0032479% City Farmersville Tulare 0.003% 0.0027879% City Lindsay Tulare 0.007% 0.0057111% City Porterville Tulare 0.021% 0.0171845% City Tulare Tulare 0.037% 0.0302273% City Visalia Tulare 0.066% 0.0545872%
County Tuolumne County Tuolumne 0.486% 0.594% 0.5047621% County Ventura County Ventura 2.192% 2.681% 2.2781201% City Camarillo Ventura 0.002% 0.0012815%
City Fillmore Ventura 0.002% 0.0020294% City Moorpark Ventura 0.008% 0.0067337% 14 of 15
APPENDIX 1
Participating
Subdivision
Classification
Participating Subdivision County Abatement Percentage Plaintiff Subdivision Percentage Weighted Allcation Percentage City Oxnard Ventura 0.156% 0.190% 0.1617338%
City Port Hueneme Ventura 0.021% 0.0174145% City San Buenaventura (Ventura) Ventura 0.085% 0.0702181% City Santa Paula Ventura 0.014% 0.0119072% City Simi Valley Ventura 0.065% 0.0533043% City Thousand Oaks Ventura 0.022% 0.0179902% County Yolo County Yolo 0.357% 0.437% 0.3713319%
City Davis Yolo 0.055% 0.0451747% City West Sacramento Yolo 0.066% 0.0544321% City Woodland Yolo 0.058% 0.0477904% County Yuba County Yuba 0.214% 0.262% 0.2225679%
City Marysville Yuba 0.014% 0.0112079%
15 of 15
1 APPENDIX 2
Cost Reimbursement Procedure
1. Additional defined terms:
a) Costs means the reasonable amounts paid for the attorney and other City Attorney and County Counsel staff time for individuals employed by a Plaintiff Subdivision at the contractual rate, inclusive of benefits and overhead, together with amounts paid for court reporters, experts, copying, electronic research, travel, vendors, and the like, which were not previously reimbursed and which were paid or incurred (i) prior to December 31, 2022 in litigation against any Opioid Defendant and/or (ii) in negotiating and drafting any CA Allocation Agreement(s) concerning a settlement with any Opioid Defendant(s).
Costs does not include attorneys’ fees, costs, or expenses incurred by private contingency fee counsel. No part of the CA Abatement Accounts Fund will be used to reimburse Costs.
b) First Claims Date means October 1, 2023 or when all applications for reimbursement of Costs, in whole or in part, from funds available under Section IX and Exhibit R of the Walgreens Settlement Agreement, Section XIV and Exhibit R of the Teva Settlement Agreement, Section XIII and Exhibit R of the Allergan Settlement Agreement, Section X and Exhibit R of the Distributor Settlement Agreement, Section XI and Exhibit R of the Janssen Settlement Agreement, Section X and Exhibit R of the CVS Settlement Agreement, or Section IX and Exhibit R of the Walmart Settlement Agreement, have been finally determined under the provisions of those agreements, whichever comes first. c) Special Master means a retired judicial officer or former public lawyer, not presently employed or retained by a Plaintiff Subdivision, who will aggregate, review, and determine the reasonable Costs to be awarded to each Plaintiff Subdivision that submits a claim for reimbursement of Costs. The Special Master will be selected by a majority vote of the votes cast by Plaintiff Subdivisions, with each such subdivision having one vote. d) Plaintiff Subdivision Committee means the committee of Plaintiff Subdivisions that will review and approve the invoices submitted by the Special Master reflecting his or her reasonable time and expenses.
2. Cost Reimbursement to Plaintiff Subdivision
a) Purpose. Substantial resources have been expended to hold Opioid Defendants accountable for creating and profiting from the opioid crisis, and this effort has been a significant catalyst in creating National Opioid Settlements with various manufacturers, distributors, and chain pharmacies.
///
2 b) Claims Procedure.
i. If a Plaintiff Subdivision is eligible to seek reimbursement of Costs, in whole or in part, from funds available under Section IX and Exhibit R of the Walgreens Settlement Agreement, Section XIV and Exhibit R of the Teva Settlement Agreement, Section XIII and Exhibit R of the Allergan Settlement Agreement, Section X and Exhibit R of the CVS Settlement Agreement, Section IX and Exhibit R of the Walmart Settlement Agreement, Section X or Exhibit R of the Distributor Settlement Agreement, or Section XI or Exhibit R of the Janssen Settlement Agreement, it must first make a timely application for reimbursement from such funds. To allow sufficient time for determination of those applications, no claim for Costs to the CA Subdivision Fund under this Agreement may be made before the First Claims Date.
ii. A Plaintiff Subdivision that wishes to be reimbursed from the CA Subdivision Fund must submit a claim to the Special Master no later than forty-five (45) days after the First Claims Date. The Special Master will then compile and redistribute the aggregated claim totals for each Plaintiff Subdivision via email to representatives of all the Plaintiff Subdivisions. A claim for attorney and staff time must list, for each attorney or staff member included in the claim, the following information: name, title, total hours claimed, hourly rate (including, if sought, benefits and share of overhead), and narrative summarizing the general nature of the work performed by the attorney or staff member. For reimbursement of “hard” costs, the subdivision may aggregate across a category (e.g., total for travel costs). It is the intention of the Plaintiff Subdivisions that submission of documents related to reimbursement of Costs does not waive any attorney-client privilege or exemptions to the California Public Records Act.
iii. The Special Master may request, at his or her sole option, additional documents or details to assist in the final award of Costs.
iv. The Special Master will review claims for reasonableness and will notify each Plaintiff Subdivision of the final determination of its claim, and will provide a list of all final awards to all Plaintiff Subdivisions by email or, upon request, via First Class U.S. Mail. Any Plaintiff Subdivision may ask the Special Master to reconsider any final award within twenty-one (21) days. The Special Master will make a final determination on any such reconsideration request within thirty (30) days of receipt. v. Any decision of the Special Master is final and binding, and will be considered under the California Arbitration Act, Code of Civil Procedure section 1280 et seq. as a final arbitration award. Nothing in this agreement is intended to expand the scope of judicial review of the final award for errors of fact or law, and the Parties agree that they may only seek to vacate the award if clear and convincing evidence demonstrates one of the factors set forth in Code of Civil Procedure, section 1286.2, subdivision (a). Plaintiff Subdivisions will have fourteen (14) days after all final awards are made, together with any final determination of a request for 3 reconsideration, to seek review in the Superior Court of California, pursuant to Code of Civil Procedure, section 1285, where the State has filed its Consent Judgment. vi. The Special Master will prepare a report of Costs that includes his or her fees and expenses at least ninety (90) days before the Payment Date for each Annual Payment. The Special Master’s preparation of a report of Costs does not discharge a Plaintiff Subdivision’s reporting requirement under Section V(B)(2) of the Walgreens Settlement Agreement.
vii. A member of the Plaintiff Subdivision Committee, which is a CA Participating Subdivision, will submit to the Settlement Fund Administrator and Walgreens a report of the fees and expenses incurred by the Special Master pursuant to Section V(B)(2) of the Walgreens Settlement Agreement.
c) Claims Priority and Limitation.
i. The Special Master will submit invoices for compensation of reasonable fees and expenses to the Plaintiff Subdivision Committee no later than ninety (90) days prior to the Payment Date for each Annual Payment. The Plaintiff Subdivision Committee will promptly review and, if reasonable, approve the Special Master’s invoice for compensation. The Plaintiff Subdivision Committee will submit approved invoices to the Settlement Fund Administrator for payment. The Special Master’s approved invoices have priority and will be paid first from the CA Subdivision Fund before any award of Costs, subject to the limitation in Section 2.c.v below. ii. Final Awards of Costs that do not exceed seventy-five thousand dollars ($75,000.00) will be paid next in priority after the Special Master’s approved invoices.
iii. Final Awards of Costs in excess of seventy-five thousand dollars ($75,000.00) will be paid proportionally from the funds remaining in that year’s Annual Payment. iv. Any claim for Costs that is not paid in full will be allocated against the next year’s distribution from the CA Subdivision Fund, until all approved claims for Costs are paid in full.
v. In no event will more than 50% of the total CA Subdivision Fund received in any year be used to pay Costs or the Special Master’s approved invoices. vi. In no event shall more than $28 million of the total CA Subdivision Funds paid pursuant to the Walgreens Settlement Agreement, Teva Settlement Agreement, Allergan Settlement Agreement, Distributor Settlement Agreement, CVS Settlement Agreement, Janssen Settlement Agreement, and the Walmart Settlement Agreement be used to pay Costs.
4 d) Collateral Source Payments and Third-Party Settlement. i. In the event a Plaintiff Subdivision is awarded compensation, in whole or in part, by any source of funds created as a result of litigation against an Opioid Defendant for its reasonable Costs, it will reduce its claim for Costs from the CA Subdivision Fund by that amount. If a Plaintiff Subdivision has already received a final award of Costs from the CA Subdivision Fund, it will repay the fund up to the prior award of Costs via a payment to the Settlement Fund Administrator or notify the Settlement Fund Administrator that its allocation from the next and subsequent Annual Payments should be reduced accordingly. If the Plaintiff Subdivision is repaying any prior award of Costs, that repayment will occur as soon as is feasible after the Plaintiff Subdivision’s receipt of Cost funds from the collateral source, but no more than 90 days after its receipt from the collateral source. The Settlement Fund Administrator will add any repaid Costs to the CA Subdivision Fund. Any Plaintiff Subdivision that has submitted for reimbursement to any national fund and has not received a final determination by the First Claims Date may request that the settlement administrator withhold some or all of its payment from the CA Subdivision Fund in order to avoid repayment.
ii. In the event a Plaintiff Subdivision reaches a monetary settlement or compromise against any Opioid Defendant outside of the National Opioid Settlement, the monetary portion of such settlement, net of fees paid to outside contingency fee counsel and of funds earmarked strictly for abatement, will be credited against its Costs and the subdivision will be ineligible to recover those credited Costs from the CA Subdivision Fund. Plaintiff Subdivisions negotiating monetary settlements or compromises against any Opioid Defendant outside of the National Opioid Settlement will negotiate for funds to repay any Costs it previously received from the CA Subdivision Fund or for Costs it otherwise might be eligible to claim from the CA Subdivision Fund. If such a settlement is paid after all final approved claims for Costs by all Plaintiff Subdivisions are satisfied in full, the settling subdivision will reimburse the CA Subdivision Fund in that amount by making payment to the Settlement Fund Administrator to add to the CA Subdivision Fund in a manner consistent with the repayments described in section 2.d.i above. 1 APPENDIX 3
CALIFORNIA-SUBDIVISION BACKSTOP AGREEMENT
On August 6, 2021, Judge Polster of the US District Court for the Northern District of Ohio issued an Order (the Order), docket number 3814, in In Re National Prescription Opiate Litigation, MDL 2804, addressing contingent attorney fee contracts between political subdivisions eligible to participate in the Walgreens Settlement and their counsel.
In light of the Order, and at the request of [SUBDIVISION], the [SUBDIVISION], its counsel [COUNSEL], and the California Attorney General, on behalf of the State of California, are entering into this California-Subdivision Backstop Agreement (Backstop Agreement). [SUBDIVISION] and [COUNSEL] intend this Backstop Agreement to constitute a State BackStop Agreement as that term is used in the Order and in Exhibit R (Agreement on Attorneys’ Fees, Costs, and Expenses) of the Walgreens Settlement Agreement.
Pursuant to this Backstop Agreement, [SUBDIVISION] may, subject to the limitations of the Walgreens Settlement Agreement and CA Walgreens Allocation Agreement, as well as any other limitations imposed by law, use funds that it receives from the Walgreens Settlement CA Subdivision Fund to pay a contingent fee to [COUNSEL]. Any such payment from [SUBDIVISION] to [COUNSEL], together with any contingency fees that [COUNSEL] may receive from the national Attorney Fee Fund, will not exceed a total contingency fee of [PERCENTAGE NOT TO EXCEED 15%] of the total gross recovery of [SUBDIVISION] from the Walgreens Settlement.
[COUNSEL] certify that they first sought fees and costs from the Attorney Fee Fund created under the Walgreens Settlement Agreement before seeking or accepting payment under this backstop agreement. [COUNSEL] further certify that they are not seeking and will not accept payment under this backstop agreement of any litigation fees or costs that have been reimbursed through prior settlements or judgments.
The Attorney General is executing this agreement solely because the definition of “State BackStop Agreement” in Exhibit R of the Walgreens Settlement Agreement requires such agreements to be between “a Settling State” and private counsel for a participating subdivision. Neither the California Attorney General nor the State of California have any obligations under this Backstop Agreement, and this Backstop Agreement does not require the payment of any state funds to [SUBDIVISION], [COUNSEL], or any other party.
[DATE] [SUBDIVISION SIGNATURE BLOCK]
[DATE] [COUNSEL SIGNATURE BLOCK]
[DATE] [ATTORNEY GENERAL SIGNATURE BLOCK]
ATTACHMENT #7
WALMART SETTLEMENT
AGREEMENT
i
TABLE OF CONTENTS
Page
I. Definitions......................................................................................................................2 II. Participation by States and Subdivisions; Effectiveness of Agreement ......................14 III. Injunctive Relief...........................................................................................................16 IV. Settlement Payments....................................................................................................16 V. Allocation and Use of Settlement Payments................................................................25 VI. Enforcement.................................................................................................................32 VII. Participation by Subdivisions.......................................................................................37 VIII. Additional Remediation...............................................................................................39 IX. Plaintiffs’ Attorneys’ Fees and Costs...........................................................................39 X. Release .........................................................................................................................40 XI. Later Litigating Subdivisions; Non-Settling States.....................................................44 XII. Miscellaneous...............................................................................................................45 EXHIBIT A - Alleged Harm................................................................................................. A-1 EXHIBIT B - Enforcement Committee Organization Bylaws ..............................................B-1 EXHIBIT C - Litigating Subdivisions List............................................................................C-1 EXHIBIT D - [Intentionally Omitted].................................................................................. D-1 EXHIBIT E - List of Opioid Remediation Uses....................................................................E-1 EXHIBIT F - List of States and Overall Allocation Percentages..........................................F-1 EXHIBIT G - Subdivisions Eligible to Receive Direct Allocations from the Subdivision Fund and Subdivision Fund Allocation Percentages........................................ G-1 EXHIBIT H - [Intentionally Omitted].................................................................................. H-1 EXHIBIT I - Primary Subdivisions........................................................................................I-1 EXHIBIT J - Illustrative List of Released Entities.................................................................J-1 ii
EXHIBIT K - Subdivision Settlement Participation Form................................................... K-1 EXHIBIT L - Settlement Fund Administrator.......................................................................L-1 EXHIBIT M - Maximum Payment Amounts.......................................................................M-1 EXHIBIT N - Additional Remediation Amount Allocation Percentages............................. N-1 EXHIBIT O - Adoption of a State-Subdivision Agreement................................................. O-1 EXHIBIT P - Injunctive Relief..............................................................................................P-1 EXHIBIT Q - [Intentionally Omitted].................................................................................. Q-1 EXHIBIT R - Agreement on Attorneys’ Fees, Costs, and Expenses.....................................R-1 EXHIBIT S - Agreement on the State Outside Counsel Fee Fund........................................S-1 EXHIBIT T - Agreement on the State Cost Fund..................................................................T-1 EXHIBIT U - IRS Form 1098-F........................................................................................... U-1 EXHIBIT V - Walmart Settlement Agreement Sign-on Form............................................. V-1 EXHIBIT W - Non-Litigating Threshold Subdivisions List ............................................... W-1 EXHIBIT X - Governor's Release of Opioid-Related Claims.............................................. X-1 1 WALMART SETTLEMENT AGREEMENT
This Settlement Agreement, dated as of November 14, 2022 (the “Agreement”), sets forth the terms of settlement between and among the Settling States, Walmart, and the Participating Subdivisions (as those terms are defined below). Upon satisfaction of the conditions set forth in Section II, this Agreement will be binding on all Settling States, Participating Subdivisions, and Walmart. This Agreement will then be submitted for entry as part of Consent Judgments in the respective courts of each of the Settling States, pursuant to the terms set forth in Section II.
WHEREAS, certain States and Subdivisions have filed or could file Actions in various forums against Walmart raising Claims or allegations concerning, related to, based upon, or in connection with the Alleged Harms and/or the Covered Conduct; WHEREAS, Walmart (i) denies each and all of the Claims and allegations of wrongdoing made by the States and Litigating Subdivisions in each of the Actions and maintains that it has meritorious defenses; (ii) denies all assertions of wrongdoing or liability against Walmart arising out of any of the conduct, statements, acts or omissions alleged, or that could have been alleged, in the Actions already brought or that could be brought by any State or Subdivision related to the Covered Conduct and/or Alleged Harms and contends that the factual allegations made in the current Actions relating to Walmart are false and materially inaccurate; (iii) denies that any State, Subdivision, or resident thereof, was harmed by any conduct of Walmart; (iv) denies liability, denies any wrongdoing, and denies it violated any federal or state statute or common law; and (v) maintains that Walmart would be able to successfully defend against the Claims and allegations at trial, that the facts do not support the allegations, that Walmart engaged in no misconduct or unlawful activity, and that Walmart caused no harm to any State, Subdivisions, or resident thereof; WHEREAS, the Parties have investigated the facts and analyzed the relevant legal issues regarding the Claims and defenses that have been or could have been asserted in the Actions; WHEREAS, objective data metrics reported in the federal ARCOS database demonstrate that on a national basis Walmart dispensed on average materially fewer and less potent opioids per store than other major chain pharmacies and many independent pharmacies nationwide, and Walmart’s share of opioids distributed and dispensed nationwide was substantially lower than other major chain pharmacies;
WHEREAS, Walmart has implemented policies, procedures, and controls relating to the dispensing of prescription opioid medications and other controlled substances, including pharmacist training and empowerment programs, company-wide limitations on strength and duration of acute opioid prescriptions, and opioid data analytics, which Walmart uses to identify and investigate potentially problematic prescribing practices; WHEREAS, the Parties have determined that it is preferable to resolve any claims the States and Subdivisions may have through a cooperative and mutually beneficial settlement that provides funding to remediate Alleged Harms;
WHEREAS, the Parties have each considered the costs, delays and uncertainty associated with the prosecution and defense of an action and the continued prosecution and defense of the Actions;
2 WHEREAS, the Parties believe the settlement set forth herein avoids the uncertainties of litigation and assures that the benefits reflected herein are obtained; WHEREAS, the States have concluded that the terms of the settlement are fair, reasonable and adequate and in the best interest of the States and all Subdivisions and citizens and residents of the States;
WHEREAS, the Parties have agreed to the terms herein for the sole purpose of settlement, and nothing herein may be taken as or construed to be an admission or concession of any violation of law, rule, or regulation, or of any other matter of fact or law, or of any liability or wrongdoing or lack thereof;
WHEREAS no part of this Agreement, including its statements and commitments, shall constitute evidence of any liability, fault, or wrongdoing, or of any lack thereof; WHEREAS, unless the contrary is expressly stated, this Agreement is not intended for use by any Party or any third party for any purpose not expressly stated herein, including submission to any court for any purpose other than Court approvals associated with this Agreement; NOW, THEREFORE, IT IS HEREBY AGREED by and between the States, Participating Subdivisions, and Walmart, by and through their respective counsel, as follows:
I. Definitions
For all sections of this Agreement except Exhibit E and Exhibit P, the following definitions apply:
A. “Remediation Accounts Fund” means the component of the Settlement Fund described in Section V.E.
B. “Actions” means any lawsuit by a Settling State or Participating Subdivision asserting any Released Claim against one or more Released Entities.
C. “Additional Remediation Amount” means the amount available to the Settling States totaling up to $16,006,471.88.
D. “Advisory Committee” has the meaning set forth in Section V.E.2.d.
E. “Agreement” has the definition set forth in the preamble, including all exhibits.
F. “Alleged Harms” means the alleged past, present, and future financial and societal harms and related expenditures arising out of the alleged misuse and abuse of Products, nonexclusive examples of which are described in the documents listed on Exhibit A, including those expenditures that have allegedly arisen as a result of the physical and bodily injuries sustained by individuals suffering from opioid-related addiction, abuse, death, and other related diseases and disorders, and that have allegedly been caused by Walmart. 3 G. “Allocation Statute” means a state law that governs allocation, distribution, and/or use of some or all of the Settlement Fund amounts allocated to that State and/or its Subdivisions.
In addition to modifying the allocation as set forth in Section V.D.2, an Allocation Statute may, without limitation, contain a Statutory Trust, further restrict expenditures of funds, form an advisory committee, establish oversight and reporting requirements, or address other default provisions and other matters related to the funds. An Allocation Statute is not required to address all three (3) types of funds comprising the Settlement Fund or all default provisions.
H. “Appropriate Official” has the meaning set forth in Section XII.F.3.
I. “Base Payment” has the meaning set forth in Section IV.D.
J. “Bankruptcy Code” means Title 11 of the United States Code, 11 U.S.C. §§ 101, et seq.
K. “Bar” means either: (1) a law barring Subdivisions in a State from maintaining Released Claims against Released Entities (either through a direct bar or through a grant of authority to release claims and the exercise of such authority in full); or (2) a ruling by the highest court of the State (or, in a State with a single intermediate court of appeals, the intermediate court of appeals when not subject to further review by the highest court of the State) setting forth the general principle that Subdivisions in the State may not maintain any Released Claims against Released Entities, whether on the ground of this Agreement (or the release in it) or otherwise. For the avoidance of doubt, a law or ruling that is conditioned or predicated upon payment by a Released Entity (apart from payments made by Walmart under this Agreement) shall not constitute a Bar.
L. “Case-Specific Resolution” means either: (1) a law barring the Subdivision at issue from maintaining any Released Claims against any Released Entities (either through a direct bar or through a grant of authority to release claims and the exercise of such authority in full); or (2) a ruling by a court of competent jurisdiction over the Subdivision at issue that the Subdivision may not maintain any Released Claims at issue against any Released Entities, whether on the ground of this Agreement (or the release in it) or otherwise. For the avoidance of doubt, a law or ruling that is conditioned or predicated upon payment by a Released Entity (apart from payments made by Walmart under this Agreement) shall not constitute a Case-Specific Resolution.
M. “Claim” means any past, present or future cause of action, claim for relief, crossclaim or counterclaim, theory of liability, demand, derivative claim, request, assessment, charge, covenant, damage, debt, lien, loss, penalty, judgment, right, obligation, dispute, suit, contract, controversy, agreement, parens patriae claim, promise, performance, warranty, omission, or grievance of any nature whatsoever, whether legal, equitable, statutory, regulatory or administrative, whether arising under federal, state or local common law, statute, regulation, guidance, ordinance or principles of equity, whether filed or unfiled, whether asserted or unasserted, whether known or unknown, whether accrued or unaccrued, whether foreseen, unforeseen or unforeseeable, whether discovered or undiscovered, whether suspected or unsuspected, whether fixed or contingent, and whether existing or hereafter arising, in all such cases, including but not limited to any request for declaratory, injunctive, or equitable relief, compensatory, punitive, or statutory damages, absolute liability, strict liability, restitution, 4 abatement, subrogation, contribution, indemnity, apportionment, disgorgement, reimbursement, attorney fees, expert fees, consultant fees, fines, penalties, expenses, costs or any other legal, equitable, civil, administrative, or regulatory remedy whatsoever.
N. “Claim-Over” means a Claim asserted by a Non-Released Entity against a Released Entity on the basis of contribution, indemnity, or other claim-over on any theory relating to a NonParty Covered Conduct Claim asserted by a Releasor.
O. “Consent Judgment” means a state-specific consent judgment in a form to be agreed by the Settling States and Walmart prior to the State Participation Date that, among other things, (1) approves this Agreement and (2) provides for the release set forth in Section X.A, including the dismissal with prejudice of any Released Claims that the Settling State has brought against Released Entities.
P. “Covered Conduct” means any actual or alleged act, failure to act, negligence, statement, error, omission, breach of any duty, conduct, event, transaction, agreement, misstatement, misleading statement or other activity of any kind whatsoever from the beginning of time through the Threshold Subdivision Participation Date (and any past, present, or future consequence of any such act, failure to act, negligence, statement, error, omission, breach of duty, conduct, event, transaction, agreement, misstatement, misleading statement or other activity) relating in any way to (a) the distribution, dispensing, delivery, monitoring, reporting, supply, sale, prescribing, physical security, warehousing, coverage, purchases, reimbursement, discovery, development, manufacture, packaging, repackaging, marketing, promotion, advertising, labeling, recall, withdrawal, or use or abuse of any Product; orders, prescriptions, formularies, guidelines, payments or rebates for any Product; policies, practices and/or operating procedures, insurance, claim or benefit administration, claim adjudication, plan design, data and sales thereof, relating to any Product; and any system, plan, policy or advocacy relating to any Product, including, but not limited to, any unbranded promotion, marketing, programs, or campaigns relating to any Product; (b) the characteristics, properties, risks, or benefits of any Product; (c) the reporting, disclosure, nonreporting or non-disclosure to federal, state or other regulators of orders or prescriptions, related to any Product; (d) the purchasing, selling, acquiring, disposing of, importing, exporting, handling, processing, packaging, supplying, distributing, or converting of any Product; or (e) controls against diversion, corresponding responsibility, and suspicious order monitoring; provided, however, that as to any Claim that a Releasor has brought or could bring, Covered Conduct does not include noncompliance with statutory or administrative supply security standards concerning cleanliness of facilities or stopping counterfeit products, so long as such standards apply to the storage and distribution of both controlled and non-controlled pharmaceuticals.
Q. “Deposit Date” means fifteen (15) days after the Effective Date.
R. “Designated State” means New York.
S. “Effective Date” has the meaning set forth in Section II.C.
T. “Eligible State” means the states, commonwealths, and territories of the United States of America, as well as the District of Columbia and Puerto Rico, but excluding New Mexico, 5 West Virginia, and any Separately Settling State. The use of non-capitalized “state” to describe something (e.g., “state court”) shall also be read to include parallel entities in commonwealths, territories, and the District of Columbia (e.g., “territorial court”).
U. “Enforcement Committee” means a committee consisting of certain representatives of the Settling States and of the Participating Subdivisions selected and operating pursuant to the organizational bylaws set forth at Exhibit B. Notice pursuant to Section XII.Q shall be provided when there are changes in membership or contact information.
V. “Final Order” means an order or judgment of a court of competent jurisdiction with respect to the applicable subject matter (1) which has not been reversed or superseded by a modified or amended order, is not currently stayed, and as to which any right to appeal or seek certiorari, review, reargument, stay, or rehearing has expired, and as to which no appeal or petition for certiorari, review, reargument, stay, or rehearing is pending, or (2) as to which an appeal has been taken or petition for certiorari, review, reargument, stay, or rehearing has been filed and (a) such appeal or petition for certiorari, review, reargument, stay, or rehearing has been resolved by the highest court to which the order or judgment was appealed or from which certiorari, review, reargument, stay, or rehearing was sought, or (b) the time to appeal further or seek certiorari, review, reargument, stay, or rehearing has expired and no such further appeal or petition for certiorari, review, reargument, stay, or rehearing is pending.
W. “First Subdivision Participation Date” has the meaning set forth in Section IV.C.3.a.
X. “Global Settlement Remediation Amount” means the remediation and abatement amount of up to $2,393,794,118.64.
Y. “Global Settlement Amount” means the sum of (a) the Remediation Payment, (b) the Additional Remediation Amount, and (c) any attorneys’ fees and costs set forth in Exhibit R, Exhibit S and Exhibit T.
Z. “Implementation Administrator” means the vendor agreed to by Walmart and the Enforcement Committee and retained by Walmart to provide notice pursuant to Section VII.A and to manage the initial joinder period for Subdivisions, including the issuance and receipt of Subdivision Participation Forms.
AA. “Incentive BC Subdivisions” has the meaning set forth in Section IV.E.2.a.
BB. “Incentive Payment A” means the incentive payment described in Section IV.E.1.
CC. “Incentive Payment BC” means the incentive payment described in Section IV.E.2.
DD. “Incentive Payment D” means the incentive payment described in Section IV.E.3.
EE. “Injunctive Relief Terms” means the terms described in Section III and set forth in Exhibit P.
6 FF. “Later Litigating Subdivision” means a Subdivision (or Subdivision official asserting the right of or for the Subdivision to recover for Alleged Harms to the Subdivision and/or the people thereof) that: (1) first files a lawsuit bringing a Released Claim against a Released Entity after the Threshold Subdivision Participation Date; or (2) adds a Released Claim against a Released Entity after the Threshold Subdivision Participation Date to a lawsuit brought before the Threshold Subdivision Participation Date that, prior to the Threshold Subdivision Participation Date, did not include any Released Claims against a Released Entity; or (3) (a) was a Litigating Subdivision whose Released Claims against Released Entities were resolved by a legislative Bar or legislative Case-Specific Resolution as of the Threshold Subdivision Participation Date, (b) such legislative Bar or legislative Case-Specific Resolution is subject to a Revocation Event after the Threshold Subdivision Participation Date, and (c) the earlier of the date of completion of opening statements in a trial in an action brought by a Subdivision in that Settling State that includes a Released Claim against a Released Entity or one hundred eighty (180) days from the Revocation Event passes without a Bar or Case-Specific Resolution being implemented as to that Litigating Subdivision or the Litigating Subdivision’s Released Claims being dismissed; or (4) (a) was a Litigating Subdivision whose Released Claims against Released Entities were resolved by a judicial Bar or judicial Case-Specific Resolution as of the Threshold Subdivision Participation Date, (b) such judicial Bar or judicial Case-Specific Resolution is subject to a Revocation Event after the Threshold Subdivision Participation Date, and (c) such Litigating Subdivision takes any action in its lawsuit asserting a Released Claim against a Released Entity other than seeking a stay or dismissal.
GG. “Litigating Subdivisions” means all Subdivisions that have brought any Released Claim against any Released Entity as of the Threshold Subdivision Participation Date. Attached as Exhibit C is a list of the Litigating Subdivisions in each Eligible State and Separately Settling State. Exhibit C will be updated (including with any corrections) periodically, and a final version of Exhibit C will be attached hereto as of the Threshold Subdivision Participation Date.
HH. “National Arbitration Panel” means the panel comprised as described in Section VI.F.3.b.
II. “National Disputes” has the meaning set forth in Section VI.F.3.a.
JJ. “Non-Litigating Subdivision” means any Subdivision that is neither a Litigating Subdivision nor a Later Litigating Subdivision.
KK. “Non-Litigating Threshold Subdivision” means (a) all general-purpose Subdivisions with a population equal to or greater than 30,000 that have not brought a Released Claim against any Released Entity as of the Threshold Subdivision Participation Date and (b) all general-purpose Subdivisions with populations between 10,000 and 30,000 that have not brought Released Claim against any Released Entity but have brought a claim related to opioid products, including any Claims related to the Covered Conduct and/or Alleged Harms, against McKesson, AmerisourceBergen, Cardinal Health, Janssen Pharmaceuticals, or any parents, subsidiaries, divisions, predecessors, successors, and assigns of McKesson, AmerisourceBergen, Cardinal Health, or Janssen Pharmaceuticals. Attached as Exhibit W is a list of the Non-Litigating Threshold Subdivisions in each Eligible State and Separately Settling State. Exhibit W will be 7 updated (including with any corrections) periodically, and a final version of Exhibit W will be attached hereto as of the Threshold Subdivision Participation Date.
LL. “Non-Participating Subdivision” means any Subdivision that is not a Participating Subdivision.
MM. “Non-Party Covered Conduct Claim” means a Claim against any Non-Released Entity involving, arising out of, or related to Alleged Harms and/or Covered Conduct (or conduct that would be Covered Conduct if engaged in by a Released Entity).
NN. “Non-Party Settlement” means a settlement by any Releasor that settles any NonParty Covered Conduct Claim and includes a release of any Non-Released Entity.
OO. “Non-Released Entity” means an entity that is not a Released Entity.
PP. “Non-Settling State” means any Eligible State that is not a Settling State.
QQ. “Opioid Remediation” means care, treatment, and other programs and expenditures (including reimbursement for past such programs or expenditures1 except where this Agreement restricts the use of funds solely to future Opioid Remediation) designed to remediate Alleged Harms, including to (1) address the misuse and abuse of opioid products, (2) treat or mitigate opioid use or related disorders, or (3) mitigate other alleged effects of, including on those injured as a result of, the opioid epidemic. Exhibit E provides a non-exhaustive list of expenditures that qualify as being paid for Opioid Remediation. Qualifying expenditures may include reasonable related administrative expenses.
RR. “Overall Allocation Percentage” means a Settling State’s percentage as set forth in Exhibit F.
SS. “Participating Population Levels” has the meaning set forth in Section II.B.1.
TT. “Participating Subdivision” means any Subdivision in a Settling State that joins the settlement and meets the requirements for becoming a Participating Subdivision under Section VII.B or Section VII.C, as applicable.
UU. “Parties” means Walmart and the Settling States (each, a “Party”).
VV. “Payment Year” means the calendar year during which the applicable Payout Amount is made in accordance with Section IV.B. Payment Year 1 is 2023, Payment Year 2 is 2024 and so forth.
WW. “Payout Amount” means the total amount payable to the Settling States by the Settlement Fund Administrator for each Payment Year, as calculated by the Settlement Fund Administrator pursuant to Section IV.B. For the avoidance of doubt, this term does not include amounts paid pursuant to Section VIII and Section IX.
1 Reimbursement includes amounts paid to any governmental entities for past expenditures or programs. 8 XX. “Percentage of Incentive BC Subdivision Population” has the meaning set forth in Section IV.E.2.a.
YY. “Primary Fire District” means a fire district that covers a population of 25,000, or
0.20% of an Eligible State’s population if an Eligible State’s population is greater than 18 million.
If not easily calculable from state data sources and agreed to between the Eligible State and Walmart, a fire district’s population is calculated by dividing the population of the county or counties a fire district serves by the number of fire districts in the county or counties. “Primary Fire Districts” shall mean fire districts as identified in connection with the implementation of the July 21, 2021 Janssen Settlement Agreement.
ZZ. “Primary Subdivision” means any General-Purpose Government (including, but not limited to, a municipality, county, county subdivision, city, town, township, parish, village, borough, gore, or any other entities that provide municipal-type government) with a population over 10,000. Attached as Exhibit I is an agreed list of the Primary Subdivisions in each State.
AAA. “Prior Litigating Subdivision” means a Subdivision (or Subdivision official) that brought any Released Claim against any Released Entity prior to the Threshold Subdivision Participation Date and all such Released Claims were separately settled or finally adjudicated prior to the Threshold Subdivision Participation Date; provided, however, that if the final adjudication was pursuant to a Bar, such Subdivision shall not be considered a Prior Litigating Subdivision.
Notwithstanding the prior sentence, Walmart and the Settling State of the relevant Subdivision may agree in writing that the Subdivision shall not be considered a Prior Litigating Subdivision.
BBB. “Product” means any chemical substance, whether used for medicinal or nonmedicinal purposes, and whether natural, synthetic, or semi-synthetic, or any finished pharmaceutical product made from or with such substance, that is (1) an opioid or opiate, as well as any product containing any such substance; (2) a benzodiazepine, a muscle relaxer, carisoprodol, zolpidem, or gabapentin; or (3) a combination or “cocktail” of any stimulant or other chemical substance prescribed, sold, bought, or dispensed to be used together that includes opioids or opiates. “Product” shall include, but is not limited to, any substance consisting of or containing buprenorphine, codeine, fentanyl, hydrocodone, hydromorphone, meperidine, methadone, morphine, oxycodone, oxymorphone, tapentadol, tramadol, opium, heroin, carfentanil, diazepam, estazolam, quazepam, alprazolam, clonazepam, oxazepam, flurazepam, triozolam, temazepam, midazolam, carisoprodol, gabapentin, or any variant of these substances or any similar substance.
Notwithstanding the foregoing, nothing in this section prohibits a Settling State from taking administrative or regulatory action related to benzodiazepine (including, but not limited to, diazepam, estazolam, quazepam, alprazolam, clonazepam, oxazepam, flurazepam, triozolam, temazepam, and midazolam), a muscle relaxer, carisoprodol, zolpidem, or gabapentin that is wholly independent from the use of such drugs in combination with opioids, provided such action does not seek money (including abatement and/or remediation) for conduct prior to the Effective Date.
CCC. “Released Claims” means any and all Claims that directly or indirectly are based on, arise out of, or in any way relate to or concern Covered Conduct and/or Alleged Harms occurring prior to the Threshold Subdivision Participation Date. Without limiting the foregoing, “Released Claims” include any Claims that have been asserted against the Released Entities by 9 any Settling State or any of its Litigating Subdivisions or Litigating Special Districts in any federal, state or local action or proceeding (whether judicial, arbitral, or administrative) based on, arising out of or relating to, in whole or in part, the Covered Conduct and/or Alleged Harms, or any such Claims that could be or could have been asserted now or in the future in those actions or in any comparable action or proceeding brought by a State, any of its Subdivisions or Special Districts, or any Releasors (whether or not such State, Subdivision, Special District, or Releasor has brought such action or proceeding). Released Claims also include all Claims asserted in any proceeding to be dismissed pursuant to the Agreement, whether or not such claims relate to Covered Conduct and/or Alleged Harms. The Parties intend that “Released Claims” be interpreted broadly. This Agreement does not release Claims by private individuals. It is the intent of the Parties that Claims by private individuals be treated in accordance with applicable law. Released Claims is also used herein to describe Claims brought by a Later Litigating Subdivision or other non-party Subdivision or Special District that would have been Released Claims if they had been brought by a Releasor against a Released Entity.
DDD. “Released Entities” means Walmart and (1) all of Walmart’s past and present direct or indirect parents, subsidiaries, divisions, predecessors, successors, and assigns; (2) the past and present direct or indirect subsidiaries, divisions, and joint ventures, of any of the foregoing; (3) all of Walmart’s insurers (solely in their role as insurers with respect to the Released Claims); (4) all of Walmart’s, or of any entity described in subsection (1), past and present joint ventures; and (5) the respective past and present officers, directors, members, shareholders (solely in their capacity as shareholders of the foregoing entities), partners, trustees, and employees of any of the foregoing (for actions that occurred during and related to their work for, or employment with, Walmart).
Any person or entity described in subsections (3)-(5) shall be a Released Entity solely in the capacity described in such clause and shall not be a Released Entity with respect to its conduct in any other capacity. For the avoidance of doubt, any joint venture partner of a joint venture in subsection (2) or (4) is not a Released Entity unless such entity independently falls within subsections (1)-(5) above. An illustrative list of Walmart’s present joint ventures, subsidiaries and affiliates and predecessor entities is set forth in Exhibit J. With respect to joint ventures (including predecessor entities), only entities listed on Exhibit J are Released Entities. Current or former Defendants in In re: National Prescription Opiate Litigation, No. 1: 17-md-2804 (N.D. Ohio) (“MDL”) (or in other pending litigation asserting a Claim for Covered Conduct, as identified in the “National Opiate Litigation – Case and Defendant Extract” provided to Walmart by the Plaintiffs’ Executive Committee on November 12, 2022) not identified in Exhibit J are not considered Released Entities, provided, however, that any Walmart entities that fall within clauses (1)-(5) above against whom Released Claims are brought in the MDL on or after November 14, 2022 shall be considered Released Entities even if not listed on Exhibit J. For the avoidance of doubt, any entity acquired, or joint venture entered into, by Walmart after the Threshold Subdivision Participation Date is not a Released Entity.
EEE. “Releasors” means (1) each Settling State; (2) each Participating Subdivision; and (3) without limitation and to the maximum extent of the power of each Settling State’s Attorney General and/or Participating Subdivision to release Claims, (a) the Settling State’s and Participating Subdivision’s departments, agencies, divisions, boards, commissions, Subdivisions, districts, instrumentalities of any kind and attorneys, including its Attorney General, and any person in their official capacity whether elected or appointed to serve any of the foregoing, and any agency, person, or other entity claiming by or through any of the foregoing, (b) any public 10 entities, public instrumentalities, public educational institutions, unincorporated districts, fire districts, irrigation districts, water districts, law enforcement districts, emergency services districts, school districts, hospital districts and other Special Districts in a Settling State, and (c) any person or entity acting in a parens patriae, sovereign, quasi-sovereign, private attorney general, qui tam, taxpayer, or other capacity seeking relief on behalf of or generally applicable to the general public with respect to a Settling State or Subdivision in a Settling State, whether or not any of them participate in the Agreement. The inclusion of a specific reference to a type of entity in this definition shall not be construed as meaning that the entity is not a Subdivision. Each Settling State’s Attorney General represents that he or she has or has obtained (or will obtain no later than the Threshold Subdivision Participation Date) the authority set forth in Section X.G. In addition to being a Releasor as provided herein, a Participating Subdivision shall also provide the Subdivision Participation Agreement referenced in Section VII providing for a release to the fullest extent of the Participating Subdivision’s authority.
FFF. “Remediation Payment” has the meaning set forth in Section IV.B.1. 2 GGG. “Revocation Event” means, with respect to a Bar, Settlement Class Resolution, or Case-Specific Resolution, a revocation, rescission, reversal, overruling, or interpretation that in any way limits the effect of such Bar, Settlement Class Resolution, or Case-Specific Resolution on Released Claims, or any other action or event that otherwise deprives the Bar, Settlement Class Resolution, or Case-Specific Resolution of force or effect in any material respect.
HHH. “Second Subdivision Participation Date” has the meaning set forth in Section IV.C.3.b.
III. “Separately Settling State” means each of Alabama, Florida, and any other Eligible State that, prior to the State Participation Date, enters into a settlement agreement with Walmart that is separate from this Agreement and resolves substantially all Released Claims against Walmart.
JJJ. “Settlement Class Resolution” means a class action resolution in a court of competent jurisdiction in a Settling State (that is not successfully removed to federal court) with respect to a class of Subdivisions in that Settling State that (1) conforms with that Settling State’s statutes, case law, and rules of procedure regarding class actions; (2) is approved and entered as an order of a court of competent jurisdiction in that Settling State and such order has become a Final Order; (3) is binding on all Non-Participating Subdivisions in that Settling State (other than opt outs as permitted under the next sentence); (4) provides that all such Non-Participating Subdivisions may not bring any Released Claims against any Released Entities, whether on the ground of this Agreement (or the releases herein) or otherwise; and (5) does not impose any costs 2 The total maximum amount of this settlement is up to $3,011,242,061, which includes (i) up to $2,393,794,118.64 in the Remediation Payment; (ii) up to $297,720,376.93 in Subdivision Attorneys’ Fees, Expenses and Costs; (iii) up to $48,019,415.63 in the State Outside Counsel Fee Fund, State Cost Fund and Additional Remediation Amount; (iv) a credit of $215,567,502.95 for Walmart’s settlement with the state of Florida and its subdivisions; (v) a credit of $48,963,983.74 for Walmart’s settlement with the state of Alabama and its subdivisions; (vi) a credit of $1,051,663.05 for ineligible subdivisions Lake County and Trumbull County of Ohio; and (vii) a credit of $6,125,000.00 for Walmart’s settlement with Nassau County and Suffolk County of New York. In no event shall Walmart’s payment obligation under this Agreement exceed the sum of (i)-(iii) above. 11 or obligations on Walmart other than those provided for in this Agreement, or contain any provision inconsistent with any provision of this Agreement. If applicable state law requires that opt-out rights be afforded to members of the class, a class action resolution otherwise meeting the foregoing requirements shall qualify as a Settlement Class Resolution unless Subdivisions collectively representing more than one percent (1%) of the total population of that Settling State opt out. In seeking certification of any Settlement Class, the applicable Settling State and Participating Subdivisions shall make clear that certification is sought solely for settlement purposes and shall have no applicability beyond approval of the settlement for which certification is sought. Nothing in this Agreement constitutes an admission by any Party that class certification would be appropriate for litigation purposes in any case or for purposes unrelated to this Agreement.
KKK. “Settlement Fund” means the interest-bearing fund established pursuant to this Agreement into which the payment under Section IV is made. The Settlement Fund is comprised of the Remediation Accounts Fund, State Fund, and Subdivision Fund.
LLL. “Settlement Fund Administrator” means the entity that determines the payments and reversions due under Section IV and Section VIII, including annually determining the Payout Amount and calculating Incentive Payments, administers the Settlement Fund, and distributes amounts into three sub-funds (the Remediation Accounts Fund, State Fund, and Subdivision Fund) pursuant to this Agreement. The duties of the Settlement Fund Administrator shall be governed by this Agreement. Prior to the Threshold Subdivision Participation Date, Walmart and the Enforcement Committee shall agree to selection and removal processes for and the identity of the Settlement Fund Administrator, and a detailed description of the Settlement Fund Administrator’s duties and responsibilities, including a detailed mechanism for paying the Settlement Fund Administrator’s fees and costs, all of which shall be appended to the Agreement as Exhibit L.
MMM.“Settling State” means an Eligible State that has entered into this Agreement with Walmart and delivers an executed State Participation Form and executed releases in accordance with Section II.A.
NNN. “State Fund” means the component of the Settlement Fund described in Section V.C.
OOO. “State Participation Form” means the form attached as Exhibit V.
PPP. “State Participation Date” has the meaning set forth in Section II.A.1.
QQQ. “State Participation Threshold” has the meaning set forth in Section II.A.2.
RRR. “State-Subdivision Agreement” means an agreement that a Settling State reaches with the Subdivisions in that Settling State regarding the allocation, distribution, and/or use of funds allocated to that Settling State and to its Subdivisions. A State-Subdivision Agreement shall be effective if approved pursuant to the provisions of Exhibit O or if adopted by statute.
Preexisting agreements addressing funds other than those allocated pursuant to this Agreement shall qualify if the approval requirements of Exhibit O are met. A Settling State and its Subdivisions may revise a State-Subdivision Agreement if approved pursuant to the provisions of Exhibit O, or if such revision is adopted by statute.
12 SSS. “Statutory Trust” means a trust fund established by state law to receive funds allocated to a Settling State’s Remediation Accounts Fund and restrict any expenditures made using funds from such Settling State’s Remediation Accounts Fund to Opioid Remediation, subject to reasonable administrative expenses. A Settling State may give a Statutory Trust authority to allocate one (1) or more of the three (3) types of funds comprising such State’s Settlement Fund, but this is not required.
TTT. “Sub-Fund(s)” means the Remediation Accounts Fund, State Fund, and Subdivision Fund, individually or collectively, as applicable.
UUU. “Subdivision” means any (1) General-Purpose Government (including, but not limited to, a municipality, county, county subdivision, city, town, township, parish, village, borough, gore, or any other entities that provide municipal-type government), School District, or Special District within a Settling State, and (2) any other subdivision or subdivision official or subentity of or located within a Settling State (whether political, geographical or otherwise, whether functioning or non-functioning, regardless of population overlap, and including, but not limited to, nonfunctioning governmental units and public institutions) that has filed a lawsuit that includes a Released Claim against a Released Entity in a direct, parens patriae, or any other capacity. “General-Purpose Government,” “School District,” and “Special District” shall correspond to the “five basic types of local governments” recognized by the U.S. Census Bureau and match the 2017 list of Governmental Units.
3 The three (3) General-Purpose Governments are county, municipal, and township governments; the two (2) special purpose governments are School Districts and Special Districts.
4 The terms “Fire District,” “Health District,” “Hospital District,” and “Library District” shall correspond to categories of Special Districts recognized by the U.S. Census Bureau. 5 References to a Settling State’s Subdivisions or to a Subdivision “in,” “of,” or “within” such Settling State include Subdivisions located within the Settling State even if they are not formally or legally a sub-entity of such Settling State; provided, however, that a “health district” that includes any of the following words or phrases in its name shall not be considered a Subdivision:
mosquito, pest, insect, spray, vector, animal, air quality, air pollution, clean air, coastal water, tuberculosis, and sanitary. Each of Lake and Trumbull Counties of Ohio shall not be considered “Subdivisions” for purposes of this Agreement.
VVV. “Subdivision Allocation Percentage” means the portion of a Settling State’s Subdivision Fund set forth in Exhibit G that a Subdivision will receive pursuant to Section V.C or Section V.D if it becomes a Participating Subdivision. The aggregate Subdivision Allocation 3 https://www.census.gov/data/datasets/2017/econ/gus/public-use-files.html. 4 E.g., U.S. Census Bureau, “Technical Documentation: 2017 Public Use Files for State and Local Government Organization” at 7 (noting that “the Census Bureau recognizes five basic types of local governments,” that three of those are “general purpose governments” (county governments, municipal governments, and township governments), and that the other two are “school district and special district governments”), https://www2.census.gov/programssurveys/gus/datasets/2017/2017_gov_org_meth_tech_doc.pdf. 5 A list of 2017 Government Units provided by the Census Bureau identifies 38,542 Special Districts and categorizes them by “FUNCTION_NAME.” “Govt_Units_2017_Final” spreadsheet, “Special District” sheet, included in “Independent Governments - list of governments with reference information,” https://www.census.gov/data/datasets/2017/econ/gus/public-use-files.html. As used herein, “fire district” corresponds to Special District function name “24 – Local Fire Protection,” “Health District” corresponds to Special District function name “32 – Health,” “Hospital District” corresponds to Special District function name “40 – Hospitals,” and “Library District” corresponds to Special District function name “52 – Libraries.” See id. 13 Percentage of all Subdivisions receiving a Subdivision Allocation Percentage in each State shall equal one hundred percent (100%). Immediately upon the effectiveness of any State-Subdivision Agreement, Allocation Statute, Statutory Trust, or voluntary redistribution allowed by Section V.D.3 (or upon the effectiveness of an amendment to any State-Subdivision Agreement, Allocation Statute, Statutory Trust, or voluntary redistribution allowed by Section V.D.3) that addresses allocation from the Subdivision Fund, whether before or after the Threshold Subdivision Participation Date, Exhibit G will automatically be amended to reflect the allocation from the Subdivision Fund pursuant to the State-Subdivision Agreement, Allocation Statute, Statutory Trust, or voluntary redistribution allowed by Section V.D.3. The Subdivision Allocation Percentages contained in Exhibit G may not change once notice is distributed pursuant to Section VII.A, except upon the effectiveness of any State-Subdivision Agreement, Allocation Statute, Statutory Trust, or voluntary redistribution allowed by Section V.D.3 (or upon the effectiveness of an amendment to any State-Subdivision Agreement, Allocation Statute, Statutory Trust, or voluntary redistribution allowed by Section V.D.3) that addresses allocation from the Subdivision Fund. For the avoidance of doubt, no Subdivision not listed on Exhibit G shall receive an allocation from the Subdivision Fund, and no provision of this Agreement shall be interpreted to create such an entitlement.
WWW. “Subdivision Fund” means the component of the Settlement Fund described in Section V.C.
XXX. “Subdivision Participation Agreement” means the form of agreement attached as Exhibit K that Participating Subdivisions must execute and return to the Settlement Fund Administrator.
YYY. “Subdivision Participation Thresholds” has the meaning set forth in Section II.B.
ZZZ. “Third Subdivision Participation Date” has the meaning set forth in Section IV.C.3.c.
AAAA. “Threshold Motion” means a motion to dismiss or equivalent dispositive motion made at the outset of litigation under applicable procedure. A Threshold Motion must include as potential grounds for dismissal any applicable Bar or the relevant release by a Settling State or Participating Subdivision provided under this Agreement and, where appropriate under applicable law, any applicable limitations defense.
BBBB.“Threshold State” means the District of Columbia, Puerto Rico, and the states of the United States of America, excluding New Mexico and West Virginia.
CCCC.“Threshold Subdivision Participation Date” has the meaning set forth in Section II.B.1.
DDDD. “Total Remediation Amount” means the aggregate amount paid or incurred by Walmart hereunder other than amounts paid as attorneys’ fees and costs or identified pursuant to Section V.B.2 as being used to pay attorneys’ fees, investigation costs or litigation costs.
EEEE. “Walmart” means Walmart Inc.
14 II. Participation by States and Subdivisions; Effectiveness of Agreement A. State Participation Threshold.
1. On November 14, 2022, this Agreement shall be distributed to all Eligible States by the Enforcement Committee. The Eligible States’ Attorneys General shall then have until December 15, 2022, or such later date as agreed to in writing by Walmart and the Enforcement Committee prior to December 15, 2022 (the “State Participation Date”), to decide whether to become Settling States. Eligible States that determine to become Settling States shall sign a Participation Form, in the form attached as Exhibit V, on or before the State Participation Date and provide it to Walmart and the Enforcement Committee.
2. To meet the State Participation Threshold, more than 85% of all Threshold States, by number of such states (the “State Participation Threshold”), must have joined this Agreement as Settling States on or before the State Participation Date. For purposes of calculating the State Participation Threshold, each Separately Settling State that is also a Threshold State shall be included in both the numerator and the denominator for purposes of calculating whether the State Participation Threshold has been satisfied. For the avoidance of doubt, to be satisfied, the State Participation Threshold requires that 43 or more of the 50 Threshold States (a) become Settling States by signing a Participation Form or (b) be included in both the numerator and the denominator for purposes of calculating the State Participation Threshold by virtue of being a Separately Setting State that is also a Threshold State.
3. Within the first business day on or after three (3) calendar days after the State Participation Date, the Enforcement Committee will deliver all signed State Participation Forms to Walmart. If the State Participation Threshold has not been satisfied by the State Participation Date, this Agreement will have no further effect and all releases and other commitments or obligations contained herein or in State Participation Forms will be void, provided, however, that on or after the State Participation Date, Walmart shall have the unilateral right in its sole discretion to extend the State Participation Date or to proceed with the Settlement if the State Participation Threshold has not been satisfied.
B. Subdivision Participation Thresholds.
1. If the State Participation Threshold has been satisfied by the State Participation Date, each of the Settling States will use reasonable efforts to ensure that, by April 18, 2023, or such later date as agreed to in writing by Walmart and the Enforcement Committee prior to April 18, 2023 (the “Threshold Subdivision Participation Date”), the Settling States have met the following “Subdivision Participation Thresholds”: (1) more than 85% of the aggregate population of all Litigating Subdivisions located in the Settling States and Separately Settling States (calculated on an aggregated basis and not a State-byState basis): (a) have become Participating Subdivisions by executing a Subdivision Participation Agreement, including a release (subject to Section VII.D), in accordance with Section VII.C, (b) are subject to a Bar or Case-Specific Resolution or (c) have joined a settlement between Walmart and a Separately Settling State by executing a participation 15 form, including a release; and (2) more than 85% of the aggregate population of all NonLitigating Threshold Subdivisions located in the Settling States and Separately Settling States (calculated on an aggregated basis and not a State-by-State basis): (a) have become Participating Subdivisions by executing a Subdivision Participation Agreement, including a release (subject to Section VII.D), in accordance with Section VII.B, (b) are subject to a Bar or Case-Specific Resolution, or (c) have joined a settlement between Walmart and a Separately Settling State by executing a participation form, including a release (together, the “Participating Population Levels”). For the avoidance of doubt, for purposes of calculating the Participating Population Levels for the Subdivision Participation Thresholds, all Litigating Subdivisions and Non-Litigating Threshold Subdivisions located in Separately Settling States shall be included in the respective denominators for purposes of calculating whether the Subdivision Participation Thresholds have been satisfied, and any such Litigating Subdivisions or Non-Litigating Threshold Subdivisions located in Separately Settling States that have joined such separate settlement agreement with Walmart by executing a participation form, including a release, shall be included in the respective numerators for purposes of calculating whether the Subdivision Participation Thresholds have been satisfied.6
2. As soon as practicable following the Threshold Subdivision Participation Date, the Settlement Fund Administrator shall calculate the Participating Population Levels and determine whether the Subdivision Participation Thresholds have been met. a. As soon as practicable following calculation of the Participating Population Levels, the Settlement Fund Administrator shall give notice to Walmart, the Settling States, and the Enforcement Committee of the Participating Population Levels and whether the Subdivision Participation Thresholds have been met. b. Within ten (10) calendar days of the notice provided by the Settlement Fund Administrator, any Party or the Enforcement Committee may dispute, in writing, the calculation of the Participating Population Levels or the determination of whether the Subdivision Participation Thresholds have been met.
Such disputing party must provide a written notice of dispute to the Settlement Fund Administrator, the Enforcement Committee, and Walmart (and the affected Settling State, as applicable) identifying the nature of the dispute. c. Within ten (10) calendar days of the sending of a written notice of dispute, any affected party may submit a response, in writing, to the Settlement Fund Administrator, the Enforcement Committee, Walmart, and the disputing Party (and the affected Settling State, as applicable) identifying the basis for disagreement with the notice of dispute.
6 For purposes of calculating the Participating Population Levels for the Subdivision Participation Thresholds, the populations of Lake and Trumbull Counties of Ohio and Nassau and Suffolk Counties of New York shall be excluded entirely from both the numerator and denominator of the Subdivision Participation Thresholds of both the Litigating Subdivisions and Non-Litigating Threshold Subdivisions. Nassau and Suffolk Counties of New York also shall be excluded from both the numerator and denominator for purposes of calculating New York’s Incentive BC Subdivision participation.
16 d. After the time period for a response to be filed has passed, the Settlement Fund Administrator, the Enforcement Committee, Walmart, and the disputing Party (and the affected Settling State, as applicable) shall meet and confer within ten (10) calendar days in an attempt to resolve the dispute. If no resolution is reached, disputes described in this subsection shall be handled in accordance with the terms of Section VI.F.3.
3. If the Subdivision Participation Thresholds are not satisfied by the Threshold Subdivision Participation Date, then any and all releases, commitments or obligations contained herein or in State Participation Forms or Subdivision Participation Agreements shall be void, provided, however, that on or after the Threshold Subdivision Participation Date, Walmart shall have the unilateral right in its sole discretion to extend the Threshold Subdivision Participation Date or to proceed with the Settlement if one or both of the Subdivision Participation Thresholds have not been satisfied.
C. Conditions to Effectiveness. If (1) the State Participation Threshold is met by the State Participation Date and (2) the Subdivision Participation Thresholds are met by the Threshold Subdivision Participation Date, then this Agreement will be deemed effective fifteen (15) days after (a) the Threshold Subdivision Participation Date, or (b) such time as the Settlement Fund Administrator has completed the Participating Population Level calculations necessary to determine whether the Subdivision Participation Thresholds have been achieved, the Settlement Fund Administrator has provided notice of such calculations and determinations to the Parties, and any disputes concerning such calculations and determinations have been resolved subject to Section II.B.2.a-d, whichever is later (the “Effective Date”). Subject to Walmart’s unilateral right in its sole discretion to extend the State Participation Date and/or the Threshold Subdivision Participation Date if the State Participation Threshold or Subdivision Participation Thresholds have not been met by their respective deadlines, or to proceed with the Settlement if one or more of the State Participation Threshold or Subdivision Participation Thresholds have not been met, as set forth in Sections II.A.3 and II.B.3, if either of the foregoing clauses (1) or (2) is not satisfied by the State Participation Date or the Threshold Subdivision Participation Date, respectively, then any and all commitments or obligations (including any and all releases) contained herein or in any State Participation Form or Subdivision Participation Agreement shall be void.
D. Consent Judgments. Promptly after the Effective Date, the Parties will proceed to file the Consent Judgments, and the obligations in the State Participation Forms and Subdivision Participation Agreements will become effective and binding as of the Effective Date.
III. Injunctive Relief
A. Injunctive Relief. As part of the Consent Judgments, the Parties agree to the entry of the injunctive relief terms as set forth in Exhibit P.
IV. Settlement Payments
A. Settlement Fund. All payments under this Section IV shall be made into the Settlement Fund. The Settlement Fund shall be allocated and used only as specified in Section V. 17 B. Payment by Walmart.
1. Provided the conditions set out in Sections II.A-C are met, within seven (7) calendar days after the Effective Date, the Settlement Fund Administrator shall determine the amount representing the maximum total allocation of opioid remediation and abatement payments for the Settling States (the “Remediation Payment”), as calculated by multiplying (a) the total allocation percentages accorded to the Settling States in accordance with Exhibit F by (b) the Global Settlement Remediation Amount.
2. Fifteen (15) calendar days after the Effective Date (the “Deposit Date”), Walmart shall deposit the Remediation Payment into the Settlement Fund. The Remediation Payment shall be distributed to the Settling States and/or refunded to Walmart by the Settlement Fund Administrator consistent with the terms of this Agreement. Any interest earned on the Remediation Payment within the Settlement Fund, to the extent not used to pay the fees for the Settlement Fund Administrator, shall become and remain part of the Remediation Payment within the Settlement Fund and be made available for payments on a pro rata basis to the eventual recipients of the funds (either to Walmart in the case of refund or to the applicable Settling State) in accordance with this Agreement.
3. The Settlement Fund Administrator shall determine the Remediation Payment to be deposited by Walmart on the Deposit Date pursuant to Section IV.B.1. The allocation for each Settling State shall be based on the percentages set out in Exhibit F. For the avoidance of doubt, each of West Virginia, New Mexico, Florida, Alabama, and any other Separately Settling State are not eligible to receive payments under this Agreement.
C. Payments to Settling States and Reversions to Walmart.
1. Payments and Refunds. Subject to the terms of this Section IV.C.1, Settling States shall be eligible to receive payments under this Agreement over a period not to exceed six (6) years. Such payments shall be paid from the Settlement Fund by the Settlement Fund Administrator. Settling States shall be eligible for at most two payments from the Payout Amount in Payment Year 1 and one payment of the Payout Amount for each of Payment Years 2 through 6. Walmart shall be refunded any portion of the Remediation Payment that Settling States failed to earn in a given Payment Year and that Settling States are not able to earn in future years, as well as accrued interest on such amounts, as of the First Subdivision Participation Date and each subsequent anniversary of the First Subdivision Participation Date. The Settlement Fund Administrator will retain sufficient funds in the Settlement Fund in Payment Years 1 and 2 to pay amounts owed to Settling States due to additional Subdivision participation in Payment Years 2 and/or 3.
2. Procedure for Calculation of Payments and Refunds; Disputes. a. Calculation of Payments and Refunds. As soon as practicable following the Threshold Subdivision Participation Date, after determining the Remediation Payment in accordance with Section IV.B, and as soon as practical after each of the First, Second, and Third Subdivision Participation Dates, and as soon as practical after each of the Incentive Payment D Look-Back Dates, the 18 Settlement Fund Administrator shall calculate (1) the Payout Amount (including the amount of the Settlement Fund to be allocated to the Settlement Fund Administrator in costs and fees pursuant to Section V.C.4); (2) the amount to be received by each Settling State; (3) the amount to be received by the separate types of funds for each Settling State (if applicable); (4) the allocation to be received by each Settling State’s Participating Subdivisions listed on Exhibit G; and (5) the amount of any refund due to Walmart, and the Settlement Fund Administrator shall give notice to Walmart, the Settling States, and the Enforcement Committee of each such amount in clauses (1) through (5). If Walmart and the Enforcement Committee inform the Settlement Fund Administrator that they agree on the amounts to be calculated pursuant to clauses (1), (2), and (5) above, the Settlement Fund Administrator shall treat those amounts as the calculated amount. If a Settling State informs the Settlement Fund Administrator that it and its Participating Subdivisions listed on Exhibit G have reached consensus on the amounts to be calculated pursuant to clauses (3) and/or (4) above, the Settlement Fund Administrator shall use those amounts so long as they are consistent with the amount calculated pursuant to clause (2). The Payout Amount shall be based on each Settling State’s eligibility to receive one or more Incentive Payment(s) as set out in Section IV.E. For the avoidance of doubt, any Subdivision not listed on Exhibit G shall not receive an allocation from the Subdivision Fund, and no provision of this Agreement shall be interpreted to create such an entitlement. b. Notice of Dispute. Within twenty-one (21) calendar days of the notice provided by the Settlement Fund Administrator, (1) Walmart, any Settling State or the Enforcement Committee may dispute, in writing, the calculation of the Payout Amount (including the amount allocated for Settlement Fund Administrator costs and fees), whether a Settling State qualifies for an Incentive Payment, or the amount to be received by a Settling State and/or its Participating Subdivisions listed on Exhibit G and (2) a Participating Subdivision may dispute, in writing, the calculation of the amounts under Section IV.C.2.a clauses 3 or 4 solely with respect to such amounts calculated for the Settling State in which it is located and without disputing the amounts calculated under Section IV.C.2.a clauses 1, 2, or 5. A dispute will be deemed invalid and disregarded if it challenges the allocations adopted by a State-Subdivision Agreement approved pursuant to the provisions of Exhibit O or by statute. Such disputing party must provide a written notice of dispute to the Settlement Fund Administrator, the Enforcement Committee, any affected Settling State or Participating Subdivision, and Walmart identifying the nature of the dispute, the amount of money that is disputed, and the Settling State(s) or Participating Subdivision(s) affected.
c. Response to Notice of Dispute. Within twenty-one (21) calendar days of the sending of a written notice of dispute, any affected party may submit a response, in writing, to the Settlement Fund Administrator, the Enforcement Committee, any affected Settling State or Participating Subdivision, and Walmart identifying the basis for disagreement with the notice of dispute. 19 d. Resolution of Disputes. If no response is filed within the specified time period, the Settlement Fund Administrator shall adjust the amount calculated consistent with the written notice of dispute, the Settlement Fund Administrator shall pay the adjusted Payout Amount, and the dispute shall be considered finally resolved. If a written response to the written notice of dispute is timely sent to the Settlement Fund Administrator, the Settlement Fund Administrator shall notify Walmart and the Enforcement Committee of the preliminary amount to be paid out by the Settlement Fund Administrator, which shall be the smaller of the amount originally calculated by the Settling Administrator or the amount that would be consistent with the notice of dispute, provided, however, that in no circumstances shall the preliminary amount to be paid to a Settling State be higher than the maximum amount of Incentive Payment A for that Payment Year. e. Final resolution of such disputes shall be handled in accordance with the terms of Section VI.F and the Settlement Fund Administrator shall not distribute any amount subject to a dispute being resolved under Section VI.F until such time when the dispute is finally resolved.