IV. ENFORCEMENT
A. For the purposes of resolving disputes with respect to compliance with Exhibit P, should any of the Settling States have reason to believe that Allergan has violated a provision of Exhibit P, then such Settling State shall notify Allergan in writing of the specific objection, identify with particularity the provisions of Exhibit P that
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the practice appears to violate, and give Allergan thirty (30) days to respond to the notification (“Response Period”).
B. Upon receipt of written notice from any of the Settling States, Allergan shall provide a written response to the Settling State’s notification, containing either a statement explaining why Allergan believes it is in compliance with Exhibit P, or a detailed explanation of how the alleged violation occurred and a statement explaining how and when Allergan intends to remedy or has remedied the alleged violation. Allergan may request a reasonable amount of additional time to cure any violation through such rem edial measures (“Cure Period”) and the Settling State shall not unreasonably withhold approval of such request.
C. The Settling State may not take any action concerning the alleged violation of Exhibit P during the Response and Cure Periods. Nothing shall p revent the Settling State from agreeing in writing to provide Allergan with additional time beyond the thirty (30) days to respond to the notice. However, the Settling State may take any action, including, but not limited to legal action to enforce compliance with the Consent Judgment, without delay if the Settling State believes that a threat to the health or safety of the public requires immediate action.
D. The Settling State may bring an action against Allergan to enforce the terms of Exhibit P , but only after providing Allergan an opportunity to respond to the notification and, if agreed upon, a period to cure any violation, as described above, or within any other period as agreed to by Allergan and the Settling State.
E. Nothing in this Consent Judgment shall be interpreted to limit any Settling State’s Civil Investigative Demand (“CID”) or investigative subpoena authority, to the extent such authority exists under applicable state law.
F. Nothing herein shall be construed to exonerate any failure to comply w ith any provision of Exhibit P after the Effective Date, or to compromise the authority of any Settling State to take action for any failure to comply with Exhibit P, consistent with this section.
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EXHIBIT Q
[Intentionally Omitted]
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EXHIBIT R
Agreement on Attorneys’ Fees, Costs, and Expenses
This Agreement on Attorneys’ Fees, Expenses, and Costs (“Fee Agreement”) is entered between Teva, Allergan, 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-02804 (“MDL PEC”), in connection with the Teva Global Opioid Settlement Agreement (“Teva Agreement”) and the Allergan Public Global Opioid Settlement Agreement (“Allergan Agreement”). This Fee Agreement becomes effective on the Effective Date of the Teva Agreement and Allergan Agreement or the date that the Consent Judgments anticipated under the Teva Agreement and Allergan Agreement become final in 25 Settling States (whichever is later).
I. Definitions
A. This Fee Agreement incorporates all defined terms in the Teva Agreement and Allergan Agreement, unless otherwise defined herein, and shall be interpreted in a manner consistent with the Teva Agreement and Allergan Agreement.
B. “Allergan.” Allergan Finance, LLC (f/k/a Actavis, Inc., which, in turn, was f/k/a/ Watson Pharmaceuticals, Inc.) and Allergan Limited (f/k/a Allergan plc, which, in turn, was f/k/a Actavis plc). Allergan does not include Teva Pharmaceuticals Industries Ltd. ( “Teva Ltd.”), Teva Pharmaceuticals USA, Inc. ( “Teva USA” ), Cephalon, Inc. (“Cephalon”), Actavis LLC (f/k/a Actavis Inc.) ( “Actavis LLC”), Watson Laboratories, Inc. ( “Watson”), Actavis Pharma, Inc. (f/k/a Watson Pharma, Inc.) (“Actavis Pharma”), Actavis Elizabeth LLC (“Actavis Elizabeth”), Actavis Kadian LLC ( “Actavis Kadian” ), Actavis Laboratories FL, Inc. (f/k/a Watson Laboratories, Inc. - Florida) (“Actavis Labs FL” ), Actavis Laboratories UT, Inc. (f/k/a Watson Laboratories, Inc. - Utah) (“Actavis Labs UT” ), Actavis Mid Atlantic LLC (“Actavis Mid”), Actavis South Atlantic LLC (“Actavis South”), Actavis Totowa LLC (“Actavis Totowa”), or Anda, Inc. (“Anda”).
C. “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.
D. “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.
E. “Attorney Fee Fund.” An account consisting of funds allocated to pay attorneys’ fees approved pursuant to Section III of this Fee Agreement established by Order of and under the ongoing jurisdiction of the MDL Court, as provided below.
F. “Common Benefit .” Work performed for the benefit of all Participating Subdivisions or Tribal Nations, including, but not limited to, pretrial matters ,
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discovery, trial preparation, trial, settlement negotiations, and all other work that advances the interests of the Participating Subdivisions.
G. “Common Benefit Fund .” The sub fund of the Attorney Fee Fund described in subsection III.E.
H. “Contingency Fee Fund.” The sub fund of the Attorney Fee Fund described in subsection III.F.
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. “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.
K. “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. Fo r the avoidance of doubt, the scope of Fee Entitlement under subparagraph III.G.3.a does not include any Attorneys’ fees associated with representation of a State.
L. “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.
M. “Later Litigating State.” A State that first files a lawsuit bringing a Released Claim against a Released Entity after the Preliminary Agreement Date.
N. “MDL Court .” United States District Court for the Northern District of Ohio Eastern Division, Case No. 1:17-md-02804, Judge Dan Aaron Polster.
O. “MDL Direct Cost Fund.” The cost fund described in subparagraph II.A.3.a below.
P. “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 i nclude insurance counsel and appellant counsel.
Q. “MDL PEC.” The Plaintiffs’ Executive Committee appointed by the MDL Court.
R. “Non-Participating Litigating Subdivision.” A Litigating Subdivision that is not a Participating Subdivision.
S. “Non-Participating State.” A State that is not a Participating State.
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T. “Participating Litigating Subdivision .” A Litigating Subdivision that is also a Participating Subdivision.
U. “Participation Agreement .” An agreement executed by an Attorney that acknowledges the obligation to pay an appropriate MDL Common Benefit Assessment.
V. “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 Teva Tribal Global Settlement and the Allergan Tribal Global Settlement will provide for the contribution to the Common Benefit Fund as determined by the MDL Court.
W. “Qualifying Representation .” Legal services provided for representation of the MDL PEC or Participating Litigating Subdivision regarding Released Claims against Released Entities.
X. “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.1 Y. “Subdivision Cost and Expense Fund.” The fund created to pay approved Subdivision and Tribal Nations costs and expenses as set forth in subparagraph II.A.3.b.
Z. “Teva” means (i) Teva Pharmaceutical Industries Ltd. and (ii) all of its respective past and present direct or indirect parents, subsidiaries, divisions, affiliates, joint ventures, predecessors, successors, assigns, including but not limited to Teva Pharmaceuticals USA, Inc., the Actavis Generic Entities, and Anda Inc.
II. MDL Direct Cost Fund and Subdivision Cost and Expense Fund (“Cost Fund”) A. The total Cost Fund shall be $30 million dollars funded as set forth below.
1. Total cost to be paid by Teva in each of the relevant Payment Years2 under this Agreement shall be up to the following a mounts, subject to the provisions set forth below:
Cost Fund
1 Nothing herein shall be understood to indicate approval for additional State Back -Stop Agreements or modifications of existing State Back-Stop Agreements.
2 Payment Year shall have the same meaning for Teva as set forth in the Teva Agreement and Teva Exhibits M -1 and M-3. Payment Year shall carry the same definition for Allergan as set forth in the Allergan Agreement and Allergan Exhibits M-1 and M-2.
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Payment
Year 1 $9,000,000.00
Payment
Year 2 $9,000,000.00
2. Total cost to be paid by Allergan in each of the relevant Payment Years under this Agreement shall be up to the following amounts, subject to the provisions set forth below:
Cost Fund
Payment
Year 1 $6,000,000.00
Payment
Year 2 $6,000,000.00
3. The Cost Fund shall be split into the MDL Direct Cost Fund and the Subdivision Cost and Expense Fund.
a. The MDL Direct Cost Fund shall be Seven Million Five Hundred Thousand Dollars ($7,500,000), payable 50% in Year One, and 50% in Year Two. The MDL Direct Cost Fund shall make payment without any delay to reimburse the MDL PEC for an agreed -to portion of the expenses incurred, provided the costs have been approved by the Cost and Expense Fund Administrator appointed by the Court. The MDL Direct Cost Fund w ill be paid directly to the MDL Opiate Capital Account. The Cost and Expense Fund Administrator may include costs incurred by the MDL PEC in furtherance of litigation, mediation, implementation, and management of the Settlements.
b. The Subdivision Cost and Expense Fund shall be Twenty -Two Million Five Hundred Thousand Dollars ($22,500,000), payable 50% in Year One and 50% in Year Two.
c. It is the intention of the Parties that 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.
d. 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
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Subdivision Cost and Expense Fund to fairly charge each fund the cost incurred in implementing and supervising the specific fund. e. 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 receiv e 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 in pursuit of claims against Allergan or Teva. 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 transpare ncy 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 conside r 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 C ommon Benefit Fund established in this Exhibit R.
4. In the event that States and Subdivisions enter into an additional global settlement with a party or parties other than Teva or Allergan 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.
III. Attorney Fee Fund
A. An Attorney Fee Fund shall be paid in the following amounts and years:
Teva Shall Pay Allergan Shall Pay
Payment
Year 1 $ 46,215,837.93 $ 40,778,855.53
Payment
Year 2 $ 46,215,837.93 $ 40,778,855.53
Payment
Year 3 $ 55,215,837.92 $ 46,778,855.53
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Payment
Year 4 $ 55,215,837.92 $ 46,778,855.53
Payment
Year 5 $ 55,215,837.92 $ 0.00
Payment
Year 6 $ 55,215,837.92 $ 0.00
B. The Attorney Fee Fund shall consist of the Contingency Fee Fund and the Common Benefit Fund.
2. It is the intention of the Parties that the Contingency Fee Fund and the Common Benefit Fund shall be administered by the Fee Panel (MDL Docket No. 3828), which w ill 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.
C. The fees to be paid under this Fee Agreement are available for Attorn eys engaged in Qualifying Representations and Qualified Tribal Representations only. Fees to be paid under this Fee Agreement are not available prior to the Effective Date of the Teva Agreement and Allergan Agreement or if the Teva Agreement does not proceed past Teva’s determination in subsection XI.A of the Teva Agreement or if the Allergan Agreement does not proceed past Allergan’s determination in subsection X.A of the Allergan Agreement. Fees to be paid under this Fee Agreement are not available for representation of States, Non -Participating Subdivisions or Non -Litigating 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 Par ticipating 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 representat ions that involve development of facts for pursuit of opioid -related claims against multiple defendants in the pharmacy, manufacturing, and distribution chain.
D. Attorney Fee Fund and Sub Funds.
1. There shall be a split of the Attorney Fee Fund into 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. In no event shall Teva or Allergan be required to pay more into the Attorney Fee Fund in any Payment Year than the maximum amount specified for that Payment Year in subsection III.A., which amounts are reflected in Exhibit M to the Teva Agreement and Allergan Agreement. The amounts allocated to the Contingency Fee Fund and the Common Benefit Fund set by the Fee Panel shall be subject to the reductions and offsets set forth below.
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3. 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 Teva Agreement and Allergan Agreement, as set forth in Exhibits F -2 and G to the Teva Agreement and Exhibits F and G to the Allergan Agreement, and shall be made 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 couns el 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 applica tion of the Model and resolve any questions or disputes concerning the eligibility of a Counsel to participate as required in subsection III.G. The Panel is empowered to hear disputes concerning and ensure the accuracy of the mathematical calculation.
4. As to awards from the Contingency Fee Fund, there shall be no right of appeal.
5. 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.
E. Common Benefit Fund (60% of the Attorney Fee Fund).
1. Funds in the Attorney Fee Fund shall be allocated to the Common Benefit Fund according to the schedule set forth below, subject to the adjustments described in paragraph III.E.6. The payments are to be made on the following yearly schedule, subject to the adjustments set forth below:
Teva Shall Pay Allergan Shall Pay
Payment
Year 1 $ 27,729,502.76 $ 24,467,313.32
Payment
Year 2 $ 27,729,502.76 $ 24,467,313.32
Payment
Year 3 $ 33,129,502.75 $ 28,067,313.32
Payment
Year 4 $ 33,129,502.75 $ 28,067,313.32
Payment
Year 5 $ 33,129,502.75 $ 0.00
Payment
Year 6 $ 33,129,502.75 $ 0.00
2. The Common Benefit Fund shall be available to compensate Attorneys engaged in Qualifying Representations of Participating Litigating
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Subdivisions and Qualified Tribal Representation of Tribal Participating Governments who:
a. have performed work for the Commo n 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 May 1, 2018 Order, under docket number 358, which is incorporated herein by reference; and
b. satisfy the eligibility criteria set forth in subsection III.G.
3. For purposes of Common Benefit Fund distribution, Attorneys representing Tribal Nations litigating against Teva or Allergan have also reached a settlement for Released Claims with Teva and Allergan. These settlements shall be the subject of separate agreements with Teva and Allergan.
Attorneys representing Tribal Nations are eligible for Common Benefit consideration, provided such agreements with Teva and Allergan bec ome effective under their terms. Such Attorneys must meet the eligibility criteria in subsection III.G.
4. For purposes of Common Benefit Fund distribution, 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 subsection III.G shall be eligible.
5. 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 May 1, 2018 Order.
6. 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) the Initial Participation in the Teva Agreement or the Allergan Agreement, 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 Teva Agreement, including the Teva Tribal Agreement, or the Allergan Agreement, including the Allergan 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, repres entations 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 Teva Agreement or Allergan Agreement or not. It is the intent of thi s provision to recognize that the goal of the Teva Agreement
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and Allergan 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 Subdivisions does not further the goal of the Teva Agreement or Allergan Agreement, and should not be considered Common Benefit because it does not increase funds available to Part icipating Subdivisions’ abatement programs.
Representing one or more Later Litigating States or Later Litigating Subdivisions is antithetical to the Teva Settlement and the Allergan 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 offsets provided to Teva or Allergan as set forth in subsection III.H. 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% partic ipation, 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, “client” or “representing” a Subdivision shall include any Litigating Subdivision as to which the Applicant has a Fee Entitlement.
7. As set forth in subsection III.H, the Fee Panel must consider the factors described in paragraph III.E.6 to determine how and whether to reduce the amounts to be paid by Teva or Allergan 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 Teva or Allergan in this Fee Agreement shall be applied against the l ast Payment Year for that defendant and working backwards.
Any reduction to an Applicant not credited to Teva or Allergan shall be allocated to attorneys whose Litigating Subdivision clients participated in the settlement by the Initial Participation Date.
8. The MDL PEC will seek, and the Attorneys General for Settling States, Teva, and Allergan, 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 t hat 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 paid in a case otherwise under the jurisdiction of the MDL Court.
9. If Teva and Allergan agree to go forward with their respective Agreements under subsections [XI.A and X.A] of their respective Agreements, they shall pay the full Common Benefit (60%) Fee into the Common Benefit Fund without regard to the number of Settling States or Participating Subdivisions. Should Teva and/or Allergan pay a judgment to, or settle
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with, a Non -Participating Sta te or a Non -Participating Litigating Subdivision subsequent to the Reference Date, and such settlement or judgment results in a common benefit fee assessment paid into the Common Benefit Fund or the Court Common Benefit Fund, the following shall apply:
a. Teva or Allergan shall be credited dollar -for-dollar for the amount paid for the fee assessment up to 7.5% of the abatement amount derived from the application of the State Global Allocation Percentage as set forth in Exhibit F -1 or the abatement amount derived from the application of the Subdivision and Special District Allocation Percentage as set forth in Exhibit G that the Non - Participating State or Non -Participating Litigating Subdivision would have received if it had participated in the Settlement Agreement;
b. Except as set forth below in subparagraph III.E.9.c, for any settlement or judgment that meets the requirements of paragraph III.E.9 that exceeds the abatement amount derived from the application of the State Global Allocation Percentage as set forth in Exhibit F-1 or the abatement amount derived from the application of the Subdivision and Special District Allocation Percentage as set forth in Exhibit G , no credits shall be taken against Teva or Allergan’s obligation to make payments into the Common Be nefit Fund for that portion of the settlement or judgment in excess of the abatement amount derived from the application of the State Global Allocation Percentage as set forth in Exhibit F-1 or the abatement amount derived from the application of the Subdivision and Special District Allocation Percentage as set forth in Exhibit G; c. For any settlement or judgment that meets the requirements of paragraph III.E.9 that exceeds the abatement amount derived from the application of the State Global Allocation Percentage as set forth in Exhibit F -1 or the abatement amount derived from the application of the Subdivision and Special District Allocation Percentage as set forth in Exhibit G that the Later Litigating State or Later Litigating Subdivision would have receiv ed if it had participated in the Settlement Agreement, where the Later Litigating State or Later Litigating Subdivision is represented by any member of the MDL PEC or that member’s law firm, Teva or Allergan shall be credited dollar-for-dollar for the full amount of the 7.5% common benefit fee assessment paid into the Common Benefit Fund or the Court Common Benefit Fund;
d. If a credit is made to Allergan or Teva pursuant to subparagraph III.E.9.c., then that amount shall be calculated as a direct reduction to any common benefit fee award made under this Fee Agreement
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to the MDL PEC firm(s) that represented the Later Litigating State or Later Litigating Subdivision;
e. Any credits shall be taken first against Teva’s or Allergan’s payment to the Common Benefit Fund in Teva’s or Allergan’s respective final Payment Year as set forth in paragraph III.E.1 (for Teva Year 6; for Allergan Year 4), up to the full amount of Teva’s or Allergan’s final year payment obligation, then from the next -to-final Payment Year’s payment obligation, and so on;
f. Teva and Allergan shall not be entitled to any credits against the Common Benefit Fund for settlements or judgments paid after Teva’s or Allergan’s final fee Payment Year.
F. Contingency Fee Fund (40% of the Attorney Fee Fund).
1. Funds from the Attorney Fee Fund shall be allocated to the Contingency Fee Fund on the following yearly schedule, subject to the adjustments set forth below:
Teva Shall Pay Allergan Shall Pay
Payment
Year 1 $ 18,486,335.17 $ 16,311,542.21
Payment
Year 2 $ 18,486,335.17 $ 16,311,542.21
Payment
Year 3 $ 22,086,335.17 $ 18,711,542.21
Payment
Year 4 $ 22,086,335.17 $ 18,711,542.21
Payment
Year 5 $ 22,086,335.17 $ 0.00
Payment
Year 6 $ 22,086,335.17 $ 0.00
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 subsection III.G. a. The Contingency Fee Fund shall be available to Attorn eys who represent Litigating Subdivisions that are Participating Subdivisions, whether their actions are filed in state or federal court, and meet the eligibility criteria of subsection III.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
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the fairness of the distribution process, and enforcement of this Fee Agreement.
c. Under the terms of the Teva Agreement and Allergan Agreement Litigating Subdivisions must become a Participating Litigating Subdivision under both Agreements to be eligible to participate.
Therefore, Exhibit R applies jointly to Teva and Allergan with the Attorneys’ Fee Fund and MDL Cost Fund to include the combined payment from Teva and Allergan.
3. Teva and/or Allergan shall each be entitled to a pro-rata reduction to their own portion of the Contingency Fee Fund payment(s) in accordance with subsection III.F.4., unless, by the Payment Date for the Initial Year Payment, (i) 41 states are Settling States for Teva or 43 states are Settling States for Allergan, (ii) 98% of all Litigating Subdivisions are Participating Subdivisions and/or Subdivisions Subject to a Bar, Case -Specific Resolution, and, (iii) 97% of all Non -Litigating Subdivisions with Populations over 10,000 as listed in Exhibit I are Participating Subdivisions and/or Subdivisions Subject to a Bar, Case -Specific Resolution, in which case no offset shall be applied.
4. If the participation conditions in paragraph III.F.3 are not met, then the amounts owed by Teva and/or Allergan to the Contingency Fee Fund shall be reduced as follows:
a. For Non-Settling States, the Contingency Fee Fund payments shall first be reduced by the amounts identified by the Fee Panel, pursuant to paragraph III.H.7, that would have been owed to counsel for Litigating Subdivisions in Non-Settling States, had those States and those Litigating Subdivisions been Settling States and Participating Subdivisions.
b. Following the calculation in subparagraph III.F.4.a., the Contingency Fee Fund payments 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 III.H.7, that would have been owed to counsel for Non-Participating Litigating Subdivisions in Settling States had such Litigating Subdivisions been Participating Subdivisions.
5. In the event that after the date of the Settlement Agreement Teva, prior to the Effective Date of the Teva Agreement, or Allergan, prior to the Effective Date of the Allergan Agreement, settles with any Litigating Subdivision that would have been eligible to participate in the defendant’s Agreement, and, under such settlement agreement pays attorneys’ fees, the Fee Panel shall treat those Litigating Subdivisions as Participating Litigating S ubdivisions and, applying the same criteria applicable to all Attorneys for Participating
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Litigating Subdivisions, determine what amount they would have been paid from the Contingency Fee Fund if they had become Participating Subdivisions under the Teva Agreement or the Allergan Agreement without such prior settlement. That sum, rather than being paid to the Attorney for the previously settling Litigating Subdivision, shall be credited and/or returned to Teva or Allergan as if determined under (a)(ii) abov e, except that such credit shall not be greater than the amount paid to the Attorneys under the Litigating Subdivision’s prior settlement agreement and credits apply equally over the Fee Payment Years.
6. During the period between the Preliminary Agreement D ate and the Effective Date, the MDL PEC, as well as Litigating Subdivisions’ Attorneys, shall make best efforts to cease litigation activity against Teva and Allergan, including by jointly seeking stays or severance of claims against Teva and Allergan, 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.
G. Eligibility.
1. It is the intention of all parties participating in the Fee Panel pr ocess 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 anticipat ed 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 who 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 III.G.3, mu st be subject to the criteria set forth in subsection III.C, and must be disclosed to the Fee Panel.
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
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future St ate Back -Stop 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 relat ed 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 Attorne ys 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.
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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. 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 Teva Agreement or Allergan 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 Teva Agreement and the Allergan Agreement to be fair and will make or has made best efforts to recommend both Agreements 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 subsection shall include an affirmation by the Attorney in compliance with the foregoing subparagraphs.
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 - Participating Subdivision except Common Benefit Fees as described in paragraph III.E.2. All applications for attorneys’ fees under this subsection shall include an affirmation by the Attorney of compliance with this paragraph.
5. An Attorney who has filed an application under this subsection and received an award of attorneys’ fees shall provide a certification of compliance with the requirements 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 subsection, such representations become untrue, or the A ttorney falsely represents compliance with the eligibility criteria, the Attorney shall cease to be eligible to receive funds from the Attorney Fee Fund until further
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review by the Fee Panel of the Attorney’s eligibility under and compliance with this subsection.
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 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. 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 Teva and Allergan 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 Teva Agreement or the Allergan Agreement, represents a Later Litigating Subdi vision or Later Litigating State, such Attorney shall be obligated to refund su ch amounts received as compensation from the Attorney Fee Fund to Teva or Allergan. Teva, Allergan, 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 Allergan or Teva 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 re sult 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 t o bring Released Claims against Released Entities, but such authorization is, in scope, less broad than the category of
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Released Claims set forth in the Teva Agreement or Allergan Agreement, such Attorney may participate fully in both the Contingency Fee F und 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 pr ocedures outlined herein.
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 attor neys’ fees are calculated under this subsection, except that the Fee Panel may receive information from Teva or Allergan as to (a) the identity of Participating, Non-Participating, Litigating, Later Litigating, and Non-Litigating Subdivisions; (b) the impa ct of non -participation by a Litigating Subdivision as is relevant to the Fee Panel’s determination in paragraph III.E.6; and (c) such other information as Teva or Allergan may voluntarily elect to provide.
2. The Fee Panel shall establish procedures for maki ng 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 Teva and Allergan) 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 subsect ion III.G of this Fee Agreement and the criteria set forth in paragraph III.E.2. 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 appl ied 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
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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;
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 III.E.6. 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;
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l. Any pressure points successfully asserted by the Applicant in cases against Teva or Allergan or any risk for Teva or Allergan created by the Applicant in cases against them;
m. Any risk for defendants created by Applicants in cases against Teva or Allergan;
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. Whether the Applicant’s clients brought claims against Teva or Allergan;
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, Pr escription 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 was done prior to and contributed to completion of settlement negotiations, as distinct from litigation that was done litigating after the announcement of the Teva Agreement or Allergan Agreement, such latter litigation both being of less value and potentially resulting a common detriment to the settlement process; and
x. Any other factors that the Fee Panel finds to be appropriate to consider after input from Applicants to the Attorney Fee Fund.
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4. In the event that States and Subdivisions enter into an additional global settlement with a party or parties other than Teva or Allergan that is (a) under the jurisdiction of the MDL Court in MDL No. 2804, (b) creates a separate common benefit fund to be administered by the Fee Panel, and (c) unless the parties agree to another date, such agreement has an effective date prior to June 30, 2023, 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 Aggre gate Common Benefit Fees that come after November 14, 2022;
c. Give consideration to the amount and timing of each settlement, including the amount and timing of Common Benefit Fees; 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 appl icable, 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);
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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 in clude, 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 the Participation Tier, or an Allocation Agreement is reached.
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 subsection III.G.
b. Reduce, on an annual basis, Teva’s or Allergan’s payment obligations, as set forth in paragraph III.E.7. The Panel shall inform Teva or Allergan, and the MDL PEC of all such amounts and adjust payment obligations accordingly.
c. Using criteria set forth in subsections III.E and III.H, 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 III.E.6 and shall allocate any reduction in t he payments specified in paragraph III.E.7 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 subsection III.G. b. Apply the Mathematical Model in Exhibit A to this Fee Agreement.
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c. Use such allocations to reduce on an annual basis the payment obligations of Teva or Allergan to the Attorney Fee Fund as set forth in paragraph III.F.4, and distributions therefrom, and inform Teva or Allergan 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 amounts that Teva or Allergan is required to pay (including application of any reductions or offsets 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 Con tingency 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 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 Teva and Allergan.
2. The MDL PEC shall provide to Teva and Allergan information they have 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.
3. 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
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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.
IV. Miscellaneous
A. Termination. If the Teva Agreement or Allergan Agreement does not proceed past the Reference Date, whether because Teva and Allergan do not determine t o proceed or for any other reason, this Fee Agreement shall be null and void, neither Teva nor Allergan shall have any obligation to make any payments under this Fee Agreement other than Fee Panel costs advanced, and Teva, Allergan, and the 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 Teva Agreement and Allergan Agreement. This Fee Agreement shall also be submitted by Teva, Allergan, and the MDL PEC to the MDL Court for approval pursuant to the motion and order that shall be a ttached, prior to the Preliminary Agreement Date of the Agreements, as Exhibit B.
1. In the event that the MDL Court, through an order, makes any change to the amounts potentially to be paid by Teva and Allergan under this Fee Agreement, makes any change to the Fee Panel’s consideration of the factors set forth in paragraph III.E.6, or any other material change to the draft Order attached as part of Exhibit B or the terms of this Fee Agreement, Teva, Allergan, and the MDL PEC shall meet and confer concerning such changes.
2. If Teva, Allergan, and the MDL PEC are unable to reach agreement and revisions to this Fee Agreement, this Fee Agreement shall be null and void, Teva and Allergan shall have no obligation to make any payments under this Fee Agreement, and Teva, Allergan, and the MDL PEC shall take such 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 Teva, Allergan, 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 Teva and Allergan as set forth in this subsection 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 Teva or Allergan, including data and documents, depositions, expert
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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 subsection authorizes the MDL Court to act contrary to this Agreement or provides the MDL Court with jurisdiction over the Teva Agreement or Allergan Agreement.
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EXHIBIT S
Agreement on the State Outside Counsel Fee Fund for Manufacturer Settlements
1. Definitions.
a. “Manufacturer” means any of Teva and Allergan, and “Manufacturers” means all of the foregoing.
b. “Multistate Manufacturer Settlement Agreement ” means This Settlement Agreement along with the separate settlement of opioids -related claims among 30 or more states and the other Manufacturer.
c. “This Settlement Agreement” means the settlement agreement between the Settling States and the Manufacturer t o which this Agreement is attached as an Exhibit.
d. “Settling Manufacturer” means the Manufacturer that is a party to This Settlement Agreement.
e. “Settling States ” has the meaning given such term in the relevant Multistate Manufacturer Settlement Agreement.
2. Creation of a State Outside Counsel Manufacturers 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 Manufacturers (such fund, the “ State Outside Counsel Manufacturers Fee Fund”).
3. State Outside Counsel Manufacturers Fee Fund Administration. The State Outside Counsel Manufacturers Fee Fund shall be administered separately from any other funds for the payment of attorney ’s 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 Manufacturers Fee Fund (the “ Manufacturers Fee Fund Committee”). The Manufacturers 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 Manufacturers. The Settlement Fund Administrator (the “ Fee Fund Administrator ”) shall administer the State Outside Counsel Manufacturers Fee Fund according to this Exhibit and, if convened, the guidelines and directives of the Manufacturers Fee Fund Committee.
4. State Outside Counsel Manufacturers Fee Eligibility.
a. To receive any amount from the State Outside Counsel Manufacturers Fee Fund, both of the following must be true:
1. 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 Manufacturer in a state or federal court as of November 1, 2022; and
2. the State must become a Settling State for each Multistate Manufacturer Settlement Agreement for which it is eligible.
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b. No Settling Stat e (or its outside counsel) shall receive funds from both the State Outside Counsel Manufacturers Fee Fund and any “Additional Restitution Amount” as may be provided for in This Settlement Agreement. c. 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 Manufacturers Fee Fund as a result of This Settlement Agreement.
5. State Outside Counsel Manufacturers Fee Fund Amount. The Settling Manufacturer shall pay funds into the State Outside Counsel Manufacturers Fee Fund in an amount equal to, and on the schedule identified in, Exhibit M (the “ Contribution”). The Settling Manufacturer’s Contribution shall be subject to a reduction as described in Paragraph 8, below.
6. State Outside Counsel Manufacturers Fee Fund Availability and Calculation of Amount.
a. The State Outside Counsel Manufacturers 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 subparagraphs
6.c and d, 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 Settl ement 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. Except as provided in Paragraph d, below, fees shall be aggregated across the Multistate Manufacturer 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 Manufacturer 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 No n-Settling States had they become Settling States) exhausts the State Outside Counsel Manufacturers Fee Fund. The proportional share percentage will be the same for each Settling State
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included in the State Outside Counsel Manufacturers Fee Fund. Except as set forth in Paragraph 6.c, fees shall be split proportionally among each Multistate Manufacturer Settlement Agreement, as set forth on the Fee Schedule.
d. Notwithstanding the foregoing, fees for the State of Oklahoma, if it becomes a Settling State under the Multistate Manufacturer Settlement Agreement with Allergan, shall be limited to Oklahoma’s share of the State Outside Counsel Manufacturers Fee Fund derived from Allergan’s Contribution.
Oklahoma’s share of the State Outside Counsel Manufacturers Fee Fund derived from Teva’s Contribution shall be reallocated proportionally among the other Settling States eligible to receive payments from the State Outside Counsel Manufacturer Fee Fund.
e. All amounts paid will be less the following:
1. 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 Fu nd Administrator, the remainder of which shall be disbursed proportionally to States receiving monies from the State Outside Counsel Manufacturers 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) both Multistate Manufacturer Settlement Agreements become effective or (2) when instructed by the Settling State Members of the Enforcement Committee.
b. Subject to eligibility pursua nt to Paragraph 4, above, a Settling State’s outside counsel may receive funds from the State Outside Counsel Manufacturers 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 Manufacturer 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 Manufacturers Fee Fund.
3. A final judgmen t 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 Manufacturers Fee Fund Committee how to pay the amount listed on the Final Fee Schedule for such State.
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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 st ate 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 Settling State, the Fee Fund Administrator shall release monies from the State Outside Counsel Manufacturers 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 5 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 le ss 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 agre ement 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 Set tling State’s Subdivision(s) that the outside counsel also represented; or (iv) any limitation placed by the Settling Manufacturer 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 Manufacturer.
8. Non-Settling States; Reversion and Redistribution. Amounts owed by the Settling Manufacturer to the State Outside Counsel Manufacturers 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. 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.
9. Interpretation.
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a. This Agreement shall be an Exhibit to each Multistate Manufacturer 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 Manufacturers 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 an d 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.
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Schedule I
Fee Schedule
State
Total Fee
Allergan Share Teva Share
Alaska $1,252,625.36 $424,966.99 $827,658.36
Delaware $2,194,254.56 $744,425.11 $1,449,829.45
Georgia $6,557,324.06 $2,224,644.65 $4,332,679.41
Hawaii $1,272,349.43 $431,658.60 $840,690.83
Idaho $1,413,869.58 $479,670.88 $934,198.70
Kentucky $5,087,998.16 $1,726,159.60 $3,361,838.56 Mississippi $1,737,202.53 $589,365.16 $1,147,837.38 Nevada
$6,279,564.47 $2,130,411.64 $4,149,152.83
New Mexico
$5,218,189.24 $1,770,328.36 $3,447,860.88
Ohio $6,831,882.94 $2,317,791.78 $4,514,091.16
Oklahoma $1,470,349.73 $1,470,349.73 $-
Puerto Rico $4,823,581.25 $1,636,453.24 $3,187,128.01 South Dakota $673,251.45 $228,408.00 $444,843.46
Admin Expense
Holdbacks
$18,047.03 $31,952.97
Total $16,192,680.76 $28,669,762.00
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EXHIBIT T
Agreement on the Joint State Cost Fund
1. Definitions.
a. “Opioids Defendant ” means Teva, Allergan, or such other defendant in opioids-related 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 bankrupt cy 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.
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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 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 fe e 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 Fu nd shall be primarily used to reimburse
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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.
3. The Joint State Cost Fund shall prioritize the reimbursement of the following over reimbursement of any State’s litigation or investigation costs:
• the reas onable costs of the Joint State Cost Fund
Administrator;
• repayment of National Association of Attorneys General grants made in connection with opioid investigations and 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
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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 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 Defenda nt (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
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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 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 exerci se 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.
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Proposed California State-Subdivision Agreement
Regarding Distribution and Use of
Settlement Funds – Distributor Settlement
1. Introduction
Pursuant to the Distributor Settlement Agreement, dated as of July 21, 2021, and any revision thereto (the “Distributor Settlement Agreement”), including Section V and Exhibit O, the State of California proposes this agreement (the “CA Distributor Allocation Agreement”) to govern the allocation, distribution, and use of Settlement Fund payments made to California pursuant to Sections IV and V of the Distributor Settlement Agreement.1 For the avoidance of doubt, this agreement does not apply to payments made pursuant to Sections IX or X of the Distributor Settlement Agreement.
Pursuant to Exhibit O, Paragraph 4, of the Distributor Settlement Agreement, acceptance of this CA Distributor 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 Distributor Settlement Agreement. b) Janssen Settlement Agreement means the Janssen Settlement Agreement dated July 21, 2021, and any revision thereto.
c) Litigating Special District means a school district, fire protection district, health authority, health plan, or other special district that has filed a lawsuit against an Opioid Defendant. 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, and LA Care Health Plan.
d) Plaintiff Subdivision means a Subdivision located in California, other than a 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. 1 A parallel but separate agreement (the “CA Janssen Allocation Agreement”) will govern the allocation, distribution, and use of settlement fund payments under the Janssen Settlement Agreement. An eligible Subdivision may elect to participate in either the Distributor Settlement or the Janssen Settlement, or in both.
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e) Opioid Defendant means any defendant (including but not limited to 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 Distributor Settlement Agreement, as well as applicable law, and the Distributor Settlement Agreement governs over any inconsistent provision of this CA Distributor Allocation Agreement. Terms used in this CA Distributor Allocation Agreement have the same meaning as in the Distributor Settlement Agreement unless otherwise defined herein.
Pursuant to Section V(D)(1) of the Distributor Settlement Agreement, (a) all Settlement Fund payments will be used for Opioid Remediation, except as allowed by Section V(B)(2) of the Distributor 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,2 pursuant to the Distributor 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 Distributor 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”).
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 2 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. 2 Packet Pg.
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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, 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 Distributor 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 Distributor 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.
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 Distributor Settlement Agreement and this CA Distributor 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.
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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 Distributor 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 Distributor Settlement Agreement and applicable law, CA Participating Subdivisions may form agreements or 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 Distributor Settlement Agreement and this CA Distributor 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.
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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 Distributor Settlement Agreement and this CA Distributor Allocation Agreement. b) If DHCS determines that a CA Participating Subdivision’s use of CA Abatement Accounts Funds is inconsistent with the Distributor Settlement Agreement or this CA Distributor 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 Distributor Settlement Agreement or this CA Distributor 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.
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 Distributor Settlement Agreement and this CA Distributor 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. 5 Packet Pg.
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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 Distributor Settlement Agreement and, if applicable, the Janssen 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(R), of the Distributor 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 Distributor Settlement, and if applicable, the Janssen 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 counsel representing Plaintiff Subdivisions must first seek contingency fees and costs from the Attorney Fee Fund or Cost Funds created under the Distributor Settlement Agreement and, if applicable, the Janssen 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 6 Packet Pg.
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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 Distributor Settlement Agreement and this CA Distributor 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 Distributor Settlement Agreement and this CA Distributor 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 funds were used, including if used to pay attorneys’ fees, investigation costs, or litigation costs. Pursuant to Section V(B)(2) of the Distributor Settlement Agreement, such information must also be reported to the Settlement Fund Administrator and the Distributors.
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.
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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 Distributor 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 Distributor Settlement Agreement, this CA Distributor 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 Distributor 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 Distributor Settlement Agreement, this agreement shall be governed by and interpreted in accordance with the laws of California. 8 Packet Pg.
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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—Distributor 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 one- hundred percent (100%) of the combined and weighted allocation of the Abatement Percentage and the Plaintiff Subdivision Percentage.
Packet Pg.
2912
APPENDIX 1
100.000% 100.000% 100.000%
Participating
Subdivision
Classification
County
Plaintiff Weighted
Allcation
Percentage
2.4237952%
Abatement
PercentageParticipating Subdivision County Subdivision
Percentage
2.853%Alameda County
Alameda
Alameda
Alameda
Alameda
Alameda
Alameda
Alameda
Alameda
Alameda
Alameda
Alameda
Alameda
Alameda
Alameda
Alameda
Alameda
Amador
2.332%
0.069%
0.013%
0.152%
0.033%
0.023%
0.108%
0.117%
0.054%
0.026%
0.486%
0.014%
0.067%
0.039%
0.043%
0.226%
1.615%
0.216%
0.079%
0.226%
0.059%
2.102%
0.037%
0.026%
0.002%
0.055%
0.010%
0.023%
0.010%
City
City
City
City
City
City
City
City
City
City
City
City
City
0.0570162%
0.0107768%
0.1249656%
0.0338810%
0.0185765%
0.0888576%
0.0966218%
0.0446740%
0.0217626%
0.5055601%
0.0114064%
0.0554547%
0.0321267%
0.0352484%
0.2349885%
1.6783178%
0.2246499%
0.0646595%
0.2351644%
0.0489221%
2.1844585%
0.0301879%
0.0215339%
0.0018060%
0.0456676%
0.0082255%
0.0189024%
0.0078273%
Albany
Berkeley
Dublin
Emeryville
Fremont
Hayward
Livermore
Newark
Oakland
Piedmont
0.040%
0.595%
Pleasanton
San Leandro
Union City
Amador County
Butte County
Chico
City
County
County
City
0.277%
1.975%
0.264%
Butte
Butte
ButteCity Oroville
County
County
County
City
City
City
City
City
City
City
Calaveras County
Colusa County
Contra Costa County
Antioch
Calaveras
Colusa
0.277%
2.571%Contra Costa
Contra Costa
Contra Costa
Contra Costa
Contra Costa
Contra Costa
Contra Costa
Contra Costa
Brentwood
Clayton
Concord
Danville
El Cerrito
Hercules
1 of 15
Packet Pg.
2913
APPENDIX 1
Participating
Subdivision
Classification
City
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
0.0046030%
Abatement
PercentageParticipating Subdivision County
Lafayette
Martinez
Moraga
Oakley
Orinda
Contra Costa
Contra Costa
Contra Costa
Contra Costa
Contra Costa
Contra Costa
Contra Costa
Contra Costa
Contra Costa
Contra Costa
Contra Costa
Contra Costa
Del Norte
El Dorado
El Dorado
El Dorado
Fresno
0.006%
0.012%
0.004%
0.010%
0.005%
0.013%
0.053%
0.013%
0.146%
0.018%
0.021%
0.026%
0.114%
0.768%
0.015%
0.081%
1.895%
0.065%
0.012%
0.397%
0.005%
0.008%
0.002%
0.004%
0.008%
0.012%
0.018%
0.015%
0.107%
1.030%
City
City
City
City
City
City
City
City
City
City
City
County
County
City
City
County
City
City
City
City
City
City
City
City
City
City
City
0.0098593%
0.0031007%
0.0079416%
0.0038157%
0.0110909%
0.0436369%
0.0106309%
0.1201444%
0.0148843%
0.0176459%
0.0212132%
0.1189608%
0.7980034%
0.0127642%
0.0665456%
1.9693410%
0.0536211%
0.0098554%
0.3270605%
0.0042534%
0.0066167%
0.0019387%
0.0035607%
0.0069755%
0.0098804%
0.0146135%
0.0127537%
0.1116978%
1.0703185%
Pinole
Pittsburg
Pleasant Hill
Richmond
San Pablo
San Ramon
Walnut Creek
Del Norte County
El Dorado County
Placerville
South Lake Tahoe
Fresno County
Clovis
0.140%
0.939%
2.318%
Fresno
Fresno
Fresno
Fresno
Fresno
Fresno
Fresno
Fresno
Fresno
Fresno
Fresno
Glenn
Coalinga
Fresno
Kerman
Kingsburg
Mendota
Orange Cove
Parlier
Reedley
Sanger
Selma
Glenn County
Humboldt County
County
County
0.131%
1.260%Humboldt
2 of 15
Packet Pg.
2914
APPENDIX 1
Participating
Subdivision
Classification
City
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
0.0447660%
Abatement
PercentageParticipating Subdivision County
Arcata
Eureka
Fortuna
Humboldt
Humboldt
Humboldt
Imperial
Imperial
Imperial
Imperial
Imperial
Inyo
0.054%
0.117%
0.032%
0.258%
0.011%
0.019%
0.158%
0.006%
0.073%
2.517%
0.006%
0.212%
0.009%
0.030%
0.003%
0.015%
0.013%
0.009%
0.008%
0.293%
0.007%
0.013%
0.027%
0.016%
0.795%
0.041%
0.021%
0.319%
0.027%
13.896%
City
City
County
City
City
City
0.143%
0.315%
0.1216284%
0.0266837%
0.2679006%
0.0087986%
0.0152799%
0.1302522%
0.0048791%
0.0754413%
2.6159145%
0.0046425%
0.1747198%
0.0070820%
0.0249316%
0.0025644%
0.0120938%
0.0103417%
0.0073580%
0.0069861%
0.2413469%
0.0056335%
0.0107032%
0.0226038%
0.0131900%
0.6545389%
0.0426253%
0.0222964%
0.3320610%
0.0219295%
Imperial County
Brawley
Calexico
El Centro
ImperialCity
County
County
City
City
City
City
City
City
City
City
City
County
City
City
City
City
County
City
City
Inyo County
Kern County
Arvin
Bakersfield
California City
Delano
McFarland
Ridgecrest
Shafter
Tehachapi
Wasco
0.089%
3.079%Kern
Kern
Kern
Kern
Kern
Kern
Kern
Kern
Kern
Kern
Kings
Kings
Kings
Kings
Kings
Lake
Kings County
Avenal
Corcoran
Hanford
Lemoore
Lake County
Clearlake Lake
Lake
Lassen
Lassen
Los Angeles
0.050%
0.026%
0.391%
Lakeport
County
City
County
Lassen County
Susanville
Los Angeles County 16.999% 14.4437559%
3 of 15
Packet Pg.
2915
APPENDIX 1
Participating
Subdivision
Classification
City
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
0.0040024%
Abatement
PercentageParticipating Subdivision County
Agoura Hills
Alhambra
Arcadia
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
0.005%
0.042%
0.033%
0.001%
0.026%
0.027%
0.008%
0.002%
0.014%
0.065%
0.100%
0.006%
0.019%
0.005%
0.010%
0.000%
0.044%
0.028%
0.001%
0.055%
0.001%
0.052%
0.003%
0.031%
0.033%
0.034%
0.166%
0.016%
0.005%
0.050%
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
0.0343309%
0.0267718%
0.0005100%
0.0210857%
0.0218520%
0.0068783%
0.0014485%
0.0114301%
0.0534897%
0.0823132%
0.0048948%
0.0159805%
0.0039682%
0.0082584%
0.0002971%
0.0361882%
0.0229127%
0.0006020%
0.0449894%
0.0006993%
0.0429994%
0.0027261%
0.0318985%
0.0268020%
0.0278088%
0.1366586%
0.0134411%
0.0040549%
0.0407833%
Artesia
Azusa
Baldwin Park
Bell
Bellflower
Bell Gardens
Beverly Hills
Burbank
Calabasas
Carson
Cerritos
Claremont
Commerce
Compton
Covina
Cudahy
Culver City
Diamond Bar
Downey
Duarte
El Monte
El Segundo
Gardena
0.038%
Glendale
Glendora
Hawaiian Gardens
Hawthorne
4 of 15
Packet Pg.
2916
APPENDIX 1
Participating
Subdivision
Classification
City
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
0.0145307%
Abatement
PercentageParticipating Subdivision County
Hermosa Beach
Huntington Park
Inglewood
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
0.018%
0.023%
0.059%
0.003%
0.005%
0.010%
0.045%
0.002%
0.024%
0.002%
0.004%
0.439%
2.715%
0.016%
0.002%
0.032%
0.004%
0.031%
0.030%
0.031%
0.031%
0.046%
0.006%
0.011%
0.146%
0.022%
0.111%
0.002%
0.062%
0.003%
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
0.0190667%
0.0489195%
0.0025565%
0.0039971%
0.0081572%
0.0369689%
0.0012999%
0.0194190%
0.0017731%
0.0031940%
0.3614151%
2.8218811%
0.0134345%
0.0019269%
0.0260686%
0.0035528%
0.0254455%
0.0250670%
0.0256677%
0.0258228%
0.0375827%
0.0053102%
0.0091483%
0.1200524%
0.0183333%
0.0911933%
0.0012645%
0.0506992%
0.0028260%
La Cañada Flintridge
Lakewood
La Mirada
Lancaster
La Puente
La Verne
Lawndale
Lomita
Long Beach
Los Angeles
Lynwood
3.321%
Malibu
Manhattan Beach
Maywood
Monrovia
Montebello
Monterey Park
Norwalk
Palmdale
Palos Verdes Estates
Paramount
Pasadena
Pico Rivera
Pomona
Rancho Palos Verdes
Redondo Beach
Rosemead
5 of 15
Packet Pg.
2917
APPENDIX 1
Participating
Subdivision
Classification
City
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
0.0022016%
Abatement
PercentageParticipating Subdivision County
San Dimas
San Fernando
San Gabriel
San Marino
Santa Clarita
Santa Fe Springs
Santa Monica
Sierra Madre
Signal Hill
South El Monte
South Gate
South Pasadena
Temple City
Torrance
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Los Angeles
Madera
0.003%
0.013%
0.018%
0.009%
0.022%
0.031%
0.158%
0.006%
0.010%
0.005%
0.020%
0.012%
0.005%
0.112%
0.006%
0.049%
0.013%
0.032%
0.349%
0.012%
0.039%
0.564%
0.015%
0.020%
0.028%
0.009%
0.089%
0.084%
0.439%
0.039%
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
County
City
City
County
City
City
City
City
City
0.0104837%
0.0147726%
0.0073791%
0.0178167%
0.0257531%
0.1298513%
0.0048646%
0.0084884%
0.0039603%
0.0166272%
0.0095334%
0.0039498%
0.0919820%
0.0047305%
0.0404521%
0.0108517%
0.0260581%
0.3630669%
0.0097332%
0.0318441%
0.5861325%
0.0124697%
0.0168401%
0.0229824%
0.0078062%
0.0729823%
0.0876131%
0.4558394%
0.0317153%
Walnut
West Covina
West Hollywood
Whittier
Madera County
Chowchilla
Madera
Marin County
Larkspur
Mill Valley
Novato
San Anselmo
San Rafael
Mariposa County
Mendocino County
Ukiah
0.427%
0.690%
Madera
Madera
Marin
Marin
Marin
Marin
Marin
Marin
County
County
City
Mariposa
Mendocino
Mendocino
0.103%
0.536%
6 of 15
Packet Pg.
2918
APPENDIX 1
Participating
Subdivision
Classification
County
Plaintiff
Subdivision
Percentage
0.674%
Weighted
Allcation
Percentage
0.5724262%
Abatement
PercentageParticipating Subdivision County
Merced County
Atwater
Merced
Merced
Merced
Merced
Merced
Modoc
0.551%
0.024%
0.006%
0.020%
0.061%
0.065%
0.023%
0.908%
0.006%
0.005%
0.017%
0.041%
0.009%
0.094%
0.023%
0.007%
0.288%
0.017%
0.078%
0.441%
0.024%
0.003%
4.364%
0.014%
0.554%
0.086%
0.087%
0.124%
0.033%
0.001%
City
City
City
0.0195846%
0.0045873%
0.0165142%
0.0500762%
0.0678250%
0.0242606%
0.9437083%
0.0050552%
0.0037355%
0.0144098%
0.0336540%
0.0074842%
0.0776576%
0.0191772%
0.0060870%
0.2994325%
0.0136869%
0.0642783%
0.4579827%
0.0197805%
0.0023843%
4.5363576%
0.0113841%
0.5759282%
0.0708897%
0.0714352%
0.1288366%
0.0271937%
0.0005560%
Livingston
Los Banos
MercedCity
County
County
County
City
City
City
City
City
City
City
City
County
City
City
County
City
City
County
City
City
City
Modoc County
Mono County
Monterey County
Greenfield
King City
0.080%
0.029%
1.111%
Mono
Monterey
Monterey
Monterey
Monterey
Monterey
Monterey
Monterey
Monterey
Monterey
Napa
Marina
Monterey
Pacific Grove
Salinas
Seaside
Soledad
Napa County
American Canyon
Napa
Nevada County
Grass Valley
Truckee
Orange County
Aliso Viejo
Anaheim
0.352%
0.539%
Napa
Napa
Nevada
Nevada
Nevada
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
5.339%
0.678%
Brea
City
City
City
City
Buena Park
Costa Mesa
Cypress
0.152%
Dana Point
7 of 15
Packet Pg.
2919
APPENDIX 1
Participating
Subdivision
Classification
City
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
0.0455980%
Abatement
PercentageParticipating Subdivision County
Fountain Valley
Fullerton
Garden Grove
Huntington Beach
Irvine
Laguna Beach
Laguna Hills
Laguna Niguel
Laguna Woods
La Habra
Lake Forest
La Palma
Los Alamitos
Mission Viejo
Newport Beach
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Orange
Placer
0.055%
0.137%
0.213%
0.247%
0.139%
0.047%
0.014%
0.001%
0.001%
0.060%
0.012%
0.012%
0.008%
0.014%
0.179%
0.150%
0.029%
0.001%
0.008%
0.008%
0.502%
0.020%
0.035%
0.073%
0.104%
0.044%
1.045%
0.017%
0.031%
0.076%
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
County
City
City
City
0.168% 0.1425744%
0.1752482%
0.2568420%
0.1442350%
0.0493043%
0.0115457%
0.0007071%
0.0006546%
0.0621049%
0.0101249%
0.0095439%
0.0069190%
0.0117560%
0.1470134%
0.1231320%
0.0298912%
0.0006296%
0.0086083%
0.0065510%
0.5213866%
0.0165891%
0.0291955%
0.0600341%
0.1082721%
0.0362223%
1.0861002%
0.0141114%
0.0255599%
0.0625485%
0.302%
0.170%
0.058%
0.073%
Placentia 0.035%
0.010%
0.614%
Rancho Santa Margarita
San Clemente
San Juan Capistrano
Santa Ana
Seal Beach
Stanton
Tustin
Westminster
Yorba Linda
Placer County
Auburn
0.127%
1.278%
Placer
Placer
Placer
Lincoln
Rocklin
8 of 15
Packet Pg.
2920
APPENDIX 1
Participating
Subdivision
Classification
City
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
0.1616559%
Abatement
PercentageParticipating Subdivision County
Roseville
Plumas County
Riverside County
Banning
Beaumont
Blythe
Canyon Lake
Cathedral City
Coachella
Placer
Plumas
0.196%
0.205%
4.534%
0.017%
0.021%
0.012%
0.000%
0.067%
0.021%
0.147%
0.024%
0.000%
0.051%
0.056%
0.001%
0.021%
0.063%
0.032%
0.137%
0.048%
0.016%
0.083%
0.076%
0.009%
0.052%
0.268%
0.010%
0.022%
0.008%
3.797%
County
County
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
County
0.251%
5.547%
0.2128729%
4.7128296%
0.0143848%
0.0171135%
0.0096714%
0.0001761%
0.0553614%
0.0173054%
0.1207083%
0.0200433%
0.0002747%
0.0421792%
0.0457794%
0.0008991%
0.0172949%
0.0516732%
0.0260909%
0.1130348%
0.0497423%
0.0134542%
0.0682465%
0.0629862%
0.0076774%
0.0431098%
0.2206279%
0.0085936%
0.0180086%
0.0062500%
3.9465887%
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Riverside
Sacramento
Corona
Desert Hot Springs
Eastvale
Hemet
Indio
Jurupa Valley
Lake Elsinore
La Quinta
Menifee
Moreno Valley
Murrieta 0.059%
Norco
Palm Desert
Palm Springs
Perris
Rancho Mirage
Riverside
San Jacinto
Temecula
Wildomar
Sacramento County 4.645%
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APPENDIX 1
Participating
Subdivision
Classification
City
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
0.0465312%
Abatement
PercentageParticipating Subdivision County
Citrus Heights
Elk Grove
Sacramento
Sacramento
Sacramento
Sacramento
Sacramento
Sacramento
San Benito
San Benito
0.057%
0.130%
0.108%
0.017%
0.008%
0.721%
0.106%
0.027%
3.259%
0.008%
0.025%
0.015%
0.064%
0.001%
0.031%
0.112%
0.006%
0.035%
0.004%
0.009%
0.039%
0.179%
0.084%
0.057%
0.073%
0.178%
0.002%
0.052%
0.033%
0.016%
City
City
City
City
City
County
City
County
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
0.1066994%
0.0890850%
0.0143704%
0.0067679%
0.7496530%
0.1101417%
0.0225355%
3.3878124%
0.0066640%
0.0207360%
0.0122056%
0.0525893%
0.0006388%
0.0253443%
0.0920543%
0.0051051%
0.0291522%
0.0029061%
0.0071188%
0.0322108%
0.1472934%
0.0689431%
0.0469150%
0.0603206%
0.1461880%
0.0012605%
0.0424460%
0.0269400%
0.0128772%
Folsom
Galt
Rancho Cordova
Sacramento
San Benito County
Hollister
0.882%
0.130%
San Bernardino County
Adelanto
San Bernardino
San Bernardino
San Bernardino
San Bernardino
San Bernardino
San Bernardino
San Bernardino
San Bernardino
San Bernardino
San Bernardino
San Bernardino
San Bernardino
San Bernardino
San Bernardino
San Bernardino
San Bernardino
San Bernardino
San Bernardino
San Bernardino
San Bernardino
San Bernardino
San Bernardino
3.987%
Apple Valley
Barstow
Chino
Chino Hills
Colton
Fontana
Grand Terrace
Hesperia
Highland
Loma Linda
Montclair
Ontario
Rancho Cucamonga
Redlands
Rialto
San Bernardino
Twentynine Palms
Upland
Victorville
Yucaipa
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APPENDIX 1
Participating
Subdivision
Classification
City
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
0.0021228%
Abatement
PercentageParticipating Subdivision County
Yucca Valley
San Diego County
Carlsbad
San Bernardino
San Diego
0.003%
5.706%
0.128%
0.189%
0.044%
0.113%
0.061%
0.145%
0.014%
0.055%
0.022%
0.080%
0.213%
0.062%
1.975%
0.089%
0.033%
0.017%
0.052%
3.026%
1.680%
0.009%
0.053%
0.054%
0.013%
0.313%
0.084%
0.816%
0.024%
0.029%
County
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
6.980%
0.231%
5.9309748%
0.1050485%
0.1961456%
0.0359095%
0.0933582%
0.0630289%
0.1192204%
0.0118283%
0.0575593%
0.0183911%
0.0656808%
0.1753428%
0.0511040%
2.0531169%
0.0733897%
0.0268401%
0.0138564%
0.0425144%
3.1457169%
1.7460399%
0.0075394%
0.0439484%
0.0443454%
0.0104219%
0.3256176%
0.0692047%
0.8484126%
0.0199053%
0.0240680%
San Diego
San Diego
San Diego
San Diego
San Diego
San Diego
San Diego
San Diego
San Diego
San Diego
San Diego
San Diego
San Diego
San Diego
San Diego
San Diego
Chula Vista
Coronado
El Cajon
Encinitas 0.074%
0.068%
Escondido
Imperial Beach
La Mesa
Lemon Grove
National City
Oceanside
Poway
San Diego
San Marcos
Santee
Solana Beach
Vista
2.416%
City San Diego
Consolidated
County
City
San Francisco
San Joaquin County
Lathrop
San Francisco
San Joaquin
San Joaquin
San Joaquin
San Joaquin
San Joaquin
San Joaquin
San Joaquin
San Luis Obispo
San Luis Obispo
San Luis Obispo
3.702%
2.055%
City
City
City
City
City
County
City
Lodi
Manteca
Ripon
Stockton 0.383%
0.999%
Tracy
San Luis Obispo County
Arroyo Grande
AtascaderoCity
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APPENDIX 1
Participating
Subdivision
Classification
City
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
0.0353456%
Abatement
PercentageParticipating Subdivision County
El Paso de Robles (Paso Robles) San Luis Obispo 0.043%
0.017%
0.020%
0.077%
1.074%
0.021%
0.019%
0.044%
0.013%
0.020%
0.004%
0.013%
0.015%
0.013%
0.016%
0.056%
0.021%
0.013%
0.052%
0.043%
1.132%
0.001%
0.004%
0.047%
0.122%
0.058%
2.404%
0.014%
0.008%
0.025%
City
City
City
County
City
City
City
City
City
City
City
City
City
City
City
City
City
City
City
County
City
City
City
City
City
County
City
City
City
Grover Beach
Morro Bay
San Luis Obispo
San Mateo County
Belmont
San Luis Obispo
San Luis Obispo
San Luis Obispo
San Mateo
0.0137881%
0.0160922%
0.0637841%
1.1159599%
0.0169860%
0.0152537%
0.0363880%
0.0103982%
0.0166101%
0.0031638%
0.0110029%
0.0126209%
0.0105836%
0.0130625%
0.0463511%
0.0172161%
0.0108885%
0.0425841%
0.0353943%
1.1768968%
0.0008938%
0.0028969%
0.0389379%
0.1004559%
0.0479179%
2.4987553%
0.0112566%
0.0066824%
0.0202891%
1.313%
San Mateo
San Mateo
San Mateo
San Mateo
San Mateo
San Mateo
San Mateo
San Mateo
San Mateo
San Mateo
San Mateo
San Mateo
San Mateo
San Mateo
San Mateo
Santa Barbara
Santa Barbara
Santa Barbara
Santa Barbara
Santa Barbara
Santa Barbara
Santa Clara
Santa Clara
Santa Clara
Santa Clara
Burlingame
Daly City
East Palo Alto
Foster City
Half Moon Bay
Hillsborough
Menlo Park
Millbrae
Pacifica
Redwood City
San Bruno
San Carlos
San Mateo
South San Francisco
Santa Barbara County
Carpinteria
Goleta
Lompoc
Santa Barbara
Santa Maria
Santa Clara County
Campbell
1.385%
2.941%
Cupertino
Gilroy
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APPENDIX 1
Participating
Subdivision
Classification
City
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
0.0103338%
Abatement
PercentageParticipating Subdivision County
Los Altos
Los Gatos
Milpitas
Santa Clara
Santa Clara
Santa Clara
Santa Clara
Santa Clara
Santa Clara
Santa Clara
Santa Clara
Santa Clara
Santa Clara
Santa Cruz
Santa Cruz
Santa Cruz
Santa Cruz
Santa Cruz
Shasta
Shasta
Shasta
Shasta
Siskiyou
Solano
Solano
Solano
Solano
Solano
0.013%
0.013%
0.036%
0.015%
0.041%
0.039%
0.294%
0.067%
0.004%
0.053%
0.783%
0.020%
0.143%
0.015%
0.063%
1.095%
0.024%
0.284%
0.004%
0.228%
0.760%
0.031%
0.016%
0.109%
0.021%
0.119%
0.167%
1.218%
0.032%
0.081%
City
City
City
City
City
City
City
City
City
County
City
City
City
City
County
City
City
0.0103220%
0.0298120%
0.0124619%
0.0334608%
0.0323080%
0.3054960%
0.0549723%
0.0034161%
0.0434069%
0.8135396%
0.0168191%
0.1180348%
0.0126525%
0.0520136%
1.1380191%
0.0198896%
0.2334841%
0.0031993%
0.2373393%
0.6260795%
0.0253903%
0.0130849%
0.0897317%
0.0176183%
0.0976497%
0.1373644%
1.2661290%
0.0266929%
0.0667507%
Morgan Hill
Mountain View
Palo Alto
San Jose
Santa Clara
Saratoga
0.360%
0.957%
Sunnyvale
Santa Cruz County
Capitola
Santa Cruz
Scotts Valley
Watsonville
Shasta County
Anderson
1.339%
0.279%
Redding
City Shasta Lake
Siskiyou County
Solano County
Benicia
County
County
City
City
City
City
City
City
County
City
Dixon
Fairfield
Suisun City
Vacaville Solano
Solano
Sonoma
Sonoma
Vallejo
Sonoma County
Healdsburg
Petaluma
1.490%
City Sonoma
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APPENDIX 1
Participating
Subdivision
Classification
City
Plaintiff
Subdivision
Percentage
Weighted
Allcation
Percentage
0.0340759%
Abatement
PercentageParticipating Subdivision County
Rohnert Park
Santa Rosa
Sonoma
Sonoma
Sonoma
Sonoma
Sonoma
Stanislaus
Stanislaus
Stanislaus
Stanislaus
Stanislaus
Stanislaus
Stanislaus
Stanislaus
Sutter
0.041%
0.184%
0.022%
0.016%
1.722%
0.041%
0.217%
0.006%
0.018%
0.015%
0.010%
0.065%
0.306%
0.074%
0.213%
0.014%
0.082%
0.809%
0.014%
0.004%
0.003%
0.007%
0.021%
0.037%
0.066%
0.486%
2.192%
0.002%
0.002%
0.008%
City
City
City
County
City
City
City
City
City
City
City
County
City
County
City
County
County
City
City
City
City
City
0.1519070%
0.0183438%
0.0129298%
1.4182273%
0.0340260%
0.1788759%
0.0046964%
0.0145531%
0.0126590%
0.0085699%
0.0531966%
0.3179548%
0.0606242%
0.2216654%
0.0117771%
0.0855476%
0.8410949%
0.0116929%
0.0032479%
0.0027879%
0.0057111%
0.0171845%
0.0302273%
0.0545872%
0.5047621%
2.2781201%
0.0012815%
0.0020294%
0.0067337%
Windsor
Stanislaus County
Ceres
Modesto
Newman
Oakdale
Patterson
Riverbank
Turlock
Sutter County
Yuba City
Tehama County
Red Bluff
Trinity County
Tulare County
Dinuba
0.374%
0.261%
Sutter
Tehama
Tehama
Trinity
Tulare
Tulare
Tulare
Tulare
Tulare
Tulare
0.101%
0.990%
Exeter
Farmersville
Lindsay
Porterville
Tulare
Visalia
City
City
County
County
City
Tulare
Tulare
Tuolumne County
Ventura County
Camarillo
Fillmore
Tuolumne
Ventura
Ventura
Ventura
Ventura
0.594%
2.681%
City
City Moorpark
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APPENDIX 1
Participating
Subdivision
Classification
City
Plaintiff
Subdivision
Percentage
0.190%
Weighted
Allcation
Percentage
0.1617338%
Abatement
PercentageParticipating Subdivision County
Oxnard
Port Hueneme
San Buenaventura (Ventura)
Santa Paula
Ventura
Ventura
Ventura
Ventura
Ventura
Ventura
Yolo
Yolo
Yolo
Yolo
Yuba
0.156%
0.021%
0.085%
0.014%
0.065%
0.022%
0.357%
0.055%
0.066%
0.058%
0.214%
0.014%
City
City
City
City
City
County
City
City
City
County
City
0.0174145%
0.0702181%
0.0119072%
0.0533043%
0.0179902%
0.3713319%
0.0451747%
0.0544321%
0.0477904%
0.2225679%
0.0112079%
Simi Valley
Thousand Oaks
Yolo County
Davis
West Sacramento
Woodland
0.437%
0.262%Yuba County
Marysville Yuba
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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 paid or incurred (i) prior to July 21, 2021 in litigation against any Opioid Defendant and/or (ii) in negotiating and drafting this CA Distributor Allocation Agreement. 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 X and Exhibit R of the Distributor Settlement Agreement or Section XI and Exhibit R of the Janssen 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 a National Opioid Settlement with Distributors, Johnson & Johnson, and others.
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 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 1 Packet Pg.
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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.
iv.
The Special Master may request, at his or her sole option, additional documents or details to assist in the final award of Costs.
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 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 Distributor Agreement.
vii. A member of the Plaintiff Subdivision Committee, which is a CA Participating Subdivision, will submit to the Settlement Fund Administrator and the Distributors a 2 Packet Pg.
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report of the fees and expenses incurred by the Special Master pursuant to Section V.B.2 of the Distributor 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.
iv.
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.
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 Distributor Settlement Agreement and the Janssen Settlement Agreement be used to pay Costs.
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. 3 Packet Pg.
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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. 4 Packet Pg.
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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 Distributors 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 Back- Stop Agreement as that term is used in the Order and in Exhibit R (Agreement on Attorneys’ Fees, Expenses and Costs) of the Distributor Settlement Agreement.
Pursuant to this Backstop Agreement, [SUBDIVISION] may, subject to the limitations of the Distributor Settlement Agreement and CA Distributor Allocation Agreement, as well as any other limitations imposed by law, use funds that it receives from the Distributor 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 Distributors Settlement.
[COUNSEL] certify that they first sought fees and costs from the Attorney Fee Fund created under the Distributor 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 Back- Stop Agreement” in Exhibit R of the Distributor 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]
[DATE]
[DATE]
[SUBDIVISION SIGNATURE BLOCK]
[COUNSEL SIGNATURE BLOCK]
[ATTORNEY GENERAL SIGNATURE BLOCK]
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SAMPLE
EXHIBIT K
Subdivision and Special District Settlement Participation Form Will your subdivision or special district be signing the settlement participation forms for the Allergan and Teva Settlements at this time?
[ ] Yes [ ] No
Governmental Entity: San Bernardino County State: CA
Authorized Signatory:
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 Agreement dated November 22, 2022 (“Allergan Settlement”), and acting through the undersigned authorized official, hereby elects to participate in the Allergan Settlement, release all Released Claims against all Released Entities, and agrees as follows.
1. The Governmental Entity is aware of and has reviewed the Allergan Settlement, understands that all terms in this Election and Release have the meanings defined therein, and agrees that by this Election, the Governmental Entity elects to participate in the Allergan Settlement as provided therein.
2. Following the execution of this Settlement Participation Form, the Governmental Entity shall comply with Section III.B of the Allergan Settlement regarding Cessation of Litigation Activities.
3. The Governmental Entity shall, within fourteen (14) days of the Reference Date and prior to the filing of the Consent Judgment, file a request to 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 MDL 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 https://nationalopioidsettlement.com.
4. The Governmental Entity agrees to the terms of the Allergan Settlement pertaining to Subdivisions and Special Districts as defined therein.
5. By agreeing to the terms of the Allergan 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.
6. The Governmental Entity agrees to use any monies it receives through the Allergan Settlement solely for the purposes provided therein.
1 Packet Pg.
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SAMPLE
7. 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 Allergan Settlement.
8. The Governmental Entity has the right to enforce the Allergan Settlement as provided therein.
9. The Governmental Entity, as a Participating Subdivision or Participating Special District, hereby becomes a Releasor for all purposes in the Allergan Settlement, including, but not limited to, all provisions of Section V (Release), and along with all departments, agencies, divisions, boards, commissions, Subdivisions, districts, instrumentalities of any kind and attorneys, 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, 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 in bringing, 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 Allergan Settlement are intended 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 Allergan Settlement shall be a complete bar to any Released Claim.
10. The Governmental Entity hereby takes on all rights and obligations of a Participating Subdivision or Participating Special District as set forth in the Allergan Settlement.
11. In connection with the releases provided for in the Allergan 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, oversight, error, negligence or through no fault whatsoever, and which, if known, would materially affect the Governmental Entities’ decision to participate in the Allergan Settlement.
12. Nothing herein is intended to modify in any way the terms of the Allergan Settlement, to which the Governmental Entity hereby agrees. To the extent this Settlement Participation Form is interpreted differently from the Allergan Settlement in any respect, the Allergan Settlement controls.
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I have all necessary power and authorization to execute this Settlement Participation Form on behalf of the Governmental Entity.
Signature:
Name:
Title:
Date:
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DISTRIBUTOR SETTLEMENT
AGREEMENT
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Table of Contents
Page
I. Definitions............................................................................................................................1 II. Participation by States and Condition to Preliminary Agreement .....................................13 III. Injunctive Relief.................................................................................................................13 IV. Settlement Payments ..........................................................................................................13 V. Allocation and Use of Settlement Payments ......................................................................28 VI. Enforcement .......................................................................................................................34 VII. Participation by Subdivisions ............................................................................................40 VIII. Condition to Effectiveness of Agreement and Filing of Consent Judgment .....................42 IX. Additional Restitution ........................................................................................................44 X. Plaintiffs’ Attorneys’ Fees and Costs ................................................................................44 XI. Release ...............................................................................................................................44 XII. Later Litigating Subdivisions .............................................................................................49 XIII. Reductions/Offsets .............................................................................................................53 XIV. Miscellaneous ....................................................................................................................54 EXHIBIT A Alleged Harms ....................................................................................................... A-1 EXHIBIT B Enforcement Committee Organizational Bylaws ....................................................B-1 EXHIBIT C Litigating Subdivisions List ....................................................................................C-1 EXHIBIT D Later Litigating Subdivision Suspension and Offset Determinations .................... 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 Default Subdivision Fund Allocation Percentages ................................. G-1 EXHIBIT H Participation Tier Determination1 .......................................................................... H-1 EXHIBIT I Primary Subdivisions ................................................................................................. I-1 i
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EXHIBIT J Settling Distributors’ Subsidiaries, Joint Ventures, and Predecessor Entities ........ J-1 EXHIBIT K Subdivision Settlement Participation Form ........................................................... K-1 EXHIBIT L Settlement Fund Administrator................................................................................ L-1 EXHIBIT M Settlement Payment Schedule .............................................................................. M-1 EXHIBIT N Additional Restitution Amount Allocation ............................................................ N-1 EXHIBIT O Adoption of a State-Subdivision Agreement ......................................................... O-1 EXHIBIT P Injunctive Relief ...................................................................................................... P-1 EXHIBIT Q Illustrative Examples of Prepayments .................................................................... Q-1 EXHIBIT R Agreement on Attorneys’ Fees, Expenses and Costs ............................................. R-1 EXHIBIT S Agreement on the State Outside Counsel Fee Fund ................................................ S-1 EXHIBIT T Agreement on the State Cost Fund Administration ................................................. T-1 EXHIBIT U ABC IRS Form 1098-F .......................................................................................... U-1 EXHIBIT V Cardinal IRS Form 1098-F ..................................................................................... V-1 EXHIBIT W McKesson IRS Form 1098-F ............................................................................... W-1 EXHIBIT X Severity Factors ...................................................................................................... X-1 ii
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DISTRIBUTOR SETTLEMENT AGREEMENT
This Settlement Agreement, dated as of July 21, 2021 (the “Agreement”), sets forth the terms of settlement between and among the Settling States, the Settling Distributors, and the Participating Subdivisions (as those terms are defined below). Upon satisfaction of the conditions set forth in Section II and Section VIII, this Agreement will be binding on all Settling States, Settling Distributors, and Participating Subdivisions. This Agreement will then be filed as part of Consent Judgments in the respective courts of each of the Settling States, pursuant to the terms set forth in Section VIII.
I. Definitions
For all sections of this Agreement except Exhibit E and Exhibit P, the following definitions apply:
A. “Abatement Accounts Fund.” The component of the Settlement Fund described in Section V.E.
B. “Additional Restitution Amount.” The amount available to Settling States listed on Exhibit N totaling $282,692,307.70.
C. “Agreement.” This agreement, as set forth above. For the avoidance of doubt, this Agreement is inclusive of all exhibits.
D. “Alleged Harms.” The alleged past, present, and future financial, societal, and public nuisance harms and related expenditures arising out of the alleged misuse and abuse of Products, non-exclusive examples of which are described in the documents listed on Exhibit A, 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 the Settling Distributors.
E. “Allocation Statute.” 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 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.
F. “Annual Payment.” The total amount payable to the Settlement Fund Administrator by the Settling Distributors on the Payment Date each year, as calculated by the Settlement Fund Administrator pursuant to Section IV.B.1.e. For the avoidance of doubt, this term does not include the Additional Restitution Amount or amounts paid pursuant to Section X.
G. “Appropriate Official.” As defined in Section XIV.F.3.
H. “Bankruptcy Code.” Title 11 of the United States Code, 11 U.S.C. § 101, et seq.
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I. “Bar.” 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 the Annual Payments by Settling Distributors under this Agreement) shall not constitute a Bar.
J. “Case-Specific Resolution.” Either: (1) a law barring the Subdivision at issue from maintaining any Released Claims again st 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 the Annual Payments by Settling Distributors under this Agreement) shall not constitute a Case - Specific Resolution.
K. “Claim.” Any past, present or future cause of action, claim for relief, cross- claim 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, 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.
L. “Claim-Over.” 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 Non-Party Covered Conduct Claim asserted by a Releasor.
M. “Compensatory Restitution Amount.” The aggregate amount paid or incurred by the Settling Distributors 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.
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N. “Consent Judgment.” A state-specific consent judgment in a form to be agreed by the Settling States and the Settling Distributors prior to the Initial Participation Date that, among other things, (1) approves this Agreement and (2) provides for the release set forth in Section XI.A, including the dismissal with prejudice of any Released Claims that the Settling State has brought against Released Entities.
O. “Covered Conduct.” 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 Reference 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 (1) the discovery, development, manufacture, packaging, repackaging, marketing, promotion, advertising, labeling, recall, withdrawal, distribution, delivery, monitoring, reporting, supply, sale, prescribing, dispensing, physical security, warehousing, use or abuse of, or operating procedures relating to, any Product, or any system, plan, policy or advocacy relating to any Product or class of Products, including, but not limited to, any unbranded promotion, marketing, programs, or campaigns relating to any Product or class of Products; (2) the characteristics, properties, risks, or benefits of any Product; (3) the reporting, disclosure, non-reporting or non- disclosure to federal, state or other regulators of orders placed with any Released Entity; or (4) diversion control programs or suspicious order monitoring; provided, however, that as to any Claim that a Releasor has brought or could bring, Covered Conduct does not include non- compliance 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.
P. “Designated State.” New York.
Q. “Effective Date.” The date sixty (60) calendar days after the Reference Date.
R. “Enforcement Committee.” A committee consisting of representatives of the Settling States and of the Participating Subdivisions. Exhibit B contains the organizational bylaws of the Enforcement Committee. Notice pursuant to Section XIV.Q shall be provided when there are changes in membership or contact information.
S. “Final Order.” 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. 3 Packet Pg.
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T. “Global Settlement Abatement Amount.” The abatement amount of $19,045,384,616.
U. “Global Settlement Amount.” The Global Settlement Amount is $21 billion, which shall be divided into the Global Settlement Abatement Amount, the Additional Restitution Amount, and the Global Settlement Attorney Fee Amount.
V. “Global Settlement Attorney Fee Amount.” The attorney fee amount of $1,671,923,077.
W. “Incentive Payment A.” The incentive payment described in Section IV.F.1.
X. “Incentive Payment B.” The incentive payment described in Section IV.F.2.
Y. “Incentive Payment C.” The incentive payment described in Section IV.F.3.
Z. “Incentive Payment D.” The incentive payment described in Section IV.F.4.
AA. “Incentive Payment Final Eligibility Date.” With respect to a Settling State, the date that is the earlier of (1) the fifth Payment Date, (2) the date of completion of opening statements in a trial of any action brought by a Subdivision in that State that includes a Released Claim against a Released Entity when such date is more than two (2) years after the Effective Date, or (3) two (2) years after the Effective Date in the event a trial of an action brought by a Subdivision in that State that includes a Released Claim against a Released Entity began after the Initial Participation Date but before two (2) years after the Effective Date.
BB. “Initial Participating Subdivision.” A Subdivision that meets the requirements set forth in Section VII.D.
CC. “Initial Participation Date.” The date one hundred twenty (120) calendar days after the Preliminary Agreement Date, unless it is extended by written agreement of the Settling Distributors and the Enforcement Committee.
DD. “Injunctive Relief Terms.” The terms described in Section III and set forth in Exhibit P.
EE. “Later Litigating Subdivision. ” 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 Trigger Date; or (2) adds a Released Claim against a Released Entity after the Trigger Date to a lawsuit brought before the Trigger Date that, prior to the Trigger Date, did not include any Released Claims against a Released Entity; or (3) (a) was a Litiga ting Subdivision whose Released Claims against Released Entities were resolved by a legislative Bar or legislative Case-Specific Resolution as of the Trigger Date, (b) such legislative Bar or legislative Case-Specific Resolution is subject to a Revocation Event after the Trigger 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 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 4 Packet Pg.
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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 Trigger Date, (b) such judicial Bar or judicial Case-Specific Resolution is subject to a Revocation Event after the Trigger 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.
FF. “Later Participating Subdivision.” A Participating Subdivision that is not an Initial Participating Subdivision, but meets the requirements set forth in Section VII.E.
GG. “Litigating Subdivision.” A Subdivision (or Subdivision official) that brought any Released Claim against any Released Entity prior to the Trigger Date; provided, however, that a Subdivision (or Subdivision official) that is a Prior Litigating Subdivision shall not be considered a Litigating Subdivision. Exhibit C is an agreed list of all Litigating Subdivisions.
Exhibit C will be updated (including with any corrections) periodically, and a final version of Exhibit C will be attached hereto as of the Reference Date.
HH. “National Arbitration Panel.” The panel comprised as described in Section VI.F.2.b.
II. “National Disputes.” As defined in Section VI.F.2.a.
JJ. “Net Abatement Amount.” The Global Settlement Abatement Amount as reduced by the Tribal/W. Va. Subdivision Credit.
KK. “Net Settlement Prepayment Amount.” As defined in Section IV.J.1.
LL. “Non-Litigating Subdivision.” Any Subdivision that is neither a Litigating Subdivision nor a Later Litigating Subdivision.
MM. “Non-Participating Subdivision.” Any Subdivision that is not a Participating Subdivision.
NN. “Non-Party Covered Conduct Claim.” A Claim against any Non-Released Entity involving, arising out of, or related to Covered Conduct (or conduct that would be Covered Conduct if engaged in by a Released Entity).
OO. “Non-Party Settlement.” A settlement by any Releasor that settles any Non- Party Covered Conduct Claim and includes a release of any Non-Released Entity.
PP. “Non-Released Entity.” An entity that is not a Released Entity.
QQ. “Non-Settling State.” Any State that is not a Settling State.
RR. “Offset Cap.” The per -State dollar amount which the dollar -for-dollar offset described in Section XII.A cannot exceed in a Payment Year, to be calculated by multiplying the 5 Packet Pg.
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amount of the relevant Annual Payment apportioned to the State and to its Subdivisions for that Payment Year by the percentage for the applicable Participation Tier as set forth in Exhibit D.
SS. “Opioid Remediation.” 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 (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.
TT. “Opioid Tax.” Any tax, assessment, license fee, surcharge or any other fee (other than a fixed prospective excise tax or similar tax or fee that has no restriction on pass-through) imposed by a State on a Settling Distributor on the sale, transfer or distribution of opioid products; provided, however, that neither the Excise Tax on sale of Opioids, Article 20-D of New York’s Tax Law nor the Opioid Stewardship Act, Article 33, Title 2-A of New York’s Public Health Law shall be considered an Opioid Tax for purposes of this Agreement.
UU. “Overall Allocation Percentage.” A Settling State’s percentage as set forth in Exhibit F. The aggregate Overall Allocation Percentages of all States (including Settling States and Non-Settling States) shall equal one hundred percent (100%).
VV. “Participating Subdivision.” Any Subdivision that meets the requirements for becoming a Participating Subdivision under Section VII.B and Section VII.C. Participating Subdivisions include both Initial Participating Subdivisions and Later Participating Subdivisions.
WW. “Participation Tier.” The level of participation in this Agreement as determined pursuant to Section VIII.C using the criteria set forth in Exhibit H.
XX. “Parties.” The Settling Distributors and the Settling States (each, a “Party”).
YY. “Payment Date.” The date on which the Settling Distributors make the Annual Payment pursuant to Section IV.B.
ZZ. “Payment Year.” The calendar year during which the applicable Annual Payment is due pursuant to Section IV.B. Payment Year 1 is 2021, Payment Year 2 is 2022 and so forth. References to payment “for a Payment Year” mean the Annual Payment due during that year. References to eligibility “for a Payment Year” mean eligibility in connection with the Annual Payment due during that year.
AAA. “Preliminary Agreement Date.” The date on which the Settling Distributors are to inform the Settling States of their determination whether the condition in Section II.B has been satisfied. The Preliminary Agreement Date shall be no more than fourteen (14) calendar days after the end of the notice period to States, unless it is extended by written agreement of the Settling Distributors and the Enforcement Committee.
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BBB. “Prepayment Notice.” As defined in Section IV.J.1.
CCC. “Primary Subdivision.” A Subdivision that is a 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 population over 10,000; provided, however, that as used in connection with Incentive Payment C, the population threshold is 30,000. Attached as Exhibit I is an agreed list of the Primary Subdivisions in each State.
DDD. “Prior Litigating Subdivision” A Subdivision (or Subdivision official) that brought any Released Claim against any Released Entity prior to the Trigger Date and all such Released Claims were separately settled or finally adjudicated prior to the Trigger 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, the Settling Distributors and the Settling State of the relevant Subdivision may agree in writing that the Subdivision shall not be considered a Prior Litigating Subdivision.
EEE. “Product.” Any chemical substance, whether used for medicinal or non - medicinal 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; or (2) benzodiazepine, carisoprodol, or gabapentin; or (3) a combination or “cocktail” of chemical substances prescribed, sold, bo ught, 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 si milar 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, clonazep am, oxazepam, flurazepam, triozolam, temazepam, and midazolam), carisoprodol, 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.
FFF. “Reference Date.” The date on which the Settling Distributors are to inform the Settling States of their determination whether the condition in Section VIII has been satisfied.
The Reference Date shall be no later than thirty (30) calendar days after the Initial Participation Date, unless it is extended by written agreement of the Settling Distributors and the Enforcement Committee.
GGG. “Released Claims.” Any and all Claims that directly or indirectly are based on, arise out of, or in any way relate to or concern the Covered Conduct occurring prior to the Reference Date. Without limiting the foregoing, Released Claims include any Claims that have been asserted against a Settling Distributor by any Settling State or Litigating Subdivision 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, or any such Claims 7 Packet Pg.
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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, Subdivision, or Releasor (whether or not such State, Subdivision, or Releasor has brought such action or proceeding). Released Claims also include all Claims asserted in any proceeding to be dismissed pursuant to this Agreement, whether or not such claims relate to Covered Conduct. The Parties intend that this term, “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 that would have been Released Claims if they had been brought by a Releasor against a Released Entity.
HHH. “Released Entities.” With respect to Released Claims, the Settling Distributors and (1) all past and present subsidiaries, divisions, predecessors, successors, and assigns (in each case, whether direct or indirect) of each Settling Distributor; (2) all past and present subsidiaries and divisions (in e ach case, whether direct or indirect) of any entity described in subsection (1); (3) the respective past and present officers, directors, members, trustees, and employees of any of the foregoing (each for actions that occurred during and related to their work for, or employment with, any of the Settling Distributors or the foregoing entities); (4) all past and present joint ventures (whether direct or indirect) of each Settling Distributor or its subsidiaries, including in any Settling Distributor or subsid iary’s capacity as a participating member in such joint venture; (5) all direct or indirect parents and shareholders of the Settling Distributors (solely in their capacity as parents or shareholders of the applicable Settling Distributor with respect to Co vered Conduct); and (6) any insurer of any Settling Distributor or any person or entity otherwise described in subsections (1) -(5) (solely in its role as insurer of such person or entity and subject to the last sentence of Section XI.C). Any person or entity described in subsections (3) -(6) 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, CVS Health Corp., Walgreens Boo ts Alliance, Inc., and Walmart Inc. (collectively, the “ Pharmacies”) are not Released Entities, nor are their direct or indirect past or present subsidiaries, divisions, predecessors, successors, assigns, joint ventures, shareholders, officers, directors, members, trustees, or employees (shareholders, officers, directors, members, trustees, and employees for actions related to their work for, employment with, or involvement with the Pharmacies) Released Entities. Notwithstanding the prior sentence, any joint venture or past or present subsidiary of a Settling Distributor is a Released Entity, including any joint venture between a Settling Distributor or any Settling Distributor’s subsidiary and a Pharmacy (or any subsidiary of a Pharmacy); provided, however, that any joint venture partner of a Settling Distributor or a Settling Distributor’s subsidiary is not a Released Entity unless it falls within subsections (1) -(6) above. Lists of Settling Distributors’ subsidiaries, joint ventures, and predecessor entiti es are appended to this Agreement as Exhibit J. With respect to joint ventures (including predecessor entities), only entities listed on Exhibit J are Released Entities. With respect to wholly -owned subsidiaries (including predecessor entities), Exhibit J represents a good faith effort by the Settling Distributors to list all such entities, but any and all wholly-owned subsidiaries (including predecessor entities) of any Settling Distributor are Released Entities, whether or not they are listed on Exhibit J. For the avoidance of doubt, any entity acquired, or joint venture entered into, by a Settling Distributor after the Reference Date is not a Released Entity.
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III. “Releasors.” With respect to Released Claims, (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 his or her 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 entities, public instrumentalities, public educational institutions, unincorporated districts, fire districts, irrigation 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 this 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 Initial Participation Date) the authority set forth in Section XI.G.
In addition to being a Releasor as provided herein, a Participating Subdivision shall also provide the Subdivision Settlement Participation Form referenced in Section VII providing for a release to the fullest extent of the Participating Subdivision’s authority.
JJJ. “Revocation Event.” 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.
KKK. “Settlement Class Resolution.” 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 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 State and such order has become a Final Order; (3) is binding on all Non-Participating Subdivisions in that 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 or obligations on Settling Distributors 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 State opt out.
In seeking certification of any Settlement Class, the applicable 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. 9 Packet Pg.
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LLL. “Settlement Fund.” The interest-bearing fund established pursuant to this Agreement into which the Annual Payments are made under Section IV.
MMM. “Settlement Fund Administrator. ” The entity that annually determines the Annual Payment (including calculating Incentive Payments pursuant to Section IV and any amounts subject to suspension, offset, or reduction pursuant to Section XII and Section XIII), annually determines the Participation Tier pursuant to Section VIII.C, administers the Settlement Fund, and distributes amounts into the Abatement 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 Initia l Participation Date, the Settling Distributors 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.
NNN. “Settlement Fund Escrow.” The interest-bearing escrow fund established pursuant to this Agreement to hold disputed or suspended payments made under this Agreement, and to hold the first Annual Payment until the Effective Date.
OOO. “Settlement Payment Schedule.” The schedule attached to this Agreement as Exhibit M.
PPP. “Settlement Prepayment.” As defined in Section IV.J.1.
QQQ. “Settlement Prepayment Reduction Schedule.” As defined in Section IV.J.1.
RRR. “Settling Distributors.” McKesson Corporation, Cardinal Health, Inc., and AmerisourceBergen Corporation (each, a “Settling Distributor”).
SSS. “Settling State.” A State that has entered into this Agreement with all Settling Distributors and delivers executed releases in accordance with Section VIII.A.
TTT. “State.” With the exception of West Virginia, which has addressed its claims separately and is excluded from participation in this Agreement, the states, commonwealths, and territories of the United States of America, as well as the District of Columbia. The 55 States are listed in Exhibit F. Additionally, 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”).
UUU. “State Fund.” The component of the Settlement Fund described in Section V.C.
VVV. “State-Subdivision Agreement.” An agreement that a Settling State reaches with the Subdivisions in that State regarding the allocation, distribution, and/or use of funds allocated to that 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 10 Packet Pg.
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if the approval requirements of Exhibit O are met. A 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.
WWW. “Statutory Trust.” A trust fund established by state law to receive funds allocated to a Settling State’s Abatement Accounts Fund and restrict any expenditures made using funds from such Settling State’s Abatement Accounts Fun d to Opioid Remediation, subject to reasonable administrative expenses. A 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.
XXX. “Subdivision.” 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 State, and (2) any other subdivision or subdivision official or sub - entity of or located within a State (whether political, geographical or otherwise, whether functioning or non-functioning, regardless of population overlap, and i ncluding, 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,” “Sc hool 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. 2 The three (3) General Purpose Governments are county, municipal, and township governments; the two (2) special purpose governments are School Districts and Special Districts. 3 “Fire District,” “Health District,” “Hospital District,” and “Library District” shall correspond to categories of Special Districts recognized by the U.S. Census Bureau.4 References to a State’s Subdivisions or to a Subdivision “in,” “of,” or “within” a State include Subdivisions located within the State even if they are not formally or legally a sub -entity of the 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.
YYY. “Subdivision Allocation Percentage.” 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 2 https://www.census.gov/data/datasets/2017/econ/gus/public-use-files.html 3 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/programs-surveys/gus/datasets/2017/2017_gov_org_meth_tech_doc.pdf. 4 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. 11 Packet Pg.
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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, or upon any, whether before or after the Initial 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.
ZZZ. “Subdivision Fund.” The component of the Settlement Fund described in Section V.C.
AAAA. “Subdivision Settlement Participation Form.” The form attached as Exhibit K that Participating Subdivisions must execute and return to the Settlement Fund Administrator.
BBBB. “Suspension Amount.” The amount calculated as follows: the per capita amount corresponding to the applicable Participation Tier as set forth in Exhibit D multiplied by the population of the Later Litigating Subdivision.
CCCC. “Suspension Cap.” The amount calculated as follows: the suspension percentage corresponding to the applicable Participation Tier as set forth in Exhibit D multiplied by the amount of the relevant Annual Payment apportioned to the State of the Later Litigating Subdivision and to Subdivisions in that State in each year of the suspension.
DDDD. “Suspension Deadline.” With respect to a lawsuit filed by a Later Litigating Subdivision asserting a Released Claim, the deadline set forth in Exhibit D corresponding to the applicable Participation Tier.
EEEE. “Threshold Motion.” 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.
FFFF. “Tribal/W. Va. Subdivision Credit.” The Tribal/W. Va. Subdivision Credit shall equal 2.58% of the Global Settlement Abatement Amount.
GGGG. “Trigger Date.” In the case of a Primary Subdivision, the Reference Date. In the case of all other Subdivisions, the Preliminary Agreement Date. 12 Packet Pg.
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II. Participation by States and Condition to Preliminary Agreement A. Notice to States. On July 22, 2021 this Agreement shall be distributed to all States. The States’ Attorneys General shall then have a period of thirty (30) calendar days to decide whether to become Settling States. States that determine to become Settling States shall so notify the National Association of Attorneys General and Settling Distributors and shall further commit to obtaining any necessary additional State releases prior to the Reference Date.
This notice period may be extended by written agreement of the Settling Distributors and the Enforcement Committee.
B. Condition to Preliminary Agreement. Following the notice period set forth in Section II.A above, the Settling Distributors shall determine on or before the Preliminary Agreement Date whether, in their sole discretion, enough States have agreed to become Settling States to proceed with notice to Subdivisions as set forth in Section VII below. If the Settling Distributors determine that this condition has been satisfied, and that notice to the Litigating Subdivisions should proceed, they will so notify the Settling States by providing notice to the Enforcement Committee and Settlement Fund Administrator on the Preliminary Agreement Date. If the Settling Distributors determine that this condition has not been satisfied, they will so notify the Settling States by providing notice to the Enforcement Committee and Settlement Fund Administrator, and this Agreement will have no further effect and all releases and other commitments or obligations contained herein will be void.
C. Later Joinder by States. After the Preliminary Agreement Date, a State may only become a Settling State with the consent of the Settling Distributors, in their sole discretion. If a State becomes a Settling State more than sixty (60) calendar days after the Preliminary Agreement Date, but on or before January 1, 2022, the Subdivisions in that State that become Participating Subdivisions within ninety (90) calendar days of the State becoming a Settling State shall be considered Initial Participating Subdvisions. A State may not become a Settling State after January 1, 2022.
D. Litigation Activity. Following the Preliminary Agreement Date, States that determine to become Settling States shall make best efforts to cease litigation activity against Settling Distributors, including by jointly seeking stays or severance of claim against the Settling Distributors, where feasible, and otherwise to minimize such activity by means of agreed deadline extensions and agreed postponement of depositions, document productions, and motion practice if a motion to stay or sever is not feasible or is denied.
III. Injunctive Relief
A. Injunctive Relief. As part of the Consent Judgment, the Parties agree to the entry of the injunctive relief terms attached in Exhibit P.
IV. Settlement Payments
A. Settlement Fund. All payments under this Section IV shall be made into the Settlement Fund, except that, where specified, they shall be made into the Settlement Fund Escrow. The Settlement Fund shall be allocated and used only as specified in Section V. 13 Packet Pg.
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B. Annual Payments. The Settling Distributors shall make eighteen (18) Annual Payments, each comprised of base and incentive payments as provided in this Section IV, as well as fifty percent (50%) of the amount of any Settlement Fund Administrator costs and fees that exceed the available interest accrued in the Settlement Fund as provided in Section V.C.5, and as determined by the Settlement Fund Administrator as set forth in this Agreement.
1. All data relevant to the determination of the Annual Payment and allocations to Settling States and their Participating Subdivisions listed on Exhibit G shall be submitted to the Settlement Fund Administrator no later than sixty (60) calendar days prior to the Payment Date for each Annual Payment. The Settlement Fund Administrator shall then determine the Annual Payment, the amount to be paid to each Settling State and its Participating Subdivisions included on Exhibit G, and the amount of any Settlement Fund Administrator costs and fees, all consistent with the provisions in Exhibit L, by:
a. determining, for each Settling State, the amount of base and incentive payments to which the State is entitled by applying the criteria under Section IV.D, Section IV.E, and Section IV.F;
b. applying any suspensions, offsets, or reductions as specified under Section IV, Section XII, and Section XIII;
c. applying any adjustment required as a result of prepayment or significant financial constraint, as specified under Section IV.J and Section IV.K; d. determining the amount of any Settlement Fund Administrator costs and fees that exceed the available interest accrued in the Settlement Fund, as well as the amounts, if any, of such costs and fees owed by Settling Distributors and out of the Settlement Fund pursuant to Section V.C.5; e. determining the total amount owed by Settling Distributors (including any amounts to be held in the Settlement Fund Escrow pending resolution of a case by a Later Litigating Subdivision as described in Section XII) to all Settling States and the Participating Subdivisions listed on Exhibit G; and f. the Settlement Fund Administrator shall then allocate, after subtracting the portion of any Settlement Fund Administrator costs and fees owed out of funds from the Settlement Fund pursuant to Section V.C.5, the Annual Payment pursuant to Section V.C and Section V.D among the Settling States, among the separate types of funds for each Settling State (if applicable), and among the Participating Subdivisions listed on Exhibit G.
2. The Settlement Fund Administrator shall also apply the allocation percentages set forth in Section IV.I and determine for each Settling Distributor the amount of its allocable share of the Annual Payment. For the avoidance of doubt, each Settling Distributor’s liability for its share of the Annual Payment is several, and not joint.
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3. As soon as possible, but no later than fifty (50) calendar days prior to the Payment Date for each Annual Payment and following the determination described in Section IV.B.1 and Section IV.B.2, the Settlement Fund Administrator shall give notice to the Settling Distributors, the Settling States, and the Enforcement Committee of the amount of the Annual Payment (including the amount of the Settlement Fund to be allocated to the Settlement Fund Administrator in costs and fees pursuant to Section V.C.5), the amount to be received by each Settling State, the amount to be received by the separate types of funds for each Settling State (if applicable), and the amount to be received by each Settling State’s Participating Subdivisions listed on Exhibit G. The Settlement Fund Administrator shall also give notice to each Settling Distributor of the amount of its allocable share of the Annual Payment, including its allocable share of the amount of any Settlement Fund Administrator costs and fees that exceed the available interest accrued in the Settlement Fund pursuant to Section V.C.5.
4. Within twenty-one (21) calendar days of the notice provided by the Settlement Fund Administrator, any party may dispute, in writing, the calculation of the Annual Payment (including the amount allocated for Settlement Fund Administrator costs and fees), or the amount to be received by a Settling State and/or its Participating Subdivisions listed on Exhibit G. Such disputing party must provide a written notice of dispute to the Settlement Fund Administrator, the Enforcement Committee, any affected Settling State, and the Settling Distributors identifying the nature of the dispute, the amount of money that is disputed, and the Settling State(s) affected.
5. 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, and the Settling Distributors identifying the basis for disagreement with the notice of dispute.
6. If no response is filed, the Settlement Fund Administrator shall adjust the amount calculated consistent with the written notice of dispute, and each Settling Distributor shall pay its allocable share of the adjusted amo unt, collectively totaling that year’s Annual Payment, on the Payment Date. If a written response to the written notice of dispute is timely sent to the Settlement Fund Administrator, the Settlement Fund Administrator shall notify the Settling Distributors of the preliminary amount to be paid, which shall be the greater 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 be higher than the maximum amount of Base and Incentive Payments A and D for that Payment Year as set forth on Exhibit M. For the avoidance of doubt, a transfer of suspended payments from the Settlement Fund Escrow pursuant to Section XII.A.2 does not count toward determining whether the amount to be paid is higher than the maximum amount of Base and Incentive Payments A and D for that Payment Year as set forth on Exhibit M.
7. The Settlement Fund Administrator shall place any disputed amount of the preliminary amount paid by the Settling Distributors into the Settlement Fund Escrow and shall disburse any undisputed amount to each Settling State and its Participating 15 Packet Pg.
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Subdivisions listed on Exhibit G within fifteen (15) calendar days of the Payment Date or at such later time as directed by each Settling State.
0. Disputes described in this subsection shall be resolved in accordance with the terms of Section VI.F.
1. 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.
C. Procedure for Annual Payment in Payment Years 1 and 2. The process described in Section IV.B shall not apply to Payment Years 1 and 2. The procedure in lieu of Section IV.B.1 for Payment Years 1 and 2 is as set forth below:
1. The Payment Date for Payment Year 1 is September 30, 2021. Provided that the condition set forth in Section II.B has been satisfied, on or before such date, the Settling Distributors shall pay into the Settlement Fund Escrow the total amount of the base payment, Incentive Payment A for the Settling States (the amount specified in Exhibit M for Payment Year 1 reduced by the allocable share of any Non-Settling States), and the Settling Distributors’ allocable share of the amount of any Settlement Fund Administrator costs and fees that exceed the available interest accrued in the Settlement Fund pursuant to Section V.C.5. In the event that, in accordance with the terms of Section VIII.A, the Settling Distributors determine not to proceed with the Settlement, or the Settlement does not become effective for any other reason, the funds held in the Settlement Fund Escrow shall immediately revert to the Settling Distributors.
If the condition set forth in Section VIII.A is met, the Settlement Fund Administrator shall allocate the Annual Payment, after subtracting the portion of Settlement Fund Administrator costs and fees owed out of funds from the Settlement Fund pursuant to Section V.C.5, pursuant to Section V.C and Section V.D among the Settling States and their Participating Subdivisions listed on Exhibit G. The portion of any Settlement Fund Administrator costs and fees owed out of funds from the Settlement Fund pursuant to Section V.C.5 shall be available to the Settlement Fund Administrator for the payment of such costs and fees immediately. The remainder of the Annual Payment for Payment Year 1 shall be transferred by the Settlement Fund Administrator on the Effective Date from the Settlement Fund Escrow to the Settlement Fund and then to each Settling State and to its Initial Participating Subdivisions included on Exhibit G; provided, however, that for any Settling State where the Consent Judgment has not been entered as of the Effective Date, the funds allocable to that Settling State and its Participating Subdivisions included on Exhibit G shall not be transferred from the Settlement Fund Escrow or disbursed until ten (10) calendar days after the entry of the Consent Judgment in that State; and, provided, further, the Settlement Fund Administrator shall leave in the Settlement Fund Escrow funds allocated to Subdivisions included on Exhibit G that are not Initial Participating Subdivisions. Should such a Subdivision become a Participating Subdivision between the Initial Participation Date and the Effective Date, the allocation for such Participating Subdivision shall be transferred to the Settlement Fund and paid to the Participating Subdivision at the same time as Initial Participating Subdivisions in that State are paid.
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2. The Payment Date for Payment Year 2 is July 15, 2022. On or before such date, the Settling Distributors shall pay into the Settlement Fund the total amount of the base payment, Incentive Payment A for the Settling States (the amount specified in Exhibit M for Payment Year 2 reduced by the allocable share of any Non-Settling States), and the Settling Distributors’ allocable share of the amount of any Settlement Fund Administrator costs and fees that exceed the available interest accrued in the Settlement Fund pursuant to Section V.C.5. The portion of any Settlement Fund Administrator costs and fees owed out of funds from the Settlement Fund pursuant to Section V.C.5 shall be available to the Settlement Fund Administrator for the payment of such costs and fees immediately. The Settlement Fund Administrator shall disburse the remaining amounts to each Settling State and to its Participating Subdivisions included on Exhibit G within fifteen (15) calendar days of the Payment Date or at such later time as directed by each Settling State. If a Settling State enacts a legislative Bar after the Initial Participation Date, but before July 15, 2022, a Subdivision that meets the requirements for becoming a Participating Subdivision under Section VII prior to July 15, 2022 (but was not an Initial Participating Subdivision) shall be eligible to receive its allocated share (if any) for Payment Year 2, and it shall also receive any amounts allocated to it for Payment Year 1 from the Settlement Fund Escrow.
3. Any amounts remaining in the Settlement Fund Escrow for allocations to Subdivisions listed on Exhibit G that have not become Participating Subdivisions after all payments for Payment Year 2 are disbursed shall be transferred to the Settlement Fund and disbursed to the appropriate sub-funds in each Settling State pursuant to Section V.D.5.
4. Any disputes as to the allocation of the Annual Payments in Payment Years 1 and 2 shall be resolved pursuant to the process set forth in Section IV.B.3 through Section IV.B.8, except that in Payment Year 1, the Settlement Fund Administrator shall have until ten (10) calendar days after the Initial Participation Date to give notice of the amount to be received by each Settling State, the amount to be received by the separate types of funds for each Settling State (if applicable), and the amount to be received by each Initial Participating Subdivision in the Settling States that is listed on Exhibit G.
D. Payment Date for Subsequent Payment Years. The Payment Date for Payment Year 3 and successive Payment Years is July 15 of the third and successive years and the Annual Payment shall be made pursuant to the process set forth in Section IV.B, except that, with respect to Payment Year 3, Settling States shall have up to the Payment Date to become eligible for Incentive Payment A and thus avoid the reductions set forth in Section XIII. If a Settling State enacts a Bar less than sixty (60) calendar days before the Payment Date for Payment Year 3, each Settling Distributor shall pay, within thirty (30) calendar days of the Payment Year 3 Payment Date, its allocable share, pursuant to Section IV.I, of the difference between the Annual Payment as calculated by the Settlement Fund Administrator and the amount that would have been owed had the Settlement Fund Administrator taken the Bar into account.
E. Base Payments. Subject to the suspension, reduction, and offset provisions set forth in Section XII and Section XIII, the Settling Distributors shall collectively make base 17 Packet Pg.
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payments equal to fifty-five percent (55%) of the Net Abatement Amount multiplied by the aggregate Overall Allocation Percentage of the Settling States. These payments will be due in installments consistent with Exhibit M over the eighteen (18) Payment Years and as adjusted by the Settlement Fund Administrator pursuant to the provisions in Section IV, Section XII, and Section XIII.
F. Incentive Payments. Subject to the suspension, offset, and reduction provisions set forth in Section XII and Section XIII, the Settling Distributors shall collectively make potential additional incentive payments totaling up to a maximum of forty-five percent (45%) of the Net Abatement Amount multiplied by the aggregate Overall Allocation Percentage of the Settling States, with the actual amount depending on whether and the extent to which the criteria set forth below are met in each Settling State. The incentive payments shall be divided among four (4) categories, referred to as Incentive Payments A-D. Incentive Payments A-C will be due in installments over the eighteen (18) Payment Years, and Incentive Payment D will be due in installments over thirteen (13) years beginning with Payment Year 6. The total amount of incentive payments in an Annual Payment shall be the sum of the incentive payments for which individual Settling States are eligible for that Payment Year under the criteria set forth below.
The incentive payments shall be made with respect to a specific Settling State based on its eligibility for that year under the criteria set forth below.
1. Incentive Payment A. Incentive Payment A shall be equal to forty percent (40%) of the Net Abatement Amount multiplied by the aggregate Overall Allocation Percentage of the Settling States, provided all Settling States satisfy the requirements of Incentive Payment A. Incentive Payment A will be due to a Settling State as part of the Annual Payment in each of the eighteen (18) Payment Years that a Settling State is eligible for Incentive Payment A and shall equal a total potential maximum of $7,421,605,477 if all States are eligible for all eighteen (18) Payment Years. Each Settling State’s share of Incentive Payment A in a given year, provided that Settling State is eligible, shall equal the total maximum amount available for Incentive Payment A for that year as reflected in Exhibit M times the Settling State’s Overall Allocation Percentage. Eligibility for Incentive Payment A is as follows:
a. For the Payment Years 1 and 2, all Settling States are deemed eligible for Incentive Payment A.
b. For each Payment Year other than Payment Years 1 and 2, a Settling State is eligible for Incentive Payment A if, as of sixty (60) calendar days prior to the Payment Date (except that in Payment Year 3, this date is as of the Payment Date), (i) there is a Bar in that State in full force and effect, (ii) there is a Settlement Class Resolution in that State in full force and effect, (iii) the Released Claims of all of the following entities are released through the execution of Subdivision Settlement Participation Forms, or there is a Case-Specific Resolution against such entities: all Primary Subdivisions, Litigating Subdivisions, School Districts with a K-12 student enrollment of at least 25,000 or .10% of a State’s population, whichever is greater, and Health Districts and Hospital Districts that have at least one hundred twenty-five (125) hospital beds in one or more hospitals rendering services in that district; or (iv) a combination of 18 Packet Pg.
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the actions in clauses (i)-(iii) has achieved the same level of resolution of Claims by Subdivisions (e.g., a Bar against future litigation combined with full joinder by Litigating Subdivisions). For the avoidance of doubt, subsection (iv) cannot be satisfied unless all Litigating Subdivisions are Participating Subdivisions or there is a Case-Specific Resolution against any such Subdivisions that are not Participating Subdivisions. The Settling Distributors and the Enforcement Committee shall meet and confer in order to agree on data sources for purposes of this Section prior to the Preliminary Agreement Date.
c. Notwithstanding Section IV.F.1.b, for each Payment Year other than Payment Years 1 and 2, a Settling State that is not eligible for Incentive Payment A as of the Incentive Payment Final Eligibility Date shall not be eligible for Incentive Payment A for that Payment Year or any subsequent Payment Years.
d. If the Settling Distributors made a payment under Incentive Payment A solely on the basis of a Bar or Settlement Class Resolution in a Settling State and that Bar or Settlement Class Resolution is subsequently removed, revoked, rescinded, reversed, over ruled, interpreted in a manner to limit the scope of the release, or otherwise deprived of force or effect in any material respect, that Settling State shall not be eligible for Incentive Payment A thereafter, unless the State requalifies for Incentive Pay ment A through any method pursuant to Section IV.F.1.b, in which case the Settling State shall be eligible for Incentive Payment A less any litigation fees and costs incurred by Settling Distributor in the interim, except that, if the re-imposition occurs after the completion of opening statements in a trial involving a Released Claim, the Settling State shall not be eligible for Incentive Payment A (unless this exception is waived by the Settling Distributors).
e. In determining the amount of Incentive Payment A that Settling Distributors will pay in a Payment Year and each Settling State’s share, if any, of Incentive Payment A for that Payment Year, the Settlement Fund Administrator shall: (i) identify all Settling States that are eligible for Incentive Payment A; (ii) multiply the Overall Allocation Percentage for each such eligible Settling State by the maximum amount that Settling Distributors could owe with respect to Incentive Payment A for that Payment Year as listed on Exhibit M. The amount calculated in (ii) shall be the amount allocated to a Settling State eligible for Incentive Payment A for that Payment Year and the aggregate of each such amount for Settling States eligible for Incentive Payment A shall be the amount of Incentive Payment A Settling Distributors are obligated to pay in that Payment Year, all such amounts subject to the suspension, offset, and reduction provisions in Section XII and Section XIII.
2. Incentive Payment B. Incentive Payment B shall be available to Settling States that are not eligible for Incentive Payment A for the applicable Payment Year.
Incentive Payment B shall be equal to up to twenty-five percent (25%) of the Net Abatement Amount multiplied by the aggregate Overall Allocation Percentage of the 19 Packet Pg.
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Settling States. Incentive Payment B will be due to a Settling State as part of the Annual Payment in each of the eighteen (18) Payment Years that a Settling State is eligible for Incentive Payment B and equal a total potential maximum of $4,638,503,423 if all States are eligible for all eighteen (18) Payment Years. Each Settling State’s maximum share of Incentive Payment B in a given year shall equal the total maximum amount available for Incentive Payment B for that year as reflected in Exhibit M times the Settling State’s Overall Allocation Percentage. Eligibility for Incentive Payment B is as follows:
a. A Settling State is not eligible for Incentive Payment B for a Payment Year for which it is eligible for Incentive Payment A. b. Subject to Section IV.F.2.a, the amount of Incentive Payment B for which a Settling State is eligible in a Payment Year shall be a percentage of that State’s maximum share of Incentive Payment B based on the extent to which (A) Litigating Subdivisions in the State are Participating Subdivisions or (B) there is a Case-Specific Resolution against Litigating Subdivisions in the State, collectively, “Incentive B Eligible Subdivisions.” The percentage of the State’s maximum share of Incentive Payment B that the State is eligible for in a Payment Year shall be determined according to the table below:
Percentage of Litigating
Subdivision Population
that is Incentive B
Eligible Subdivision
Population5
Incentive Payment B
Eligibility Percentage
Up to 85% 0%
85%+ 30%
86+ 40%
91+ 50%
95+ 60%
99%+ 95%
100% 100%
5 The “Percentage of Litigating Subdivision Population that is Incentive B Eligible Subdivision Population” shall be determined by the aggregate population of the Settling State’s Litigating Subdivisions that are Incentive B Eligible Subdivisions divided by the aggregate population of the Settling State’s Litigating Subdivisions. In calculating the Settling State’s population that resides in Litigating Subdivisions, (a) the population of the Settling State’s Litigating Subdivisions shall be the sum of the population of all Litigating Subdivisions in the Settling State, notwithstanding that persons may be included within the population of more than one Litigating Subdivision, and (b) the population that resides in Incentive B Eligible Subdivisions shall be the sum of the population of the Incentive B Eligible Subdivisions, notwithstanding that persons may be included within the population of more than one Incentive B Eligible Subdivision. An individual Litigating Subdivision shall not be included more than once in the numerator, and shall not be included more than once in the denominator, of the calculation regardless if it (or any of its officials) is named as multiple plaintiffs in the same lawsuit; provided, however, that for the avoidance of doubt, no Litigating Subdivision will be excluded from the numerator or denominator under this sentence unless a Litigating Subdivision otherwise counted in the denominator has the authority to release the Claims (consistent with Section XI) of the Litigating Subdivision to be excluded. For the avoidance of doubt, a Settling State in which the population that resides in Incentive B Eligible Subdivisions is less than eighty-five percent (85%) of the population of Litigating Subdivisions shall not be eligible for any portion of Incentive Payment B. 20 Packet Pg.
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f. In determining the amount that Settling Distributors will pay in a Payment Year under Incentive Payment B and each Settling State’s share of Incentive Payment B for that Payment Year, the Settlement Fund Administrator shall: (i) identify all States that are eligible for Incentive Payment B because they are ineligible for Incentive Payment A; (ii) determine the Incentive Payment B eligibility percentage for each such Settling State; (iii) multiply the Incentive Payment B eligibility percentage for each such State by the Overall Allocation Percentage of that State; (iv) multiply the product from (iii) by the maximum amount that Settling Distributors could owe under Incentive Payment B for that Payment Year from Exhibit M. The amount calculated in (iv) shall be the amount allocated to a Settling State eligible for Incentive Payment B for that Payment Year, and the aggregate of such amounts for Settling States eligible for Incentive Payment B shall be the amount paid for that Payment Year by Settling Distributors with respect to Incentive Payment B, all such amounts subject to the suspension, offset, and reduction provisions in Section XII and Section XIII. If there are no Litigating Subdivisions in a Settling State, and that Settling State is otherwise eligible for Incentive Payment B, that Settling State will receive its full allocable share of Incentive Payment B.
g. A Settling State’s eligibility for Incentive Payment B for a Payment Year shall be determined as of sixty (60) calendar days prior to the Payment Date for that Payment Year; provided that the percentage of Incentive Payment B for which a Settling State is eligible as of the Incentive Payment Final Eligibility Date shall cap its eligibility for that Payment Year and all subsequent Payment Years.
3. Incentive Payment C. Incentive Payment C shall be available to Settling States that are not eligible for Incentive Payment A for a Payment Year, including to Settling States that are also eligible for Incentive Payment B. Incentive Payment C shall be equal to up to fifteen percent (15%) of the Net Abatement Amount multiplied by the aggregate Overall Allocation Percentage of the Settling States. Incentive Payment C will be due to a Settling State as part of the Annual Payment in each of the eighteen (18) Payment Years that a Settling State is eligible for Incentive Payment C and equal a total potential maximum of $2,783,102,054 if all States are eligible for all eighteen (18) Payment Years. Each Settling State’s maximum share of Incentive Payment C in a given year shall equal the total maximum amount available for Incentive Payment C for that year as reflected in Exhibit M multiplied by the Settling State’s Overall Allocation Percentage. Eligibility for Incentive Payment C is as follows:
a. A Settling State is not eligible for Incentive Payment C for a Payment Year in which it is eligible for Incentive Payment A. b. Subject to Section IV.F.3.a, the amount of Incentive Payment C for which a Settling State is eligible in a Payment Year shall be a percentage of the State’s maximum share of Incentive Payment C based on the extent to which (A) Non-Litigating Subdivisions that are Primary Subdivisions with a population 21 Packet Pg.
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over 30,000 and Litigating Subdivisions in the State are Participating Subdivisions or (B) there is a Case-Specific Resolution against Non-Litigating Subdivisions that are Primary Subdivisions with a population over 30,000 and Litigating Subdivisions in the State, collectively, “Incentive C Eligible Subdivisions.” The percentage of the State’s maximum share of Incentive Payment C that the State is eligible for in a Payment Year shall be determined according to the table below:
Percentage of Relevant
Subdivision Population
that is Incentive C
Eligible Population6
Incentive Payment C
Eligibility Percentage
Up to 60% 0%
60%+ 25%
70%+ 35%
75%+ 40%
80%+ 45%
85%+ 55%
90%+ 60%
93%+ 65%
94%+ 75%
95+ 90%
98+ 95%
100% 100%
c. In determining the amount that Settling Distributors will pay in a Payment Year under Incentive Payment C and each Settling State’s share of Incentive Payment C for that Payment Year, the Settlement Fund Administrator shall: (i) identify all States that are eligible for Incentive Payment C because they are ineligible for Incentive Payment A; (ii) determine the Incentive Payment C eligibility percentage for each such Settling State; (iii) multiply the Incentive Payment C eligibility percentage for each such State by the Overall Allocation Percentage of that State; (iv) multiply the product from (iii) by the maximum 6 The “Percentage of Relevant Subdivision Population that is Incentive C Eligible Population” shall be determined by the aggregate population of the Settling State’s Incentive C Eligible Subdivisions divided by the aggregate population of the Settling State’s Non -Litigating Primary Subdivisions with a population over 30,000 and Litigating Subdivisions (“ Incentive Payment C Subdivisions ”). None of the population figures shall inclu de Prior Litigating Subdivisions. In calculating the Settling State’s population that resides in Incentive Payment C Subdivisions, (a) the population shall be the sum of the population of all Incentive Payment C Subdivisions in the Settling State, notwiths tanding that persons may be included within the population of more than one Incentive Payment C Subdivision, and (b) the population that resides in Incentive C Eligible Subdivisions shall be the sum of the population of the Incentive C Eligible Subdivision s, notwithstanding that persons may be included within the population of more than one Incentive C Eligible Subdivision. An individual Incentive Payment C Subdivision shall not be included more than once in the numerator, and shall not be included more tha n once in the denominator, of the calculation regardless if it (or any of its officials) is named as multiple plaintiffs in the same lawsuit. For the avoidance of doubt, a Settling State in which the population that resides in Incentive C Eligible Subdivisions is less than sixty percent (60%) of the population of Incentive Payment C Subdivisions shall not be eligible for any portion of Incentive Payment C.
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amount that Settling Distributors could owe under Incentive Payment C for that Payment Year from Exhibit M. The amount calculated in (iv) shall be the amount allocated to a Settling State eligible for Incentive Payment C for that Payment Year and the aggregate of such amounts for Settling States eligible for Incentive Payment C shall be the amount paid for that Payment Year by Settling Distributors with respect to Incentive Payment C, all such amounts subject to the suspension, offset, and reduction provisions in Section XII and Section XIII. If there are no Litigating Subdivisions or Non-Litigating Subdivisions that are Primary Subdivisions with a population of more than 30,000 in a Settling State, and that Settling State is otherwise eligible for Incentive Payment C, that Settling State will receive its full allocable share of Incentive Payment C. d. A Settling State’s eligibility for Incentive Payment C for a Payment Year shall be determined as of sixty (60) calendar days prior to the Payment Date for that Payment Year; provided that the percentage of Incentive Payment C for which a Settling State is eligible as of the Incentive Payment Final Eligibility Date shall cap its eligibility for that Payment Year and all subsequent Payment Years.
4. Incentive Payment D. Incentive Payment D shall be applied at Payment Year 6. Incentive Payment D shall be equal to five percent (5%) of the Net Abatement Amount multiplied by the aggregate Overall Allocation Percentage of the Settling States.
Incentive Payment D will be due to a Settling State as part of the Annual Payment for each of thirteen (13) Payment Years (from Payment Year 6 to Payment Year 18) that any Settling State is eligible for Incentive Payment D and equal a total potential maximum of $927,700,685 if all States are eligible for all thirteen (13) Payment Years. Each Settling State’s share of Incentive Payment D in a given year shall equal the total maximum amount available for Incentive Payment D for that year as reflected in Exhibit M times the Settling State’s Overall Allocation Percentage. Eligibility for Incentive Payment D is as follows:
a. A Settling State is eligible for Incentive Payment D if there has been no Later Litigating Subdivision in that State that has had a Claim against a Released Entity survive more than six (6) months after denial in whole or in part of a Threshold Motion.
b. A Settling State’s eligibility for Incentive Payment D shall be determined as of sixty (60) calendar days prior to the Payment Date. If a Later Litigating Subdivision’s lawsuit in that State survives more than six (6) months after denial in whole or in part of a Threshold Motion after that date, that State shall not be eligible for Incentive Payment D for the Payment Year in which that occurs and any subsequent Payment Year.
c. Notwithstanding Section IV.F.4, a Settling State can become re- eligible for Incentive Payment D if the lawsuit that survived a Threshold Motion is dismissed pursuant to a later motion on grounds included in the Threshold Motion, in which case the Settling State shall be eligible for Incentive Payment D 23 Packet Pg.
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less any litigation fees and costs incurred by Settling Distributor in the interim, except that if the dismissal motion occurs after the completion of opening statements in such action, the Settling State shall not be eligible for Incentive Payment D.
c. For the avoidance of doubt, a Settling State may be eligible for Incentive Payment D whether or not it is eligible for Incentive Payments A-C. d. In determining the amount of Incentive Payment D that Settling Distributors will pay in a Payment Year and each Settling State’s share, if any, of Incentive Payment D for that Payment Year, the Settlement Fund Administrator shall: (i) identify all Settling States that are eligible for Incentive Payment D; (ii) multiply the Overall Allocation Percentage for each such eligible Settling State by the maximum amount that Settling Distributors could owe with respect to Incentive Payment D for that Payment Year listed on Exhibit M; and (iii) subtract any litigation fees and costs allowed to be deducted pursuant to Section IV.F.4.c.
The amount calculated in (iii) shall be the amount allocated to a Settling State eligible for Incentive Payment D for that Payment Year and the aggregate of each such amount for Settling States eligible for Incentive Payment D shall be the amount of Incentive Payment D Settling Distributors are obligated to pay in that Payment Year, all such amounts subject to the suspension, reduction, and offset provisions in Section XII and Section XIII.
G. Reductions/Offsets. The base and incentive payments are subject to suspension, offset, and reduction as provided in Section XII and Section XIII.
H. State-Specific Agreements. Notwithstanding any other provision of this Agreement or any other agreement, in the event that: (1) the Settling Distributors enter into an agreement with any Settling State that resolves with finality such Settling State’s Claims consistent with Section XI of this Agreement and such agreement has an effective date prior to the Effective Date of this Agreement (such agreement, a “State-Specific Agreement”) and (2) pursuant to the terms of the State-Specific Agreement, any payments, or any portion thereof, made by the Settling Distributors thereunder are made in lieu of any payments (for the avoidance of doubt, including the Additional Restitution Amount), or any portion thereof, to be made under this Agreement and the Settling Distributors make such a payment pursuant to the State-Specific Agreement, then the Settling Distributors will reduce any payments allocable to such Settling State (whether made to the Settlement Fund Escrow or the Settlement Fund) made pursuant to this Agreement to the extent such amount was already paid pursuant to the terms of the State-Specific Agreement.
I. Allocation of Payments among Settling Distributors. Payments due from the Settling Distributors under this Section IV, Section IX, and Section X will be allocated among the Settling Distributors as follows: McKesson – 38.1%; Amerisource – 31.0%; Cardinal –
30.9%. A Settling Distributor’s sole responsibility for payments under this Agreement shall be to make its share of each payment. The obligations of the Settling Distributors in this Agreement are several and not joint. No Settling Distributor shall be responsible for any portion of another Settling Distributor’s share.
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J. Pre-payment Option.
1. Any Settling Distributor shall have the right, subject to the limitations set forth in Section IV.J.3, to prepay any base payment or incentive payment in whole or in part, without premium or penalty (a “ Settlement Prepayment”) by providing at least fourteen (14) calendar days prior written notice to the Settlement Fund Administrator and Enforcement Committee (a “ Prepayment Notice”). Any Prepayment Notice shall specify: (a) the gross amount of the Settlement Prepayment (the “ Gross Settlement Amount”), (b) the manner in which such Settlement Prepayment shall be applied to reduce such Settling Distributor’s future share of Annual Payments ( i.e., to which future year(s) the allocable portion of an Annual Payment owed by such Settling Distribu tor the Settlement Prepayment should be applied) (such manner of application, a “ Settlement Prepayment Reduction Schedule ”), (c) the net present value of the Settlement Prepayment as of the Prepayment Date based on the Settlement Prepayment Reduction Schedule using a discount rate equal to the prime rate as published by the Wall Street Journal on the date of the Prepayment Notice plus 1.75% (such net present value amount, the “Net Settlement Prepayment Amount ”), and (d) the date on which the prepayment will be made, which shall be no more than fifteen (15) calendar days after the date of the Prepayment Notice (the “ Prepayment Date”).
2. On the Prepayment Date the Settling Distributor shall pay the Net Settlement Prepayment Amount to the Settlement Fund and such amount shall be used only as specified in Section V. Following such payment, all future portions of the Annual Payments allocated to the applicable Settling Distributor under Section IV.E and Section IV.F shall be reduced pursuant to the Settlement Prepayment Reduction Schedule, and the Exhibit M will be updated to give effect to such reduction, and going forward such updated schedule will be Exhibit M.
3. A Settling Distributor’s right to make prepayments shall be subject to the following limitations:
a. Prepayments may apply to base payments or to both base and incentive payments. If the prepayment applies to both base and incentive payments, the prepayments will apply proportionately across base and incentive payments.
b. A Settling Distributor shall make no more than three (3) prepayments over the eighteen (18) year payment term. A Settling Distributor shall not make more than one (1) prepayment in a five (5) year period and there shall not be prepayments made in the first two (2) Payment Years. c. Prepayments shall only be applied to one (1) or more of the three (3) Payment Years following the prepayment.
d. The total amount of a prepayment of base payments after discounting calculations shall not be larger than the base payment for the Payment Year with the lowest Annual Payment amount affected by the prepayment. The 25 Packet Pg.
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total amount of a prepayment for both base payments and incentive payments shall not be larger than the base payment and anticipated incentive payment for the lowest Payment Year affected by the prepayment. The “anticipated incentive payment” for a future Payment Year shall reflect the incentives earned by each Settling State as of the time of the prepayment and any offsets or adjustments known at that time.
e. In a Payment Year against which there has been a prepayment, if the amount a Settling State is calculated to receive is greater than the amount prepaid prior to discounting calculations, the Settling Distributor shall pay the difference.
If, in a Payment Year for which there has been a prepayment, the amount that a Settling State is calculated to receive is less than the amount calculated at the time of the prepayment, there shall be a credit for the difference to the Settling Distributor to be applied in the subsequent Payment Year(s), if any. f. Prepayments shall be applied proportionately to all Settling States.
4. The Settling States may agree to a prepayment that does not apply these restrictions. Such a prepayment would need approval of Settling States representing at least ninety-five percent (95%) allocable share as measured by the allocations in Exhibit F; provided, however, that this provision does not limit or restrict any Settling State from negotiating its own prepayment with a Settling Distributor.
5. For illustrative purposes only, attached as Exhibit Q are examples showing a Settlement Prepayment, the related calculation of the Net Settlement Prepayment Amount, and the related adjustment to the Settlement Payment Schedule.
K. Significant Financial Constraint.
1. A Settling Distributor’s allocable share of the Annual Payment for a Payment Year may, at the election of such Settling Distributor, be deferred either (a) up to the amount by which that share plus such Settling Distributor’s share of amounts payable under Section IX and Section X would exceed twenty percent (20%) of such Settling Distributor’s total operating cash flow (as determined pursuant to United States generally accepted accounting principles) for its fiscal year that concluded most recently prior to the due date for that payment or (b) (i) up to twenty-five percent (25%) if, as of thirty (30) calendar days preceding that payment date, the company’s credit rating from one or more of the three nationally recognized rating agencies is below BBB or Baa2 or (ii) up to one hundred percent (100%) if, as of thirty (30) calendar days preceding that payment date, the company’s credit rating from one or more of the three nationally recognized rating agencies is below BBB- or Baa3. If the reason for exceeding twenty percent (20%) of a Settling Distributor’s total operating cash flow or the decrease in credit rating is substantially attributable to the incurrence of debt to fund post-settlement acquisitions or to the payment of dividends and/or share repurchases that together are of an amount that exceeds the total amount of those two items for the prior fiscal year, no deferral is available. A Settling Distributor shall not be allowed to defer payment for a 26 Packet Pg.
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Payment Year if that Settling Distributor engaged in any share repurchases in the three fiscal quarters prior to the Payment Date for that Payment Year.
2. If a Settling Distributor has reason to believe that it will not be able to pay some or all of its allocable share of the Annual Payment for a Payment Year, it shall provide at least ninety (90) calendar days’ prior written notice to the Settlement Fund Administrator and Enforcement Committee (a “Deferred Payment Notice”). Any Deferred Payment Notice shall specify and include: (a) the gross amount of the payments owed (including the estimated allocable portion of the Annual Payment, and amounts owed under Section IX and Section X, by the relevant Settling Distributor), (b) the amount that the Settling Distributor believes it will be unable to pay, (c) the accounting and audited financial documents upon which the Settling Distributor relied for making this determination, and (d) any other relevant information for the Enforcement Committee to consider.
3. A Settling Distributor shall not utilize this provision during the first three (3) Payment Years. If a Settling Distributor defers some or all of the payments due in a Payment Year pursuant to this Section IV.K, it shall not repurchase any shares, or fund new acquisitions with an acquisition price greater than $250 million, during the deferral period until the deferred amount is fully repaid with interest. Any amounts deferred shall bear interest at an interest rate equal to the prime rate as published by the Wall Street Journal on the date of the Deferral Payment Notice plus 0.5%.
4. The Settling Distributor shall pay all deferred amounts, including applicable interest on the next Payment Date. If the amounts previously deferred (including interest) together with the Settling Distributor’s share of all payments due for a Payment Year would allow for a deferral under Section IV.K.1, the Settling Distributor shall pay as much of the previously deferred amounts (including interest) as it can pay without triggering the ability to defer payment and may defer the remainder as permitted under (and subject to the restrictions of) this Section IV.K.
5. Deferrals will apply proportionally across base payments and incentive payments. For the avoidance of doubt, this Section IV.K applies fully to Payment Years after the first three (3) Payment Years, including the base payments and all incentive payments due pursuant to this Agreement during the Payment Year at issue.
6. If a Settling Distributor could pay a portion of its allocable share of the Annual Payments due pursuant to this Agreement during a Payment Year without triggering this Section IV.K, the Settling Distributor shall be required to pay that portion as scheduled and only the excess would be subject to deferral at the election of the Settling Distributor (in whole or in part) as provided herein.
7. The Settling Distributor shall pay any deferred amounts, including applicable interest on or before the date on which the payment is due for Payment Year 18.
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V. Allocation and Use of Settlement Payments
A. Components of Settlement Fund. The Settlement Fund shall be comprised of an Abatement Accounts Fund, a State Fund, and a Subdivision Fund for each Settling State. The payments made under Section IV into the Settlement Fund shall be initially allocated among those three (3) sub-funds and distributed and used as provided below. Payments placed into the Settlement Fund do not revert back to the Settling Distributors.
B. Use of Settlement Payments.
1. It is the intent of the Parties that the payments disbursed from the Settlement Fund to Settling States and Participating Subdivisions be for Opioid Remediation, subject to exceptions that must be documented in accordance with Section V.B.2. In no event may less than eighty-five percent (85%) of the Settling Distributors’ maximum amount of payments pursuant to Section IV, Section IX, and Section X as set forth on Exhibit M over the entirety of all Payments Years (but not any single Payment Year) be spent on Opioid Remediation.
2. While disfavored by the Parties, a Settling State or a Participating Subdivision set forth on Exhibit G may use monies from the Settlement Fund (that have not been restricted by this Agreement solely to future Opioid Remediation) for purposes that do not qualify as Opioid Remediation. If, at any time, a Settling State or a Participating Subdivision set forth on Exhibit G uses any monies from the Settlement Fund for a purpose that does not qualify as Opioid Remediation, such Settling State or Participating Subdivision set forth on Exhibit G shall identify such amounts and report to the Settlement Fund Administrator and the Settling Distributors how such funds were used, including if used to pay attorneys’ fees, investigation costs, litigation costs, or costs related to the operation and enforcement of this Agreement, respectively. It is the intent of the Parties that the reporting under this Section V.B.2 shall be available to the public.
For the avoidance of doubt, (a) any amounts not identified under this Section V.B.2 as used to pay attorneys’ fees, investigation costs, or litigation costs shall be included in the “Compensatory Restitution Amount” for purposes of Section VI.F and (b) Participating Subdivisions not listed on Exhibit G may only use monies from the Settlement Fund for purposes that qualify as Opioid Remediation.
C. Allocation of Settlement Fund.
The allocation of the Settlement Fund allows for different approaches to be taken in different states, such as through a State-Subdivision Agreement. Given the uniqueness of States and their Subdivisions, Settling States and their Subdivisions are encouraged to enter into State- Subdivision Agreements in order to direct the allocation of their portion of the Settlement Fund.
As set out below, the Settlement Fund Administrator will make an initial allocation to three (3) state-level sub-funds. The Settlement Fund Administrator will then, for each Settling State and its Participating Subdivisions, apply the terms of this Agreement and any relevant State- Subdivision Agreement, Statutory Trust, Allocation Statute, or voluntary redistribution of funds as set out below before disbursing the funds.
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1. Base Payments. The Settlement Fund Administrator will allocate base payments under Section IV.D among the Settling States in proportion to their respective Overall Allocation Percentages. Base payments for each Settling State will then be allocated fifteen percent (15%) to its State Fund, seventy percent (70%) to its Abatement Accounts Fund, and fifteen percent (15%) to its Subdivision Fund. Amounts may be reallocated and will be distributed as provided in Section V.D.
2. Incentive Payments. The Settlement Fund Administrator will treat incentive payments under Section IV.F on a State-specific basis. Incentive payments for which a Settling State is eligible under Section IV.F will be allocated fifteen percent (15%) to its State Fund, seventy percent (70%) to its Abatement Accounts Fund, and fifteen percent (15%) to its Subdivision Fund. Amounts may be reallocated and will be distributed as provided in Section V.D.
3. Application of Adjustments. If a suspension, offset, or reduction under Section XII or Section XIII applies with respect to a Settling State, the suspension, offset, or reduction shall be applied proportionally to all amounts that would otherwise be apportioned and distributed to the State Fund, the Abatement Accounts Fund, and the Subdivision Fund for that State.
4. Settlement Fund Administrator. Prior to the Initial Participation Date, the Settling Distributors and the Enforcement Committee will agree to a detailed mechanism consistent with the foregoing for the Settlement Fund Administrator to follow in allocating, apportioning, and distributing payments, which shall then be appended hereto as Exhibit L.
5. Settlement Fund Administrator Costs. Any costs and fees associated with or arising out of the duties of the Settlement Fund Administrator as described in Exhibit L shall be paid from the interest accrued in the Settlement Fund Escrow and the Settlement Fund; provided, however, that if such accrued interest is insufficient to pay the entirety of any such costs and fees, Settling Distributors shall pay fifty percent (50%) of the additional amount and fifty percent (50%) shall be paid out of the Settlement Fund.
D. Settlement Fund Reallocation and Distribution.
As set forth below, within a particular Settling State’s account, amounts contained in the Settlement Fund sub-funds may be reallocated and distributed per a State-Subdivision Agreement or other means. If the apportionment of amounts is not addressed and controlled under Section V.D.1 and Section V.D.2, then the default provisions of Section V.D.4 apply. It is not necessary that a State-Subdivision Agreement or other means of allocating funds pursuant to Section V.D.1 and Section V.D.2 address all of the Settlement Fund sub-funds. For example, a Statutory Trust might only address disbursements from a Settling State’s Abatement Accounts Fund.
1. Distribution by State-Subdivision Agreement. If a Settling State has a State-Subdivision Agreement, amounts apportioned to that State’s State Fund, Abatement Accounts Fund, and Subdivision Fund under Section V.C shall be reallocated and 29 Packet Pg.
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distributed as provided by that agreement. Any State -Subdivision Agreement entered into after the Preliminary Agreement Date shall be applied only if it requires: (a) that all amounts be used for Opioid Re mediation, except as allowed by Section V.B.2, and (b) that at least seventy percent (70%) of amounts be used solely for future Opioid Remediation. 7 For a State-Subdivision Agreement to be applied to the relevant portion of an Annual Payment, notice must b e provided to the Settling Distributors and the Settlement Fund Administrator at least sixty (60) calendar days prior to the Payment Date.
2. Distribution by Allocation Statute. If a Settling State has an Allocation Statute and/or a Statutory Trust that addresses allocation or distribution of amounts apportioned to such State’s State Fund, Abatement Accounts Fund, and/or Subdivision Fund and that, to the extent any or all such sub-funds are addressed, requires (1) all amounts to be used for Opioid Remediation, except as allowed by Section V.B.2, and (2) at least seventy percent (70%) of all amounts to be used solely for future Opioid Remediation,8 then, to the extent allocation or distribution is addressed, the amounts apportioned to that State’s State Fund, Abatement Accounts Fund, and Subdivision Fund under Section V.C shall be allocated and distributed as addressed and provided by the applicable Allocation Statute or Statutory Trust. For the avoidance of doubt, an Allocation Statute or Statutory Trust need not address all three (3) sub-funds that comprise the Settlement Fund, and if the applicable Allocation Statute or Statutory Trust does not address distribution of all or some of these three (3) sub-funds, the applicable Allocation Statute or Statutory Trust does not replace the default provisions described in Section V.D.4 of any such unaddressed fund. For example, if an Allocation Statute or Statutory Trust that meets the requirements of this Section V.D.2 only addresses funds restricted to abatement, then the default provisions in this Agreement concerning allocation among the three (3) sub-funds comprising the Settlement Fund and the distribution of the State Fund and Subdivision Fund for that State would still apply, while the distribution of the applicable State’s Abatement Accounts Fund would be governed by the qualifying Allocation Statute or Statutory Trust.
3. Voluntary Redistribution. A Settling State may choose to reallocate all or a portion of its State Fund to its Abatement Accounts Fund. A Participating Subdivision included on Exhibit G may choose to reallocate all or a portion of its allocation from the Subdivision Fund to the State’s Abatement Accounts Fund or to another Participating Subdivision. For a voluntary redistribution to be applied to the relevant portion of an Annual Payment, notice must be provided to the Settling Distributors and the Settlement Fund Administrator at least sixty (60) calendar days prior to the Payment Date.
4. Distribution in the Absence of a State-Subdivision Agreement, Allocation Statute, or Statutory Trust. If Section V.D.1 and Section V.D.2 do not apply, amounts 7 Future Opioid Remediation includes amounts paid to satisfy any future demand by another governmental entit y to make a required reimbursement in connection with the past care and treatment of a person related to the Alleged Harms.
8 Future Opioid Remediation includes amounts paid to satisfy any future demand by another governmental entity to make a required reimbursement in connection with the past care and treatment of a person related to the Alleged Harms.
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apportioned to that State’s State Fund, Abatement Accounts Fund, and Subdivision Fund under Section V.C shall be distributed as follows:
a. Amounts apportioned to that State’s State Fund shall be distributed to that State.
b. Amounts apportioned to that State’s Abatement Accounts Fund shall be distributed consistent with Section V.E. Each Settling State shall submit to the Settlement Fund Administrator a designation of a lead state agency or other entity to serve as the single point of contact for that Settling State’s funding requests from the Abatement Accounts Fund and other communications with the Settlement Fund Administrator. The designation of an individual entity is for administrative purposes only and such designation shall not limit funding to such entity or even require that such entity receive funds from this Agreement. The designated entity shall be the only entity authorized to request funds from the Settlement Fund Administrator to be disbursed from that Settling State’s Abatement Accounts Fund. If a Settling State has established a Statutory Trust then that Settling State’s single point of contact may direct the Settlement Fund Administrator to release the State’s Abatement Accounts Fund to the Statutory Trust.
c. Amounts apportioned to that State’s Subdivision Fund shall be distributed to Participating Subdivisions in that State included on Exhibit G per the Subdivision Allocation Percentage listed in Exhibit G. Section VII.I shall govern amounts that would otherwise be distributed to Non-Participating Subdivisions listed in Exhibit G. For the avoidance of doubt and notwithstanding any other provision in this Agreement, no Non-Participating Subdivision will receive any amount from the Settlement Fund, regardless of whether such Subdivision is included on Exhibit G.
d. Special Districts shall not be allocated funds from the Subdivision Fund, except through a voluntary redistribution allowed by Section V.D.3. A Settling State may allocate funds from its State Fund or Abatement Accounts Fund for Special Districts.
5. Restrictions on Distribution. No amounts may be distributed from the Subdivision Fund contrary to Section VII, i.e., no amounts may be distributed directly to Non-Participating Subdivisions or to Later Participating Subdivisions to the extent such a distribution would violate Section VII.E through Section VII.H. Amounts allocated to the Subdivision Fund that cannot be distributed by virtue of the preceding sentence shall be distributed into the sub-account in the Abatement Accounts Fund for the Settling State in which the Subdivision is located, unless those payments are redirected elsewhere by a State-Subdivision Agreement described in Section V.D.1 or by an Allocation Statute or a Statutory Trust described in Section V.D.2.
E. Provisions Regarding the Abatement Accounts Fund.
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1. State-Subdivision Agreement, Allocation Statute, and Statutory Trust Fund Provisions. A State-Subdivision Agreement, Allocation Statute, or Statutory Trust may govern the operation and use of amounts in that State’s Abatement Accounts Fund so long as it complies with the requirements of Section V.D.1 or Section V.D.2, as applicable, and all direct payments to Subdivisions comply with Section VII.E through Section VII.H.
2. Absence of a State-Subdivision Agreement, Allocation Statute, or Statutory Trust. In the absence of a State-Subdivision Agreement, Allocation Statute, or Statutory Trust that addresses distribution, the Abatement Accounts Fund will be used solely for future Opioid Remediation9 and the following shall apply with respect to a Settling State:
a. Regional Remediation.
(i) At least fifty percent (50%) of distributions for
remediation from a State’s Abatement Accounts Fund shall be annually allocated and tracked to the regional level. A Settling State may allow the Advisory Committee established pursuant to Section V.E.2.d to define its regions and assign regional allocations percentages. Otherwise, a Settling State shall (A) define its initial regions, which shall consist of one (1) or more General Purpose Subdivisions and which shall be designated by the state agency with primary responsibility for substance abuse disorder services employing, to the maximum extent practical, existing regions established in that State for opioid abuse treatment or other public health purposes; (B) assign initial regional allocation percentages to the regions based on the Subdivision Allocation Percentages in Exhibit G and an assumption that all Subdivisions included on Exhibit G will become Participating Subdivisions.
(ii) This minimum regional expenditure percentage is
calculated on the Settling State’s initial Abatement Accounts Fund allocation and does not include any additional amounts a Settling State has directed to its Abatement Accounts Fund from its State Fund, or any other amounts directed to the fund. A Settling State may dedicate more than fifty percent (50%) of its Abatement Accounts Fund to the regional expenditure and may annually adjust the percentage of its Abatement Accounts Fund dedicated to regional expenditures as long as the percentage remains above the minimum amount.
(iii) The Settling State (A) has the authority to adjust the definition of the regions, and (B) may annually revise the percentages 9 Future Opioid Remediation includes amounts paid to satisfy any future demand by another governmental entity to make a required reimbursement in connection with the past care and treatment of a person related to the Alleged Harms.
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allocated to each region to reflect the number of General Purpose Subdivisions in each region that are Non-Participating Subdivisions. b. Subdivision Block Grants. Certain Subdivisions shall be eligible to receive regional allocation funds in the form of a block grant for future Opioid Remediation. A Participating Subdivision eligible for block grants is a county or parish (or in the case of States that do not have counties or parishes that function as political subdivisions, a city) that (1) does not contain a Litigating Subdivision or a Later Litigating Subdivision for which it has the authority to end the litigation through a release, bar or other action, (2) either (i) has a population of 400,000 or more or (ii) in the case of California has a population of 750,000 or more, and (3) has funded or otherwise managed an established health care or treatment infrastructure (e.g., health department or similar agency). Each Subdivision eligible to receive block grants shall be assigned its own region. c. Small States. Notwithstanding the provisions of Section V.E.2.a, Settling States with populations under four (4) million that do not have existing regions described in Section V.E.2.a shall not be required to establish regions.
However, such a Settling State that contains one (1) or more Subdivisions eligible for block grants under Section V.E.2.c shall be divided regionally so that each block-grant eligible Subdivision is a region and the remainder of the state is a region.
d. Advisory Committee. The Settling State shall designate an Opioid Settlement Remediation Advisory Committee (the “Advisory Committee”) to provide input and recommendations regarding remediation spending from that Settling State’s Abatement Accounts Fund. A Settling State may elect to use an existing advisory committee or similar entity (created outside of a State- Subdivision Agreement or Allocation Statute); provided, however, the Advisory Committee or similar entity shall meet the following requirements:
(i) Written guidelines that establish the formation and composition of the Advisory Committee, terms of service for members, contingency for removal or resignation of members, a schedule of meetings, and any other administrative details; (ii) Composition that includes at least an equal number of local representatives as state representatives;
(iii) A process for receiving input from Subdivisions and other communities regarding how the opioid crisis is affecting their communities, their abatement needs, and proposals for abatement strategies and responses; and
(iv) A process by which Advisory Committee recommendations for expenditures for Opioid Remediation will be made to and considered by the appropriate state agencies.
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3. Abatement Accounts Fund Reporting. The Settlement Fund Administrator shall track and assist in the report of remediation disbursements as agreed to among the Settling Distributors and the Enforcement Committee.
F. Nature of Payment. Each of the Settling Distributors, the Settling States, and the Participating Subdivisions acknowledges and agrees that notwithstanding anything to the contrary in this Agreement, including, but not limited to, the scope of the Released Claims:
1. It has entered into this Agreement to avoid the delay, expense, inconvenience, and uncertainty of further litigation;
2. (a) The Settling States and Participa ting Subdivisions sought compensatory restitution (within the meaning of 26 U.S.C. § 162(f)(2)(A)) as damages for the Alleged Harms allegedly suffered by the Settling States and Participating Subdivisions; (b) the Compensatory Restitution Amount is no grea ter than the amount, in the aggregate, of the Alleged Harms allegedly suffered by the Settling States and Participating Subdivisions; and (c) the portion of the Compensatory Restitution Amount received by each Settling State or Participating Subdivision is no greater than the amount of the Alleged Harms allegedly suffered by such Settling State or Participating Subdivision;
3. The payment of the Compensatory Restitution Amount by the Settling Distributors constitutes, and is paid for, compensatory restitution (within the meaning of 26 U.S.C. § 162(f)(2)(A)) for alleged damage or harm (as compensation for alleged damage or harm arising out of alleged bodily injury) allegedly caused by the Settling Distributors;
4. The Compensatory Restitution Amount is being paid as compensatory restitution (within the meaning of 26 U.S.C. § 162(f)(2)(A)) in order to restore, in whole or in part, the Settling States and Participating Subdivisions to the same position or condition that they would be in had the Settling States and Participating Subdivisions not suffered the Alleged Harms; and
5. For the avoidance of doubt: (a) no portion of the Compensatory Restitution Amount represents reimbursement to any Settling State or Participating Subdivision or other person or entity for the costs of any investigation or litigation, (b) the entire Compensatory Restitution Amount is properly characterized as described in Section V.F, and (c) no portion of the Compensatory Restitution Amount constitutes disgorgement or is properly characterized as the payment of statutory or other fines, penalties, punitive damages, or other punitive assessments.
VI. Enforcement
A. Enforceability. This Agreement is enforceable only by the Settling States and the Settling Distributors; provided, however, that Released Entities may enforce Section XI and Participating Subdivisions listed on Exhibit G have the enforcement rights described in Section VI.D. Except to the extent allowed by the Injunctive Relief Terms, Settling States and Participating Subdivisions shall not have enforcement rights with respect to either the terms of 34 Packet Pg.
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this Agreement that apply only to or in other States or any Consent Judgment entered into by another Settling State. Participating Subdivisions shall not have enforcement rights against the Settling Distributors with respect to this Agreement or any Consent Judgment except that Participating Subdivisions listed on Exhibit G shall have enforcement rights as set forth herein as to payments that would be allocated to the Subdivision Fund or Abatement Accounts Fund pursuant to Section V; provided, however, that each Settling State shall allow Participating Subdivisions in such Settling State to notify it of any perceived violations of this Agreement or the applicable Consent Judgment.
B. Jurisdiction. The Settling Distributors consent to the jurisdiction of the court in which each Settling State files its Consent Judgment, limited to resolution of disputes identified in Section VI.F.1 for resolution in that court.
C. Specific Terms Dispute Resolution.
1. Any dispute that is addressed by the provisions set forth in the Injunctive Relief Terms shall be resolved as provided therein.
2. In the event that Settling Distributors believe that the eight-five percent (85%) threshold established in Section V.B.1 is not being satisfied, any Party may request that the Settling Distributors and Enforcement Committee meet and confer regarding the use of funds to implement Section V.B.1. The completion of such meet-and-confer process is a precondition to further action regarding any such dispute. Further action concerning Section V.B.1 shall: (i) be limited to the Settling Distributors seeking to reduce their Annual Payments by no more than five percent (5%) of the difference between the actual amount of Opioid Remediation and the eighty-five percent (85%) threshold established in Section V.B.1; (ii) only reduce Annual Payments to those Settling States and their Participating Subdivisions that are below the eighty-five percent (85%) threshold established in Section V.B.1; and (iii) not reduce Annual Payments restricted to future Opioid Remediation.
D. State-Subdivision Enforcement.
1. A Subdivision shall not have enforcement rights against a Settling State in which it is located with respect to this Agreement or any Consent Judgment except that a Participating Subdivision listed on Exhibit G shall have enforcement rights (a) as provided for in a State-Subdivision Agreement, Allocation Statute, or Statutory Trust with respect to intrastate allocation or (b) in the absence of a State-Subdivision Agreement, Allocation Statute, or Statutory Trust, to allegations that (i) the Settling State’s use of Abatement Accounts Fund monies were not used for uses similar to or in the nature of those uses contained in Exhibit E; or (ii) a Settling State failed to pay funds directly from the Abatement Accounts Fund to a Participating Subdivision eligible to receive a block grant pursuant to Section V.E.2.b.
2. A Settling State shall have enforcement rights against a Participating Subdivision located in its territory (a) as provided for in a State-Subdivision Agreement, Allocation Statute, or Statutory Trust; or (b) in the absence of a State-Subdivision 35 Packet Pg.
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Agreement, Allocation Statute, or Statutory Trust, to allegations that the Participating Subdivisions’ uses of Abatement Accounts Fund monies were not used for purposes similar to or in the nature of those uses contained in Exhibit E.
3. As between Settling States and Participating Subdivisions, the above rights are contractual in nature and nothing herein is intended to limit, restrict, change or alter any other existing rights under law.
E. Subdivision Distributor Payment Enforcement. A Participating Subdivision listed on Exhibit G shall have the same right as a Settling State pursuant to Section VI.F.2.a(v) to seek resolution regarding the failure by a Settling Distributor to make its allocable share of an Annual Payment in a Payment Year.
F. Other Terms Regarding Dispute Resolution.
1. Except to the extent provided by Section VI.C or Section VI.F.2, all disputes shall be resolved in either the court that entered the relevant Consent Judgment or, if no such Consent Judgment was entered, a state or territorial court with jurisdiction located wherever the seat of the relevant state government is located. a. State court proceedings shall be governed by the rules and procedures of the relevant forum.
b. For the avoidance of doubt, disputes to be resolved in state court include, but are not limited to, the following:
(i) disputes concerning whether expenditures qualify as Opioid Remediation;
(ii) disputes between a Settling State and its Participating Subdivisions as provided by Section VI.D, except to the extent the State- Subdivision Agreement provides for other dispute resolution mechanisms.
For the avoidance of doubt, disputes between a Settling State and any Participating Subdivision shall not be considered National Disputes; (iii) whether this Agreement and relevant Consent Judgment are binding under state law;
(iv) the extent of the Attorney General’s or other participating entity’s authority under state law, including the extent of the authority to release claims;
(v) whether the definition of a Bar, a Case-Specific Resolution, Final Order, lead state agency as described in Section V.D.4.b, Later Litigating Subdivision, Litigating Subdivision, or Threshold Motion have been met; and
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(vi) all other disputes not specifically identified in Section VI.C or Section VI.F.2.
c. Any Party may request that the National Arbitration Panel provide an interpretation of any provision of the settlement that is relevant to the state court determination, and the National Arbitration Panel shall make reasonable best efforts to supply such interpretation within the earlier of thirty (30) calendar days or the time period required by the state court proceedings. Any Party may submit that interpretation to the state court to the extent permitted by, and for such weight provided by, the state court’s rules and procedures. If requested by a Party, the National Arbitration Panel shall request that its interpretation be accepted in the form of an amicus curiae brief, and any attorneys’ fees and costs for preparing any such filing shall be paid for by the requesting Party.
2. National Disputes involving a Settling State, a Participating Subdivision that has enforcement rights pursuant to Section VI.A, and/or a Settling Distributor shall be resolved by the National Arbitration Panel.
a. National Disputes are disputes that ar e not addressed by Section VI.C, and which are exceptions to Section VI.F.1 ’s presumption of resolution in state courts because they involve issues of interpretation of terms contained in this Agreement applicable to all Settling States without reference t o a particular State’s law. Disputes between a Settling State and any Participating Subdivision shall not be considered National Disputes. National Disputes are limited to the following:
(i) the amount of offset and/or credit attributable to Non- Settling States or the Tribal/W. Va. Subdivision Credit; (ii) issues involving the scope and definition of Product; (iii) interpretation and application of the terms “Covered Conduct,” “Released Entities,” and “Released Claims”;
(iv) the allocation of payments among Settling Distributors as described in Section IV.I;
(v) the failure by a Settling Distributor to pay its allocable share of the Annual Payment or of the Additional Restitution Amount in a Payment Year, but for the avoidance of doubt, disputes between a Settling Distributor and a Settling State over the amounts owed only to that state that do not affect any other Settling State shall not be considered National Disputes;
(vi) the interpretation and application of the significant financial constraint provision in Section IV.K, including, without limitation, eligibility for and amount of deferrals for any given year, time for repayment, and compliance with restrictions during deferral term; 37 Packet Pg.
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(vii) the interpretation and application of the prepayment provisions as described in Section IV.J;
(viii) the interpretation and application of any most-
favored-nation provision in Section XIV.E;
(ix) questions regarding the performance and/or removal of the Settlement Fund Administrator;
(x) replacement of the Monitor, as provided in the Injunctive Relief Terms;
(xi) disputes involving liability of successor entities; (xii) disputes that require a determination of the sufficiency of participation in order to qualify for Incentive Payments A, B, or C, as well as disputes over qualification for Participation Tiers; (xiii) disputes involving a Releasor’s compliance with, and the appropriate remedy under, Section XI.B.I.A.3;
(xiv) disputes requiring the interpretation of Agreement terms that are national in scope or impact, which shall mean disputes requiring the interpretation of Agreement terms that (i) concretely affect four (4) or more Settling States; and (ii) do not turn on unique definitions and interpretations under state law; and
(xv) any dispute subject to resolution under Section VI.F.1 but for which all parties to the dispute agree to arbitration before the National Arbitration Panel under the provisions of this Section VI.F.2. b. The National Arbitration Panel shall be comprised of three (3) arbitrators. One (1) arbitrator shall be chosen by the Settling Distributors, one (1) arbitrator shall be chosen by the Enforcement Committee with due input from Participating Subdivisions listed on Exhibit G, and the third arbitrator shall be agreed upon by the first two (2) arbitrators. The membership of the National Arbitration Panel is intended to remain constant throughout the term of this Agreement, but in the event that replacements are required, the retiring arbitrator shall be replaced by the party that selected him/her.
c. The National Arbitration Panel shall make reasonable best efforts to decide all matters within one hundred eighty (180) calendar days of filing, and in no event shall it take longer than one (1) year. d. The National Arbitration Panel shall conduct all proceedings in a reasonably streamlined process consistent with an opportunity for the parties to be heard. Issues shall be resolved without the need for live witnesses where feasible, 38 Packet Pg.
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and with a presumption in favor of remote participation to minimize the burdens on the parties.
e. To the extent allowed under state law, a Settling State, a Participating Subdivision that has enforcement rights pursuant to Section VI.A, and (at any party’s request) the National Arbitration Panel may certify to an appropriate state court any question of state law. The National Arbitration Panel shall be bound by a final state court determination of such a certified question.
The time period for the arbitration shall be tolled during the course of the certification process.
f. The arbitrators will give due deference to any authoritative interpretation of state law, including any declaratory judgment or similar relief obtained by a Settling State, a Participating Subdivision that has enforcement rights pursuant to Section VI.A, or Settling Distributor on a state law issue. g. The decisions of the National Arbitration Panel shall be binding on Settling States, Participating Subdivisions, Settling Distributors, and the Settlement Fund Administrator. In any proceeding before the National Arbitration Panel involving a dispute between a Settling State and one or more Settling Distributors whose resolution could prejudice the rights of a Participating Subdivision(s) in that Settling State, such Participating Subdivision(s) shall be allowed to file a statement of view in the proceeding.
h. Nothing herein shall be construed so as to limit or otherwise restrict a State from seeking injunctive or other equitable relief in state court to protect the health, safety, or welfare of its citizens. i. Each party shall bear its own costs in any arbitration or court proceeding arising under this Section VI. The costs for the arbitrators on the National Arbitration Panel shall be divided and paid equally by the disputing sides for each individual dispute, e.g., a dispute between a Settling Distributor and Settling States/Participating Subdivisions shall be split fifty percent (50%) by the Settling Distributor and fifty percent (50%) by the Settling States/Participating Subdivisions that are parties to the dispute; a dispute between a Settling State and a Participating Subdivision shall be split fifty percent (50%) by the Settling State that is party to the dispute and fifty percent (50%) by any Participating Subdivisions that are parties to the dispute.
3. Prior to initiating an action to enforce pursuant to this Section VI.F, the complaining party must:
a. Provide written notice to the Enforcement Committee of its complaint, including the provision of the Consent Judgment and/or Agreement that the practice appears to violate, as well as the basis for its interpretation of the disputed provision. The Enforcement Committee shall establish a reasonable process and timeline for obtaining additional information from the involved 39 Packet Pg.
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parties; provided, however, that the date the Enforcement Committee establishes for obtaining additional information from the parties shall not be more than forty- five (45) calendar days following the notice. The Enforcement Committee may advise the involved parties of its views on the complaint and/or seek to resolve the complaint informally.
b. Wait to commence any enforcement action until thirty (30) calendar days after the date that the Enforcement Committee establishes for obtaining additional information from the involved parties.
4. If the parties to a dispute cannot agree on the proper forum for resolution of the dispute under the provisions of Section VI.F.1 or Section VI.F.2, a committee comprising the Enforcement Committee and sufficient representatives of the Settling Distributors such that the members of the Enforcement Committee have a majority of one (1) member will determine the forum where the dispute will be initiated within twenty- eight (28) calendar days of receiving notification of the dispute relating to the proper forum. The forum identified by such committee shall be the sole forum for litigating the issue of which forum will hear the substantive dispute, and the committee’s identification of such forum in the first instance shall not be entitled to deference by the forum selected.
G. No Effect. Nothing in this Agreement shall be interpreted to limit the Settling State’s Civil Investigative Demand (“CID”) or investigative subpoena authority, to the extent such authority exists under applicable state law and the CID or investigative subpoena is issued pursuant to such authority, and Settling Distributors reserve all of their rights in connection with a CID or investigative subpoena issued pursuant to such authority.
VII. Participation by Subdivisions
A. Notice. No later than fifteen (15) calendar days after the Preliminary Agreement Date, the Settling States, with the cooperation of the Settling Distributors, shall send individual written notice of the opportunity to participate in this Agreement and the requirements of participation to all Subdivisions in the Settling States that are (1) Litigating Subdivisions or (2) Non-Litigating Subdivisions listed on Exhibit G. The costs of the written notice to such Subdivisions shall be paid for by the Settling Distributors. The Settling States, with the cooperation of the Settling Distributors, may also provide general notice reasonably calculated to alert Non-Litigating Subdivisions in the Settling States to this Agreement, the opportunity to participate in it, and the requirements for participation. Such notice may include publication and other standard forms of notification, as well as notice to national state and county organizations such as the National Association of Counties and the National League of Cities. The notice will include that the deadline for becoming an Initial Participating Subdivision is the Initial Participation Date. Nothing contained herein shall preclude a Settling State from providing further notice to or otherwise contacting any of its Subdivisions about becoming a Participating Subdivision, including beginning any of the activities described in this paragraph prior to the Preliminary Agreement Date.
B. Requirements for Becoming a Participating Subdivision⸺Non-Litigating Subdivisions. A Non-Litigating Subdivision in a Settling State may become a Participating 40 Packet Pg.
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Subdivision by returning an executed Subdivision Settlement Participation Form to the Settlement Fund Administrator specifying (1) that the Subdivision agrees to the terms of this Agreement pertaining to Subdivisions, (2) that the Subdivision releases all Released Claims against all Released Entities, (3) that the Subdivision agrees to use monies it receives, if any, from the Settlement Fund pursuant to the applicable requirements of Section V; provided, however, that Non-Litigating Subdivisions may only use monies originating from the Settlement Fund for purposes that qualify as Opioid Remediation, and (4) that the Subdivision submits to the jurisdiction of the court where the applicable Consent Judgment is filed for purposes limited to that court’s role under this Agreement. The required Subdivision Settlement Participation Form is attached as Exhibit K.
C. Requirements for Becoming a Participating Subdivision⸺Litigating Subdivisions/Later Litigating Subdivisions. A Litigating Subdivision or Later Litigating Subdivision in a Settling State may become a Participating Subdivision by returning an executed Subdivision Settlement Participation Form to the Settlement Fund Administrator and upon prompt dismissal with prejudice of its lawsuit. A Settling State may require each Litigating Subdivision in that State to specify on the Subdivision Settlement Participation Form whether its counsel has waived any contingency fee contract with that Participating Subdivision and whether, if eligible, it intends to seek fees pursuant to Exhibit R. The Settlement Fund Administrator shall provide quarterly reports of this information to the parties organized by Settling State. A Litigating Subdivision or Later Litigating Subdivision may not become a Participating Subdivision after the completion of opening statements in a trial of the lawsuit it brought that includes a Released Claim against a Released Entity.
D. Initial Participating Subdivisions. A Subdivision qualifies as an Initial Participating Subdivision if it meets the applicable requirements for becoming a Participating Subdivision set forth in Section VII.B or Section VII.C by the Initial Participation Date. All Subdivision Settlement Participation Forms shall be held in escrow by the Settlement Fund Administrator until the Reference Date.
E. Later Participating Subdivisions. A Subdivision that is not an Initial Participating Subdivision may become a Later Participating Subdivision by meeting the applicable requirements for becoming a Participating Subdivision set forth in Section VII.B or Section VII.C after the Initial Participation Date and by agreeing to be subject to the terms of a State- Subdivision Agreement (if any) or any other structure adopted or applicable pursuant to Section V.D or Section V.E. The following provisions govern what a Later Participating Subdivision can receive (but do not apply to Initial Participating Subdivisions):
1. Except as provided in Section IV.C, a Later Participating Subdivision shall not receive any share of any Annual Payment due before it became a Participating Subdivision.
2. A Later Participating Subdivision that becomes a Participating Subdivision after July 15, 2022 shall receive seventy-five percent (75%) of the share of future base or incentive payments that it would have received had it become a Later Participating Subdivision prior to that date (unless the Later Participating Subdivision is subject to Section VII.E.3 or Section VII.E.4).
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3. A Later Participating Subdivision that, after the Initial Participation Date, maintains a lawsuit for a Released Claim(s) against a Released Entity and has judgment entered against it on every such Claim before it became a Participating Subdivision (other than a consensual dismissal with prejudice) shall receive fifty percent (50%) of the share of future base or incentive payments that it would have received had it become a Later Participating Subdivision prior to such judgment; provided, however, that if the Subdivision appeals the judgment and the judgment is affirmed with finality before the Subdivision becomes a Participating Subdivision, the Subdivision shall not receive any share of any base payment or incentive payments.
4. A Later Participating Subdivision that becomes a Participating Subdivision while a Bar or Case-Specific Resolution involving a different Subdivision exists in its State shall receive twenty-five percent (25%) of the share of future base or incentive payments that it would have received had it become a Later Participating Subdivision without such Bar or Case-Specific Resolution.
F. No Increase in Payments. Amounts to be received by Later Participating Subdivisions shall not increase the payments due from the Settling Distributors.
G. Ineligible Subdivisions. Subdivisions in Non-Settling States and Prior Litigating Subdivisions are not eligible to be Participating Subdivisions.
H. Non-Participating Subdivisions. Non-Participating Subdivisions shall not directly receive any portion of any Annual Payment, including from the State Fund and direct distributions from the Abatement Accounts Fund; however, a Settling State may choose to fund future Opioid Remediation that indirectly benefits Non-Participating Subdivisions.
I. Unpaid Allocations to Later Participating Subdivisions and Non-Participating Subdivisions. Any base payment and incentive payments allocated pursuant to Section V.D to a Later Participating Subdivision or Non-Participating Subdivision that cannot be paid pursuant to this Section VII, including the amounts that remain unpaid after the reductions required by Section VII.E.2 through Section VII.E.4, will be allocated to the Abatement Accounts Fund for the Settling State in which the Subdivision is located, unless those payments are redirected elsewhere by a State-Subdivision Agreement or by a Statutory Trust.
VIII. Condition to Effectiveness of Agreement and Filing of Consent Judgment A. Determination to Proceed With Settlement.
1. The Settling States shall confer with legal representatives of the Participating Subdivisions listed on Exhibit G and inform the Settling Distributors no later than fifteen (15) calendar days prior to the Reference Date whether there is sufficient participation to proceed with this Agreement. Within seven (7) calendar days of informing the Settling Distributors that there is sufficient participation to proceed, the Settling States will deliver all signatures and releases required by the Agreement to be provided by the Settling States to the Settling Distributors. 42 Packet Pg.
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2. If the Settling States inform Settling Distributors that there is sufficient participation, the Settling Distributors will then determine on or before the Reference Date whether there is sufficient State participation and sufficient resolution of the Claims of the Litigating Subdivisions in the Settling States (through participation under Section VII, Case-Specific Resolution(s) and Bar(s)) to proceed with this Agreement. The determination shall be in the sole discretion of the Settling Distributors and may be based on any criteria or factors deemed relevant by the Settling Distributors.
B. Notice by Settling Distributors. On or before the Reference Date, the Settling Distributors shall inform the Settling States of their determination pursuant to Section VIII.A. If the Settling Distributors determine to proceed, the Parties will proceed to file the Consent Judgments and the obligations in the Subdivision Settlement Participation Forms will be effective and binding as of the Reference Date. If the Settling Distributors determine not to proceed, this Agreement will have no further effect, any amounts placed in escrow for Payment Year 1, including funds referenced in Section IV.C.1, Section IX, Section X, and Exhibit M, shall be returned to the Settling Distributors, and all releases (including those contained in Subdivision Settlement Participation Forms) and other commitments or obligations contained herein or in Subdivision Settlement Participation Forms will be void.
C. Determination of the Participation Tier.
1. On the Reference Date, provided that Settling Distributors determine to proceed with this Agreement, the Settlement Fund Administrator shall determine the Participation Tier. The criteria used to determine the Participation Tier are set forth in Exhibit H. Any disputes as to the determination of the Participation Tier shall be decided by the National Arbitration Panel.
2. The Participation Tier shall be redetermined by the Settlement Fund Administrator annually as of the Payment Date, beginning with Payment Year 3, pursuant to the criteria set forth in Exhibit H.
3. After Payment Year 6, the Participation Tier cannot move higher, unless this restriction is waived by the Settling Distributors.
4. In the event that a Participation Tier redetermination moves the Participation Tier higher, and that change is in whole or in part as a result of the post- Reference Date enactment of a Bar and there is later a Revocation Event with respect to such Bar, then on the next Payment Date that is at least one hundred eighty (180) calendar days after the Revocation Event, the Participation Tier shall move down to the Participation Tier that would have applied had the Bar never been enacted, unless the Bar is reinstated or all Subdivisions affected by the Revocation Event become Participating Subdivisions within one hundred eighty (180) calendar days of the Revocation Event.
This is the sole circumstance in which, on a nationwide basis, the Participation Tier can move down.
5. In the event that there is a post-Reference Date Revocation Event with respect to a Bar that was enacted in a Settling State prior to the Reference Date, then, on 43 Packet Pg.
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the next Payment Date that is at least one hundred eighty (180) calendar days after the Revocation Event, unless the Bar is reinstated or all Subdivisions affected by the Revocation Event become Participating Subdivisions within one hundred eighty (180) calendar days of the Revocation Event, the Participation Tier shall decrease – solely for the State in which the Revocation Event occurred – to the Participation Tier commensurate with the percentage of Litigating Subdivisions in that State that are Participating Subdivisions and the percentage of Non-Litigating Subdivisions that are both Primary Subdivisions and Participating Subdivisions, according to the criteria set forth in Exhibit G, except that the calculations shall be performed as to that State alone. For the avoidance of doubt and solely for the calculation in this subparagraph, the Settling States Column of Exhibit H shall play no role. This is the sole circumstance in which one Settling State will have a different Participation Tier than other Settling States.
6. The redetermination of the Participation Tier under Section VIII.C.2 shall not affect payments already made or suspensions, offsets, or reductions already applied.
IX. Additional Restitution
A. Additional Restitution Amount. Pursuant to the schedule set forth in Exhibit M and subject to the reduction specified in Section IX.B, the Settling Distributors shall pay an Additional Restitution Amount to the Settling States listed in Exhibit N. Such funds shall be paid, on the schedule set forth on Exhibit M, on the Payment Date for each relevant Payment Year to such Settling States as allocated by the Settlement Fund Administrator pursuant to Exhibit N.
B. Reduction of Additional Restitution Amount. In the event that any Non-Settling States appear on Exhibit N, the amounts owed by Settling Distributors pursuant to this Section IX shall be reduced by the allocations set forth on Exhibit N for any such Non-Settling States.
C. Use of Funds. All funds paid as an Additional Restitution Amount shall be part of the Compensatory Restitution Amount, shall be used for Opioid Remediation, except as allowed by Section V.B.2, and shall be governed by the same requirements as specified in Section V.F.
X. Plaintiffs’ Attorneys’ Fees and Costs
The Agreement on Attorneys’ Fees, Expenses and Costs is set forth in Exhibit R and incorporated herein by reference. The Agreement on the State Outside Counsel Fee Fund and Agreement on the State Cost Fund Administration are set forth in Exhibit S and Exhibit T, respectively, and are incorporated herein by reference.
XI. Release
A. Scope. As of the Effective Date, the Released Entities are hereby released and forever discharged from all of the Releasors’ Released Claims. Each Settling State (for itself and its Releasors) and Participating Subdivision 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 44 Packet Pg.
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any forum whatsoever. The releases provided for in this Agreement 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 each Settling State and its Attorney General to release claims. This Agreement shall be a complete bar to any Released Claim.
B. Claim-Over and Non-Party Settlement.
1. It is the intent of the Parties that:
a. Released Entities should not seek contribution or indemnification (other than pursuant to an insurance contract), from other parties for their payment obligations under this Agreement;
b. the payments made under this Agreement shall be the sole payments made by the Released Entities to the Releasors involving, arising out of, or related to Covered Conduct (or conduct that would be Covered Conduct if engaged in by a Released Entity);
c. Claims by Releasors against non-Parties should not result in additional payments by Released Entities, whether through contribution, indemnification or any other means; and
d. the Agreement meets the requirements of the Uniform
Contribution Among Joint Tortfeasors Act and any similar state law or doctrine that reduces or discharges a released party’s liability to any other parties.
The provisions of this Section XI.B are intended to be implemented consistent with these principles. This Agreement and the releases and dismissals provided for herein are made in good faith.
2. No Released Entity shall seek to recover for amounts paid under this Agreement based on indemnification, contribution, or any other theory from a manufacturer, pharmacy, hospital, pharmacy benefit manager, health insurer, third-party vendor, trade association, distributor, or health care practitioner; provided that a Released Entity shall be relieved of this prohibition with respect to any entity that asserts a Claim- Over against it. For the avoidance of doubt, nothing herein shall prohibit a Released Entity from recovering amounts owed pursuant to insurance contracts.
3. To the extent that, on or after the Reference Date, any Releasor enters into a Non-Party Settlement, including in any bankruptcy case or through any plan of reorganization (whether individually or as a class of creditors), the Releasor will include (or in the case of a Non-Party Settlement made in connection with a bankruptcy case, will cause the debtor to include), unless prohibited from doing so under applicable law, in the Non-Party Settlement a prohibition on contribution or indemnity of any kind substantially equivalent to that required from the Settling Distributors in Section XI.B.2, or a release from such Non-Released Entity in favor of the Released Entities (in a form equivalent to the releases contained in this Agreement) of any Claim-Over. The obligation to obtain 45 Packet Pg.
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the prohibition and/or release required by this subsection is a material term of this Agreement.
4. In the event that any Releasor obtains a judgment with respect to Non- Party Covered Conduct against a Non-Released Entity that does not contain a prohibition like that described in Section XI.B.3, or any Releasor files a Non-Party Covered Conduct Claim against a Non-Released Entity in bankruptcy or a Releasor is prevented for any reason from obtaining a prohibition/release in a Non-Party Settlement as provided in Section XI.B.3, and such Non-Released Entity asserts a Claim-Over against a Released Entity, the Released Entity shall be relieved of the prohibition in Section XI.B.2 with respect to that Non-Released Entity and that Releasor and the Settling Distributors shall take the following actions to ensure that the Released Entities do not pay more with respect to Covered Conduct to Releasors or to Non-Released Entities than the amounts owed under this Settlement Agreement by the Settling Distributors:
a. Settling Distributors shall notify that Releasor of the Claim-Over within sixty (60) calendar days of the assertion of the Claim-Over or sixty (60) calendar days of the Effective Date of this Settlement Agreement, whichever is later;
b. Settling Distributors and that Releasor shall meet and confer concerning the means to hold Released Entities harmless and ensure that they are not required to pay more with respect to Covered Conduct than the amounts owed by Settling Distributors under this Agreement;
c. That Releasor and Settling Distributors shall take steps sufficient and permissible under the law of the State of the Releasor to hold Released Entities harmless from the Claim-Over and ensure Released Entities are not required to pay more with respect to Covered Conduct than the amounts owed by Settling Distributors under this Agreement. Such steps may include, where permissible:
(i) Filing of motions to dismiss or such other appropriate motion by Settling Distributors or Released Entities, and supported by Releasors, in response to any claim filed in litigation or arbitration; (ii) Reduction of that Releasors’ Claim and any judgment it has obtained or may obtain against such Non-Released Entity by whatever amount or percentage is necessary to extinguish such Claim- Over under applicable law, up to the amount that Releasor has obtained, may obtain, or has authority to control from such Non-Released Entity; (iii) Placement into escrow of funds paid by the Non-Released Entities such that those funds are available to satisfy the Claim-Over; (iv) Return of monies paid by Settling Distributors to that Releasor under this Settlement Agreement to permit satisfaction of a 46 Packet Pg.
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judgment against or settlement with the Non-Released Entity to satisfy the Claim-Over;
( ) Payment of monies to Settling Distributors by that
Releasor to ensure they are held harmless from such Claim-Over, up to the amount that Releasor has obtained, may obtain, or has authority to control from such Non-Released Entity;
(i) Credit to the Settling Distributors under this Agreement to reduce the overall amounts to be paid under the Agreement such that they are held harmless from the Claim-Over; and
(ii) Such other actions as that Releasor and Settling
Distributors may devise to hold Settling Distributors harmless from the Claim-Over.
d. The actions of that Releasor and Settling Distributors taken pursuant to paragraph (c) must, in combination, ensure Settling Distributors are not required to pay more with respect to Covered Conduct than the amounts owed by Settling Distributors under this Agreement. e. In the event of any dispute over the sufficiency of the actions taken pursuant to paragraph (c), that Releasor and the Settling Distributors may seek review by the National Arbitration Panel, provided that, if the parties agree, such dispute may be heard by the state court where the relevant Consent Judgment was filed. The National Arbitration Panel shall have authority to require Releasors to implement a remedy that includes one or more of the actions specified in paragraph (c) sufficient to hold Released Entities fully harmless. In the event that the Panel’s actions do not result in Released Entities being held fully harmless, Settling Distributors shall have a claim for breach of this Agreement by Releasors, with the remedy being payment of sufficient funds to hold Settling Distributors harmless from the Claim-Over. For the avoidance of doubt, the prior sentence does not limit or eliminate any other remedy that Settling Distributors may have.
5. To the extent that the Claim-Over is based on a contractual indemnity, the obligations under Section XI.B.4 shall extend solely to a Non-Party Covered Conduct Claim against a pharmacy, clinic, hospital or other purchaser or dispenser of Products, a manufacturer that sold Products, a consultant, and/or a pharmacy benefit manager or other third-party payor. Each Settling Distributor shall notify the Settling States, to the extent permitted by applicable law, in the event that any of these types of Non-Released Entity asserts a Claim-Over arising out of contractual indemnity against it.
C. Indemnification and Contribution Prohibited. No Released Entity shall seek to recover for amounts paid under this Agreement based on indemnification, contribution, or any other theory, from a manufacturer, pharmacy, hospital, pharmacy benefit manager, health insurer, third-party vendor, trade association, distributor, or health care practitioner. For the 47 Packet Pg.
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avoidance of doubt, nothing herein shall prohibit a Released Entity from recovering amounts owed pursuant to insurance contracts.
D. General Release. In connection with the releases provided for in this Agreement, each Settling State (for itself and its Releasors) and Participating Subdivision 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 and 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 Settling State (for itself and its Releasors) and Participating Subdivision 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, oversight, error, negligence or through no fault whatsoever, and which, if known, would materially affect the Settling States’ decision to enter into this Agreement or the Participating Subdivisions’ decision to participate in this Agreement.
E. Assigned Interest Waiver. To the extent that any Settling State has any direct or indirect interest in any rights of a third-party that is a debtor under the Bankruptcy Code as a result of a claim arising out of Covered Conduct by way of assignment or otherwise, including as a result of being the beneficiary of a trust or other distribution entity, to assert claims against a Settling Distributor (whether derivatively or otherwise), under any legal or equitable theory, including for indemnification, contribution, or subrogation, such Settling State waives the right to assert any such claim, or to receive a distribution or any benefit on account of such claim and such claim, distribution, or benefit shall be deemed assigned to such Settling Distributor.
F. Res Judicata. Nothing in this Agreement shall be deemed to reduce the scope of the res judicata or claim preclusive effect that the settlement memorialized in this Agreement, and/or any Consent Judgment or other judgment entered on this Agreement, gives rise to under applicable law.
G. Representation and Warranty. The signatories hereto on behalf of their respective Settling States expressly represent and warrant that they have (or have obtained, or will obtain no later than the Initial Participation Date) the authority to settle and release, to the maximum extent of the State’s power, all Released Claims of (1) their respective Settling States, (2) all past and present executive departments, state agencies, divisions, boards, commissions and instrumentalities with the regulatory authority to enforce state and federal controlled substances acts, and (3) any of their respective Settling State’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 48 Packet Pg.
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revocation of a pharmaceutical distribution license. For the purposes of clause (3) above, executive departments, agencies, divisions, boards, commissions, and instrumentalities are those that are under the executive authority or direct control of the State’s Governor. Also for the purposes of clause (3), a release from a State’s Governor is sufficient to demonstrate that the appropriate releases have been obtained.
H. Effectiveness. The releases set forth in this Agreement shall not be impacted in any way by any dispute that exists, has existed, or may later exist between or among the Releasors. Nor shall such releases be impacted in any way by any current or future law, regulation, ordinance, or court or agency order limiting, seizing, or controlling the distribution or use of the Settlement Fund or any portion thereof, or by the enactment of future laws, or by any seizure of the Settlement Fund or any portion thereof.
I. Cooperation. Releasors (1) will not encourage any person or entity to bring or maintain any Released Claim against any Released Entity and (2) will reasonably cooperate with and not oppose any effort by Settling Distributors to secure the prompt dismissal of any and all Released Claims.
J. Non-Released Claims. Notwithstanding the foregoing or anything in the definition of Released Claims, this Agreement does not waive, release or limit any criminal liability, Claims for liability under tax law, Claims under securities law by a State Releasor as investor, Claims against parties who are not Released Entities, Claims by private individuals, and any claims arising under this Agreement for enforcement of this Agreement.
XII. Later Litigating Subdivisions
A. Released Claims against Released Entities. Subject to Section XII.B, the following shall apply in the event a Later Litigating Subdivision in a Settling State maintains a lawsuit for a Released Claim against a Released Entity after the Reference Date:
1. The Released Entity shall take ordinary and reasonable measures to defend the action, including filing a Threshold Motion with respect to the Released Claim. The Released Entity shall further notify the Settling State and Settlement Fund Administrator immediately upon notice of a Later Litigating Subdivision bringing a lawsuit for a Released Claim, and shall not oppose a Settling State’s submission in support of the Threshold Motion.
2. The provisions of this Section XII.A.2 apply if the Later Litigating Subdivision is a Primary Subdivision (except as provided in Section XII.A.2.f):
a. If a lawsuit including a Released Claim survives until the Suspension Deadline for that lawsuit, the Settlement Fund Administrator shall calculate the Suspension Amount applicable to the next Payment due from the Settling Distributor(s) at issue and apportioned to the State of the Later Litigating Subdivision and to Subdivisions in that State; provided, however, that the Suspension Amount for a Payment Year cannot exceed the Suspension Cap. The Suspension Amount shall be paid into the Settlement Fund Escrow account. If the Suspension Amount exceeds the Suspension Cap for that Payment Year, then the 49 Packet Pg.
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remaining amount will be paid into the Settlement Fund Escrow in the following Payment Year, subject to the Suspension Cap for that Payment Year, and so forth in each succeeding Payment Year until the entire Suspension Amount has been paid into the Settlement Fund Escrow or the Released Claim is resolved, as provided below, whichever comes first. A suspension does not apply during the pendency of any appeal dismissing the lawsuit for a Released Claim in whole. b. If the Released Claim is resolved with finality without requirement of payment by the Released Entity, the placement of any remaining balance of the Suspension Amount into the Settlement Fund Escrow shall cease and the Settlement Fund Administrator shall immediately transfer amounts in the Settlement Fund Escrow on account of the suspension to the Settling State at issue and its Participating Subdivisions. The lawsuit will not cause further suspensions unless the Released Claim is reinstated upon further review, legislative action, or otherwise.
c. If the Released Claim is resolved with finality on terms requiring payment by the Released Entity, the Settlement Fund Administrator will transfer the amounts in the Settlement Fund Escrow on account of the suspension to the Settling Distributor(s) at issue necessary to satisfy the payment obligation of the Released Entity to the relevant Later Litigating Subdivision. If any balance remains in the Settlement Fund Escrow on account of the suspension after transfer of the amount necessary to satisfy the payment obligation, the Settlement Fund Administrator will immediately transfer the balance to the Settling State at issue and its Participating Subdivisions. If the payment obligation of the Released Entity to the relevant Later Litigating Subdivision exceeds the amounts in the Settlement Fund Escrow on account of the suspension, the Settling Distributor at issue shall receive a dollar-for-dollar offset, subject to the yearly Offset Cap, for the excess amount against its obligation to pay its allocable share of Annual Payments that would be apportioned to the Settling State at issue and to its Subdivisions. The offset shall be applied as follows: first against the Settling Distributor’s allocable share of the Annual Payment due in Payment Year 18, up to the Offset Cap for that Payment Year, with any remaining amounts above the Offset Cap applied against the Settling Distributor’s allocable share of the Annual Payment due in Payment Year 17, up to the Offset Cap for that Payment Year, and so forth for each preceding Payment Year until the entire amount to be offset has been applied or no future Payment Years remain.
d. If the lawsuit asserting a Released Claim is resolved with finality on terms requiring payment by the Released Entity, and the Released Claim did not give rise to a suspension of any Settling Distributor’s portion of any Annual Payments (e.g., because it was resolved during Payment Years 1 or 2, during which all Settling States are deemed eligible for Incentive Payment A and thus no suspension of payments took place, as provided by Section XII.B), the Settling Distributor at issue shall receive a dollar-for-dollar offset, subject to the yearly Offset Cap, for the amount paid. The offset shall be applied against the relevant Settling Distributor’s allocable portion of the Annual Payments starting in 50 Packet Pg.
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Payment Year 18 and working backwards as set forth in Section XII.A.2.c. If the lawsuit for a Released Claim is otherwise resolved by the Released Entity, without the Settling Distributor filing a Threshold Motion despite an opportunity to do so, and the Released Claim did not give rise to a suspension of any Settling Distributor’s portion of any Annual Payments, the Settling Distributor at issue shall not receive any offset for the amount paid.
e. If more than one Primary Subdivision in a Settling State becomes a Later Litigating Subdivision, a single Suspension Cap applies and the total amounts deducted from the share of the Annual Payment allocated to the Settling State and its Participating Subdivisions in a given Payment Year cannot exceed the Suspension Cap. For the avoidance of doubt, an individual Primary Subdivision shall not trigger more than one suspension regardless if it (or any of its officials) is named as multiple plaintiffs in the same lawsuit. f. This Section XII.A.2 shall not apply with respect to a Primary Subdivision that is either (i) a Later Litigating Subdivision under clause (3) of the definition of that term solely because a legislative Bar or legislative Case- Specific Resolution applicable as of the Reference Date is invalidated by judicial decision after the Reference Date or (ii) a Later Litigating Subdivision under clause (4) of the definition of that term. Such a Primary Subdivision shall be treated as a General Purpose Government under Section XII.A.3.
3. The terms of this Section XII.A.3 apply if a the Later Litigating Subdivision is not a Primary Subdivision (except for Primary Subdivisions referenced in Section XII.A.2.f) but is a General Purpose Government, School District, Health District or Hospital District: if the Released Claim is resolved with finality on terms requiring payment by the Released Entity, the Settling Distributor at issue shall receive a dollar-for- dollar offset, subject to the yearly Offset Cap, for the amount paid against its portion of the obligation to make Annual Payments that would be apportioned to the Settling State at issue and to its Subdivisions. The offset shall be applied as follows: first against the relevant Settling Distributor’s allocable share of the Annual Payment due in Payment Year 18, up to the Offset Cap for that Payment Year, with any remaining amounts above the Offset Cap applied against the Payment due in Payment Year 17, up to the Offset Cap for that Payment Year, and so forth for each preceding Payment Year until the entire amount to be offset has been applied or no future Payment Year remains. If the Released Claim is resolved on terms requiring payment during the first two (2) Payment Years, in no case will any amounts be offset against the amounts due in Payment Years 1 and 2.
4. In no event shall the total of Suspension Amounts and offsets pursuant to this Section applicable to a Settling State in a Payment Year for that Payment Year exceed the Offset Cap for that State. If, in a Payment Year, the total of Suspension Amounts and offsets applicable to a Settling State exceeds the Offset Cap, the Suspension Amounts shall be reduced so that the total of Suspension Amounts and offsets equals the Offset Cap.
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5. For the avoidance of doubt, any offset pursuant to this Section XII in a Settling State that is not eligible for Incentive Payment A shall continue to apply even if the Settling State at issue subsequently becomes eligible for Incentive Payment A.
6. “Terms requiring payment” shall mean (i) a final monetary judgment or (ii) a settlement; provided that the Released Entity sought the applicable State Attorney General’s consent to the settlement and such consent was either obtained or unreasonably withheld. Should the judgment or settlement resolve claims that are not Released Claims, the offset shall be for the Released Claims portion only, which shall be distinguishable in the judgment or settlement.
B. Exceptions.
1. Section XII.A shall not apply where the Settling State at issue meets the eligibility criteria for and is entitled to Incentive Payment A for the Payment Year at issue, except as expressly provided therein. For the avoidance of doubt, because all Settling States are deemed eligible for Incentive Payment A for Payment Years 1 and 2 under Section IV.F.1.c, a suspension of Payments under Section XII.A.2 shall not apply to any Settling States for those Payment Years.
2. An offset under Section XII.A.2 and Section XII.A.3 shall not apply where the Later Litigating Subdivision opted out of a Settlement Class Resolution in the Settling State at issue that was in full force and effect in that Settling State as of the due date of the payment for Payment Year 2 and remains in full force and effect; provided that an offset relating to that Subdivision may apply under Section XIII.
3. Section XII.A shall not apply where the Later Litigating Subdivision seeks less than $10 million, or so long as its total claim is reduced to less than $10 million, in the lawsuit for a Released Claim at issue.
4. An offset under Section XII.A.3 shall not apply where the applicable Participation Tier is Participation Tier 1 and the population of the Later Litigating Subdivision is under 10,000.
5. If the applicable Participation Tier is Participation Tier 2 or higher, and the Later Litigating Subdivision has a population less than 10,000, the offset under Section XII.A.3 shall only apply to amounts paid pursuant to a settlement or judgment that are over $10 million per case or resolution. Any type of consolidated or aggregated or joined or class actions, however styled, shall be considered a single case, and any resolutions that occur within a sixty (60) calendar day period of each other and involve Later Litigating Subdivisions that share common counsel and/or are created by the same or related judgments, settlement agreements, or other instruments or are conditioned upon one another, shall be considered a single resolution. For the avoidance of doubt, any such case or resolution shall have only a single $10,000,000 exemption from the offset under Section XII.A.3.
C. No Effect on Other Provisions . A suspension or offset under Section XII.A shall not affect the Injunctive Relief Terms or the Consent Judgment. 52 Packet Pg.
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D. No Effect on Other States. A suspension or offset under Section XII.A applicable to one State shall not affect the allocation or payment of the Annual Payment to other Settling States.
XIII. Reductions/Offsets
A. Non-Settling States. Non-Settling States shall not be eligible for any payments or have any rights in connection with this Agreement. Accordingly, the stated maximum dollar amounts of the payments specified in Exhibit M are reduced by the aggregate Overall Allocation Percentage of Non-Settling States as set forth in Exhibit F.
B. Offset Relating to Incentive Payment A. If a Settling State is not eligible for Incentive Payment A at the third Payment Date, the Settling Distributors shall receive an offset with respect to that State.10 The offset shall be the dollar amount difference between (1) the total amount of the Incentive Payment A due from the Settling Distributors on the Effective Date and on the Payment Date for Payment Year 2 allocated to that State and its Participating Subdivisions, and (2) the total amount of Incentive Payments B and C that would have been due from the Settling Distributors on the Effective Date and on the Payment Date for Payment Year 2 so allocated but for the State’s deemed eligibility for Incentive Payment A. The offset shall be applied in equal installments to reduce the Annual Payments for Payment Years 3 through 7 that would be apportioned to that State and to its Subdivisions, and shall remain applicable even if that State subsequently becomes eligible for Incentive Payment A.
C. Settlement Class Resolution Opt Outs. If a Settling State is eligible for Incentive Payment A on the basis of a Settlement Class Resolution, and a Primary Subdivision that opted out of the Settlement Class Resolution maintains a lawsuit asserting a Released Claim against a Released Entity, the following shall apply. If the lawsuit asserting a Released Claim either survives a Threshold Motion or has an unresolved Threshold Motion fewer than sixty (60) calendar days prior to the scheduled start of a trial involving a Released Claim, and is resolved with finality on terms requiring payment by the Released Entity, the Settling Distributor at issue shall receive a dollar-for-dollar offset for the amount paid against its obligation to make remaining Incentive Payment A payments that would be apportioned to that State and to its Subdivisions. For the avoidance of doubt, an offset shall not be applicable under this subsection if it is applicable under Section XII.A with respect to the Subdivision at issue.
D. Revoked Bar, Settlement Class Resolution, or Case-Specific Resolution. If the Settling Distributors made any Annual Payments that included any incentive payments earned as a result of the existence of a Bar, Settlement Class Resolution, or Case-Specific Resolution in a Settling State, and there is subsequently a Revocation Event with respect to that Bar, Settlement Class Resolution, or Case-Specific Resolution after the determination of the amount of such Annual Payment, the Settling Distributors shall receive a dollar-for-dollar offset against the portion of remaining Annual Payments that would be allocated to that State and its Participating Subdivisions. This offset will be calculated as the dollar amount difference between (1) the total amount of incentive payments paid by the Settling Distributors by virtue of the Bar, Settlement 10 For purposes of this provision, in determining whether a Settling State would not be eligible for Incentive Payment A for Payment Year 3, the criteria set forth in Section IV.F.1.b shall apply to that Payment Year. 53 Packet Pg.
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Class Resolution, or Case-Specific Resolution subject to the Revocation Event and (2) the total amount of incentive payments that would have been due from the Settling Distributors during that time had the Bar, Settlement Class Resolution, or Case-Specific Resolution subject to the Revocation Event not been in effect. The amount of incentive payments that would have been due, referenced in clause (2) above, will be calculated one hundred eighty (180) calendar days after the Revocation Event; for purposes of calculating the amount of incentive payments that would have been due, any relevant Subdivision shall be included as a Participating Subdivision if: (1) its Released Claims are extinguished by any subsequent Bar, Settlement Class Resolution, or Case-Specific Resolution in effect as of the date of such calculation, or (2) it becomes a Participating Subdivision (in addition to all other Participating Subdivisions) prior to the date of such calculation.
E. Certain Taxes. Amounts paid by a Settling Distributor under an Opioid Tax in a Settling State in a Payment Year shall give rise to a dollar-for-dollar offset against that Settling Distributor’s obligation to pay its share of the Annual Payment in that Payment Year that would be allocated to the taxing State or its Participating Subdivisions. If such amounts paid exceed that Settling Distributor’s allocable share of the Annual Payment allocable to the taxing State or its Participating Subdivisions in that Payment Year, the excess shall carry forward as an offset against its allocable share of remaining Annual Payments that would be allocated to the taxing State or its Participating Subdivisions
F. Not Subject to Suspension Cap or Offset Cap. For the avoidance of doubt, neither the Suspension Cap nor the Offset Cap apply to the offsets and reductions set forth in this Section XIII.
XIV. Miscellaneous
A. Population of General Purpose Governments. The population figures for General Purpose Governments shall be the published U.S. Census Bureau’s population estimates for July 1, 2019, released May 2020. These population figures shall remain unchanged during the term of this Agreement.11
B. Population of Special Districts. For any purpose in this Agreement in which the population of a Special District is used other than Section IV.F.1.b: (a) School Districts’ population will be measured by the number of students enrolled who are eligible under the Individuals with Disabilities Education Act (“IDEA”) or Section 504 of the Rehabilitation Act of 1973; (b) Health Districts’ and Hospital Districts’ population will be measured at twenty-five percent (25%) of discharges; and (c) all other Special Districts’ (including Fire Districts’ and Library Districts’) population will be measured at ten percent (10%) of the population served.
The Settling Distributors and the Enforcement Committee shall meet and confer in order to agree on data sources for purposes of this Section prior to the Preliminary Agreement Date. 11 The estimates for counties and parishes were accessed at https://www.census.gov/data/datasets/time- series/demo/popest/2010s-countiestotal.html. The estimates for cities and towns can currently be found at https://www.census.gov/data/datasets/time-series/demo/popest/2010s-total-cities-and-towns.html. 54 Packet Pg.
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C. Population Associated with Sheriffs. For any purpose in this Agreement in which the population associated with a lawsuit by a sheriff is used, the population will be measured at twenty percent (20%) of the capacity of the jail(s) operated by the sheriff.
D. No Admission. The Settling Distributors do not admit liability or wrongdoing.
Neither this Agreement nor the Consent Judgments shall be considered, construed or represented to be (1) an admission, concession or evidence of liability or wrongdoing or (2) a waiver or any limitation of any defense otherwise available to the Settling Distributors.
E. Most-Favored-Nation Provision.—Settling States.
1. If, after the Reference Date, any Settling Distributor enters into any settlement agreement with any Non-Settling State that resolves Claims similar in scope to the Claims released by a Settling State under this Agreement on overall payment terms that are more favorable to such Non-Settling State than the overall payment terms of the Agreement (after due consideration of relevant differences in population or other appropriate factors), then the Settling States, individually or collectively, may elect to seek review, pursuant to Section XIV.E.3, of the overall payment terms of this Agreement and the Non-Settling State agreement so that such Settling State(s) may obtain, with respect to that Settling Distributor, overall payment terms at least as favorable as those obtained by such Non-Settling State. “Overall payment terms” refers to consideration of all payment terms of the two agreements, taken together, including, but not limited to the amount of payments, the timing of payments, and conditions or contingencies on payments.
2. For any settlement with a Non-Settling State involving Released Claims that is entered into after the Reference Date, Settling Distributors shall provide the Enforcement Committee with a copy of the settlement agreement or relevant consent judgment within thirty (30) calendar days of the consummation of such settlement. The Enforcement Committee will promptly distribute such copy to all Settling States.
3. In the event that one or more Settling State(s) believes that the overall payment terms of an agreement by a Settling Distributor with a Non-Settling State are more favorable to the Non-Settling State, when compared based on the totality of the considerations set forth in Section XIV.E.1, the Settling State(s) and the Settling Distributor shall engage in the following process:
a. The Settling State(s) shall provide notice, within sixty (60) calendar days of the date on which a settlement agreement or consent judgment is provided to the Enforcement Committee, to the Settling Distributor of its (their) intent to seek revision of this Agreement to provide payment terms that are, on an overall basis, as favorable as those obtained by the Non-Settling State. Such notice shall be confidential and not disclosed publicly to the extent allowed by law and shall state, in detail, the basis for the State’s (States’) belief that it (they) is entitled to a revision of the Agreement.
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b. The Settling Distributor shall, within thirty (30) calendar days, provide a response to the Settling State(s), explaining its position, in detail, as to whether the Settling State(s) is entitled to more favorable overall payment terms than those provided for in this Agreement.
c. In the event the Settling State(s) and Settling Distributor do not reach agreement as to the application of Section XIV.E.1, the Settling State(s) may petition the National Arbitration Panel to seek a ruling from the Panel as to the applicability of Section XIV.E.1, provided that the Settling State(s) may seek such review only if at least five (5) Settling States co-sign the petition. The Panel shall consider submissions and argument by the parties pursuant to the procedures set forth in Section VI.F.2.
d. The Settling State(s) and the Settling Distributor shall be bound by the determination of the National Arbitration Panel.
4. This Section XIV.E does not apply to, and there is no ability of any Settling State to seek or obtain revision of this Agreement based on, any Non-Settling State agreement with any Settling Distributor that is entered into with: (a) a Non-Settling State after a date sixty (60) calendar days prior to the scheduled start date of a trial between any Settling Distributor and the Non-Settling State or any severed or bifurcated portion thereof, provided that, where, in order to complete a settlement, a Non-Settling State and a Settling Distributor jointly request an adjournment of the scheduled start date of a trial within sixty (60) days of that date, this exception will apply as if the trial date had not been adjourned; (b) a Non-Settling State that previously litigated to judgment a case related to opioids against any manufacturer, distributor, or pharmacy; or (c) a Non- Settling State that has obtained any court order or judicial determination that grants judgment (in whole or in part) against any Settling Distributor. For avoidance of doubt, the National Arbitration Panel shall have no power to review agreements described in this paragraph.
5. This Section XIV.E does not apply to, and there is no ability of any Settling State to seek or obtain revision of this Agreement based on, any agreement between a Settling Distributor and (a) federally-recognized tribe(s) or (b) West Virginia subdivisions or (c) Non-Participating Subdivisions. This Section XIV.E will not apply to any agreement entered into more than eighteen (18) months after the Reference Date.
F. Tax Cooperation and Reporting.
1. Upon request by any Settling Distributor, the Settling States and Participating Subdivisions agree to perform such further acts and to execute and deliver such further documents as may be reasonably necessary for the Settling Distributors to establish the statements set forth in Section V.E.3 to the satisfaction of their tax advisors, their independent financial auditors, the Internal Revenue Service, or any other governmental authority, including as contemplated by Treasury Regulations Section
1.162-21(b)(3)(ii) and any subsequently proposed or finalized relevant regulations or administrative guidance.
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2. Without limiting the generality of Section XIV.F.1, each Settling State and Participating Subdivision shall cooperate in good faith with any Settling Distributor with respect to any tax claim, dispute, investigation, audit, examination, contest, litigation, or other proceeding relating to this Agreement.
3. The Designated State, as defined in Section I.P as New York, on behalf of all Settling States and Participating Subdivisions, shall designate one of its officers or employees to act as the “appropriate official” within the meaning of Treasury Regulations Section 1.6050X-1(f)(1)(ii)(B) (the “Appropriate Official”). The Designated State shall direct and ensure that the Appropriate Official timely (a) files (i) at the time this Agreement becomes binding on the Parties, an IRS Form 1098-F in the form attached as Exhibit U, Exhibit V, and Exhibit W with respect to each of the Settling Distributors and (ii) any legally required returns or amended returns with any applicable governmental authority, or any returns requested by the respective Settling Distributors, and (b) provides to each of the Settling Distributors a copy of (i) the IRS Form 1098-F filed with respect to such Settling Distributor and (ii) any legally required written statement pursuant to any applicable law and any other document referred to in clause (a)(ii) above.
Any such form, return, or statement shall be prepared and filed in a manner fully consistent with Section V.E.3.
4. The Settling States and Participating Subdivisions agree that any return, amended return, or written statement filed or provided pursuant to paragraph 3, and any similar document, shall be prepared and filed in a manner consistent with reporting each Settling Distributor’s portion of the Global Settlement Amount as the “Total amount to be paid” pursuant to this Agreement in Box 1 of IRS Form 1098-F and each Settling Distributor’s portion of the Compensatory Restitution Amount as “Restitution/remediation amount” in Box 2 of IRS Form 1098-F, as reflected in the attached Exhibit U, Exhibit V, and Exhibit W. If the Designated State or Appropriate Official shall be required to file any return, amended return, or written statement contemplated by this Section XIV.F other than an IRS Form 1098-F in the form attached as Exhibit U, Exhibit V, and Exhibit W, the Designated State shall direct and ensure that the Appropriate Official provides to each Settling Distributor a draft of such return, amended return, or written statement in respect of such Settling Distributor no later than sixty (60) calendar days prior to the due date thereof and shall accept and reflect any reasonable comments of such Settling Distributor on the return, amended return, or written statement in respect of such Settling Distributor.
5. For the avoidance of doubt, neither the Settling Distributors nor the Settling States and Participating Subdivisions make any warranty or representation to any Settling State, Participating Subdivision, or Releasor as to the tax consequences of the payment of the Compensatory Restitution Amount (or any portion thereof).
G. No Third-Party Beneficiaries. Except as expressly provided in this Agreement, no portion of this Agreement shall provide any rights to, or be enforceable by, any person or entity that is not a Settling State or Released Entity. No Settling State may assign or otherwise convey any right to enforce any provision of this Agreement. 57 Packet Pg.
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H. Calculation. Any figure or percentage referred to in this Agreement shall be carried to seven decimal places.
I. Construction. None of the Parties and no Participating Subdivision shall be considered to be the drafter of this Agreement or of any of its provisions for the purpose of any statute, case law, or rule of interpretation or construction that would or might cause any provision to be construed against the drafter of this Agreement. The headings of the provisions of this Agreement are not binding and are for reference only and do not limit, expand, or otherwise affect the contents or meaning of this Agreement.
J. Cooperation. Each Party and each Participating Subdivision agrees to use its best efforts and to cooperate with the other Parties and Participating Subdivisions to cause this Agreement and the Consent Judgments to become effective, to obtain all necessary approvals, consents and authorizations, if any, and to execute all documents and to take such other action as may be appropriate in connection herewith. Consistent with the foregoing, each Party and each Participating Subdivision agrees that it will not directly or indirectly assist or encourage any challenge to this Agreement or any Consent Judgment by any other person, and will support the integrity and enforcement of the terms of this Agreement and the Consent Judgments.
K. Entire Agreement . This Agreement, including its exhibits and any other attachments, embodies the entire agreement and understanding between and among the Parties and Participating Subdivisions relating to the subject matter hereof and supersedes (1) all prior agreements and understandings relating to such subject matter, whet her written or oral and (2) all purportedly contemporaneous oral agreements and understandings relating to such subject matter.
L. Execution. This Agreement may be executed in counterparts and by different signatories on separate counterparts, each of which shall be deemed an original, but all of which shall together be one and the same Agreement. One or more counterparts of this Agreement may be delivered by facsimile or electronic transmission with the intent that it or they shall constitute an original counterpart hereof. One or more counterparts of this Agreement may be signed by electronic signature.
M. Good Faith and Voluntary Entry. Each Party warrants and represents that it negotiated the terms of this Agreement in good faith. Each of the Parties and Participating Subdivisions warrants and represents that it freely and voluntarily entered into this Agreement without any degree of duress or compulsion. The Parties and Participating Subdivisions state that no promise of any kind or nature whatsoever (other than the written terms of this Agreement) was made to them to induce them to enter into this Agreement.
N. Legal Obligations. Nothing in this Agreement shall be construed as relieving any Settling Distributor of the obligation to comply with all state and federal laws, regulations or rules, nor shall any of the provisions herein be deemed to be permission to engage in any acts or practices prohibited by such laws, regulations, or rules. Except with respect to the Injunctive Relief Terms, in the event of a conflict between this Agreement and any requirement or requirements of federal, state, or local laws, such that a Settling Distributor cannot comply with this Agreement without violating such a requirement or requirements, the Settling Distributor 58 Packet Pg.
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shall document such conflicts and notify the Attorney(s) General of the relevant Settling State(s) that it intends to comply with the requirement or requirements to the extent necessary to eliminate the conflict. With respect to the Injunctive Relief Terms, in the event of such a conflict, the procedures set forth in Section III.X of the Injunctive Relief Terms will be followed.
O. No Prevailing Party. The Parties and Participating Subdivisions each agree that they are not the prevailing party in this action, for purposes of any claim for fees, costs, or expenses as prevailing parties arising under common law or under the terms of any statute, because the Parties and Participating Subdivisions have reached a good faith settlement. The Parties and Participating Subdivisions each further waive any right to challenge or contest the validity of this Agreement on any ground, including, without limitation, that any term is unconstitutional or is preempted by, or in conflict with, any current or future law. Nothing in the previous sentence shall modify, or be construed to conflict with, Section XIV.M.
P. Non-Admissibility. The settlement negotiations resulting in this Agreement have been undertaken by the Parties and by certain representatives of the Participating Subdivisions in good faith and for settlement purposes only, and no evidence of negotiations or discussions underlying this Agreement shall be offered or received in evidence in any action or proceeding for any purpose. This Agreement shall not be offered or received in evidence in any action or proceeding for any purpose other than in an action or proceeding arising under or relating to this Agreement.
Q. Notices. All notices or other communications under this Agreement shall be in writing (including, but not limited to, electronic communications) and shall be given to the recipients indicated below:
For the Attorney(s) General:
Ashley Moody,
Attorney General
State of Florida
The Capitol,
PL-01
Tallahassee, FL 32399
Josh Stein, Attorney General
North Carolina Department of Justice
Attn: Daniel Mosteller
PO Box 629
Raleigh, NC 27602
[email protected]
For the Plaintiffs’ Executive Committee:
Paul F. Farrell
Farrell Law
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P.O. Box 1180
Huntington, WV 25714-1180
Jayne Conroy
Simmons Hanly Conroy LLC
112 Madison Avenue, 7th Floor
New York, NY 10016-7416
[email protected]
Joseph F. Rice
Motley Rice LLC
28 Bridgeside Blvd.
Mount Pleasant, SC 29464
[email protected]
Peter Mougey
Levin Papantonio Rafferty
316 South Baylen St.
Pensacola, FL 32502
[email protected]
Paul J. Geller
Robbins Feller Rudman & Dowd LLP
120 East Palmetto Park Road
Boca Raton, FL 33432
[email protected]
For Settling Distributors:
Copy to AmerisourceBergen Corporation’s attorneys at:
Attn: Michael T. Reynolds
Cravath, Swaine & Moore
825 Eighth Avenue
New York, NY 10019
[email protected]
Copy to Cardinal Health, Inc.’s attorneys at:
Attn: Jeffrey M. Wintner, Esq.
Attn: Elaine P. Golin, Esq.
Wachtell, Lipton, Rosen & Katz
51 West 52nd Street
New York, NY 10019
[email protected]
[email protected]
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Attn: JB Kelly, Esq.
Cozen O’Connor
1200 19th ST NW
Washington DC 20036
[email protected]
Copy to McKesson Corporation’s attorneys at:
Attn: Thomas J. Perrelli
Jenner & Block LLP
1099 New York Ave., NW, Suite 900
Washington, D.C. 20001
[email protected]
Any Party or the Plaintiffs’ Executive Committee may change or add the contact information of the persons designated to receive notice on its behalf by notice given (effective upon the giving of such notice) as provided in this Section XIV.P.
R. No Waiver. The waiver of any rights conferred hereunder shall be effective only if made by written instrument executed by the waiving Party or Parties. The waiver by any Party of any breach of this Agreement shall not be deemed to be or construed as a waiver of any other breach, whether prior, subsequent, or contemporaneous, nor shall such waiver be deemed to be or construed as a waiver by any other Party.
S. Preservation of Privilege. Nothing contained in this Agreement or any Consent Judgment, and no act required to be performed pursuant to this Agreement or any Consent Judgment, is intended to constitute, cause, or effect any waiver (in whole or in part) of any attorney-client privilege, work product protection, or common interest/joint defense privilege, and each Party and Participating Subdivision agrees that it shall not make or cause to be made in any forum any assertion to the contrary.
T. Successors.
1. This Agreement shall be binding upon, and inure to the benefit of, the Settling Distributors and their respective successors and assigns.
2. A Settling Distributor shall not, in one (1) transaction or a series of related transactions, sell or transfer U.S. assets having a fair market value equal to twenty-five percent (25%) or more of the consolidated assets of such Settling Distributor (other than sales or transfers of inventories, or sales or transfers to an entity owned directly or indirectly by such Settling Distributor) where the sale or transfer is announced after the Reference Date, is not for fair consideration, and would foreseeably and unreasonably jeopardize such Settling Distributor’s ability to make the payments under this Agreement that are due on or before the third Payment Date following the close of a sale or transfer transaction, unless the Settling Distributor obtains the acquiror’s agreement that it will be either a guarantor of or successor to the percentage of that Settling Distributor’s remaining Payment Obligations under this Agreement equal to the percentage of the 61 Packet Pg.
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Settling Distributor’s consolidated assets being sold or transferred in such transaction. Percentages under this section shall be determined in accordance with United States generally accepted accounting principles and as of the date of the Settling Distributor’s most recent publicly filed consolidated balance sheet prior to the date of entry into the sale or transfer agreement at issue. This Section XIV.T shall be enforceable solely by the Enforcement Committee, and any objection under this Section XIV.T not raised within twenty (20) calendar days of the announcement of the relevant transaction is waived. Any dispute under this Section XIV.T shall be a National Dispute as described in Section VI.F.2 and must be raised exclusively with the National Arbitration Panel as described therein within twenty (20) calendar days of the announcement, and the sole remedy shall be an order enjoining the transaction.
3. A Settling Distributor shall not, in one (1) transaction or a series of related transactions, sell or transfer (other than sales or transfers to an entity owned directly or indirectly by such Settling Distributor) more than twenty-five percent (25%) of the distribution centers within its Full-Line Wholesale Pharmaceutical Distribution Business (as that term is defined in the Injunctive Relief Terms) where the sale or transfer is announced after the Reference Date, unless the Settling Distributor obtains the acquiror’s agreement that it will be bound by the Injunctive Relief Terms.
U. Modification, Amendment, Alteration. After the Reference Date, any modification, amendment, or alteration of this Agreement by the Parties shall be binding only if evidenced in writing signed by the Settling Distributor to which the modification, amendment, or alteration applies, if the change applies to less than all Settling Distributors, along with the signatures of at least thirty-seven of those then serving Attorneys General of the Settling States along with a representation from each Attorney General that either: (1) the advisory committee or similar entity established or recognized by that Settling State (either pursuant to Section V.E.2.d, by a State-Subdivision Agreement, or by statute) voted in favor of the modification, amendment or alteration of this Agreement including at least one member appointed by the Participating Subdivisions listed on Exhibit G; or (2) in States without any advisory committee, that 50.1% (by population) of the Participating Subdivisions listed on Exhibit G expressed approval of the modification, amendment, or alteration of this Agreement in a writing.
V. Termination.
1. Unless otherwise agreed to by each of the Settling Distributors and the Settling State in question, this Agreement and all of its terms (except Section XIV.P and any other non-admissibility provisions, which shall continue in full force and effect) shall be canceled and terminated with respect to the Settling State, and the Agreement and all orders issued by the courts in the Settling State pursuant to the Agreement shall become null and void and of no effect if one or more of the following conditions applies:
a. a Consent Judgment approving this Agreement without
modification of any of the Agreement’s terms has not been entered as to the Settling State by a court of competent jurisdiction on or before one hundred eighty (180) calendar days after the Effective Date;
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b. this Agreement or the Consent Judgment as to that Settling State has been disapproved by a court of competent jurisdiction to which it was presented for approval and/or entry (or, in the event of an appeal from or review of a decision of such a court to approve this Agreement and the Consent Judgment, by the court hearing such appeal or conducting such review), and the time to appeal from such disapproval has expired, or, in the event of an appeal from such disapproval, the appeal has been dismissed or the disapproval has been affirmed by the court of last resort to which such appeal has been taken and such dismissal or disapproval has become no longer subject to further appeal (including, without limitation, review by the United States Supreme Court); or
2. If this Agreement is terminated with respect to a Settling State for whatever reason pursuant to Section XIV.V.1, then:
a. an applicable statute of limitation or any similar time requirement (excluding any statute of repose) shall be tolled from the date the Settling State signed this Agreement until the later of the time permitted by applicable law or for one year from the date of such termination, with the effect that the Settling Distributors and the Settling State in question shall be in the same position with respect to the statute of limitation as they were at the time the Settling State filed its action; and
b. the Settling Distributors and the Settling State in question shall jointly move the relevant court of competent jurisdiction for an order reinstating the actions and claims dismissed pursuant to the terms of this Agreement governing dismissal, with the effect that the Settling Distributors and the Settling State in question shall be in the same position with respect to those actions and claims as they were at the time the action or claim was stayed or dismissed.
3. Unless each of the Settling Distributors and the Enforcement Committee agrees otherwise, this Agreement, with the exception of the Injunctive Relief Terms that have their own provisions on duration, shall terminate as to all Parties as of the Payment Date for Payment Year 18, provided that all Settling Distributors that as of that date are not Bankrupt Settling Distributors have performed their Payment obligations under the Agreement as of that date. If fewer than all Settling Distributors that as of that date are not Bankrupt Settling Distributors have performed their Payment obligations under the Agreement as of that date, then the Agreement shall terminate as of that date as to any Settling Distributor that has performed its Payment obligations under the Agreement and the Agreement (a) shall terminate as to each of the remaining Settling Distributors that as of that date is not a Bankrupt Settling Distributor at such time as each performs its Payment obligations under the Agreement and (b) shall terminate as to all Parties at such time as all Settling Distributors that are not Bankrupt Settling Distributors have performed their Payment obligations under the Agreement. Notwithstanding any other provision in this Section XIV.V.3 or in this Agreement, all releases under this Agreement will remain effective despite any termination under this Section XIV.V.3. 63 Packet Pg.
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W. Governing Law. Except (1) as otherwise provided in this Agreement or (2) as necessary, in the sole judgment of the National Arbitration Panel, to promote uniformity of interpretation for matters within the scope of the National Arbitration Panel’s authority, this Agreement shall be governed by and interpreted in accordance with the respective laws of the Settling State, without regard to the conflict of law rules of such Settling State, that is seeking to enforce the Agreement against Settling Distributor(s) or against which Settling Distributor(s) are seeking enforcement. Notwithstanding any other provision in this subsection on governing law, any disputes relating to the Settlement Fund Escrow shall be governed by and interpreted in accordance with the law of the state where the escrow agent has its primary place of business.
X. Bankruptcy. The following provisions shall apply if a Settling Distributor enters Bankruptcy (a Settling Distributor which does so and takes the actions, or is otherwise subjected to the actions, referred to in (i) and/or (ii) herein being referred to as a “Bankrupt Settling Distributor”) and (i) the Bankrupt Settling Distributor’s bankruptcy estate recovers, pursuant to 11 U.S.C. § 550, any payments made under this Agreement, or (ii) this Agreement is deemed executory and is rejected by such Settling Distributor pursuant to 11 U.S.C. § 365:
1. In the event that both a number of Settling States equal to at least seventy- five percent (75%) of the total number of Settling States and Settling States having aggregate Overall Allocation Percentages as set forth on Exhibit F equal to at least seventy-five percent (75%) of the total aggregate Overall Allocation Percentages assigned to all Settling States deem (by written notice to the Settling Distributors other than the Bankrupt Settling Distributor) that the financial obligations of this Agreement have been terminated and rendered null and void as to such Bankrupt Settling Distributor (except as provided in Section XIV.X.1.a) due to a material breach by such Bankrupt Settling Distributor, whereupon, with respect to all Settling States:
a. all agreements, all concessions, all reductions of Releasing Parties' Claims, and all releases and covenants not to sue, contained in this Agreement shall immediately and automatically be deemed null and void as to such Bankrupt Settling Distributor; the Settling States shall be deemed immediately and automatically restored to the same position they were in immediately prior to their entry into this Settlement Agreement in respect to such Bankrupt Settling Distributor and the Settling States shall have the right to assert any and all claims against such Bankrupt Settling Distributor in the Bankruptcy or otherwise, subject to any automatic stay, without regard to any limits or agreements as to the amount of the settlement otherwise provided in this Agreement; provided, however, that notwithstanding the foregoing sentence, (i) all reductions of Releasing Parties' Claims, and all releases and covenants not to sue, contained in this Agreement shall remain in full force and effect as to all persons or entities other than the Bankrupt Settling Distributor itself; and (ii) in the event a Settling State asserts any Released Claim against a Bankrupt Settling Distributor after the rejection and/or termination of this Agreement with respect to such Settling Distributor as described in this Section XIV.X.1.a and receives a judgment, settlement or distribution arising from such Released Claim, then the amount of any payments such Settling State has previously received from such Bankrupt Settling Distributor under this Agreement shall be applied to reduce the amount of any
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such judgment, settlement or distribution (provided that no credit shall be given against any such judgment, settlement or distribution for any payment that such Settling State is required to disgorge or repay to the Bankrupt Settling Distributor’s bankruptcy estate); and
b. the Settling States may exercise all rights provided under the federal Bankruptcy Code (or other applicable bankruptcy or non-bankruptcy law) with respect to their Claims against such Bankrupt Settling Distributor subject to all defenses and rights of the Bankrupt Settling Distributor. 65 Packet Pg.
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EXHIBIT A
Alleged Harms
The following export reports that were filed in connection with the case captioned In re National Prescription Opiate Litigation, No. 1-17-md-02804 (S.D. Ohio):
1. Expert report of Professor David Cutler, dated March 25, 2019.
2. Expert report of Dr. Jeffrey B. Liebman, dated March 25, 2019.
3. Expert report of Professor Thomas McGuire regarding damages to Bellwethers, dated March 25, 2019.
4. Report of Professor Thomas McGuire regarding public nuisance, dated March 25, 2019.
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EXHIBIT B
Enforcement Committee Organizational Bylaws
ARTICLE I
These bylaws constitute the code of rules a dopted by the Settling States and Participating Subdivisions for the creation of an Enforcement Committee (the “Committee”) to exist and operate during the term of the Agreement with the Settling Distributors and shall control the regulation and management of the Committee’s affairs.
ARTICLE II
Purpose
The Committee is organized for the sole purpose of evaluating and taking such action as deemed reasonable, necessary, and appropriate by the members of the Committee on the matters delegated to the Committee under that certain Settlement Agreement between the Settling States and the Settling Distributors dated July 21, 2021.
ARTICLE III
Members of the Committee
(1) Number of Members
The Committee will consist of seventeen (17) members (the “ Members”). Upon majority resolution of the Committee, the number of Members may be increased or decreased from time to time, but in no event shall a decrease have the effect of decreasing the total number of Members to less than seven Members.
(2) Initial Members
The Committee initially will consist of eleven Settling State Members and six Participating Subdivision Members, three of the Participating Subdivisions shall be counties and three shall be municipalities. The initial Settling State Members are representatives from:
Connecticut, Delaware, Florida, Georgia, Massachusetts, New York, North Carolina, Ohio, Pennsylvania, Tennessee, and Texas. The initial Participating Subdivision Members are: (a) Bexar County, Texas; (b) Broward County, Florida; (c) Chicago, Illinois; (d) C incinnati, Ohio; (e) Nashville, Tennessee; and (f) Nassau County, New York. Until the Reference Date contained in the Settlement Agreement, the Participating Subdivisions may designate their outside counsel to serve as their representative. After the Refer ence Date, an employee or official of the Participating Subdivision must be the designated as the representative of the Participating Subdivision.
(3) Term of Members
The term of office for Members of the Committee will be until the end of the term of the Settlement Agreement, eighteen (18) years, unless and until a Member withdraws or resigns from the Committee.
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(4) Resignation
Any Member may resign at any time by delivering written notice to the Chairperson of the Committee. Such resignation shall take effect upon receipt or, if later, at the time specified in the notice.
(5) Removal
(a) Any Member may be removed without cause, at any time, by a majority of the entire Committee, at a Regular or Special Meeting called for that purpose. Any Member under consideration of removal must first be notified about the consideration by written notice at least five days prior to the meeting at which the vote takes place. ( ) In the event that any Member is not a Settling State or a Participating Subdivision or the Member subsequently becomes a Later Litigating Subdivision or otherwise does not support the Agreement, the Member shall be removed immediately without notice or vote of the Committee.
(6) Vacancies
In the event of a vacancy, the Members of the same type (Settling State or Participating Subdivision) shall select another Settling State or Participating Subdivision to fill that Member’s position.
(7) Compensation
Members shall not receive any salaries or o ther compensation for their services, but, by resolution of the Committee, may be reimbursed for any actual expenses incurred in the performance of their duties for the Committee, as long as a majority of disinterested Members approve the reimbursement. An y reimbursement shall be sought from the Settlement Fund Administrator.
ARTICLE IV
Conflicts of Interest and Code of Ethics
If a Member, agent, or employee of the Committee has a conflict of interest, he or she may not participate in a vote, discussion, or decision about the matter. Each Member shall follow any applicable state or local law with respect to conflicts, gifts, and ethics.
ARTICLE V
Committee Meetings
(1) Place of Meetings
Meetings of the Committee will be held at any place that the Chairperson may designate, including by telephonic or electronic means.
(2) Regular Meetings
Regular meetings of the Committee shall be held as deemed necessary by the by the Chairperson or any three members.
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(3) Notice of Meetings
Written notice of the date, time, place and subject of each meeting must be provided to the Members at least 72 hours before the scheduled time of the meeting, except when there is an emergency or urgent public necessity.
(4) Quorum
A majority of the incumbent Members (not counting vacancies) shall constitute a quorum for the purposes of convening a meeting or conducting business. (5) Voting and Proxy
When it is necessary to vote on any matter before the Committee, Members may vote by electronic means as provided in these Bylaws. Proxy voting is permitted. In order for a matter to pass, the matter must have a majority vote of Members present and must have at least one vote from a Settling State Member and a Participa ting Subdivision Member. In the event that there is a Quorum, but no Settling State or Participating Subdivision Member is present, then a matter may pass with a simple majority vote. (6) Minutes
The Committee shall prepare and keep minutes. The minutes must state the subject of each deliberation and indicate each vote, order, decision, or other action taken.
ARTICLE VI
Officers
(1) Roster of Officers
The Committee shall have a Chairperson, a Vice Chairperson, and a Secretary. The Committee may have at its discr etion, such other officers as may be appointed by the Members of the Committee. One person may hold two or more offices, except those serving as Chairperson.
(2) Election and Removal of Officers
All officers shall serve two-year terms. The election shall be conducted at the first meeting of the fiscal year. Officers shall remain in office until their successors have been selected.
Officers may serve consecutive terms without limit. The election of officers shall be by majority vote of the Members of the Committee attending the meeting. (3) Vacancies
If a vacancy occurs during the term of office for any elected officer, the Members of the Committee shall elect a new officer to fill the remainder of the term as soon as practical, by majority vote of Members present.
(4) Chairperson
The Chairperson will supervise and control the affairs of the Committee and shall exercise such supervisory powers as may be given him/her by the Members of the Committee. The Chairperson will perform all duties incident to such office and such other duties as may be B-3
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provided in these bylaws or as may be prescribed from time to time by the Committee. The Chairperson shall preside at all meetings and shall exercise parliamentary contr ol in accordance with Robert’s Rules of Order.
(5) Vice Chairperson
The Vice Chairperson shall act in place of the Chairperson in the event of the Chairperson’s absence, inability, or refusal to act, and shall exercise and discharge such other duties as may be required by the Committee. The Vice Chairperson shall serve as the parliamentarian and interpret any ambiguities of the bylaws.
(6) Secretary
The Secretary will keep and maintain all records related to the Committee and take minutes of all meetings.
(7) Records
All elected officers and committee chairpersons shall relinquish their records to the Chairperson immediately upon the completion of their term of office or completion of their term of office or completion of a project.
(8) Resignation
An officer may resign the office while not resigning membership from the Committee, by submitting a letter to the Chairperson. Vacancies occurring in any office shall be appointed for the remainder of the term.
ARTICLE VII
Duties
(1) Prior to the Reference Date
The Committ ee shall be responsible for any additional negotiations with the Settling Distributors, including, but not limited to, negotiating extensions of any periods created by the Settlement Agreement.
(2) After the Enforcement Date
The Committee shall establish proce dures for the receipt of notices that a dispute exists concerning the Agreement and review of such disputes, pursuant to Section VI of the Agreement. Members may engage with Settling Distributors, Settling States, and Participating Subdivisions attempting to resolve any dispute without further action by the Committee. The Committee may request additional information from Settling Distributors, Settling States, and Participating Subdivisions to the extent the Committee believes such information is necessary to understand, resolve, or provide advice related to a dispute. The Committee shall endeavor to provide advice relative to the dispute no later than 60 days after receipt of notice.
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ARTICLE VIII
Rules of Procedure
The proceedings and business of the Committee shall be governed by Robert's Rules of Order unless otherwise waived by the Committee.
ARTICLE IX
Operations
(1) Records
The Committee will keep correct and complete records and will also keep minutes of the proceedings of the Committee meetings and Committees. The Committee will keep at its principal place of business at a place designated by the Chairperson.
All elected officers and committee chairpersons shall relinquish their records to the Chairperson, immediately upon the completion of their term of office. (2) Inspection of Books and Records
The minutes of a meeting are public records and shall be available for public inspection and copying on request to the Committee’s Chairperson or the Chairperson's designee. (3) Amendments
The bylaws may be amended at any time by a vote of a majority of Members present and must have at least one vote from a Settling State Member and a Participating Subdivision Member. In the event that there is a Quorum, but no Settling State or Participating Subdivision Member is present, then a matter may pass with a simple majority vote.
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EXHIBIT C
Litigating Subdivisions List12
1. Abbeville (AL), City of, Alabama 40. Chilton (AL), County of, Alabama
2. Albertville (AL), City of, Alabama 41. Choctaw (AL), County of, Alabama
3. Alexander City (AL), City of, Alabama 42. Clanton (AL), City of, Alabama
4. Anniston (AL), City of, Alabama 43. Clarke (AL), County of, Alabama
5. Arab (AL), City of, Alabama 44. Clay (AL), County of, Alabama
6. Argo (AL), City of, Alabama 45. Cleburne (AL), County of, Alabama
7. Ashland (AL), City of, Alabama 46. Cleveland (AL), Town of, Alabama
8. Ashville (AL), City of, Alabama 47. Coffee (AL), County of, Alabama
9. Athens (AL), City of, Alabama 48. Colbert (AL), County of, Alabama
10. Attalla (AL), City of, Alabama 49. Conecuh (AL), County of, Alabama
11. Attentus Mouton, LLC d/b/a Lawrence 50. Coosa (AL), County of, Alabama Medical Center (AL), Alabama 51. Cordova (AL), City of, Alabama
12. Auburn (AL), City of, Alabama 52. Covington (AL), County of, Alabama
13. Autauga (AL), County of, Alabama 53. Crenshaw (AL), County of, Alabama
14. Baldwin (AL), County of, Alabama 54. Cullman (AL), City of, Alabama
15. Barbour (AL), County of, Alabama 55. Cullman (AL), County of, Alabama
16. Berry (AL), Town of, Alabama 56. Cullman Regional Medical Center, Inc.
17. Bibb (AL), County of, Alabama (AL), Alabama
18. Birmingham (AL), City of, Alabama 57. Dadeville (AL), City of, Alabama
19. Blount (AL), County of, Alabama 58. Dale (AL), County of, Alabama
20. Boaz (AL), City of, Alabama 59. Daleville (AL), City of, Alabama
21. Brent (AL), City of, Alabama 60. Dallas (AL), County of, Alabama
22. Bridgeport (AL), City of, Alabama 61. Daphne (AL), City of, Alabama
23. Brookwood (AL), Town of, Alabama 62. Dauphin Island (AL), Town of, Alabama
24. Brundidge (AL), City of, Alabama 63. Decatur (AL), City of, Alabama
25. Bullock (AL), County of, Alabama 64. DeKalb (AL), County of, Alabama
26. Butler (AL), County of, Alabama 65. Demopolis (AL), City of, Alabama
27. Butler (AL), Town of, Alabama 66. Dora (AL), City of, Alabama
28. Calera (AL), City of, Alabama 67. Dothan (AL), City of, Alabama
29. Calhoun (AL), County of, Alabama 68. Double Springs (AL), Town of, Alabama
30. Camp Hill (AL), Town of, Alabama 69. Douglas (AL), Town of, Alabama
31. Carbon Hill (AL), City of, Alabama 70. Enterprise (AL), City of, Alabama
32. Cedar Bluff (AL), Town of, Alabama 71. Escambia (AL), County of, Alabama
33. Center Point (AL), City of, Alabama 72. Etowah (AL), County of, Alabama
34. Centre (AL), City of, Alabama 73. Etowah (AL), County of (Sheriff),
35. Centreville (AL), City of, Alabama Alabama
36. Chambers (AL), County of, Alabama 74. Eufaula (AL), City of, Alabama
37. Cherokee (AL), County of, Alabama 75. Evergreen (AL), City of, Alabama
38. Cherokee (AL), Town of, Alabama 76. Fairfield (AL), City of, Alabama
39. Chickasaw (AL), City of, Alabama
12 For purposes of calculating the percentage of Litigating Subdivisions pursuant to Section IV.F.2.b and Exhibit H, an individual Litigating Subdivision shall not be included more than once in the numerator, and shall not be included more than once in the denominator, of the calculation regardless if it (or any of its officials) is named as multiple plaintiffs in the same lawsuit; provided, however, that for the avoidance of doubt, no Litigating Subdivision will be excluded from the numerator or denominator under this sentence unless a Litigating Subdivision otherwise counted in the denominator has the authority to release the Claims (consistent with Section XI) of the Litigating Subdivision to be excluded.
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77. Family Oriented Primary Health Care 117. Homewood (AL), City of, Alabama Clinic (AL), Alabama 118. Hoover (AL), City of, Alabama
78. Faunsdale (AL), Town of, Alabama 119. Houston (AL), County of, Alabama
79. Fayette (AL), City of, Alabama 120. Hueytown (AL), City of, Alabama
80. Fayette (AL), County of, Alabama 121. Huntsville (AL), City of, Alabama
81. Fayette (AL), County of (Sheriff), Alabama 122. J. Paul Jones Hospital (AL), Alabama
82. Florence (AL), City of, Alabama 123. Jackson (AL), County of, Alabama
83. Foley (AL), City of, Alabama 124. Jackson County Health Care Authority
84. Fort Deposit (AL), Town of, Alabama (AL), Alabama
85. Fort Payne (AL), City of, Alabama 125. Jacksonville (AL), City of, Alabama
86. Franklin (AL), County of, Alabama 126. Jasper (AL), City of, Alabama
87. Fultondale (AL), City of, Alabama 127. Jefferson (AL), County of, Alabama
88. Gadsden (AL), City of, Alabama 128. Jefferson (AL), County of (Sheriff),
89. Geneva (AL), City of, Alabama Alabama
90. Geneva (AL), County of, Alabama 129. Killen (AL), City of, Alabama
91. Geneva County Health Care Authority 130. Lamar (AL), County of, Alabama (AL), Alabama 131. Lamar (AL), County of (Sheriff), Alabama
92. Georgiana (AL), City of, Alabama 132. Lanett (AL), City of, Alabama
93. Geraldine (AL), Town of, Alabama 133. Lauderdale (AL), County of, Alabama
94. Gilbertown (AL), Town of, Alabama 134. Lawrence (AL), County of, Alabama
95. Grant (AL), Town of, Alabama 135. Leeds (AL), City of, Alabama
96. Graysville (AL), City of, Alabama 136. Leesburg (AL), City of, Alabama
97. Greene (AL), County of, Alabama 137. Leighton (AL), Town of, Alabama
98. Greene County Hospital Board (AL), 138. Level Plains (AL), City of, Alabama Alabama 139. Limestone (AL), County of, Alabama
99. Greensboro (AL), City of, Alabama 140. Lincoln (AL), City of, Alabama 100. Greenville (AL), City of, Alabama 141. Linden (AL), City of, Alabama 101. Guin (AL), City of, Alabama 142. Locust Fork (AL), Town of, Alabama 102. Guntersville (AL), City of, Alabama 143. Louisville (AL), City of, Alabama 103. Gurley (AL), Town of, Alabama 144. Lowndes (AL), County of, Alabama 104. Hale (AL), County of, Alabama 145. Luverne (AL), City of, Alabama 105. Haleyville (AL), City of, Alabama 146. Macon (AL), County of, Alabama 106. Hamilton (AL), City of, Alabama 147. Madison (AL), City of, Alabama 107. Hammondville (AL), Town of, Alabama 148. Madison (AL), County of, Alabama 108. Hartselle (AL), City of, Alabama 149. Marengo (AL), County of, Alabama 109. Headland (AL), City of, Alabama 150. Marion (AL), City of, Alabama 110. Health Care Authority of Cullman County 151. Marion (AL), County of, Alabama (AL), Alabama 152. Marshall (AL), County of, Alabama
111. Health Care Authority of the City of 153. Marshall County (AL) Health Care Huntsville d/b/a HH Health System, et al. Authority, Alabama (AL), Alabama 154. McKenzie (AL), Town of, Alabama
112. Henagar (AL), City of, Alabama 155. Midfield (AL), City of, Alabama 113. Henry (AL), County of, Alabama 156. Mobile (AL), City of, Alabama 114. HH Health System-Athens Limestone, 157. Mobile (AL), County Board of Health, LLC d/b/a Athens Limestone Hospital Alabama
(AL), Alabama 158. Mobile (AL), County of, Alabama
115. HH Health System-Morgan, LLC d/b/a 159. Monroe (AL), County of, Alabama Decatur Morgan Hospital-Decatur and 160. Monroe County Healthcare Authority Decatur Morgan Hospital-Parkway (AL),
Alabama 161.
(AL), Alabama
Monroe County Healthcare Authority d/b/a
116. HH Health System-Shoals, LLC d/b/a Monroe County Hospital (AL), Alabama Helen Keller Hospital and Red Bay 162. Monroeville (AL), City of, Alabama Hospital (AL), Alabama 163. Montgomery (AL), City of, Alabama C-2
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164. Montgomery (AL), County of, Alabama 217. Tallapoosa (AL), County of, Alabama 165. Moody (AL), City of, Alabama 218. Tarrant (AL), City of, Alabama 166. Morgan (AL), County of, Alabama 219. The Bibb County Healthcare Authority 167. Moulton (AL), City of, Alabama (AL), Alabama
168. Mountain Brook (AL), City of, Alabama 220. The Dale County Healthcare Authority 169. Munford (AL), Town of, Alabama (AL), Alabama
170. Muscle Shoals (AL), City of, Alabama 221. The DCH Health Care Authority (AL), 171. Nauvoo (AL), City of, Alabama Alabama
172. New Hope (AL), City of, Alabama 222. The Health Care Authority of Morgan 173. Northport (AL), City of, Alabama County - City of Decatur (AL), Alabama 174. Oakman (AL), Town of, Alabama 223. The Health Care Authority of the City of 175. Oneonta (AL), City of, Alabama Huntsville d/b/a Hunstville Hospital (AL), 176. Opelika (AL), City of, Alabama Alabama
177. Opp (AL), City of, Alabama 224. The Health Care Authority of the City of 178. Orange Beach (AL), City of, Alabama Huntsville d/b/a Huntsville Hospital for 179. Oxford (AL), City of, Alabama Women and Children (AL), Alabama 180. Ozark (AL), City of, Alabama 225. The Health Care Authority of the City of 181. Parrish (AL), City of, Alabama Huntsville d/b/a Madison Hospital (AL), 182. Pell City (AL), City of, Alabama Alabama
183. Perry (AL), County of, Alabama 226. The Healthcare Authority for Baptist 184. Phenix (AL), City of, Alabama Health (AL), Alabama 185. Pickens (AL), County of, Alabama 227. The Sylacauga Health Care Authority 186. Piedmont (AL), City of, Alabama (AL), Alabama
187. Pike (AL), County of, Alabama 228. The Tombigbee Health Care Authority 188. Pleasant Grove (AL), City of, Alabama (AL), Alabama 189. Powell (AL), Town of, Alabama 229. Thomasville (AL), City of, Alabama 190. Prattville (AL), City of, Alabama 230. Troy (AL), City of, Alabama 191. Priceville (AL), Town of, Alabama 231. Trussville (AL), City of, Alabama 192. Prichard (AL), City of, Alabama 232. Tuscaloosa (AL), City of, Alabama 193. Ragland (AL), City of, Alabama 233. Tuscaloosa (AL), County of, Alabama 194. Rainbow City (AL), City of, Alabama 234. Tuscumbia (AL), City of, Alabama 195. Rainsville (AL), City of, Alabama 235. Tuskegee (AL), City of, Alabama 196. Red Bay (AL), City of, Alabama 236. Union Springs (AL), City of, Alabama 197. Robertsdale (AL), City of, Alabama 237. Uniontown (AL), City of, Alabama 198. Rockford (AL), Town of, Alabama 238. Vance (AL), Town of, Alabama 199. Russell (AL), County of, Alabama 239. Vernon (AL), City of, Alabama 200. Russellville (AL), City of, Alabama 240. Vestavia Hills (AL), City of, Alabama 201. Satsuma (AL), City of, Alabama 241. Walker (AL), County of, Alabama 202. Scottsboro (AL), City of, Alabama 242. Washington (AL), County of, Alabama 203. Selma (AL), City of, Alabama 243. Weaver (AL), City of, Alabama 204. Sheffield (AL), City of, Alabama 244. West Blocton (AL), Town of, Alabama 205. Shelby (AL), County of, Alabama 245. Wilcox (AL), County of, Alabama 206. Sipsey (AL), City of, Alabama 246. Winfield (AL), City of, Alabama 207. Slocomb (AL), City of, Alabama 247. Woodville (AL), Town of, Alabama 208. Spanish Fort (AL), City of, Alabama 248. Yellow Bluff (AL), Town of, Alabama 209. Springville (AL), City of, Alabama 249. Apache (AZ), County of, Arizona 210. St. Clair (AL), County of, Alabama 250. Bullhead City (AZ), City of, Arizona 211. Sumiton (AL), City of, Alabama 251. Cochise (AZ), County of, Arizona 212. Sumter (AL), County of, Alabama 252. Glendale (AZ), City of, Arizona 213. Sweet Water (AL), Town of, Alabama 253. Kingman (AZ), City of, Arizona 214. Sylacauga (AL), City of, Alabama 254. La Paz (AZ), County of, Arizona 215. Talladega (AL), City of, Alabama 255. Maricopa (AZ), County of, Arizona 216. Talladega (AL), County of, Alabama 256. Mohave (AZ), County of, Arizona C-3
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257. Navajo (AZ), County of, Arizona 310. Bethel Heights (AR), City of, Arkansas 258. Phoenix (AZ), City of, Arizona 311. Big Flat (AR), City of, Arkansas 259. Pima (AZ), County of, Arizona 312. Bigelow (AR), City of, Arkansas 260. Pinal (AZ), County of, Arizona 313. Biggers (AR), City of, Arkansas 261. Prescott (AZ), City of, Arizona 314. Birdsong (AR), City of, Arkansas 262. Surprise (AZ), City of, Arizona 315. Biscoe (AR), City of, Arkansas 263. Tucson (AZ), The City of, Arizona 316. Black Oak (AR), City of, Arkansas 264. Yuma (AZ), County of, Arizona 317. Black Rock (AR), City of, Arkansas 265. Adona (AR), City of, Arkansas 318. Black Springs (AR), City of, Arkansas 266. Alexander (AR), City of, Arkansas 319. Blevins (AR), City of, Arkansas 267. Alicia (AR), City of, Arkansas 320. Blue Eye (AR), City of, Arkansas 268. Allport (AR), City of, Arkansas 321. Blue Mountain (AR), City of, Arkansas 269. Alma (AR), City of, Arkansas 322. Bluff City (AR), City of, Arkansas 270. Almyra (AR), City of, Arkansas 323. Blytheville (AR), City of, Arkansas 271. Alpena (AR), City of, Arkansas 324. Bodcaw (AR), City of, Arkansas 272. Altheimer (AR), City of, Arkansas 325. Bonanza (AR), City of, Arkansas 273. Altus (AR), City of, Arkansas 326. Bono (AR), City of, Arkansas 274. Amagon (AR), City of, Arkansas 327. Boone (AR), County of, Arkansas 275. Amity (AR), City of, Arkansas 328. Booneville (AR), City of, Arkansas 276. Anthonyvile (AR), City of, Arkansas 329. Bradford (AR), City of, Arkansas 277. Antoine (AR), City of, Arkansas 330. Bradley (AR), City of, Arkansas 278. Arkadelphia (AR), City of, Arkansas 331. Bradley (AR), County of, Arkansas 279. Arkansas (AR), County of, Arkansas 332. Branch (AR), City of, Arkansas 280. Arkansas City (AR), City of, Arkansas 333. Briarcliff (AR), City of, Arkansas 281. Ash Flat (AR), City of, Arkansas 334. Brinkley (AR), City of, Arkansas 282. Ashdown (AR), City of, Arkansas 335. Brookland (AR), City of, Arkansas 283. Ashley (AR), County of, Arkansas 336. Bryant (AR), City of, Arkansas 284. Atkins (AR), City of, Arkansas 337. Buckner (AR), City of, Arkansas 285. Aubrey (AR), City of, Arkansas 338. Bull Shoals (AR), City of, Arkansas 286. Augusta (AR), City of, Arkansas 339. Burdette (AR), City of, Arkansas 287. Austin (AR), City of, Arkansas 340. Cabot (AR), City of, Arkansas 288. Avoca (AR), City of, Arkansas 341. Caddo Valley (AR), City of, Arkansas 289. Bald Knob (AR), City of, Arkansas 342. Caldwell (AR), City of, Arkansas 290. Banks (AR), City of, Arkansas 343. Cale (AR), City of, Arkansas 291. Barling (AR), City of, Arkansas 344. Calhoun (AR), County of, Arkansas 292. Bassett (AR), City of, Arkansas 345. Calico Rock (AR), City of, Arkansas 293. Batesville (AR), City of, Arkansas 346. Calion (AR), City of, Arkansas 294. Bauxite (AR), City of, Arkansas 347. Camden (AR), City of, Arkansas 295. Baxter (AR), County of, Arkansas 348. Cammack Village (AR), City of, Arkansas 296. Bay (AR), City of, Arkansas 349. Campbell Station (AR), City of, Arkansas 297. Bearden (AR), City of, Arkansas 350. Caraway (AR), City of, Arkansas 298. Beaver (AR), City of, Arkansas 351. Carlisle (AR), City of, Arkansas 299. Beebe (AR), City of, Arkansas 352. Carroll (AR), County of, Arkansas 300. Beedeville (AR), City of, Arkansas 353. Carthage (AR), City of, Arkansas 301. Bella Vista (AR), City of, Arkansas 354. Casa (AR), City of, Arkansas 302. Bellefonte (AR), City of, Arkansas 355. Cash (AR), City of, Arkansas 303. Belleville (AR), City of, Arkansas 356. Caulksville (AR), City of, Arkansas 304. Ben Lomond (AR), City of, Arkansas 357. Cave City (AR), City of, Arkansas 305. Benton (AR), City of, Arkansas 358. Cave Springs (AR), City of, Arkansas 306. Benton (AR), County of, Arkansas 359. Cedarville (AR), City of, Arkansas 307. Bentonville (AR), City of, Arkansas 360. Centerton (AR), City of, Arkansas 308. Bergman (AR), City of, Arkansas 361. Central City (AR), City of, Arkansas 309. Berryville (AR), City of, Arkansas 362. Charleston (AR), City of, Arkansas C-4
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363. Cherokee Village (AR), City of, Arkansas 416. Dyer (AR), City of, Arkansas 364. Cherry Valley (AR), City of, Arkansas 417. Dyess (AR), City of, Arkansas 365. Chester (AR), City of, Arkansas 418. Earle (AR), City of, Arkansas 366. Chicot (AR), County of, Arkansas 419. East Camden (AR), City of, Arkansas 367. Chidester (AR), City of, Arkansas 420. Edmondson (AR), City of, Arkansas 368. Clarendon (AR), City of, Arkansas 421. Egypt (AR), City of, Arkansas 369. Clark (AR), County of, Arkansas 422. El Dorado (AR), City of, Arkansas 370. Clarksville (AR), City of, Arkansas 423. Elaine (AR), City of, Arkansas 371. Clay (AR), County of, Arkansas 424. Elkins (AR), City of, Arkansas 372. Cleburne (AR), County of, Arkansas 425. Elm Springs (AR), City of, Arkansas 373. Cleveland (AR), County of, Arkansas 426. Emerson (AR), City of, Arkansas 374. Clinton (AR), City of, Arkansas 427. Emmet (AR), City of, Arkansas 375. Coal Hill (AR), City of, Arkansas 428. England (AR), City of, Arkansas 376. Colt (AR), City of, Arkansas 429. Enola (AR), City of, Arkansas 377. Columbia (AR), County of, Arkansas 430. Etowah (AR), City of, Arkansas 378. Concord (AR), City of, Arkansas 431. Eudora (AR), City of, Arkansas 379. Conway (AR), City of, Arkansas 432. Eureka Springs (AR), City of, Arkansas 380. Conway (AR), County of, Arkansas 433. Evening Shade (AR), City of, Arkansas 381. Corning (AR), City of, Arkansas 434. Everton (AR), City of, Arkansas 382. Cotter (AR), City of, Arkansas 435. Fairfield Bay (AR), City of, Arkansas 383. Cotton Plant (AR), City of, Arkansas 436. Fargo (AR), City of, Arkansas 384. Cove (AR), City of, Arkansas 437. Farmington (AR), City of, Arkansas 385. Coy (AR), City of, Arkansas 438. Faulkner (AR), County of, Arkansas 386. Craighead (AR), County of, Arkansas 439. Felsenthal (AR), City of, Arkansas 387. Crawford (AR), County of, Arkansas 440. Fifty-Six (AR), City of, Arkansas 388. Crawfordsville (AR), City of, Arkansas 441. Fisher (AR), City of, Arkansas 389. Crittenden (AR), County of, Arkansas 442. Flippin (AR), City of, Arkansas 390. Cross (AR), County of, Arkansas 443. Fordyce (AR), City of, Arkansas 391. Crossett (AR), City of, Arkansas 444. Foreman (AR), City of, Arkansas 392. Cushman (AR), City of, Arkansas 445. Forrest City (AR), City of, Arkansas 393. Daisy (AR), City of, Arkansas 446. Fort Smith (AR), City of, Arkansas 394. Dallas (AR), County of, Arkansas 447. Fouke (AR), City of, Arkansas 395. Damascus (AR), City of, Arkansas 448. Fountain Hill (AR), City of, Arkansas 396. Danville (AR), City of, Arkansas 449. Fountain Lake (AR), City of, Arkansas 397. Dardanelle (AR), City of, Arkansas 450. Fourche (AR), City of, Arkansas 398. Datto (AR), City of, Arkansas 451. Franklin (AR), City of, Arkansas 399. De Queen (AR), City of, Arkansas 452. Friendship (AR), City of, Arkansas 400. Decatur (AR), City of, Arkansas 453. Fulton (AR), City of, Arkansas 401. Delaplaine (AR), City of, Arkansas 454. Fulton (AR), County of, Arkansas 402. Delight (AR), City of, Arkansas 455. Garfield (AR), City of, Arkansas 403. Dell (AR), City of, Arkansas 456. Garland (AR), City of, Arkansas 404. Denning (AR), City of, Arkansas 457. Garland (AR), County of, Arkansas 405. Dermott (AR), City of, Arkansas 458. Garner (AR), City of, Arkansas 406. Des Arc (AR), City of, Arkansas 459. Gassville (AR), City of, Arkansas 407. Desha (AR), County of, Arkansas 460. Gateway (AR), City of, Arkansas 408. Devalls Bluff (AR), City of, Arkansas 461. Gentry (AR), City of, Arkansas 409. Dewitt (AR), City of, Arkansas 462. Georgetown (AR), City of, Arkansas 410. Diamond City (AR), City of, Arkansas 463. Gilbert (AR), City of, Arkansas 411. Diaz (AR), City of, Arkansas 464. Gillett (AR), City of, Arkansas 412. Dierks (AR), City of, Arkansas 465. Gillham (AR), City of, Arkansas 413. Donaldson (AR), City of, Arkansas 466. Gilmore (AR), City of, Arkansas 414. Dover (AR), City of, Arkansas 467. Glenwood (AR), City of, Arkansas 415. Dumas (AR), City of, Arkansas 468. Goshen (AR), City of, Arkansas C-5
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469. Gosnell (AR), City of, Arkansas 521. Houston (AR), City of, Arkansas 470. Gould (AR), City of, Arkansas 522. Howard (AR), County of, Arkansas 471. Grady (AR), City of, Arkansas 523. Hoxie (AR), City of, Arkansas 472. Grannis (AR), City of, Arkansas 524. Hughes (AR), City of, Arkansas 473. Grant (AR), County of, Arkansas 525. Humnoke (AR), City of, Arkansas 474. Gravette (AR), City of, Arkansas 526. Humphrey (AR), City of, Arkansas 475. Green Forest (AR), City of, Arkansas 527. Hunter (AR), City of, Arkansas 476. Greenbrier (AR), City of, Arkansas 528. Huntington (AR), City of, Arkansas 477. Greene (AR), County of, Arkansas 529. Huntsville (AR), City of, Arkansas 478. Greenland (AR), City of, Arkansas 530. Huttig (AR), City of, Arkansas 479. Greenway (AR), City of, Arkansas 531. Imboden (AR), City of, Arkansas 480. Greenwood (AR), City of, Arkansas 532. Independence (AR), County of, Arkansas 481. Greers Ferry (AR), City of, Arkansas 533. Izard (AR), County of, Arkansas 482. Griffithville (AR), City of, Arkansas 534. Jackson (AR), County of, Arkansas 483. Grubbs (AR), City of, Arkansas 535. Jacksonport (AR), City of, Arkansas 484. Guion (AR), City of, Arkansas 536. Jacksonville (AR), City of, Arkansas 485. Gum Springs (AR), City of, Arkansas 537. Jasper (AR), City of, Arkansas 486. Gurdon (AR), City of, Arkansas 538. Jefferson (AR), County of, Arkansas 487. Guy (AR), City of, Arkansas 539. Jennette (AR), City of, Arkansas 488. Hackett (AR), City of, Arkansas 540. Jericho (AR), City of, Arkansas 489. Hamburg (AR), City of, Arkansas 541. Jerome (AR), City of, Arkansas 490. Hampton (AR), City of, Arkansas 542. Johnson (AR), City of, Arkansas 491. Hardy (AR), City of, Arkansas 543. Johnson (AR), County of, Arkansas 492. Harrell (AR), City of, Arkansas 544. Joiner (AR), City of, Arkansas 493. Harrisburg (AR), City of, Arkansas 545. Jonesboro (AR), City of, Arkansas 494. Harrison (AR), City of, Arkansas 546. Judsonia (AR), City of, Arkansas 495. Hartford (AR), City of, Arkansas 547. Junction City (AR), City of, Arkansas 496. Hartman (AR), City of, Arkansas 548. Keiser (AR), City of, Arkansas 497. Haskell (AR), City of, Arkansas 549. Kensett (AR), City of, Arkansas 498. Hatfield (AR), City of, Arkansas 550. Kibler (AR), City of, Arkansas 499. Havana (AR), City of, Arkansas 551. Kingsland (AR), City of, Arkansas 500. Haynes (AR), City of, Arkansas 552. Knobel (AR), City of, Arkansas 501. Hazen (AR), City of, Arkansas 553. Knoxville (AR), City of, Arkansas 502. Heber Springs (AR), City of, Arkansas 554. La Grange (AR), City of, Arkansas 503. Hector (AR), City of, Arkansas 555. Lafayette (AR), County of, Arkansas 504. Helena - West Helena (AR), City of, 556. Lafe (AR), City of, Arkansas Arkansas 557. Lake City (AR), City of, Arkansas
505. Hempstead (AR), County of, Arkansas 558. Lake View (AR), City of, Arkansas 506. Hermitage (AR), City of, Arkansas 559. Lake Village (AR), City of, Arkansas 507. Hickory Ridge (AR), City of, Arkansas 560. Lakeview (AR), City of, Arkansas 508. Higden (AR), City of, Arkansas 561. Lamar (AR), City of, Arkansas 509. Higginson (AR), City of, Arkansas 562. Lavaca (AR), City of, Arkansas 510. Highfill (AR), City of, Arkansas 563. Leachville (AR), City of, Arkansas 511. Highland (AR), City of, Arkansas 564. Lead Hill (AR), City of, Arkansas 512. Hindsville (AR), City of, Arkansas 565. Lee (AR), County of, Arkansas 513. Holland (AR), City of, Arkansas 566. Leola (AR), City of, Arkansas 514. Holly Grove (AR), City of, Arkansas 567. Lepanto (AR), City of, Arkansas 515. Hope (AR), City of, Arkansas 568. Leslie (AR), City of, Arkansas 516. Horatio (AR), City of, Arkansas 569. Lewisville (AR), City of, Arkansas 517. Horseshoe Bend (AR), City of, Arkansas 570. Lincoln (AR), City of, Arkansas 518. Horseshoe Lake (AR), City of, Arkansas 571. Lincoln (AR), County of, Arkansas 519. Hot Spring (AR), County of, Arkansas 572. Little Flock (AR), City of, Arkansas 520. Hot Springs (AR), City of, Arkansas 573. Little River (AR), County of, Arkansas C-6
Packet Pg.
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574. Little Rock (AR), City of, Arkansas 627. Mount Pleasant (AR), City of, Arkansas 575. Lockesburg (AR), City of, Arkansas 628. Mount Vernon (AR), City of, Arkansas 576. Logan (AR), County of, Arkansas 629. Mountain Home (AR), City of, Arkansas 577. London (AR), City of, Arkansas 630. Mountain Pine (AR), City of, Arkansas 578. Lonoke (AR), City of, Arkansas 631. Mountainburg (AR), City of, Arkansas 579. Lonoke (AR), County of, Arkansas 632. Mulberry (AR), City of, Arkansas 580. Louann (AR), City of, Arkansas 633. Murfreesboro (AR), City of, Arkansas 581. Luxora (AR), City of, Arkansas 634. Nashville (AR), City of, Arkansas 582. Lynn (AR), City of, Arkansas 635. Nevada (AR), County of, Arkansas 583. Madison (AR), City of, Arkansas 636. Newark (AR), City of, Arkansas 584. Madison (AR), County of, Arkansas 637. Newport (AR), City of, Arkansas 585. Magazine (AR), City of, Arkansas 638. Newton (AR), County of, Arkansas 586. Magness (AR), City of, Arkansas 639. Norfork (AR), City of, Arkansas 587. Magnolia (AR), City of, Arkansas 640. Norman (AR), City of, Arkansas 588. Malvern (AR), City of, Arkansas 641. Norphlet (AR), City of, Arkansas 589. Mammoth Spring (AR), City of, Arkansas 642. North Little Rock (AR), City of, Arkansas 590. Manila (AR), City of, Arkansas 643. Oak Grove (AR), City of, Arkansas 591. Mansfield (AR), City of, Arkansas 644. Oak Grove Heights (AR), City of, 592. Marianna (AR), City of, Arkansas Arkansas
593. Marie (AR), City of, Arkansas 645. Oakhaven (AR), City of, Arkansas 594. Marion (AR), City of, Arkansas 646. Oden (AR), City of, Arkansas 595. Marion (AR), County of, Arkansas 647. Ogden (AR), City of, Arkansas 596. Marked Tree (AR), City of, Arkansas 648. Oil Trough (AR), City of, Arkansas 597. Marmaduke (AR), City of, Arkansas 649. O'Kean (AR), City of, Arkansas 598. Marvell (AR), City of, Arkansas 650. Okolona (AR), City of, Arkansas 599. Maumelle (AR), City of, Arkansas 651. Ola (AR), City of, Arkansas 600. Mayflower (AR), City of, Arkansas 652. Omaha (AR), City of, Arkansas 601. Maynard (AR), City of, Arkansas 653. Oppelo (AR), City of, Arkansas 602. McCaskill (AR), City of, Arkansas 654. Osceola (AR), City of, Arkansas 603. McRae (AR), City of, Arkansas 655. Ouachita (AR), County of, Arkansas 604. McCrory (AR), City of, Arkansas 656. Oxford (AR), City of, Arkansas 605. McDougal (AR), City of, Arkansas 657. Ozan (AR), City of, Arkansas 606. McGehee (AR), City of, Arkansas 658. Ozark (AR), City of, Arkansas 607. McNab (AR), City of, Arkansas 659. Palestine (AR), City of, Arkansas 608. Melbourne (AR), City of, Arkansas 660. Pangburn (AR), City of, Arkansas 609. Mena (AR), City of, Arkansas 661. Paragould (AR), City of, Arkansas 610. Menifee (AR), City of, Arkansas 662. Paris (AR), City of, Arkansas 611. Midland (AR), City of, Arkansas 663. Parkdale (AR), City of, Arkansas 612. Miller (AR), County of, Arkansas 664. Parkin (AR), City of, Arkansas 613. Mineral Springs (AR), City of, Arkansas 665. Patmos (AR), City of, Arkansas 614. Minturn (AR), City of, Arkansas 666. Patterson (AR), City of, Arkansas 615. Mississippi (AR), County of, Arkansas 667. Pea Ridge (AR), City of, Arkansas 616. Mitchellville (AR), City of, Arkansas 668. Peach Orchard (AR), City of, Arkansas 617. Monette (AR), City of, Arkansas 669. Perla (AR), City of, Arkansas 618. Monroe (AR), County of, Arkansas 670. Perry (AR), City of, Arkansas 619. Montgomery (AR), County of, Arkansas 671. Perry (AR), County of, Arkansas 620. Monticello (AR), City of, Arkansas 672. Perrytown (AR), City of, Arkansas 621. Montrose (AR), City of, Arkansas 673. Perryville (AR), City of, Arkansas 622. Moorefield (AR), City of, Arkansas 674. Phillips (AR), County of, Arkansas 623. Moro (AR), City of, Arkansas 675. Piggott (AR), City of, Arkansas 624. Morrilton (AR), City of, Arkansas 676. Pike (AR), County of, Arkansas 625. Morrison Bluff (AR), City of, Arkansas 677. Pindall (AR), City of, Arkansas 626. Mount Ida (AR), City of, Arkansas 678. Pine Bluff (AR), City of, Arkansas C-7
Packet Pg.
3016
679. Pineville (AR), City of, Arkansas 732. Sherwood (AR), City of, Arkansas 680. Plainview (AR), City of, Arkansas 733. Shirley (AR), City of, Arkansas 681. Pleasant Plains (AR), City of, Arkansas 734. Sidney (AR), City of, Arkansas 682. Plumerville (AR), City of, Arkansas 735. Siloam Springs (AR), City of, Arkansas 683. Pocahontas (AR), City of, Arkansas 736. Smackover (AR), City of, Arkansas 684. Poinsett (AR), County of, Arkansas 737. Smithville (AR), City of, Arkansas 685. Polk (AR), County of, Arkansas 738. South Lead Hill (AR), City of, Arkansas 686. Pollard (AR), City of, Arkansas 739. Sparkman (AR), City of, Arkansas 687. Pope (AR), County of, Arkansas 740. Springdale (AR), City of, Arkansas 688. Portia (AR), City of, Arkansas 741. Springtown (AR), City of, Arkansas 689. Portland (AR), City of, Arkansas 742. St. Charles (AR), City of, Arkansas 690. Pottsville (AR), City of, Arkansas 743. St. Francis (AR), City of, Arkansas 691. Powhatan (AR), City of, Arkansas 744. St. Francis (AR), County of, Arkansas 692. Poyen (AR), City of, Arkansas 745. St. Joe (AR), City of, Arkansas 693. Prairie (AR), County of, Arkansas 746. St. Paul (AR), City of, Arkansas 694. Prairie Grove (AR), City of, Arkansas 747. Stamps (AR), City of, Arkansas 695. Prattsville (AR), City of, Arkansas 748. Star City (AR), City of, Arkansas 696. Prescott (AR), City of, Arkansas 749. Stephens (AR), City of, Arkansas 697. Pulaski (AR), County of, Arkansas 750. Stone (AR), County of, Arkansas 698. Pyatt (AR), City of, Arkansas 751. Strawberry (AR), City of, Arkansas 699. Quitman (AR), City of, Arkansas 752. Strong (AR), City of, Arkansas 700. Randolph (AR), County of, Arkansas 753. Stuttgart (AR), City of, Arkansas 701. Ratcliff (AR), City of, Arkansas 754. Subiaco (AR), City of, Arkansas 702. Ravenden (AR), City of, Arkansas 755. Success (AR), City of, Arkansas 703. Ravenden Springs (AR), City of, Arkansas 756. Sulphur Rock (AR), City of, Arkansas 704. Rector (AR), City of, Arkansas 757. Sulphur Springs (AR), City of, Arkansas 705. Redfield (AR), City of, Arkansas 758. Summit (AR), City of, Arkansas 706. Reed (AR), City of, Arkansas 759. Sunset (AR), City of, Arkansas 707. Reyno (AR), City of, Arkansas 760. Swifton (AR), City of, Arkansas 708. Rison (AR), City of, Arkansas 761. Taylor (AR), City of, Arkansas 709. Rockport (AR), City of, Arkansas 762. Texarkana (AR), City of, Arkansas 710. Roe (AR), City of, Arkansas 763. Thornton (AR), City of, Arkansas 711. Rogers (AR), City of, Arkansas 764. Tillar (AR), City of, Arkansas 712. Rondo (AR), City of, Arkansas 765. Tinsman (AR), City of, Arkansas 713. Rose Bud (AR), City of, Arkansas 766. Tollette (AR), City of, Arkansas 714. Rosston (AR), City of, Arkansas 767. Tontitown (AR), City of, Arkansas 715. Rudy (AR), City of, Arkansas 768. Traskwood (AR), City of, Arkansas 716. Russell (AR), City of, Arkansas 769. Trumann (AR), City of, Arkansas 717. Russellville (AR), City of, Arkansas 770. Tuckerman (AR), City of, Arkansas 718. Salem (AR), City of, Arkansas 771. Tull (AR), City of, Arkansas 719. Salesville (AR), City of, Arkansas 772. Tupelo (AR), City of, Arkansas 720. Saline (AR), County of, Arkansas 773. Turrell (AR), City of, Arkansas 721. Scott (AR), County of, Arkansas 774. Twin Groves (AR), City of, Arkansas 722. Scranton (AR), City of, Arkansas 775. Tyronza (AR), City of, Arkansas 723. Searcy (AR), City of, Arkansas 776. Ulm (AR), City of, Arkansas 724. Searcy (AR), County of, Arkansas 777. Union (AR), County of, Arkansas 725. Sebastian (AR), County of, Arkansas 778. Valley Springs (AR), City of, Arkansas 726. Sedgwick (AR), City of, Arkansas 779. Van Buren (AR), City of, Arkansas 727. Sevier (AR), County of, Arkansas 780. Van Buren (AR), County of, Arkansas 728. Shannon Hills (AR), City of, Arkansas 781. Vandervoort (AR), City of, Arkansas 729. Sharp (AR), County of, Arkansas 782. Victoria (AR), City of, Arkansas 730. Sheridan (AR), City of, Arkansas 783. Vilonia (AR), City of, Arkansas 731. Sherrill (AR), City of, Arkansas 784. Viola (AR), City of, Arkansas C-8
Packet Pg.
3017
785. Wabbaseka (AR), City of, Arkansas 836. Dublin (CA), City of, California 786. Waldenburg (AR), City of, Arkansas 837. El Dorado (CA), County of, California 787. Waldo (AR), City of, Arkansas 838. El Monte (CA), City of, California 788. Waldron (AR), City of, Arkansas 839. Elk Grove Unified School District (CA), 789. Walnut Ridge (AR), City of, Arkansas California
790. Ward (AR), City of, Arkansas 840. Encinitas (CA), City of, California 791. Warren (AR), City of, Arkansas 841. Eureka (CA), City of, California 792. Washington (AR), City of, Arkansas 842. Fresno (CA), County of, California 793. Washington (AR), County of, Arkansas 843. Fullerton (CA), City of, California 794. Watson (AR), City of, Arkansas 844. Glenn (CA), County of, California 795. Weiner (AR), City of, Arkansas 845. Health Plan of San Joaquin (CA), 796. Weldon (AR), City of, Arkansas California
797. West Fork (AR), City of, Arkansas 846. Humboldt (CA), County of, California 798. West Memphis (AR), City of, Arkansas 847. Huntington Beach (CA), City of, California 799. West Point (AR), City of, Arkansas 848. Imperial (CA), County of, California 800. Western Grove (AR), City of, Arkansas 849. Inland Empire Health Plan (CA), California 801. Wheatley (AR), City of, Arkansas 850. Inyo (CA), County of, California 802. Whelen Springs (AR), City of, Arkansas 851. Irvine (CA), City of, California 803. White (AR), County of, Arkansas 852. Kern (CA), County of, California 804. White Hall (AR), City of, Arkansas 853. Kern High School District (CA), California 805. Wickes (AR), City of, Arkansas 854. La Habra (CA), City of, California 806. Widener (AR), City of, Arkansas 855. La Mesa (CA), City of, California 807. Wiederkehr Village (AR), City of, 856. Laguna Beach (CA), City of, California Arkansas 857. Lakeport (CA), City of, California
808. Williford (AR), City of, Arkansas 858. Lassen (CA), County of, California 809. Willisville (AR), City of, Arkansas 859. Los Angeles (CA), City of, California 810. Wilmar (AR), City of, Arkansas 860. Los Angeles County o/a L.A. Care Health 811. Wilmot (AR), City of, Arkansas Plan (CA), Local Initiative Health 812. Wilson (AR), City of, Arkansas Authority
813. Wilton (AR), City of, Arkansas 861. Madera (CA), County of, California 814. Winchester (AR), City of, Arkansas 862. Marin (CA), County of, California 815. Winslow (AR), City of, Arkansas 863. Mariposa (CA), County of, California 816. Winthrop (AR), City of, Arkansas 864. Mendocino (CA), County of, California 817. Woodruff (AR), County of, Arkansas 865. Merced (CA), County of, California 818. Wooster (AR), City of, Arkansas 866. Modoc (CA), County of, California 819. Wrightsville (AR), City of, Arkansas 867. Mono (CA), County of, California 820. Wynne (AR), City of, Arkansas 868. Monterey (CA), County of, California 821. Yell (AR), County of, Arkansas 869. Montezuma (CA), Fire Protection District, 822. Yellville (AR), City of, Arkansas California
823. Zinc (AR), City of, Arkansas 870. Murrieta (CA), City of, California 824. Alameda (CA), County of, California 871. Napa (CA), County of, California 825. Amador (CA), County of, California 872. Nevada (CA), County of, California 826. Anaheim (CA), City of, California 873. Oxnard (CA), City of, California 827. Butte (CA), County of, California 874. Placentia (CA), City of, California 828. Calaveras (CA), County of, California 875. Placer (CA), County of, California 829. Chico (CA), City of, California 876. Plumas (CA), County of, California 830. Chula Vista (CA), City of, California 877. Riverside (CA), County of, California 831. Clearlake (CA), City of, California 878. Sacramento (CA), City of, California 832. Contra Costa (CA), County of, California 879. Sacramento (CA), County of, California 833. Costa Mesa (CA), City of, California 880. San Benito (CA), County of, California 834. Del Norte (CA), County of, California 881. San Bernardino (CA), County of, 835. Downey Unified School District (CA), California
California 882. San Clemente (CA), City of, California
C-9
Packet Pg.
3018
883. San Diego (CA), City of, California 927. Jefferson (CO), County of (Board of 884. San Diego (CA), County of, California Commissioners), Colorado 885. San Francisco (CA), City of, California 928. Lakewood (CO), City of, Colorado 886. San Joaquin (CA), County of, California 929. Larimer (CO), County of (Board of 887. San Jose (CA), City of, California Commissioners), Colorado 888. San Luis Obispo (CA), County of, 930. Las Animas (CO), County of, Colorado California 931. Mesa (CO), County of (Board of
889. San Mateo (CA), County of, California Commissioners), Colorado 890. Santa Ana (CA), City of, California 932. Mesa County Valley School District 51 891. Santa Barbara (CA), County of, California (CO), Colorado 892. Santa Barbara San Luis Obispo Regional 933. Northglenn (CO), City of, Colorado Heath Authority, d/b/a Central Hospital 934. Otero (CO), County of, Colorado (CA), California 935. Pueblo (CO), County of, Colorado 893. Santa Cruz (CA), County of, California 936. Sheridan (CO), City of, Colorado 894. Shasta (CA), County of, California 937. Teller (CO), County of (Board of 895. Siskiyou (CA), County of, California Commissioners), Colorado 896. Sonoma (CA), County of, California 938. Thornton (CO), City of, Colorado 897. Stockton (CA), City of, California 939. Tri-County Health Department (CO), 898. Sutter (CA), County of, California Colorado
899. Tehama (CA), County of, California 940. Westminster (CO), City of, Colorado 900. Trinity (CA), County of, California 941. Wheat Ridge (CO), City of, Colorado 901. Tulare (CA), County of, California 942. Ansonia (CT), City of, Connecticut 902. Tuolumne (CA), County of, California 943. Beacon Falls (CT), Town of, Connecticut 903. Ventura (CA), County of, California 944. Berlin (CT), Town of, Connecticut 904. Ventura County Medi-Cal Managed Care 945. Bethlehem (CT), Town of, Connecticut Commission d/b/a Gold Coast Health Plan 946. Bridgeport (CT), City of, Connecticut (CA), California 947. Bristol (CT), City of, Connecticut 905. Westminster (CA), City of, California 948. Coventry (CT), Town of, Connecticut 906. Yolo (CA), County of, California 949. Danbury (CT), City of, Connecticut 907. Yuba (CA), County of, California 950. Derby (CT), City of, Connecticut 908. Adams (CO), County of (Board of 951. East Hartford (CT), Town of, Connecticut Commissioners), Colorado 952. Enfield (CT), Town of, Connecticut 909. Alamosa (CO), City of, Colorado 953. Fairfield (CT), Town of, Connecticut 910. Alamosa (CO), County of, Colorado 954. Middlebury (CT), Town of, Connecticut 911. Arapahoe (CO), County of (Board of 955. Middletown (CT), City of, Connecticut Commissioners), Colorado 956. Milford (CT), City of, Connecticut 912. Aurora (CO), City of, Colorado 957. Monroe (CT), Town of, Connecticut 913. Black Hawk (CO), City of, Colorado 958. Naugatuck (CT), Borough of, Connecticut 914. Boulder (CO), County of (Board of 959. New London (CT), City of, Connecticut Commissioners), Colorado 960. New Milford (CT), Town of, Connecticut 915. Brighton (CO), City of, Colorado 961. Newtown (CT), Town of, Connecticut 916. Broomfield (CO), City of, Colorado 962. North Haven (CT), Town of, Connecticut 917. Chaffee (CO), County of, Colorado 963. Norwalk (CT), City of, Connecticut 918. Commerce City (CO), City of, Colorado 964. Norwich (CT), City of, Connecticut 919. Conejos (CO), County of, Colorado 965. Oxford (CT), Town of, Connecticut 920. Crowley (CO), County of, Colorado 966. Prospect (CT), Town of, Connecticut 921. Denver (CO), City of, Colorado 967. Roxbury (CT), Town of, Connecticut 922. Federal Heights (CO), City of, Colorado 968. Seymour (CT), Town of, Connecticut 923. Fremont (CO), County of (Board of 969. Shelton (CT), City of, Connecticut Commissioners), Colorado 970. Southbury (CT), Town of, Connecticut 924. Greeley (CO), City of, Colorado 971. Southington (CT), Town of, Connecticut 925. Hudson (CO), City of, Colorado 972. Stratford (CT), Town of, Connecticut 926. Huerfano (CO), County of, Colorado 973. Thomaston (CT), Town of, Connecticut C-10
Packet Pg.
3019
974. Tolland (CT), Town of, Connecticut 1025. Lee Memorial Health System, d/b/a Lee 975. Torrington (CT), City of, Connecticut Health (FL), Florida 976. Wallingford (CT), Town of, Connecticut 1026. Leon (FL), County of, Florida 977. Waterbury (CT), City of, Connecticut 1027. Levy (FL), County of, Florida 978. West Haven (CT), City of, Connecticut 1028. Lynn Haven (FL), City of, Florida 979. Wethersfield (CT), Town of, Connecticut 1029. Manatee (FL), County of, Florida 980. Windham (CT), Town of, Connecticut 1030. Marion (FL), County of, Florida 981. Wolcott (CT), Town of, Connecticut 1031. Miami (FL), City of, Florida 982. Woodbury (CT), Town of, Connecticut 1032. Miami Gardens (FL), City of, Florida 983. Dover (DE), City of, Delaware 1033. Miami-Dade (FL), County of, Florida 984. Kent (DE), County of, Delaware 1034. Miami-Dade (FL), School Board of, 985. Seaford (DE), City of, Delaware Florida
986. Sussex (DE), County of, Delaware 1035. Miramar (FL), City of, Florida 987. Alachua (FL), County of, Florida 1036. Monroe (FL), County of (County 988. Apopka (FL), City of, Florida Commission), Florida 989. Bay (FL), County of, Florida 1037. New Port Richey (FL), City of, Florida 990. Bradenton (FL), City of, Florida 1038. Niceville, City of (FL), Florida 991. Bradford (FL), County of, Florida 1039. North Broward Hospital District (FL), 992. Brevard (FL), County of, Florida Florida
993. Broward (FL), County of, Florida 1040. North Miami (FL), City of, Florida 994. Calhoun (FL), County of, Florida 1041. Ocala (FL), City of, Florida 995. Clay (FL), County of, Florida 1042. Ocoee (FL), City of, Florida 996. Clearwater (FL), City of, Florida 1043. Okaloosa (FL), County of, Florida 997. Coconut Creek (FL), City of, Florida 1044. Orange (FL), County of, Florida 998. Coral Gables (FL), City of, Florida 1045. Orlando (FL), City of, Florida 999. Coral Springs (FL), City of, Florida 1046. Ormond Beach (FL), City of, Florida 1000. Daytona Beach (FL), City of, Florida 1047. Osceola (FL), County of, Florida 1001. Daytona Beach Shores (FL), City of, 1048. Oviedo (FL), City of, Florida Florida 1049. Palatka (FL), City of, Florida
1002. Deerfield Beach (FL), City of, Florida 1050. Palm Bay (FL), City of, Florida 1003. Delray Beach (FL), City of, Florida 1051. Palm Beach (FL), County of, Florida 1004. Deltona (FL), City of, Florida 1052. Palmetto (FL), City of, Florida 1005. Dixie (FL), County of, Florida 1053. Panama City (FL), City of, Florida 1006. Eatonville (FL), Town of, Florida 1054. Pasco (FL), County of, Florida 1007. Escambia (FL), County of, Florida 1055. Pembroke Pines (FL), City of, Florida 1008. Florida City (FL), City of, Florida 1056. Pensacola (FL), City of, Florida 1009. Fort Lauderdale (FL), City of, Florida 1057. Pinellas (FL), County of, Florida 1010. Fort Pierce (FL), City of, Florida 1058. Pinellas Park (FL), City of, Florida 1011. Gilchrist (FL), County of, Florida 1059. Polk (FL), County of, Florida 1012. Gulf (FL), County of, Florida 1060. Pompano Beach (FL), City of, Florida 1013. Halifax Hospital Medical Center (FL), 1061. Port St. Lucie (FL), City of, Florida Florida 1062. Putnam (FL), County of, Florida
1014. Hallandale Beach (FL), City of, Florida 1063. Sanford (FL), City of, Florida 1015. Hamilton (FL), County of, Florida 1064. Santa Rosa (FL), County of, Florida 1016. Hernando (FL), County of, Florida 1065. Sarasota (FL), City of, Florida 1017. Hillsborough (FL), County of, Florida 1066. Sarasota (FL), County of, Florida 1018. Holmes (FL), County of, Florida 1067. Sarasota County Public Hospital District 1019. Homestead (FL), City of, Florida d/b/a Memorial Healthcare System, Inc. 1020. Jackson (FL), County of, Florida (FL), Florida
1021. Jacksonville (FL), City of, Florida 1068. Seminole (FL), County of, Florida 1022. Lake (FL), County of, Florida 1069. St. Augustine (FL), City of, Florida 1023. Lauderhill (FL), City of, Florida 1070. St. Johns (FL), County of, Florida 1024. Lee (FL), County of, Florida 1071. St. Lucie (FL), County of, Florida C-11
Packet Pg.
3020
1072. St. Petersburg (FL), City of, Florida 1115. Candler County (GA), Hospital Authority, 1073. Stuart (FL), City of, Florida Georgia
1074. Suwannee (FL), County of, Florida 1116. Carroll (GA), County of, Georgia 1075. Sweetwater (FL), City of, Florida 1117. Cartersville (GA), City of, Georgia 1076. Tallahassee (FL), City of, Florida 1118. Catoosa (GA), County of, Georgia 1077. Tampa (FL), City of, Florida 1119. Charlton (GA), County of, Georgia 1078. Taylor (FL), County of, Florida 1120. Chatham (GA), County of, Georgia 1079. Union (FL), County of, Florida 1121. Chatham County Hospital Authority (GA), 1080. Volusia (FL), County of, Florida Georgia
1081. Walton (FL), County of, Florida 1122. Chattooga (GA), County of, Georgia 1082. Washington (FL), County of, Florida 1123. Cherokee (GA), County of, Georgia 1083. West Volusia Hospital Authority (FL), 1124. Clay (GA), County of, Georgia Florida 1125. Clayton (GA), County of, Georgia
1084. Adel (GA), City of, Georgia 1126. Clayton Community MH/SA/DS Service 1085. Advantage Behavioral Health Systems Board (GA), Georgia (GA), Georgia 1127. Clinch (GA), County of, Georgia
1086. Albany (GA), City of, Georgia 1128. Clinch County (GA) Hospital Authority, 1087. Albany Area Community Service Board Georgia
d/b/a Aspire Behavioral Health & 1129. Cobb (GA) County of, Georgia Developmental Disability Services (GA),
Georgia
1130. Cobb County Community Service Board
(GA), Georgia
1088. Alma (GA), City of, Georgia 1131. Coffee (GA), County of (Sheriff Doyle T. 1089. Appling (GA), County of, Georgia Wooten), Georgia 1090. Appling (GA), County of (County Sheriff 1132. Columbia (GA), County of, Georgia Mark Melton), Georgia 1133. Columbus (GA), City of, Georgia 1091. Arlington (GA), City of, Georgia 1134. Community Mental Health Center of East 1092. Athens-Clarke County (GA), The Unified Central Georgia d/b/a Serenity Behavioral Government of, Georgia Health Systems (GA), Georgia
1093. Atkinson (GA), County of, Georgia 1135. Community Service Board of Middle 1094. Atlanta (GA), City of, Georgia Georgia (GA), Georgia 1095. Augusta (GA), City of; Augusta (GA), 1136. Cook (GA), County of, Georgia County of, Georgia 1137. Crawford (GA), County of (Sheriff Lewis 1096. Bacon (GA), County of, Georgia S. Walker), Georgia 1097. Bainbridge (GA), City of, Georgia 1138. Crisp (GA), County of, Georgia 1098. Baldwin (GA), County of (Sheriff William 1139. Crisp (GA), County of (Sheriff H.W.
C. Massee, Jr.), Georgia Hancock), Georgia
1099. Banks (GA), County of, Georgia 1140. Dade (GA), County of, Georgia 1100. Bartow (GA), County of, Georgia 1141. Damascus (GA), City of, Georgia 1101. Ben Hill (GA), County of, Georgia 1142. Dawson (GA), City of, Georgia 1102. Berrien (GA), County of, Georgia 1143. Dawson (GA), County of, Georgia 1103. Bibb (GA), County of (Sheriff David J. 1144. Decatur (GA), County of, Georgia Davis), Georgia 1145. DeKalb (GA) County of, Georgia
1104. Bibb County School District (GA), Georgia 1146. Demorest (GA), City of, Georgia 1105. Blackshear (GA), City of, Georgia 1147. Dodge County Hospital Authority d/b/a 1106. Blakely (GA), City of, Georgia Dodge County Hospital (GA), Georgia 1107. Brantley (GA), County of, Georgia 1148. Dooly (GA), County of, Georgia 1108. Brooks (GA), County of, Georgia 1149. Doraville (GA), City of, Georgia 1109. Brunswick (GA), City of, Georgia 1150. Dougherty (GA), County of, Georgia 1110. Bulloch (GA), County of, Georgia 1151. Douglas (GA), County of, Georgia 1111. Burke (GA), County of, Georgia 1152. Dunwoody (GA), City of, Georgia 1112. Butts (GA), County of, Georgia 1153. Early (GA), County of, Georgia 1113. Camden (GA), County of, Georgia 1154. Echols (GA), County of, Georgia 1114. Candler (GA), County of, Georgia 1155. Effingham (GA), County of, Georgia C-12
Packet Pg.
3021
1156. Elbert (GA), County of, Georgia 1193. Jeff Davis (GA), County of (Sheriff 1157. Emanuel (GA), County of, Georgia Preston Bohannon), Georgia 1158. Evans (GA), County of, Georgia 1194. Jefferson (GA), County of, Georgia 1159. Evans Memorial Hospital, Inc. (GA), 1195. Johnson (GA), County of, Georgia Georgia 1196. Jones (GA), County of, Georgia
1160. Fannin (GA), County of, Georgia 1197. Jones (GA), County of (Sheriff R.N. Butch 1161. Fayette (GA), County of, Georgia Reece), Georgia 1162. Fitzgerald (GA), City of, Georgia 1198. Lakeland (GA), City of, Georgia 1163. Floyd (GA), County of, Georgia 1199. Lanier (GA), County of, Georgia 1164. Forsyth (GA), County of, Georgia 1200. Laurens (GA), County of, Georgia 1165. Fulton (GA), County of, Georgia 1201. Laurens (GA), County of (Sheriff Larry H. 1166. Gainesville (GA), City of, Georgia Dean), Georgia 1167. Gateway Community Service Board (GA), 1202. Lee (GA), County of, Georgia Georgia 1203. Liberty (GA), County of, Georgia
1168. Georgia Mountains Community Services 1204. Lincoln (GA), County of, Georgia d/b/a Avita Community Partners (GA), 1205. Long (GA), County of, Georgia Georgia 1206. Lookout Mountain Community Service
1169. Georgia Pines Community Service Board Board (GA), Georgia (GA), Georgia 1207. Lowndes (GA), County of, Georgia
1170. Glascock (GA), County of, Georgia 1208. Lumpkin (GA), County of, Georgia 1171. Glynn (GA), County of, Georgia 1209. Macon (GA), County of, Georgia 1172. Glynn (GA), County of (Sheriff E. Neal 1210. Macon-Bibb County (GA), Unified Jump), Georgia Government of, Georgia
1173. Grady (GA), County of, Georgia 1211. Madison (GA), County of, Georgia 1174. Greene (GA), County of, Georgia 1212. McDuffie (GA), County of, Georgia 1175. Gwinnett (GA), County of, Georgia 1213. McIntosh (GA), County of, Georgia 1176. Habersham (GA), County of, Georgia 1214. Meriwether (GA), County of, Georgia 1177. Habersham County Medical Center (GA), 1215. Meriwether (GA), County of (Sheriff Georgia Chuck Smith), Georgia
1178. Hall (GA), County of, Georgia 1216. Middle Flint Area Community Service 1179. Hancock (GA), County of, Georgia Board d/b/a Middle Flint Behavioral 1180. Harris (GA), County of (Sheriff Mike Healthcare (GA), Georgia Jolley), Georgia 1217. Milledgeville (GA), City of, Georgia 1181. Heard (GA), County of, Georgia 1218. Monroe (GA), County of, Georgia 1182. Henry (GA), County of, Georgia 1219. Montgomery (GA), County of, Georgia 1183. Highland Rivers Community Service
Board d/b/a Highland Rivers Health (GA),
Georgia
1220.
1221.
Murray (GA), County of (Sheriff Gary
Langford), Georgia
Nashville (GA), City of, Georgia
1184. Hospital Authority of Bainbridge and 1222. New Horizons Community Service Board Decatur County (GA), Georgia (GA), Georgia
1185. Hospital Authority of Baxley and Appling 1223. Newton (GA), County of, Georgia County (GA), Georgia 1224. Oconee (GA), County of, Georgia 1186. Hospital Authority of Bleckley County 1225. Oconee (GA), County of (Sheriff Scott R. (GA) d/b/a Bleckley Memorial Hospital,
Georgia 1226.
Berry), Georgia
Oglethorpe (GA), County of, Georgia
1187. Houston (GA), County of, Georgia 1227. Peach (GA), County of, Georgia 1188. Houston (GA), County of (Sheriff Cullen 1228. Peach (GA), County of (Sheriff Terry Talton), Georgia Deese), Georgia
1189. Irwin (GA), County of, Georgia 1229. Pierce (GA), County of, Georgia 1190. Jackson (GA), County of, Georgia 1230. Pierce (GA), County of (Sheriff Ramsey 1191. Jasper (GA), County of, Georgia Bennett), Georgia 1192. Jeff Davis (GA), County of, Georgia 1231. Pike (GA), County of, Georgia C-13
Packet Pg.
3022
1232. Pineland Behavioral Health and 1273. Wilcox (GA), County of, Georgia Developmental Disabilities CSB (GA), 1274. Wilkes (GA), County of, Georgia Georgia 1275. Wilkinson (GA), County of, Georgia
1233. Polk (GA), County of, Georgia 1276. Woodbury (GA), City of, Georgia 1234. Pooler (GA), City of, Georgia 1277. Worth (GA), County of, Georgia 1235. Pulaski (GA), County of, Georgia 1278. Kaua'i (HI), County of, Hawaii 1236. Rabun (GA), County of, Georgia 1279. Ada (ID), County of, Idaho 1237. Randolph (GA), County of, Georgia 1280. Adams (ID), County of, Idaho 1238. Richmond Hill (GA), City of, Georgia 1281. Bannock (ID), County of, Idaho 1239. River Edge Behavioral Health (GA), 1282. Bingham (ID), County of, Idaho Georgia 1283. Blaine (ID), County of, Idaho
1240. Rockdale (GA), County of, Georgia 1284. Boise (ID), City of, Idaho 1241. Rome (GA), City of, Georgia 1285. Boise (ID), County of, Idaho 1242. Sandy Springs (GA), City of, Georgia 1286. Bonneville (ID), County of, Idaho 1243. Satilla Community Services d/b/a Unison 1287. Camas (ID), County of, Idaho Behavioral Health (GA), Georgia 1288. Canyon (ID), County of, Idaho 1244. Savannah (GA), City of, Georgia 1289. Caribou (ID), County of, Idaho 1245. Schley (GA), County of, Georgia 1290. Cassia (ID), County of, Idaho 1246. Screven (GA), County of, Georgia 1291. Chubbuck (ID), City of, Idaho 1247. Screven (GA), County of (Sheriff Mike 1292. Elmore (ID), County of, Idaho Kile), Georgia 1293. Gooding (ID), County of, Idaho
1248. Seminole (GA), County of, Georgia 1294. Latah (ID), County of, Idaho 1249. Spalding (GA), County of, Georgia 1295. Minidoka (ID), County of, Idaho 1250. Springfield (GA), City of, Georgia 1296. Owyhee (ID), County of, Idaho 1251. Stephens (GA), County of, Georgia 1297. Payette (ID), County of, Idaho 1252. Sumter (GA), County of, Georgia 1298. Pocatello (ID), City of, Idaho 1253. Taliaferro (GA), County of, Georgia 1299. Preston (ID), City of, Idaho 1254. Tattnall (GA), County of, Georgia 1300. Twin Falls (ID), City of, Idaho 1255. Telfair (GA), County of (Sheriff Chris 1301. Twin Falls (ID), County of, Idaho Steverson), Georgia 1302. Addison (IL), Village of, Illinois 1256. Tift (GA), County of (Sheriff Gene 1303. Alexander (IL), County of, Illinois Scarbrough), Georgia 1304. Anna (IL), City of, Illinois 1257. Tifton (GA), City of, Georgia 1305. Anna Hospital Corporation d/b/a Union 1258. Toombs (GA), County of, Georgia County Hospital (IL), Illinois 1259. Towns (GA), County of, Georgia 1306. Bedford Park (IL), Village of, Illinois 1260. Troup (GA), County of, Georgia 1307. Bellwood (IL), Village of, Illinois 1261. Twiggs (GA), County of, Georgia 1308. Bensenville (IL), Village of, Illinois 1262. Union (GA), County of, Georgia 1309. Benton (IL), City of, Illinois 1263. Valdosta and Lowndes County (GA), 1310. Berkeley (IL), Village of, Illinois Hospital Authority of d/b/a South Georgia 1311. Berwyn (IL), City of, Illinois Medical Center, Georgia 1312. Board of Education of East Aurora, School 1264. Walton (GA), County of, Georgia District 131 (IL), Illinois 1265. Ware (GA), County of (Sheriff Randy F. 1313. Board of Education of Joliet Township Royal), Georgia High School, District 204 (IL), Illinois 1266. Warren (GA), County of, Georgia 1314. Board of Education of Thornton Fractional 1267. Warwick (GA), City of, Georgia Township High Schools, District 215 (IL), 1268. Washington (GA), County of, Georgia Illinois
1269. Wayne (GA), County of, Georgia 1315. Board of Education of Thornton Township 1270. Wayne (GA), County of (Sheriff John G. High Schools, District 205 (IL), Illinois Carter), Georgia 1316. Bolingbrook (IL), Village of, Illinois 1271. Wayne County (GA), Hospital Authority, 1317. Bond (IL), County of, Illinois Georgia 1318. Bridgeview (IL), Village of, Illinois
1272. Whitfield (GA), County of, Georgia 1319. Broadview (IL), Village of, Illinois C-14
Packet Pg.
3023
1320. Burbank (IL), City of, Illinois 1372. Massac Memorial, LLC d/b/a Massac 1321. Bureau (IL), County of, Illinois Memorial Hospital (IL), Illinois 1322. Calhoun (IL), County of, Illinois 1373. Maywood (IL), Village of, Illinois 1323. Carbondale (IL), City of, Illinois 1374. McCook (IL), Village of, Illinois 1324. Chicago (IL), Board of Education, School 1375. McHenry (IL), County of, Illinois District No. 299, Illinois 1376. McLean (IL), County of, Illinois 1325. Chicago (IL), City of, Illinois 1377. Melrose Park (IL), Village of, Illinois 1326. Chicago Heights (IL), City of, Illinois 1378. Merrionette Park (IL), Village of, Illinois 1327. Chicago Ridge (IL), Village of, Illinois 1379. Metropolis (IL), City of, Illinois 1328. Christian (IL), County of, Illinois 1380. North Riverside (IL), Village of, Illinois 1329. Coles (IL), County of, Illinois 1381. Northlake (IL), City of, Illinois 1330. Cook (IL), County of, Illinois 1382. Oak Lawn (IL), Village of, Illinois 1331. Countryside (IL), City of, Illinois 1383. Oak Park (IL), Village of, Illinois 1332. Dekalb (IL), County of, Illinois 1384. Orland Fire Protection District (IL), Illinois 1333. Dolton (IL), Village of, Illinois 1385. Orland Park (IL), Village of, Illinois 1334. DuPage (IL), County of, Illinois 1386. Palos Heights (IL), City of, Illinois 1335. Edwards (IL), County of, Illinois 1387. Palos Hills (IL), City of, Illinois 1336. Effingham (IL), County of, Illinois 1388. Pekin (IL), City of, Illinois 1337. Evergreen Park (IL), Village of, Illinois 1389. Peoria (IL), City of, Illinois 1338. Forest Park (IL), Village of, Illinois 1390. Piatt (IL), County of, Illinois 1339. Franklin (IL), County of, Illinois 1391. Posen (IL), Village of, Illinois 1340. Franklin Park (IL), Village of, Illinois 1392. Princeton (IL), City of, Illinois 1341. Gallatin (IL), County of, Illinois 1393. Pulaski (IL), County of, Illinois 1342. Granite City (IL), City of, Illinois 1394. River Forest (IL), Village of, Illinois 1343. Hamilton (IL), County of, Illinois 1395. River Grove (IL), Village of, Illinois 1344. Hardin (IL) County of, Illinois 1396. Riverside (IL), Village of, Illinois 1345. Harrisburg (IL), City of, Illinois 1397. Rockford (IL), City of, Illinois 1346. Harvey (IL), City of, Illinois 1398. Saline (IL), County of, Illinois 1347. Harwood Heights (IL), Village of, Illinois 1399. Sangamon (IL), County of, Illinois 1348. Henry (IL), County of, Illinois 1400. Schiller Park (IL), Village of, Illinois 1349. Herrin (IL), City of, Illinois 1401. Schuyler (IL), County of, Illinois 1350. Hillside (IL), Village of, Illinois 1402. Sesser (IL), City of, Illinois 1351. Hodgkins (IL), Village of, Illinois 1403. Shelby (IL), County of, Illinois 1352. Hoffman Estates (IL), Village of, Illinois 1404. St. Clair (IL), County of, Illinois 1353. Jasper (IL), County of, Illinois 1405. Stone Park (IL), Village of, Illinois 1354. Jefferson (IL), County of, Illinois 1406. Streator (IL), City of, Illinois 1355. Jersey (IL), County of, Illinois 1407. Summit (IL), Village of, Illinois 1356. Johnson (IL), County of, Illinois 1408. Tinley Park (IL), Village of, Illinois 1357. Kane (IL), County of, Illinois 1409. Union (IL), County of, Illinois 1358. Kankakee (IL), City of, Illinois 1410. Wabash (IL), County of, Illinois 1359. Kendall (IL), County of, Illinois 1411. Washington (IL), County of, Illinois 1360. La Grange Park (IL), Village of, Illinois 1412. Waukegan Community Unit School 1361. Lake (IL), County of, Illinois District (IL), Illinois 1362. LaSalle (IL), County of, Illinois 1413. West Frankfort (IL), City of, Illinois 1363. Lawrence (IL), County of, Illinois 1414. West Franklin (IL), County of (Central 1364. Lee (IL), County of, Illinois Dispatch), Illinois 1365. Livingston (IL), County of, Illinois 1415. White (IL), County of, Illinois 1366. Lyons (IL), Township of, Illinois 1416. Will (IL), County of, Illinois 1367. Lyons (IL), Village of, Illinois 1417. Williamson (IL), County of, Illinois 1368. Macoupin (IL), County of, Illinois 1418. Winnebago (IL), County of, Illinois 1369. Marion (IL), City of, Illinois 1419. Alexandria (IN), City of, Indiana 1370. Marion (IL), County of, Illinois 1420. Allen (IN), County of (Board of 1371. Massac (IL), County of, Illinois Commissioners), Indiana C-15
Packet Pg.
3024
1421. Atlanta (IN), Town of, Indiana 1472. New Castle (IN), City of, Indiana 1422. Austin (IN), City of, Indiana 1473. Noblesville (IN), City of, Indiana 1423. Beech Grove (IN), City of, Indiana 1474. Orange (IN), County of, Indiana 1424. Benton (IN), County of, Indiana 1475. Pendleton (IN), Town of, Indiana 1425. Blackford (IN), County of, Indiana 1476. Penn-Harris-Madison School Corporation 1426. Bloomington (IN), City of, Indiana (IN), Indiana 1427. Brownstown (IN), Town of, Indiana 1477. Peru (IN), City of, Indiana 1428. Chandler (IN), Town of, Indiana 1478. Plainfield (IN), Town of, Indiana 1429. Connersville (IN), City of, Indiana 1479. Porter (IN), County of, Indiana 1430. Danville (IN), Town of, Indiana 1480. Portland (IN), City of, Indiana 1431. Delaware (IN), County of, Indiana 1481. Pulaski (IN), County of, Indiana 1432. Elwood (IN), City of, Indiana 1482. Richmond (IN), City of, Indiana 1433. Evansville (IN), City of, Indiana 1483. Ripley (IN), County of, Indiana 1434. Fayette (IN), County of, Indiana 1484. School City of Mishawaka (IN), Indiana 1435. Fishers (IN), City of, Indiana 1485. Scott (IN), County of, Indiana 1436. Fort Wayne (IN), City of, Indiana 1486. Seymour (IN), City of, Indiana 1437. Fort Wayne Community Schools (IN), 1487. Shelbyville (IN), City of, Indiana Indiana 1488. Sheridan (IN), Town of, Indiana
1438. Franklin (IN), City of, Indiana 1489. Smith-Green Community Schools (IN), 1439. Franklin (IN), County of (Board of Indiana
Commissioners), Indiana 1490. South Bend (IN), City of, Indiana 1440. Gary (IN), City of, Indiana 1491. South Bend Community School 1441. Greenwood (IN), City of, Indiana Corporation (IN), Indiana 1442. Hammond (IN), City of, Indiana 1492. St. Joseph (IN), County of, Indiana 1443. Harrison (IN), County of, Indiana 1493. Starke (IN), County of, Indiana 1444. Hartford (IN), City of, Indiana 1494. Terre Haute (IN), City of, Indiana 1445. Howard (IN), County of, Indiana 1495. Tippecanoe (IN), County of, Indiana 1446. Huntington (IN), City of, Indiana 1496. Upland (IN), Town of, Indiana 1447. Indianapolis (IN), City of, Indiana 1497. Vanderburgh (IN), County of, Indiana 1448. Jackson (IN), County of, Indiana 1498. Vigo (IN), County of, Indiana 1449. Jasper (IN), City of, Indiana 1499. West Lafayette (IN), City of, Indiana 1450. Jay (IN), County of, Indiana 1500. Westfield (IN) City of, Indiana 1451. Jeffersonville (IN), City of, Indiana 1501. Zionsville (IN), Town of, Indiana 1452. Jennings (IN), County of, Indiana 1502. Adair (IA), County of, Iowa 1453. Kokomo (IN), City of, Indiana 1503. Adams (IA), County of, Iowa 1454. Lafayette (IN), City of, Indiana 1504. Allamakee (IA), County of, Iowa 1455. Lake (IN), County of, Indiana 1505. Appanoose (IA), County of, Iowa 1456. LaPorte (IN), County of, Indiana 1506. Audubon (IA), County of, Iowa 1457. Lawrence (IN), City of, Indiana 1507. Benton (IA), County of, Iowa 1458. Lawrence (IN), County of, Indiana 1508. Black Hawk (IA), County of, Iowa 1459. Logansport (IN), City of, Indiana 1509. Bremer (IA), County of, Iowa 1460. Madison (IN), City of, Indiana 1510. Buchanan (IA), County of, Iowa 1461. Madison (IN), County of, Indiana 1511. Buena Vista (IA), County of, Iowa 1462. Marion (IN), County of, Indiana 1512. Calhoun (IA), County of, Iowa 1463. Marshall (IN), County of, Indiana 1513. Carroll (IA), County of, Iowa 1464. Martinsville (IN), City of, Indiana 1514. Cedar (IA), County of, Iowa 1465. Mishawaka (IN), City of, Indiana 1515. Cerro Gordo (IA), County of, Iowa 1466. Monroe (IN), County of, Indiana 1516. Cherokee (IA), County of, Iowa 1467. Montpelier (IN), City of, Indiana 1517. Chickasaw (IA), County of, Iowa 1468. Mooresville (IN), Town of, Indiana 1518. Clay (IA), County of, Iowa 1469. Morgan (IN), County of, Indiana 1519. Clayton (IA), County of, Iowa 1470. Muncie (IN), City of, Indiana 1520. Clinton (IA), County of, Iowa 1471. New Albany (IN), City of, Indiana 1521. Dallas (IA), County of, Iowa C-16
Packet Pg.
3025
1522. Delaware (IA), County of, Iowa 1572. Cowley (KS), County of (Board of 1523. Des Moines (IA), County of, Iowa Commissioners), Kansas 1524. Emmet (IA), County of, Iowa 1573. Crawford (KS), County of (Board of 1525. Fayette (IA), County of, Iowa Commissioners), Kansas 1526. Fremont (IA), County of, Iowa 1574. Dickinson (KS), County of (Board of 1527. Hamilton (IA), County of, Iowa County Counselors), Kansas 1528. Hancock (IA), County of, Iowa 1575. Elk (KS), County of (Board of 1529. Hardin (IA), County of, Iowa Commissioners), Kansas 1530. Harrison (IA), County of, Iowa 1576. Elkhart (KS), City of, Kansas 1531. Henry (IA), County of, Iowa 1577. Finney (KS), County of (Board of 1532. Howard (IA), County of, Iowa Commissioners), Kansas 1533. Humboldt (IA), County of, Iowa 1578. Ford (KS), County of (Board of 1534. Ida (IA), County of, Iowa Commissioners), Kansas 1535. Jasper (IA), County of, Iowa 1579. Grant (KS), County of (Board of 1536. Johnson (IA), County of, Iowa Commissioners), Kansas 1537. Jones (IA), County of, Iowa 1580. Greenwood (KS), County of (Board of 1538. Keokuk (IA), County of, Iowa Commissioners), Kansas 1539. Lee (IA), County of, Iowa 1581. Harvey (KS) County of, Kansas 1540. Lyon (IA), County of, Iowa 1582. Johnson (KS), County of, Kansas 1541. Madison (IA), County of, Iowa 1583. Leavenworth (KS), County of (Board of 1542. Mahaska (IA), County of, Iowa Commissioners), Kansas 1543. Marion (IA), County of, Iowa 1584. Manter (KS), City of, Kansas 1544. Mills (IA), County of, Iowa 1585. Meade (KS), County of (Board of 1545. Mitchell (IA), County of, Iowa Commissioners), Kansas 1546. Monroe (IA), County of, Iowa 1586. Montgomery (KS), County of, Kansas 1547. Montgomery (IA), County of, Iowa 1587. Morton (KS), County of (Board of 1548. Muscatine (IA), County of, Iowa Commissioners), Kansas 1549. O'Brien (IA), County of, Iowa 1588. Neosho (KS), County of (Board of 1550. Osceola (IA), County of, Iowa Commissioners), Kansas 1551. Plymouth (IA), County of, Iowa 1589. Overland Park (KS), City of, Kansas 1552. Pocahontas (IA), County of, Iowa 1590. Pratt (KS), County of (Board of 1553. Polk (IA), County of, Iowa Commissioners), Kansas 1554. Pottawattamie (IA), County of, Iowa 1591. Reno (KS), County of, Kansas 1555. Poweshiek (IA), County of, Iowa 1592. Sedgwick (KS), County of (Board of 1556. Sac (IA), County of, Iowa Commissioners), Kansas 1557. Scott (IA), County of, Iowa 1593. Seward (KS), County of (Board of 1558. Shelby (IA), County of, Iowa Commissioners), Kansas 1559. Sioux (IA), County of, Iowa 1594. Shawnee (KS), County of (Board of 1560. Tama (IA), County of, Iowa Commissioners), Kansas 1561. Taylor (IA), County of, Iowa 1595. Stanton (KS), County of (Board of 1562. Union (IA), County of, Iowa Commissioners), Kansas 1563. Webster (IA), County of, Iowa 1596. Ulysses (KS), City of, Kansas 1564. Winnebago (IA), County of, Iowa 1597. Wabaunsee (KS), County of (Board of 1565. Winneshiek (IA), County of, Iowa Counsellors), Kansas 1566. Worth (IA), County of, Iowa 1598. Wichita (KS), City of, Kansas 1567. Wright (IA), County of, Iowa 1599. Wyandotte County - Kansas City (KS), 1568. Allen (KS), County of (Board of Unified Government of, Kansas Commissioners), Kansas 1600. Adair (KY), County (Fiscal Court), 1569. Barber (KS), County of (Board of Kentucky
Commissioners), Kansas 1601. Allen (KY), County of (Fiscal Court), 1570. Bourbon (KS), County of, Kansas Kentucky
1571. Cherokee (KS), County of (Board of 1602. Anderson (KY), County of (Fiscal Court), Commissioners), Kansas Kentucky
C-17
Packet Pg.
3026
1603. Ballard (KY), County of (Fiscal Court),
Kentucky
1604. Bath (KY), County of (Fiscal Court),
Kentucky
1605. Bell (KY), County of (Fiscal Court),
Kentucky
1606. Bellefonte (KY), City of, Kentucky
1607. Benham (KY), City of, Kentucky
1608. Board of Education of Breathitt County
Public Schools (KY), Kentucky
1609. Board of Education of Bullitt County
Public Schools (KY), Kentucky
1610. Board of Education of Estill County Public
Schools (KY), Kentucky
1611. Board of Education of Fayette County
Public Schools (KY), Kentucky
1612. Board of Education of Harrison County
Public Schools (KY), Kentucky
1613. Board of Education of Hart County Public
Schools (KY), Kentucky
1614. Board of Education of Jefferson County
Public Schools (KY), Kentucky
1615. Board of Education of Johnson County
Public School District (KY), Kentucky
1616. Board of Education of LaRue County
Public Schools (KY), Kentucky
1617. Board of Education of Lawrence County
Public Schools (KY), Kentucky
1618. Board of Education of Martin County
Public Schools (KY), Kentucky
1619. Board of Education of Menifee County
Public Schools (KY), Kentucky
1620. Board of Education of Owsley County
Public Schools (KY), Kentucky
1621. Board of Education of Wolfe County
Public Schools (KY), Kentucky
1622. Boone (KY), County of (Fiscal Court),
Kentucky
1623. Bourbon (KY), County of (Fiscal Court),
Kentucky
1624. Boyd (KY), County of (Fiscal Court),
Kentucky
1625. Boyle (KY), County of (Fiscal Court),
Kentucky
1626. Bracken (KY), County of (Fiscal Court),
Kentucky
1627. Breathitt (KY), County of (Fiscal Court),
Kentucky
1628. Breckinridge (KY), County of (Fiscal
Court), Kentucky
1629. Buckhorn (KY), City of, Kentucky
1630. Bullitt (KY), County of (Fiscal Court),
Kentucky
1631. Caldwell (KY), County of (Fiscal Court),
Kentucky
1632. Calloway (KY), County of (Fiscal Court),
Kentucky
1633. Campbell (KY), County of (Fiscal Court),
Kentucky
1634. Campbellsville (KY), City of, Kentucky
1635. Carlisle (KY), County of (Fiscal Court),
Kentucky
1636. Carter (KY), County of (Fiscal Court),
Kentucky
1637. Casey (KY), County of (Fiscal Court),
Kentucky
1638. Christian (KY), County of (Fiscal Court),
Kentucky
1639. Clark (KY), County of (Fiscal Court),
Kentucky
1640. Clay (KY), County of (Fiscal Court),
Kentucky
1641. Clinton (KY), County of (Fiscal Court),
Kentucky
1642. Columbia (KY), City of, Kentucky
1643. Covington (KY), City of, Kentucky
1644. Cumberland (KY), County of (Fiscal
Court), Kentucky
1645. Daviess (KY), County of (Fiscal Court),
Kentucky
1646. Edmonson (KY), County of (Fiscal Court),
Kentucky
1647. Elliott (KY), County of (Fiscal Court),
Kentucky
1648. Estill (KY) County Emergency Medical
Services, Kentucky
1649. Estill (KY), County of (Fiscal Court),
Kentucky
1650. Fleming (KY), County of (Fiscal Court),
Kentucky
1651. Florence (KY), City of, Kentucky
1652. Floyd (KY), County of (Fiscal Court),
Kentucky
1653. Franklin (KY), County of (Fiscal Court),
Kentucky
1654. Fulton (KY), County of (Fiscal Court),
Kentucky
1655. Gallatin (KY), County of (Fiscal Court),
Kentucky
1656. Garrard (KY), County of (Fiscal Court),
Kentucky
1657. Grant (KY), County of (Fiscal Court),
Kentucky
1658. Grayson (KY), City of, Kentucky
1659. Green (KY), County of (Fiscal Court),
Kentucky
C-18
Packet Pg.
3027
1660. Greenup (KY), City of, Kentucky
1661. Greenup (KY), County of (Fiscal Court),
Kentucky
1662. Hancock (KY), County of (Fiscal Court),
Kentucky
1663. Hardin (KY), County of (Fiscal Court),
Kentucky
1664. Hardin Memorial Hospital (KY), Kentucky
1665. Harlan (KY), City of, Kentucky
1666. Harlan (KY), County of (Fiscal Court),
Kentucky
1667. Harrison (KY), County of (Fiscal Court),
Kentucky
1668. Hart (KY), County of (Fiscal Court),
Kentucky
1669. Henderson (KY), City of, Kentucky
1670. Henderson (KY), County of (Fiscal Court),
Kentucky
1671. Henry (KY), County of (Fiscal Court),
Kentucky
1672. Hickman (KY), County of (Fiscal Court),
Kentucky
1673. Hillview (KY), City of, Kentucky
1674. Hopkins (KY), County of (Fiscal Court),
Kentucky
1675. Hyden (KY), City of, Kentucky
1676. Inez (KY), City of, Kentucky
1677. Jamestown (KY), City of, Kentucky
1678. Jenkins (KY), City of, Kentucky
1679. Jessamine (KY), County of (Fiscal Court),
Kentucky
1680. Kenton (KY), County of (Fiscal Court),
Kentucky
1681. Kentucky River District Health Department
(KY), Kentucky
1682. Knott (KY), County of (Fiscal Court),
Kentucky
1683. Knox (KY), County of (Fiscal Court),
Kentucky
1684. Larue (KY), County of (Fiscal Court),
Kentucky
1685. Laurel (KY), County of (Fiscal Court),
Kentucky
1686. Lawrence (KY), County of (Fiscal Court),
Kentucky
1687. Lee (KY), County of (Fiscal Court),
Kentucky
1688. Leslie (KY), County of (Fiscal Court),
Kentucky
1689. Letcher (KY), County of (Fiscal Court),
Kentucky
1690. Lewis (KY), County of (Fiscal Court),
Kentucky
1691. Lexington-Fayette County (KY), Urban
Government of, Kentucky
1692. Lincoln (KY), County of (Fiscal Court),
Kentucky
1693. Logan (KY), County of (Fiscal Court),
Kentucky
1694. London (KY), City of, Kentucky
1695. Louisville/Jefferson County (KY), Metro
Government of, Kentucky
1696. Loyall (KY), City of, Kentucky
1697. Lynch (KY), City of, Kentucky
1698. Madison (KY), County (Fiscal Court),
Kentucky
1699. Manchester (KY), City of, Kentucky
1700. Marshall (KY), County of (Fiscal Court),
Kentucky
1701. Martin (KY), County of (Fiscal Court),
Kentucky
1702. Mason (KY), County of (Fiscal Court),
Kentucky
1703. McCracken (KY), County of (Fiscal
Court), Kentucky
1704. McLean (KY), County of (Fiscal Court),
Kentucky
1705. Meade (KY), County of (Fiscal Court),
Kentucky
1706. Mercer (KY), County of (Fiscal Court),
Kentucky
1707. Monroe (KY), County of (Fiscal Court),
Kentucky
1708. Montgomery (KY), County of (Fiscal
Court), Kentucky
1709. Morehead (KY), City of, Kentucky
1710. Morgan (KY), County of (Fiscal Court),
Kentucky
1711. Morganfield (KY), City of, Kentucky
1712. Mt. Washington (KY), City of, Kentucky
1713. Muhlenberg (KY), County of (Fiscal
Court), Kentucky
1714. Murray (KY), City of, Kentucky
1715. Nicholas (KY), Count of (Fiscal Court),
Kentucky
1716. Ohio (KY), County of (Fiscal Court),
Kentucky
1717. Oldham (KY), County of (Fiscal Court),
Kentucky
1718. Owen (KY), County of (Fiscal Court),
Kentucky
1719. Owensboro (KY), City of, Kentucky
1720. Owsley (KY), County of (Fiscal Court),
Kentucky
1721. Paducah (KY), City of, Kentucky
1722. Paintsville (KY), City of, Kentucky
C-19
Packet Pg.
3028
1723. Pendleton (KY), County (Fiscal Court), 1757. Alexandria (LA), City of, Louisiana Kentucky 1758. Allen (LA), Parish of (Sheriff), Louisiana 1724. Perry (KY), County of (Fiscal Court), 1759. Ascension (LA), Parish of, Louisiana Kentucky 1760. Ascension (LA), Parish of (Sheriff),
1725. Pike (KY), County of, Kentucky Louisiana
1726. Pineville (KY), City of, Kentucky 1761. Ascension (LA), Parish School Board, 1727. Pippa Passes (KY), City of, Kentucky Louisiana
1728. Powell (KY), County of (Fiscal Court), 1762. Assumption (LA), Parish of (Police Jury), Kentucky Louisiana
1729. Prestonsburg (KY), City of, Kentucky 1763. Assumption (LA), Parish of (Sheriff Leland 1730. Pulaski (KY), County of (Fiscal Court), Falcon), Louisiana Kentucky 1764. Avoyelles (LA), Parish of (Police Jury), 1731. Rowan (KY), County of (Fiscal Court), Louisiana Kentucky 1765. Avoyelles (LA), Parish of (Sheriff),
1732. Russell (KY), City of, Kentucky Louisiana
1733. Russell (KY), County of (Fiscal Court), 1766. Baldwin (LA), Town of, Louisiana Kentucky 1767. Bastrop (LA), City of, Louisiana
1734. Russell Springs (KY), City of, Kentucky 1768. Baton Rouge (LA), City of, Louisiana 1735. Scott (KY), County of (Fiscal Court), 1769. Beauregard (LA), Parish of (Police Jury), Kentucky Louisiana
1736. Shelby (KY), County of (Fiscal Court), 1770. Benton (LA) Fire No. 4, Louisiana Kentucky 1771. Berwick (LA), Town of, Louisiana
1737. Shepherdsville (KY), City of, Kentucky 1772. Bienville (LA), Parish of, Louisiana 1738. South Shore (KY), City of, Kentucky 1773. Bogalusa (LA), City of, Louisiana 1739. Spencer (KY), County of (Fiscal Court), 1774. Bossier (LA) Parish Emergency Medical Kentucky Services Ambulance District, Louisiana
1740. Taylor (KY), County of (Fiscal Court), 1775. Bossier (LA), City of, Louisiana Kentucky 1776. Bossier (LA), Parish of, Louisiana
1741. Taylor County Hospital District Health 1777. Caddo (LA) Fire Protection District No. 1, Facilities Corporation (KY), Kentucky Louisiana
1742. Todd (KY), County of (Fiscal Court), 1778. Caddo (LA), Parish of, Louisiana Kentucky 1779. Calcasieu (LA), Parish of (Police Jury), 1743. Union (KY), County of (Fiscal Court), Louisiana Kentucky 1780. Calcasieu (LA), Parish of (Sheriff),
1744. Vanceburg (KY), City of, Kentucky Louisiana
1745. Warfield (KY), City of, Kentucky 1781. Caldwell (LA), Parish of, Louisiana 1746. Warren (KY), County of, Kentucky 1782. Cameron (LA), Parish of, Louisiana 1747. Wayne (KY), County of (Fiscal Court), 1783. Catahoula (LA), Parish of (Police Jury), Kentucky Louisiana
1748. Webster (KY), County of (Fiscal Court), 1784. Catahoula (LA), Parish of (Sheriff Toney Kentucky Edwards), Louisiana
1749. West Liberty (KY), City of, Kentucky 1785. Claiborne (LA), Parish of, Louisiana 1750. Whitesburg (KY), City of, Kentucky 1786. Concordia (LA), Parish of, Louisiana 1751. Whitley (KY), County of, Kentucky 1787. Concordia (LA), Parish of (Sheriff Kenneth 1752. Winchester (KY), City of, Kentucky Hedrick), Louisiana 1753. Wolfe (KY), County of (Fiscal Court), 1788. Covington (LA), City of, Louisiana Kentucky 1789. Delhi (LA), Town of, Louisiana
1754. Woodford (KY), County of (Fiscal Court), 1790. Desoto (LA), Parish of, Louisiana Kentucky 1791. DeSoto Fire Protection District No. 8 (LA), 1755. Worthington (KY), City of, Kentucky Louisiana
1756. Acadia-St. Landry (LA) Hospital Service 1792. Donaldsonville (LA), City of, Louisiana District d/b/a Acadia-St. Landry
Hospital, Louisiana
1793. East Baton Rouge (LA), Parish of (Clerk of
Court Office), Louisiana
C-20
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1794. East Baton Rouge (LA), Parish of (Sheriff),
Louisiana
1795. East Carroll (LA), Parish of (Police Jury),
Louisiana
1796. East Carroll (LA), Parish of (Sheriff),
Louisiana
1797. Eunice (LA), City of, Louisiana
1798. Evangeline (LA), Parish of (Police Jury),
Louisiana
1799. Evangeline (LA), Parish of (Sheriff),
Louisiana
1800. Ferriday (LA), Town of, Louisiana
1801. Franklin (LA), City of, Louisiana
1802. Franklin (LA), Parish of, Louisiana
1803. Gramercy (LA), Town of, Louisiana
1804. Grant (LA), Parish of (Police Jury),
Louisiana
1805. Grant (LA), Parish of (Sheriff), Louisiana
1806. Gretna (LA), City of, Louisiana
1807. Hospital Service District No. 1 of The
Parish of Avoyelles, State of Louisiana,
d/b/a Bunkie General Hospital (LA),
Louisiana
1808. Hospital Service District No. 1 of The
Parish of LaSalle, State of Louisiana. d/b/a
Hardtner Medical Center (LA), Louisiana
1809. Iberia (LA), Parish of, Louisiana
1810. Iberia (LA), Parish School Board of,
Louisiana
1811. Iberville (LA), Parish of (Parish Council),
Louisiana
1812. Jackson (LA), Parish of (Police Jury),
Louisiana
1813. Jackson (LA), Parish of (Sheriff),
Louisiana
1814. Jean Lafitte (LA), Town of, Louisiana
1815. Jefferson (LA), Parish of, Louisiana
1816. Jefferson (LA), Parish of (Coroner's
Office), Louisiana
1817. Jefferson (LA), Parish of (Sheriff),
Louisiana
1818. Jefferson Davis (LA), Parish of (Police
Jury), Louisiana
1819. Jefferson Davis (LA), Parish of (Sheriff),
Louisiana
1820. Jefferson Parish Hospital Service District 1
(LA), Louisiana
1821. Jefferson Parish Hospital Service District 2
(LA), Louisiana
1822. Kenner (LA), City of, Louisiana
1823. Lafayette (LA), Parish of (Sheriff),
Louisiana
1824. Lafourche (LA), Parish of, Louisiana
1825. LaFourche Parish School Board (LA),
Louisiana
1826. Lake Charles (LA), City of, Louisiana
1827. Lake Providence (LA), Town of, Louisiana
1828. LaSalle (LA), Parish of, Louisiana
1829. Lincoln (LA), Parish of (Sheriff),
Louisiana
1830. Livingston (LA), Parish of, Louisiana
1831. Livingston (LA), Parish of (Sheriff),
Louisiana
1832. Lutcher (LA), Town of, Louisiana
1833. Madisonville (LA), Town of, Louisiana
1834. Mandeville (LA), City of, Louisiana
1835. Monroe (LA), City of, Louisiana
1836. Morehouse (LA), Parish of (Police Jury),
Louisiana
1837. Morehouse (LA), Parish of (Sheriff),
Louisiana
1838. Morgan (LA), City of, Louisiana
1839. Natchitoches (LA), City of, Louisiana
1840. Natchitoches (LA), Parish of (Parish
Council), Louisiana
1841. New Iberia (LA), City of, Louisiana
1842. New Orleans (LA), City of, Louisiana
1843. New Roads (LA), City of, Louisiana
1844. North Caddo (LA) Hospital Service
District d/b/a North Caddo Medical Center,
Louisiana
1845. Opelousas (LA), City of, Louisiana
1846. Opelousas (LA), General Hospital
Authority, a Louisiana Public Trust d/b/a
Opelousas General Health System,
Louisiana
1847. Orleans (LA), Parish of (Sheriff),
Louisiana
1848. Orleans Parish Hospital Service District -
District A (LA), Louisiana
1849. Ouachita (LA), Parish of (Police Jury),
Louisiana
1850. Ouachita (LA), Parish of (Sheriff),
Louisiana
1851. Patterson (LA), City of, Louisiana
1852. Pearl River (LA), Town of, Louisiana
1853. Pineville (LA), City of, Louisiana
1854. Pointe Coupee (LA), Parish of (Policy
Jury), Louisiana
1855. Pointe Coupee Parish (LA) Health Services
District Number 1, Louisiana
1856. Rapides (LA), Parish of, Louisiana
1857. Rapides (LA), Parish of (Police Jury),
Louisiana
1858. Red River (LA) Fire Protection District,
Louisiana
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1859. Red River (LA), Parish of, Louisiana 1892. St. Tammany Fire Protection District No. 5 1860. Richland (LA), Parish of, Louisiana (LA), Louisiana 1861. Richland (LA), Parish of (Sheriff), 1893. Tensas (LA), Parish of (Sheriff), Louisiana Louisiana 1894. Terrebonne (LA), Parish of, Louisiana
1862. Richwood (LA), Town of, Louisiana 1895. Terrebonne (LA), Parish of (Sheriff), 1863. Sabine (LA), Parish of (Police Jury), Louisiana Louisiana 1896. Union (LA), Parish of, Louisiana
1864. Sabine (LA), Parish of (Sheriff), Louisiana 1897. Union (LA), Parish of (Sheriff), Louisiana 1865. Shreveport (LA), City of, Louisiana 1898. Vermilion (LA), Parish of (Police Jury), 1866. Slidell (LA), City of, Louisiana Louisiana
1867. St. Bernard (LA), Parish of, Louisiana 1899. Vernon (LA), Parish of (Police Jury), 1868. St. Bernard (LA), Parish of (Coroner Dr. Louisiana Bryan Bertucci), Louisiana 1900. Vernon (LA), Parish of (Sheriff), Louisiana 1869. St. Bernard (LA), Parish of (Sheriff), 1901. Washington (LA), Parish of, Louisiana Louisiana 1902. Washington (LA), Parish of (Sheriff),
1870. St. Bernard Parish School Board (LA), Louisiana Louisiana 1903. Webster (LA), Parish of, Louisiana
1871. St. Charles (LA), Parish of, Louisiana 1904. West Ascension Parish (LA) Hospital 1872. St. Charles (LA), Parish of (Sheriff),
Louisiana
Service District dba Prevost
Memorial Hospital, Louisiana
1873. St. James (LA), Parish of, Louisiana 1905. West Baton Rouge (LA) Fire Protection 1874. St. James Parish School Board (LA), District No. 1, Louisiana Louisiana 1906. West Baton Rouge (LA), Parish of,
1875. St. John the Baptist (LA), Parish of, Louisiana Louisiana 1907. West Carroll (LA), Parish of, Louisiana 1876. St. Landry (LA), Parish of, Louisiana 1908. West Carroll (LA), Parish of (Police Jury), 1877. St. Landry (LA), Parish of (Sheriff), Louisiana Louisiana 1909. West Monroe (LA), City of, Louisiana
1878. St. Martin (LA), Parish of, Louisiana 1910. Westwego (LA), City of, Louisiana 1879. St. Martinville (LA), City of, Louisiana 1911. Winn (LA), Parish of (Police Jury), 1880. St. Mary (LA), Parish of, Louisiana Louisiana
1881. St. Mary (LA), Parish of (Sheriff), 1912. Androscoggin (ME), County of, Maine Louisiana 1913. Aroostook (ME), County of, Maine
1882. St. Mary (LA), Parish School Board of, 1914. Auburn (ME), City of, Maine Louisiana 1915. Augusta (ME), City of, Maine
1883. St. Tammany (LA) Fire Protection District 1916. Bangor (ME), City of, Maine No. 4, Louisiana 1917. Biddeford (ME), City of, Maine
1884. St. Tammany (LA), Parish of, Louisiana 1918. Board of Education of Bangor School 1885. St. Tammany (LA), Parish of (Coroner's Department (ME), Maine Office), Louisiana 1919. Board of Education of Maine Regional 1886. St. Tammany (LA), Parish of (Sheriff), School Unit 10 (ME), Maine Louisiana 1920. Board of Education of Maine Regional
1887. St. Tammany Fire Protection District No. 1 School Unit 13 (ME), Maine (LA), Louisiana 1921. Board of Education of Maine Regional 1888. St. Tammany Fire Protection District No. School Unit 25 (ME), Maine 12 (LA), Louisiana 1922. Board of Education of Maine Regional 1889. St. Tammany Fire Protection District No. School Unit 26 (ME), Maine 13 (LA), Louisiana 1923. Board of Education of Maine Regional 1890. St. Tammany Fire Protection District No. 2 School Unit 29 (ME), Maine (LA), Louisiana 1924. Board of Education of Maine Regional 1891. St. Tammany Fire Protection District No. 3 School Unit 34 (ME), Maine (LA), Louisiana 1925. Board of Education of Maine Regional School Unit 40 (ME), Maine
C-22
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1926. Board of Education of Maine Regional 1957. Sagadahoc (ME), County of, Maine School Unit 50 (ME), Maine 1958. Sanford (ME), City of, Maine 1927. Board of Education of Maine Regional 1959. Somerset (ME), County of, Maine School Unit 57 (ME), Maine 1960. Waldo (ME), County of, Maine 1928. Board of Education of Maine Regional 1961. Washington (ME), County of, Maine School Unit 60 (ME), Maine 1962. Waterville (ME), City of, Maine 1929. Board of Education of Maine Regional 1963. York (ME), County of, Maine School Unit 71 (ME), Maine 1964. Aberdeen (MD), City of, Maryland 1930. Board of Education of Maine Regional 1965. Allegany (MD), County of, Maryland School Unit 9 (ME), Maine 1966. Annapolis (MD), City of, Maryland 1931. Board of Education of Maine School 1967. Anne Arundel (MD), County of, Maryland Administrative District 11 (ME), Maine 1968. Balitmore (MD), County of, Maryland 1932. Board of Education of Maine School 1969. Baltimore (MD), City of (Mayor and City Administrative District 15 (ME), Maine Council), Maryland 1933. Board of Education of Maine School 1970. Baltimore City Board of School Administrative District 28/Five Town Commissioners (MD), Maryland Central School District (ME), Maine 1971. Bel Air (MD), City of, Maryland 1934. Board of Education of Maine School 1972. Berlin (MD), City of, Maryland Administrative District 35 (ME), Maine 1973. Bowie (MD), City of, Maryland 1935. Board of Education of Maine School 1974. Calvert (MD), County of (Commissioners), Administrative District 44 (ME), Maine Maryland
1936. Board of Education of Maine School 1975. Cambridge (MD), City of, Maryland Administrative District 53 (ME), Maine 1976. Caroline (MD), County of, Maryland 1937. Board of Education of Maine School 1977. Carroll (MD), County of (Board of Administrative District 55 (ME), Maine Commissioners), Maryland 1938. Board of Education of Maine School 1978. Cecil (MD), County of, Maryland Administrative District 6 (ME), Maine 1979. Charles (MD), County of (Commissioners), 1939. Board of Education of Maine School Maryland
Administrative District 61 (ME), Maine 1980. Charlestown (MD), City of, Maryland 1940. Board of Education of Maine School 1981. Cottage City (MD), Town of, Maryland Administrative District 72 (ME), Maine 1982. Cumberland (MD), City of, Maryland 1941. Board of Education of Portland School 1983. Dorchester (MD), County of, Maryland Department (ME), Maine 1984. Forest Heights (MD), Town of, Maryland 1942. Board of Education of Scarborough School 1985. Frederick (MD), City of, Maryland Department (ME), Maine 1986. Frederick (MD), County of, Maryland 1943. Board of Education of South Portland 1987. Frostburg (MD) City of, Maryland School Department (ME), Maine 1988. Garrett (MD), County of, Maryland 1944. Board of Education of St. George 1989. Grantsville (MD), City of, Maryland Municipal School District (ME), Maine 1990. Hagerstown (MD), City of, Maryland 1945. Board of Education of Waterville School 1991. Harford (MD) County of, Maryland Department (ME), Maine 1992. Havre De Grace (MD), City of, Maryland 1946. Calais (ME), City of, Maine 1993. Howard (MD), County of, Maryland 1947. Cumberland (ME), County of, Maine 1994. Laurel (MD), City of, Maryland 1948. Ellsworth School Department (ME), The 1995. Montgomery (MD), County of, Maryland Board of Education of, Maine 1996. Mountain Lake Park (MD), City of, 1949. Kennebec (ME), County of, Maine Maryland
1950. Knox (ME), County of, Maine 1997. North Brentwood (MD), Town of, 1951. Lewiston (ME), City of, Maine Maryland
1952. Lincoln (ME), County of, Maine 1998. North East (MD), City of, Maryland 1953. Penobscot (ME), County of, Maine 1999. Oakland (MD), City of, Maryland 1954. Portland (ME), City of, Maine 2000. Perryville (MD), City of, Maryland 1955. Rockland (ME), City of, Maine 2001. Prince George's (MD), County of, 1956. Saco (ME), City of, Maine Maryland
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2002. Rockville (MD), City of (Mayor and 2046. East Bridgewater (MA), Town of, Common Council), Maryland Massachusetts
2003. Seat Pleasant (MD), City of, Maryland 2047. Eastham (MA), Town of, Massachusetts 2004. Somerset (MD), County of, Maryland 2048. Easthampton (MA), City of, Massachusetts 2005. St. Mary's (MD), County of 2049. Easton (MA), Town of, Massachusetts (Commissioners), Maryland 2050. Everett (MA), City of, Massachusetts 2006. Talbot (MD), County of, Maryland 2051. Fairhaven (MA), Town of, Massachusetts 2007. Upper Marlboro (MD), Town of, Maryland 2052. Fall River (MA), City of, Massachusetts 2008. Vienna (MD), City of, Maryland 2053. Falmouth (MA), Town of, Massachusetts 2009. Washington County (MD), County of 2054. Fitchburg (MA), City of, Massachusetts (Board of Commissioners), Maryland 2055. Framingham (MA), City of, Massachusetts 2010. Westminster (MD), City of (Mayor and 2056. Freetown (MA), Town of, Massachusetts Common Council), Maryland 2057. Georgetown (MA), Town of, 2011. Wicomico (MD), County of, Maryland Massachusetts 2012. Acushnet (MA), Town of, Massachusetts 2058. Gloucester (MA), City of, Massachusetts 2013. Agawam (MA), Town of, Massachusetts 2059. Grafton (MA), Town of, Massachusetts 2014. Amesbury (MA), City of, Massachusetts 2060. Greenfield (MA), City of, Massachusetts 2015. Andover (MA), Town of, Massachusetts 2061. Hanson (MA), Town of, Massachusetts 2016. Aquinnah (MA), Town of, Massachusetts 2062. Haverhill (MA), City of, Massachusetts 2017. Athol (MA), Town of, Massachusetts 2063. Holliston (MA), Town of, Massachusetts 2018. Auburn (MA), Town of, Massachusetts 2064. Holyoke (MA), City of, Massachusetts 2019. Ayer (MA), Town of, Massachusetts 2065. Hopedale (MA), Town of, Massachusetts 2020. Barnstable (MA), Town of, Massachusetts 2066. Hull (MA), Town of, Massachusetts 2021. Belchertown (MA), Town of, 2067. Kingston (MA), Town of, Massachusetts Massachusetts 2068. Lakeville (MA), Town of, Massachusetts 2022. Beverly (MA), City of, Massachusetts 2069. Leicester (MA), Town of, Massachusetts 2023. Billerica (MA), Town of, Massachusetts 2070. Leominster (MA), City of, Massachusetts 2024. Boston (MA) Housing Authority, 2071. Leverett (MA), Town of, Massachusetts Massachusetts 2072. Longmeadow (MA), Town of,
2025. Boston (MA) Public Health Commission, Massachusetts Massachusetts 2073. Lowell (MA), City of, Massachusetts 2026. Boston (MA), City of, Massachusetts 2074. Ludlow (MA), Town of, Massachusetts 2027. Braintree (MA), Town of, Massachusetts 2075. Lunenburg (MA), Town of, Massachusetts 2028. Brewster (MA), Town of, Massachusetts 2076. Lynn (MA), City of, Massachusetts 2029. Bridgewater (MA), Town of, 2077. Lynnfield (MA), Town of, Massachusetts Massachusetts 2078. Malden (MA), City of, Massachusetts 2030. Brockton (MA), City of, Massachusetts 2079. Marblehead (MA), Town of, Massachusetts 2031. Brookline (MA), Town of, Massachusetts 2080. Marshfield (MA), Town of, Massachusetts 2032. Cambridge (MA), City of, Massachusetts 2081. Mashpee (MA), Town of, Massachusetts 2033. Canton (MA), Town of, Massachusetts 2082. Mattapoisett (MA), Town of, 2034. Carver (MA), Town of, Massachusetts Massachusetts 2035. Charlton (MA), Town of, Massachusetts 2083. Medford (MA), City of, Massachusetts 2036. Chelmsford (MA), Town of, Massachusetts 2084. Melrose (MA), City of, Massachusetts 2037. Chelsea (MA), City of, Massachusetts 2085. Methuen (MA), City of, Massachusetts 2038. Chicopee (MA), City of, Massachusetts 2086. Middleborough (MA), Town of, 2039. Clarksburg (MA), Town of, Massachusetts Massachusetts 2040. Clinton (MA), Town of, Massachusetts 2087. Milford (MA), Town of, Massachusetts 2041. Danvers (MA), Town of, Massachusetts 2088. Millbury (MA), Town of, Massachusetts 2042. Dedham (MA), Town of, Massachusetts 2089. Millis (MA), Town of, Massachusetts 2043. Dennis (MA), Town of, Massachusetts 2090. Nantucket (MA), Town of, Massachusetts 2044. Douglas (MA), Town of, Massachusetts 2091. Natick (MA), Town of, Massachusetts 2045. Dudley (MA), Town of, Massachusetts 2092. New Bedford (MA), City of, Massachusetts 2093. Newburyport (MA), City of, Massachusetts
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2094. North Adams (MA), City of, Massachusetts 2139. Tyngsborough (MA), Town of, 2095. North Andover (MA), Town of, Massachusetts
Massachusetts 2140. Upton (MA), Town of, Massachusetts
2096. North Attleborough (MA), Town of, 2141. Wakefield (MA), Town of, Massachusetts Massachusetts 2142. Walpole (MA), Town of, Massachusetts 2097. North Reading (MA), Town of, 2143. Ware (MA), Town of, Massachusetts Massachusetts 2144. Warren (MA), Town of, Massachusetts 2098. Northampton (MA), City of, Massachusetts 2145. Watertown (MA), Town of, Massachusetts 2099. Northbridge (MA), Town of, 2146. Wellfleet (MA), Town of, Massachusetts Massachusetts 2147. West Boylston (MA), Town of,
2100. Norton (MA), Town of, Massachusetts Massachusetts 2101. Norwell (MA), Town of, Massachusetts 2148. West Bridgewater (MA), Town of, 2102. Norwood (MA), Town of, Massachusetts Massachusetts 2103. Orange (MA), Town of, Massachusetts 2149. West Springfield (MA), Town of, 2104. Oxford (MA), Town of, Massachusetts Massachusetts 2105. Palmer (MA), Town of, Massachusetts 2150. West Tisbury (MA), Town of, 2106. Peabody (MA), City of, Massachusetts Massachusetts 2107. Pembroke (MA), Town of, Massachusetts 2151. Westborough (MA), Town of, 2108. Pittsfield (MA), City of, Massachusetts Massachusetts 2109. Plainville (MA), Town of, Massachusetts 2152. Westford (MA), Town of, Massachusetts 2110. Plymouth (MA), Town of, Massachusetts 2153. Weymouth (MA), Town of, Massachusetts 2111. Provincetown (MA), Town of, 2154. Williamsburg (MA), Town of, Massachusetts Massachusetts
2112. Quincy (MA), City of, Massachusetts 2155. Wilmington (MA), Town of, Massachusetts 2113. Randolph (MA), Town of, Massachusetts 2156. Winchendon (MA), Town of, 2114. Rehoboth (MA), Town of, Massachusetts Massachusetts 2115. Revere (MA), City of, Massachusetts 2157. Winthrop (MA), Town of, Massachusetts 2116. Rockland (MA), Town of, Massachusetts 2158. Woburn (MA), City of, Massachusetts 2117. Salem (MA), City of, Massachusetts 2159. Worcester (MA), City of, Massachusetts 2118. Salisbury (MA), Town of, Massachusetts 2160. Alcona (MI), County of, Michigan 2119. Sandwich (MA), Town of, Massachusetts 2161. Alger (MI), County of, Michigan 2120. Scituate (MA), Town of, Massachusetts 2162. Alpena (MI), County of, Michigan 2121. Seekonk (MA), Town of, Massachusetts 2163. Antrim (MI), County of, Michigan 2122. Sheffield (MA), Town of, Massachusetts 2164. Arenac (MI), County of, Michigan 2123. Shirley (MA), Town of, Massachusetts 2165. Baraga (MI), County of, Michigan 2124. Somerset (MA), Town of, Massachusetts 2166. Bay (MI), County of, Michigan 2125. Somerville (MA), City of, Massachusetts 2167. Benzie (MI), County of, Michigan 2126. South Hadley (MA), Town of, 2168. Berrien (MI), County of, Michigan Massachusetts 2169. Branch (MI), County of, Michigan
2127. Southbridge (MA), Town of, 2170. Calhoun (MI), County of, Michigan Massachusetts 2171. Canton (MI), Charter Township of,
2128. Spencer (MA), Town of, Massachusetts Michigan
2129. Springfield (MA), City of, Massachusetts 2172. Cass (MI), County of, Michigan 2130. Stoneham (MA), Town of, Massachusetts 2173. Charlevoix (MI), County of, Michigan 2131. Stoughton (MA), Town of, Massachusetts 2174. Cheboygan (MI), County of, Michigan 2132. Sturbridge (MA), Town of, Massachusetts 2175. Chippewa (MI), County of, Michigan 2133. Sudbury (MA), Town of, Massachusetts 2176. Clinton (MI), Charter Township of, 2134. Sutton (MA), Town of, Massachusetts Michigan
2135. Swampscott (MA), Town of, 2177. Clinton (MI), County of, Michigan Massachusetts 2178. Crawford (MI), County of, Michigan
2136. Templeton (MA), Town of, Massachusetts 2179. Delta (MI), County of, Michigan 2137. Tewksbury (MA), Town of, Massachusetts 2180. Detroit (MI), City of, Michigan 2138. Truro (MA), Town of, Massachusetts
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2181. Detroit Wayne (MI), Mental Health 2231. Roscommon (MI), County of, Michigan Authority, Michigan 2232. Saginaw (MI), County of, Michigan 2182. Dickinson (MI), County of, Michigan 2233. Sanilac (MI), County of, Michigan 2183. East Lansing (MI), City of, Michigan 2234. Sault Ste. Marie (MI), City of, Michigan 2184. Eaton (MI), County of, Michigan 2235. Shiawassee (MI), County of, Michigan 2185. Escanaba (MI), City of, Michigan 2236. St. Clair (MI), County of, Michigan 2186. Flint (MI), City of, Michigan 2237. Sterling Heights (MI), City of, Michigan 2187. Genesee (MI), County of, Michigan 2238. Traverse City (MI), City of, Michigan 2188. Grand Rapids (MI), City of, Michigan 2239. Tuscola (MI), County of, Michigan 2189. Grand Traverse (MI), County of, Michigan 2240. Van Buren (MI), Township of, Michigan 2190. Gratiot (MI), County of, Michigan 2241. Warren (MI), City of, Michigan 2191. Harrison (MI), Charter Township of, 2242. Washtenaw (MI), County of, Michigan Michigan 2243. Wayne (MI), City of, Michigan
2192. Hillsdale (MI), County of, Michigan 2244. Wayne (MI), County of, Michigan 2193. Houghton (MI), County of, Michigan 2245. Westland (MI), City of, Michigan 2194. Huron (MI), Township of, Michigan 2246. Wexford (MI), County of, Michigan 2195. Ingham (MI), County of, Michigan 2247. Anoka (MN), County of, Minnesota 2196. Ionia (MI), County of, Michigan 2248. Beltrami (MN), County of, Minnesota 2197. Iosco (MI), County of, Michigan 2249. Big Stone (MN), County of, Minnesota 2198. Iron (MI), County of, Michigan 2250. Board of Education of Minnetonka School 2199. Iron Mountain (MI), City of, Michigan District No. 276 (MN), Minnesota 2200. Isabella (MI), County of, Michigan 2251. Carlton (MN), County of, Minnesota 2201. Jackson (MI), City of, Michigan 2252. Carver (MN), County of, Minnesota 2202. Kalamazoo (MI), County of, Michigan 2253. Coon Rapids (MN), City of, Minnesota 2203. Kent (MI), County of, Michigan 2254. Dakota (MN), County of, Minnesota 2204. Lake (MI), County of, Michigan 2255. Douglas (MN), County of, Minnesota 2205. Lansing (MI), City of, Michigan 2256. Duluth (MN), City of, Minnesota 2206. Leelanau (MI), County of, Michigan 2257. Freeborn (MN), County of, Minnesota 2207. Lenawee (MI), County of, Michigan 2258. Hennepin (MN), County of, Minnesota 2208. Livingston (MI), County of, Michigan 2259. Itasca (MN), County of, Minnesota 2209. Livonia (MI), City of, Michigan 2260. McLeod (MN), County of, Minnesota 2210. Luce (MI), County of, Michigan 2261. Meeker (MN), County of, Minnesota 2211. Macomb (MI), County of, Michigan 2262. Minneapolis (MN), City of, Minnesota 2212. Manistee (MI), County of, Michigan 2263. Minnesota Prairie Health Alliance (MN), 2213. Marquette (MI), County of, Michigan Minnesota
2214. Mason (MI), County of, Michigan 2264. Morrison (MN), County of, Minnesota 2215. Monroe (MI), County of, Michigan 2265. Mower (MN), County of, Minnesota 2216. Montcalm, (MI) County of, Michigan 2266. North St. Paul (MN), City of, Minnesota 2217. Montmorency (MI), County of, Michigan 2267. Olmsted (MN), County of, Minnesota 2218. Muskegon (MI), County of, Michigan 2268. Pine (MN), County of, Minnesota 2219. Newaygo (MI), County of, Michigan 2269. Proctor (MN), City of, Minnesota 2220. Northville (MI), Township of, Michigan 2270. Ramsey (MN), County of, Minnesota 2221. Oakland (MI), County of, Michigan 2271. Rochester (MN), City of, Minnesota 2222. Oceana (MI), County of, Michigan 2272. Roseau (MN), County of, Minnesota 2223. Ogemaw (MI), County of, Michigan 2273. Saint Paul (MN), City of, Minnesota 2224. Ontonagon (MI), County of, Michigan 2274. Sibley (MN), County of, Minnesota 2225. Osceola (MI), County of, Michigan 2275. St. Louis (MN), County of, Minnesota 2226. Otsego (MI), County of, Michigan 2276. Steele (MN), County of, Minnesota 2227. Pittsfield (MI), Charter Township of, 2277. Waseca (MN), County of, Minnesota Michigan 2278. Washington (MN), County of, Minnesota
2228. Pontiac (MI), City of, Michigan 2279. Winona (MN), County of, Minnesota 2229. Presque Isle (MI), County of, Michigan 2280. Wright (MN), County of, Minnesota 2230. Romulus (MI), City of, Michigan
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2281. Yellow Medicine (MN), County of, 2331. Kemper (MS), County of, Mississippi Minnesota 2332. Kosciusko (MS), City of, Mississippi
2282. Adams (MS), County of, Mississippi 2333. Lafayette (MS), County of, Mississippi 2283. Amite (MS), County of, Mississippi 2334. Lauderdale (MS), County of, Mississippi 2284. Amory (MS), City of, Mississippi 2335. Laurel (MS), City of, Mississippi 2285. Arcola (MS), Town of, Mississippi 2336. Lawrence (MS), County of, Mississippi 2286. Attala (MS), County of, Mississippi 2337. Leakesville (MS), Town of, Mississippi 2287. Benton (MS), County of, Mississippi 2338. Lee (MS), County of, Mississippi 2288. Bolivar (MS), County of, Mississippi 2339. Leflore (MS), County of, Mississippi 2289. Brookhaven (MS), City of, Mississippi 2340. Lincoln (MS), County of, Mississippi 2290. Caledonia (MS), Town of, Mississippi 2341. Long Beach (MS), City of, Mississippi 2291. Carroll (MS), County of, Mississippi 2342. Lumberton (MS), City of, Mississippi 2292. Charleston (MS), City of, Mississippi 2343. Madison (MS), County of, Mississippi 2293. Chickasaw (MS), County of, Mississippi 2344. Marion (MS), County of, Mississippi 2294. Claiborne (MS), County of, Mississippi 2345. Marshall (MS), County of, Mississippi 2295. Clarke (MS), County of, Mississippi 2346. McLain (MS), Town of, Mississippi 2296. Clarksdale (MS), City of, Mississippi 2347. Memorial Hospital at Gulfport (MS), 2297. Cleveland (MS), City of, Mississippi Mississippi 2298. Columbia (MS), City of, Mississippi 2348. Meridian (MS), City of, Mississippi 2299. Columbus (MS), City of, Mississippi 2349. Monroe (MS), County of, Mississippi 2300. Community Hospital (MS), Sharkey- 2350. Morton (MS), City of, Mississippi Issaquena, Mississippi 2351. Moss Point (MS), City of, Mississippi 2301. Copiah (MS), County of, Mississippi 2352. Mound Bayou (MS), City of, Mississippi 2302. Covington (MS), County of, Mississippi 2353. Neshoba (MS), County of, Mississippi 2303. DeSoto (MS), County of, Mississippi 2354. Nettleton (MS), City of, Mississippi 2304. Diamondhead (MS), City of, Mississippi 2355. New Albany (MS), City of, Mississippi 2305. Forrest (MS), County of, Mississippi 2356. Ocean Springs (MS), City of, Mississippi 2306. Franklin (MS), County of, Mississippi 2357. Panola (MS), County of, Mississippi 2307. Gautier (MS), City of, Mississippi 2358. Pascagoula (MS), City of, Mississippi 2308. George (MS), County of, Mississippi 2359. Pearl River (MS), County of, Mississippi 2309. Greene (MS), County of, Mississippi 2360. Pearl River County Hospital (MS), 2310. Greenwood (MS), City of, Mississippi Mississippi 2311. Grenada (MS), City of, Mississippi 2361. Perry (MS), County of, Mississippi 2312. Grenada (MS), County of, Mississippi 2362. Philadelphia (MS), City of, Mississippi 2313. Gulfport (MS), City of, Mississippi 2363. Prentiss (MS), County of, Mississippi 2314. Hancock (MS), County of, Mississippi 2364. Quitman (MS), City of, Mississippi 2315. Harrison (MS), County of, Mississippi 2365. Regional Medical Center (MS), South 2316. Hattiesburg (MS), City of, Mississippi Central, Mississippi 2317. Hinds (MS), County of, Mississippi 2366. Scott (MS), County of, Mississippi 2318. Holly Springs (MS), City of, Mississippi 2367. Shannon (MS), City of, Mississippi 2319. Holmes (MS), County of, Mississippi 2368. Shubuta (MS), Town of, Mississippi 2320. Humphreys (MS), County of, Mississippi 2369. Starkville (MS), City of, Mississippi 2321. Indianola (MS), City of, Mississippi 2370. Stone (MS), County of, Mississippi 2322. Issaquena (MS), County of, Mississippi 2371. Summit (MS), Town of, Mississippi 2323. Itawamba (MS), County of, Mississippi 2372. Sunflower (MS), County of, Mississippi 2324. Iuka (MS), City of, Mississippi 2373. Tallahatchie (MS), County of, Mississippi 2325. Jackson (MS), City of, Mississippi 2374. Tate (MS), County of, Mississippi 2326. Jackson (MS), County of, Mississippi 2375. Tippah (MS), County of, Mississippi 2327. Jefferson (MS), County of, Mississippi 2376. Tishomingo (MS), County of, Mississippi 2328. Jefferson Davis (MS), County of, 2377. Tunica (MS), County of, Mississippi Mississippi 2378. Tupelo (MS), City of, Mississippi
2329. Jones (MS), County of, Mississippi 2379. Union (MS), County of, Mississippi 2330. Jonestown (MS), City of, Mississippi 2380. Verona (MS), City of, Mississippi C-27
Packet Pg.
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2381. Vicksburg (MS), City of, Mississippi 2431. Lafayette (MO), County of, Missouri 2382. Walthall (MS), County of, Mississippi 2432. Lawrence (MO), County of, Missouri 2383. Washington (MS), County of, Mississippi 2433. Lewis (MO), County of, Missouri 2384. Wayne (MS), County of, Mississippi 2434. Lincoln (MO), County of, Missouri 2385. Waynesboro (MS), City of, Mississippi 2435. Livingston (MO), County of, Missouri 2386. Webb (MS), City of, Mississippi 2436. Madison (MO), County of, Missouri 2387. Wiggins (MS), City of, Mississippi 2437. Maries (MO), County of, Missouri 2388. Yalobusha (MS), County of, Mississippi 2438. McDonald (MO), County of, Missouri 2389. Adair (MO), County of, Missouri 2439. Miller (MO), County of, Missouri 2390. Andrew (MO), County of, Missouri 2440. Moniteau (MO), County of, Missouri 2391. Atchison (MO), County of, Missouri 2441. Montgomery (MO), County of, Missouri 2392. Audrain (MO), County of, Missouri 2442. Morgan (MO), County of, Missouri 2393. Barry (MO), County of, Missouri 2443. New Madrid (MO), County of, Missouri 2394. Barton (MO), County of, Missouri 2444. Nodaway (MO), County of, Missouri 2395. Boone (MO), County of, Missouri 2445. Northeast Ambulance (MO), Fire 2396. Buchanan (MO), County of, Missouri Protection District of St. Louis County, 2397. Butler (MO), County of, Missouri Missouri
2398. Callaway (MO), County of, Missouri 2446. Osage (MO), County of, Missouri 2399. Camden (MO), County of, Missouri 2447. Ozark (MO), County of, Missouri 2400. Cape Girardeau (MO), County of, Missouri 2448. Pemiscot (MO), County of, Missouri 2401. Cass (MO), County of, Missouri 2449. Perry (MO), County of, Missouri 2402. Chariton (MO), County of, Missouri 2450. Pettis (MO), County of, Missouri 2403. Christian (MO), County of, Missouri 2451. Phelps (MO), County of, Missouri 2404. Citizens Memorial Hospital District d/b/a 2452. Pike (MO), County of, Missouri Citizens Memorial Hospital (MO), 2453. Polk (MO), County of, Missouri Missouri 2454. Pulaski (MO), County of, Missouri
2405. Clinton (MO), County of, Missouri 2455. Ralls (MO), County of, Missouri 2406. Cole (MO), County of, Missouri 2456. Randolph (MO), County of, Missouri 2407. Crawford (MO), County of, Missouri 2457. Ray (MO), County of, Missouri 2408. Dade (MO), County of, Missouri 2458. Reynolds (MO), County of, Missouri 2409. DeKalb (MO), County of, Missouri 2459. Ripley (MO), County of, Missouri 2410. Dent (MO), County of, Missouri 2460. Schuyler (MO), County of, Missouri 2411. Douglas (MO), County of, Missouri 2461. Scott (MO), County of, Missouri 2412. Dunklin (MO), County of, Missouri 2462. Sedalia (MO) City of, Missouri 2413. Franklin (MO), County of, Missouri 2463. Shannon (MO), County of, Missouri 2414. Gasconade (MO), County of, Missouri 2464. Shelby (MO), County of, Missouri 2415. Greene (MO), County of, Missouri 2465. Springfield (MO), City of, Missouri 2416. Grundy (MO), County of, Missouri 2466. St. Charles (MO), County of, Missouri 2417. Harrisonville (MO), City of, Missouri 2467. St. Clair (MO), County of, Missouri 2418. Henry (MO), County of, Missouri 2468. St. Francois (MO), County of, Missouri 2419. Hickory (MO), County of, Missouri 2469. St. Joseph (MO), City of, Missouri 2420. Howell (MO), County of, Missouri 2470. St. Louis (MO), City of, Missouri 2421. Independence (MO), City of, Missouri 2471. St. Louis (MO), County of, Missouri 2422. Iron (MO), County of, Missouri 2472. Ste. Genevieve (MO), County of, Missouri 2423. Jackson (MO), County of, Missouri 2473. Stone (MO), County of, Missouri 2424. Jasper (MO), County of, Missouri 2474. Taney (MO), County of, Missouri 2425. Jefferson (MO), County of, Missouri 2475. Texas (MO), County of, Missouri 2426. Johnson (MO), County of, Missouri 2476. Vernon (MO), County of, Missouri 2427. Joplin (MO), City of, Missouri 2477. Warren (MO), County of, Missouri 2428. Kansas City (MO), City of, Missouri 2478. Washington (MO), County of, Missouri 2429. Kinloch (MO), Fire Protection District of 2479. Webster (MO), County of, Missouri St. Louis County, Missouri 2480. Worth (MO), County of, Missouri 2430. Knox (MO), County of, Missouri 2481. Wright (MO), County of, Missouri C-28
Packet Pg.
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2482. Anaconda-Deer Lodge (MT), County of, 2526. Board of Education of Tamworth School Montana District (NH), New Hampshire
2483. Cascade (MT), County of, Montana 2527. Carroll (NH), County of, New Hampshire 2484. Gallatin (MT), County of, Montana 2528. Cheshire (NH), County of, New Hampshire 2485. Great Falls (MT), City of, Montana 2529. Claremont (NH), City of, New Hampshire 2486. Lake (MT), County of, Montana 2530. Concord (NH), City of, New Hampshire 2487. Missoula (MT), City of, Montana 2531. Coos (NH), County of, New Hampshire 2488. Missoula (MT), County of, Montana 2532. Derry (NH), Town of, New Hampshire 2489. Douglas (NE), County of, Nebraska 2533. Dover (NH), City of, New Hampshire 2490. Keith (NE), County of, Nebraska 2534. Franklin (NH), City of, New Hampshire 2491. Knox (NE), County of, Nebraska 2535. Grafton (NH), County of, New Hampshire 2492. Lincoln (NE), County of, Nebraska 2536. Hillsborough (NH), County of, New 2493. Sarpy (NE), County of, Nebraska Hampshire
2494. South Sioux City (NE), City of, Nebraska 2537. Keene (NH), City of, New Hampshire 2495. Boulder (NV), City of, Nevada 2538. Laconia (NH), City of, New Hampshire 2496. Carson City (NV), Nevada 2539. Londonderry (NH), Town of, New 2497. Central Lyon County Fire Protection Hampshire
District (NV), Nevada 2540. Manchester (NH), City of, New Hampshire 2498. Churchill (NV), County of, Nevada 2541. Merrimack (NH), County of, New 2499. Clark (NV), County of, Nevada Hampshire
2500. Douglas (NV), County of, Nevada 2542. Nashua (NH), City of, New Hampshire 2501. Ely (NV), City of, Nevada 2543. Rochester (NH), City of, New Hampshire 2502. Esmeralda (NV), County of, Nevada 2544. Rockingham (NH), County of, New 2503. Fernley (NV), City of, Nevada Hampshire
2504. Henderson (NV), City of, Nevada 2545. Strafford (NH), County of, New Hampshire 2505. Humboldt (NV), County of, Nevada 2546. Sullivan (NH), County of, New Hampshire 2506. Las Vegas (NV), City of, Nevada 2547. Atlantic (NJ), County of, New Jersey 2507. Lincoln (NV), County of, Nevada 2548. Barnegat (NJ), Township of, New Jersey 2508. Lyon (NV), County of, Nevada 2549. Bayonne (NJ), City of, New Jersey 2509. Mesquite (NV), City of, Nevada 2550. Bergen (NJ), County of, New Jersey 2510. Mineral (NV), County of, Nevada 2551. Bloomfield (NJ), The Township of, New 2511. North Las Vegas (NV), City of, Nevada Jersey
2512. North Lyon County Fire Protection District 2552. Brick (NJ), Township of, New Jersey (NV), Nevada 2553. Burlington (NJ), County of, New Jersey 2513. Nye (NV), County of, Nevada 2554. Camden (NJ), County of, New Jersey 2514. Reno (NV), City of, Nevada 2555. Cape May (NJ), County of, New Jersey 2515. Sparks (NV), City of, Nevada 2556. Clifton (NJ), City of, New Jersey 2516. Washoe (NV), County of, Nevada 2557. Clinton (NJ), Town of, New Jersey 2517. West Wendover (NV), City of, Nevada 2558. Cumberland (NJ), County of, New Jersey 2518. White Pine (NV), County of, Nevada 2559. Elizabeth (NJ), City of, New Jersey 2519. Belknap (NH), County of, New Hampshire 2560. Essex (NJ), County of, New Jersey 2520. Belmont (NH), City of, New Hampshire 2561. Hudson (NJ), County of, New Jersey 2521. Berlin (NH), City of, New Hampshire 2562. Irvington (NJ), Township of, New Jersey 2522. Board of Education of Goshen School 2563. Jersey City (NJ), City of, New Jersey District (NH), New Hampshire 2564. Monmouth (NJ), County of, New Jersey 2523. Board of Education of Kearsarge RSU- 2565. Newark (NJ), City of, New Jersey School Administrative Unit 65 (NH), New 2566. Ocean (NJ), County of, New Jersey Hampshire 2567. Paramus (NJ), Borough of, New Jersey
2524. Board of Education of Lebanon School 2568. Passaic (NJ), County of, New Jersey District (NH), New Hampshire 2569. Paterson (NJ), City of, New Jersey 2525. Board of Education of Pittsfield School 2570. Ridgefield (NJ) Borough of, New Jersey District (NH), New Hampshire 2571. Saddle Brook (NJ), Township of, New Jersey
C-29
Packet Pg.
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2572. Sussex (NJ), County of, New Jersey 2606. Valencia (NM), County of (Board of 2573. Teaneck (NJ), Township of, New Jersey Commissioners), New Mexico 2574. Trenton (NJ), City of, New Jersey 2607. Albany (NY), City of, New York 2575. Union (NJ), County of, New Jersey 2608. Albany (NY), County of, New York 2576. Alamogordo (NM), City of, New Mexico 2609. Allegany (NY), County of, New York 2577. Albuquerque (NM), City of, New Mexico 2610. Amherst (NY), Town of, New York 2578. Bernalillo (NM), County of 2611. Amityville (NY), Village of, New York (Commissioners), New Mexico 2612. Amsterdam (NY), City of, New York 2579. Catron (NM), County of (Board of 2613. Auburn (NY), City of, New York Commissioners), New Mexico 2614. Babylon (NY), Town of, New York 2580. Cibola (NM), County of (Board of 2615. Babylon (NY), Village of, New York Commissioners), New Mexico 2616. Bellmore (NY), Fire District of, New York 2581. Colfax (NM), County of (Board of 2617. Bellport (NY), Village of, New York Commissioners), New Mexico 2618. Board of Education of Rochester City 2582. Curry (NM), County of (Board of School District (NY), New York Commissioners), New Mexico 2619. Brookhaven (NY), Town of, New York 2583. Dona Ana (NM), County of (Board of 2620. Broome (NY), County of, New York Commissioners), New Mexico 2621. Buffalo (NY), City of, New York 2584. Espanola (NM), City of, New Mexico 2622. Cattaraugus (NY), County of, New York 2585. Grant (NM), County of, New Mexico 2623. Cayuga (NY), County of, New York 2586. Hidalgo (NM), County of (Board of 2624. Centereach (NY), Fire District, New York Commissioners), New Mexico 2625. Centerport (NY), Fire District of, New 2587. Hobbs (NM), City of, New Mexico York
2588. Las Cruces (NM), City of, New Mexico 2626. Chautauqua (NY), County of, New York 2589. Lea (NM), County of (Board of 2627. Cheektowaga (NY), Town of, New York Commissioners), New Mexico 2628. Chemung (NY), County of, New York 2590. Lincoln (NM), County of (Board of 2629. Chenango (NY), County of, New York Commissioners), New Mexico 2630. Clarkstown (NY), Town of, New York 2591. Luna (NM), County of (Board of 2631. Clinton (NY), County of, New York Commissioners), New Mexico 2632. Columbia (NY), County of, New York 2592. McKinley (NM), County of (Board of 2633. Cortland (NY) County of, New York Commissioners), New Mexico 2634. Dutchess (NY), County of, New York 2593. Mora (NM), County of, New Mexico 2635. East Hampton (NY), Village of, New York 2594. Otero (NM), County of (Board of 2636. East Rockaway (NY), Village of, New Commissioners), New Mexico York
2595. Rio Arriba (NM), County of, New Mexico 2637. Erie (NY), County of, New York 2596. Roosevelt (NM), County of, New Mexico 2638. Essex (NY), County of, New York 2597. San Juan (NM), County of, New Mexico 2639. Farmingdale (NY), Village of, New York 2598. San Miguel (NM) County of (Board of 2640. Floral Park (NY), Village of, New York Commissioners), New Mexico 2641. Franklin (NY), County of, New York 2599. Sandoval (NM), County of, New Mexico 2642. Fulton (NY), County of, New York 2600. Santa Fe (NM), County of (Board of 2643. Garden City (NY), Village of, New York Commissioners), New Mexico 2644. Genesee (NY), County of, New York 2601. Santa Fe (NM), City of, New Mexico 2645. Geneva (NY), City of, New York 2602. Sierra (NM), County of (Board of 2646. Great Neck (NY), Village of, New York Commissioners), New Mexico 2647. Greene (NY), County of, New York 2603. Socorro (NM), County of (Board of 2648. Greenport (NY), Village of, New York Commissioners), New Mexico 2649. Hamilton (NY), County of, New York 2604. Taos (NM), County of (Board of 2650. Hauppauge (NY), Fire District, New York Commissioners), New Mexico 2651. Haverstraw (NY), Town of, New York 2605. Union (NM), County of (Board of 2652. Hempstead (NY), Town of, New York Commissioners), New Mexico 2653. Hempstead (NY), Village of, New York 2654. Herkimer (NY), County of, New York
C-30
Packet Pg.
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2655. Herkimer (NY), Village of, New York 2697. Ogdensburg (NY), City of, New York 2656. Hicksville (NY), Water District of, New 2698. Old Westbury (NY), Village of, New York York 2699. Oneida (NY), County of, New York
2657. Huntington (NY), Town of, New York 2700. Onondaga (NY), County of, New York 2658. Island Park (NY), Village of, New York 2701. Ontario (NY), County of, New York 2659. Islandia (NY), Village of, New York 2702. Orange (NY), County of, New York 2660. Islip (NY), Town of, New York 2703. Orangetown (NY), Town of, New York 2661. Islip Terrace (NY), Fire District of, New 2704. Orleans (NY) County of, New York York 2705. Oswego (NY), County of, New York
2662. Ithaca (NY), City of, New York 2706. Otsego (NY), County of, New York 2663. Jefferson (NY), County of, New York 2707. Oyster Bay (NY), Town of, New York 2664. Kingston (NY), City of, New York 2708. Patchogue (NY), Village of, New York 2665. Lackawanna (NY), City of, New York 2709. Plainview - Old Bethpage Public Library 2666. Lake Grove (NY), Village of, New York (NY), New York 2667. Lancaster (NY), Town of, New York 2710. Plattsburgh (NY), City of, New York 2668. Lawrence (NY), Village of, New York 2711. Poquott (NY), Village of, New York 2669. Levittown (NY), Fire District of, New 2712. Port Washington (NY), Water District of, York New York
2670. Lewis (NY), County of, New York 2713. Port Washington North (NY), Village of, 2671. Lindenhurst (NY), Village of, New York New York 2672. Livingston (NY), County of, New York 2714. Poughkeepsie (NY), City of, New York 2673. Lloyd Harbor (NY), Village of, New York 2715. Poughkeepsie (NY), Town of, New York 2674. Long Beach (NY), City of, New York 2716. Putnam (NY), County of, New York 2675. Lynbrook (NY), Village of, New York 2717. Ramapo (NY), Town of, New York 2676. Madison (NY), County of, New York 2718. Rensselaer (NY), County of, New York 2677. Massapequa Park (NY), Village of, New 2719. Ridge (NY), Fire District of, New York York 2720. Riverhead (NY), Town of, New York
2678. Melville (NY), Fire District of, New York 2721. Rochester (NY), City of, New York 2679. Merrick Library (NY), New York 2722. Rockland (NY), County of, New York 2680. Mill Neck (NY), Village of, New York 2723. Rockville Centre Public Library (NY), 2681. Miller Place (NY), Fire District of, New New York York 2724. Rome (NY), City of, New York
2682. Millerton (NY), Village of, New York 2725. Rosalyn (NY) Water District, New York 2683. Monroe (NY), County of, New York 2726. Saltaire (NY), Village of, New York 2684. Montgomery (NY), County of, New York 2727. Saratoga (NY), County of, New York 2685. Mount Sinai (NY), Fire District of, New 2728. Saratoga Springs (NY), City of, New York York 2729. Schenectady (NY), City of, New York
2686. Mount Vernon (NY), City of, New York 2730. Schenectady (NY), County of, New York 2687. Nassau (NY), County of, New York 2731. Schoharie (NY), County of, New York 2688. Nesconset (NY), Fire District of, New 2732. Schuyler (NY), County of, New York York 2733. Seneca (NY), County of, New York
2689. New Hyde Park (NY), Village of, New 2734. Smithtown (NY), Fire District of, New York York
2690. New York (NY), City of, New York 2735. Smithtown (NY), Town of, New York 2691. Niagara (NY), County of, New York 2736. South Farmingdale (NY), Fire District of, 2692. Nissequogue (NY), Village of, New York New York 2693. North Hempstead (NY), Town of, New 2737. Southampton (NY), Town of, New York York 2738. Southold (NY), Town of, New York
2694. North Merrick (NY), Fire District of, New 2739. St James (NY), Fire District, New York York 2740. St. Lawrence (NY), County of, New York
2695. North Patchogue (NY), Fire District of, 2741. Steuben (NY), County of, New York New York 2742. Stewart Manor (NY), Village of, New York 2696. Northport (NY), Village of, New York
C-31
Packet Pg.
3040
2743. Stony Brook (NY), Fire District of, New 2788. Chatham (NC), County of, North Carolina York 2789. Cherokee (NC), County of, North Carolina
2744. Stony Point (NY), Town of, New York 2790. Chowan (NC), County of, North Carolina 2745. Suffern (NY), Village of, New York 2791. Cleveland (NC), County of, North Carolina 2746. Suffolk (NY), County of, New York 2792. Columbus (NC), County of, North Carolina 2747. Sullivan (NY), County of, New York 2793. Craven (NC), County of, North Carolina 2748. Syracuse (NY), City of, New York 2794. Cumberland (NC), County of, North 2749. The Branch (NY), Village of, New York Carolina
2750. Tioga (NY), County of, New York 2795. Currituck (NC), County of, North Carolina 2751. Tompkins (NY), County of, New York 2796. Dare (NC), County of, North Carolina 2752. Tonawanda (NY), Town of, New York 2797. Davidson (NC), County of, North Carolina 2753. Troy (NY), City of, New York 2798. Davie (NC), County of, North Carolina 2754. Ulster (NY), County of, New York 2799. Duplin (NC), County of, North Carolina 2755. Uniondale (NY), Fire District of, New 2800. Durham (NC), County of, North Carolina York 2801. Fayetteville (NC), City Of, North Carolina
2756. Utica (NY), City of, New York 2802. Forsyth (NC), County of, North Carolina 2757. Valley Stream (NY), Village of, New York 2803. Franklin (NC), County of, North Carolina 2758. Wappinger (NY), Town of, New York 2804. Gaston (NC), County of, North Carolina 2759. Wappingers Falls (NY), Village of, New 2805. Granville (NC), County of, North Carolina York 2806. Greene (NC), County of, North Carolina
2760. Warren (NY), County of, New York 2807. Greensboro (NC), City of, North Carolina 2761. Washington (NY), County of, New York 2808. Guilford (NC), County of, North Carolina 2762. West Hampton Dunes (NY), Village of, 2809. Halifax (NC), County of, North Carolina New York 2810. Haywood (NC), County of, North Carolina
2763. West Haverstraw (NY), Village of, New 2811. Henderson (NC), City of, North Carolina York 2812. Hickory (NC), City of, North Carolina
2764. West Hempstead (NY) Public Library, 2813. Iredell (NC) County of, North Carolina New York 2814. Jacksonville (NC), City of, North Carolina 2765. Westbury (NY), Village of, New York 2815. Jones (NC), County of, North Carolina 2766. Westchester (NY), County of, New York 2816. Lee (NC), County of, North Carolina 2767. Wyoming (NY), County of, New York 2817. Lenoir (NC), County of, North Carolina 2768. Yates (NY) County of, New York 2818. Lincoln (NC), County of, North Carolina 2769. Yonkers (NY), City of, New York 2819. Madison (NC), County of, North Carolina 2770. Alamance (NC), County of, North Carolina 2820. Martin (NC), County of, North Carolina 2771. Alexander (NC), County of, North Carolina 2821. McDowell (NC), County of, North 2772. Alleghany (NC), County of, North Carolina Carolina 2773. Anson (NC), County of, North Carolina 2822. Mecklenburg (NC), County of, North 2774. Ashe (NC), County of, North Carolina Carolina
2775. Beaufort (NC), County of, North Carolina 2823. Mitchell (NC), County of, North Carolina 2776. Bertie (NC), County of, North Carolina 2824. Moore (NC), County of, North Carolina 2777. Bladen (NC), County of, North Carolina 2825. New Hanover (NC), County of, North 2778. Brunswick (NC), County of, North Carolina
Carolina 2826. Onslow (NC), County of, North Carolina
2779. Buncombe (NC), County of, North 2827. Orange (NC), County of, North Carolina Carolina 2828. Pamlico (NC), County of, North Carolina
2780. Burke (NC), County of, North Carolina 2829. Pasquotank (NC), County of, North 2781. Cabarrus (NC), County of, North Carolina Carolina 2782. Caldwell (NC), County of, North Carolina 2830. Person (NC), County of, North Carolina 2783. Camden (NC), County of, North Carolina 2831. Pitt (NC), County of, North Carolina 2784. Canton (NC), City of, North Carolina 2832. Polk (NC), County of, North Carolina 2785. Carteret (NC), County of, North Carolina 2833. Randolph (NC), County of, North Carolina 2786. Caswell (NC), County of, North Carolina 2834. Richmond (NC), County of, North Carolina 2787. Catawba (NC), County of, North Carolina 2835. Robeson (NC), County of, North Carolina C-32
Packet Pg.
3041
2836. Rockingham (NC), County of, North 2884. Wells (ND), County of, North Dakota Carolina 2885. Williams (ND), County of, North Dakota
2837. Rowan (NC), County of, North Carolina 2886. Adams (OH), County of (Board of 2838. Rutherford (NC), County of, North Commissioners), Ohio Carolina 2887. Akron (OH), City of, Ohio
2839. Sampson (NC), County of, North Carolina 2888. Allen (OH), County of (Board of 2840. Scotland (NC), County of, North Carolina Commissioners), Ohio 2841. Stokes (NC), County of, North Carolina 2889. Alliance (OH), City of, Ohio 2842. Surry (NC), County of, North Carolina 2890. Ashland (OH), City of, Ohio 2843. Tyrrell (NC), County of, North Carolina 2891. Ashland (OH), County of (Board of 2844. Vance (NC), County of, North Carolina Commissioners), Ohio 2845. Warren (NC), County of, North Carolina 2892. Ashtabula (OH), County of, Ohio 2846. Washington (NC), County of, North 2893. Athens (OH), County of (Board of Carolina Commissioners), Ohio
2847. Watauga (NC), County of, North Carolina 2894. Auglaize (OH), County of (Board of 2848. Wayne (NC), County of, North Carolina Commissioners), Ohio 2849. Wilkes (NC), County of, North Carolina 2895. Aurora (OH), City of, Ohio 2850. Wilmington (NC), City of, North Carolina 2896. Barberton (OH), City of, Ohio 2851. Winston-Salem (NC), City of, North 2897. Belmont (OH), County of (Board of Carolina Commissioners), Ohio
2852. Yadkin (NC), County of, North Carolina 2898. Boston (OH), Township of, Ohio 2853. Yancey (NC), County of, North Carolina 2899. Boston Heights (OH), Village of, Ohio 2854. Barnes (ND), County of, North Dakota 2900. Broadview Heights (OH), City of, Ohio 2855. Benson (ND), County of, North Dakota 2901. Brooklyn Heights (OH), Village of, Ohio 2856. Bismarck (ND), City of, North Dakota 2902. Brown (OH), County of (Board of 2857. Burleigh (ND), County of, North Dakota Commissioners), Ohio 2858. Cass (ND), County of, North Dakota 2903. Brunswick (OH), City of, Ohio 2859. Devils Lake (ND), City of, North Dakota 2904. Butler (OH), County of (Board of 2860. Dickey (ND), County of, North Dakota Commissioners), Ohio 2861. Dunn (ND), County of, North Dakota 2905. Canton (OH), City of, Ohio 2862. Eddy (ND), County of, North Dakota 2906. Carroll (OH), County of (Board of 2863. Fargo (ND), City of, North Dakota Commissioners), Ohio 2864. Foster (ND), County of, North Dakota 2907. Champaign (OH), County of (Board of 2865. Grand Forks (ND), City of, North Dakota Commissioners), Ohio 2866. Grand Forks (ND), County of, North 2908. Cincinnati (OH), City of, Ohio Dakota 2909. Clermont (OH), County of (Board of
2867. Lamoure (ND), County of, North Dakota Commissioners), Ohio 2868. Lisbon (ND), City of, North Dakota 2910. Cleveland (OH), City of, Ohio 2869. McKenzie (ND), County of, North Dakota 2911. Clinton (OH), County of (Board of 2870. McLean (ND), County of, North Dakota Commissioners), Ohio 2871. Mercer (ND), County of, North Dakota 2912. Clinton (OH), Village of, Ohio 2872. Mountrail (ND), County of, North Dakota 2913. Columbiana (OH), County of (Board of 2873. Pembina (ND), County of, North Dakota Commissioners), Ohio 2874. Pierce (ND), County of, North Dakota 2914. Columbus (OH), City of, Ohio 2875. Ramsey (ND), County of, North Dakota 2915. Copley (OH), Township of, Ohio 2876. Ransom (ND), County of, North Dakota 2916. Coshocton (OH), County of (Board of 2877. Richland (ND), County of, North Dakota Commissioners), Ohio 2878. Rolette (ND), County of, North Dakota 2917. Coventry (OH), Township of, Ohio 2879. Sargent (ND), County of, North Dakota 2918. Crawford (OH), County of (Board of 2880. Stark (ND), County of, North Dakota Commissioners), Ohio 2881. Towner (ND), County of, North Dakota 2919. Cuyahoga Falls (OH), City of, Ohio 2882. Walsh (ND), County of, North Dakota 2920. Darke (OH), County of (Commissioners), 2883. Ward (ND), County of, North Dakota Ohio
C-33
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2921. Dayton (OH), City of, Ohio 2957. Licking (OH), County (Board of 2922. Delaware (OH), County of (Board of Commissioners), Ohio Commissioners), Ohio 2958. Lima (OH), City of, Ohio
2923. East Cleveland (OH), City of, Ohio 2959. Logan (OH), County of (Board of 2924. Elyria (OH), City of, Ohio Commissioners), Ohio 2925. Erie (OH), County of (Board of 2960. Lorain (OH), City of, Ohio Commissioners), Ohio 2961. Lorain (OH), County of, Ohio 2926. Euclid (OH), City of, Ohio 2962. Lucas (OH), County of (Board of 2927. Fairfield (OH), City of, Ohio Commissioners), Ohio 2928. Fairfield (OH), County of (Board of 2963. Lucas County Children Services Board of Commissioners), Ohio Trustees (OH), Ohio
2929. Fairlawn (OH), City of, Ohio 2964. Lyndhurst (OH), City of, Ohio 2930. Fayette (OH), County of, Ohio 2965. Macedonia (OH), City of, Ohio 2931. Findlay (OH), City of, Ohio 2966. Mansfield (OH), City of, Ohio 2932. Fostoria (OH), City of, Ohio 2967. Marietta (OH), City of, Ohio 2933. Franklin (OH), County of (Board of 2968. Marion (OH), County of, Ohio Commissioners), Ohio 2969. Massillon (OH), City of, Ohio 2934. Fulton (OH), County of (Board of 2970. Mayfield Heights (OH), City of, Ohio Commissioners), Ohio 2971. Medina (OH), County of, Ohio 2935. Gallia (OH), County of (Board of 2972. Meigs (OH), County of, Ohio Commissioners), Ohio 2973. Mental Health & Recovery Services Board 2936. Garfield Heights (OH), City of, Ohio of Allen, Auglaize, and Hardin Counties 2937. Geauga (OH), County of (Commissioners), (OH), Ohio Ohio 2974. Mental Health & Recovery Services Board
2938. Green (OH), City of, Ohio of Lucas County (OH), Ohio 2939. Guernsey (OH), County of (Board of 2975. Mercer (OH), County of (Board of Commissioners), Ohio Commissioners), Ohio
2940. Hamilton (OH), City of, Ohio 2976. Miami (OH), County of (Board of 2941. Hamilton (OH), County of (Board of Commissioners), Ohio Commissioners), Ohio 2977. Middletown (OH), City of, Ohio 2942. Hancock (OH), County of (Board of 2978. Mogadore (OH), Village of, Ohio Commissioners), Ohio 2979. Monroe (OH), County of (Board of 2943. Harrison (OH), County of Commissioners), Ohio
(Commissioners), Ohio 2980. Montgomery (OH), County of (Board of 2944. Hocking (OH), County of (Board of Commissioners), Ohio Commissioners), Ohio 2981. Morrow (OH), County of (Board of 2945. Huron (OH), City of, Ohio Commisioners), Ohio
2946. Huron (OH), County of (Board of 2982. Munroe Falls (OH), City of, Ohio Commissioners), Ohio 2983. Muskingum (OH), County of (Board of 2947. Ironton (OH), City of, Ohio Commissioners), Ohio 2948. Jackson (OH), County of (Board of 2984. New Franklin (OH), City of, Ohio Commissioners), Ohio 2985. Newburgh Heights (OH), Village of, Ohio 2949. Jefferson (OH), County of, Ohio 2986. Noble (OH), County of (Commissioners), 2950. Kent (OH), City of, Ohio Ohio
2951. Knox (OH), County of (Board of 2987. North Olmsted (OH), City of, Ohio Commissioners), Ohio 2988. North Ridgeville (OH), City of, Ohio 2952. Lake (OH), County of, Ohio 2989. North Royalton (OH), City of, Ohio 2953. Lakemore (OH), Village of, Ohio 2990. Norton (OH), City of, Ohio 2954. Lakewood (OH), City of, Ohio 2991. Norwalk (OH), City of, Ohio 2955. Lawrence (OH), County of (Board of 2992. Olmsted Falls (OH), City of, Ohio Commissioners), Ohio 2993. Ottawa (OH), County of (Board of 2956. Lebanon (OH), City of, Ohio Commissioners), Ohio 2994. Painesville (OH), Township of, Ohio
C-34
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2995. Parma (OH), City of, Ohio 3037. Atoka (OK), County of (Board of 2996. Parma Heights (OH), City of, Ohio Commissioners), Oklahoma 2997. Peninsula (OH), Village of, Ohio 3038. Beckham (OK), County of (Board of 2998. Perry (OH), County of (Board of Commissioners), Oklahoma Commissioners), Ohio 3039. Bethany (OK), City of, Oklahoma 2999. Pike (OH), County of (Board), Ohio 3040. Broken Arrow (OK), City of, Oklahoma 3000. Portage (OH), County of, Ohio 3041. Burns Flat (OK), Town of, Oklahoma 3001. Portsmouth (OH), City of, Ohio 3042. Caddo (OK), County of (Board of 3002. Ravenna (OH), City of, Ohio Commissioners), Oklahoma 3003. Richfield (OH), Village of, Ohio 3043. Choctaw (OK), County of (Board of 3004. Richland (OH), County Children's Services Commissioners), Oklahoma of, Ohio 3044. Cimarron (OK), County of (Board of
3005. Ross (OH), County of, Ohio Commissioners), Oklahoma 3006. Sandusky (OH), City of, Ohio 3045. Cleveland (OK), County of (Board of 3007. Sandusky (OH), County of Commissioners), Oklahoma (Commissioners), Ohio 3046. Coal (OK), County of (Board of 3008. Scioto (OH), County of (Board of Commissioners), Oklahoma Commissioners), Ohio 3047. Comanche (OK), County of (Board of 3009. Seneca (OH), County of (Board of Commissioners), Oklahoma Commissioners), Ohio 3048. Craig (OK), County of (County 3010. Seven Hills (OH), City of, Ohio Commission), Oklahoma 3011. Shelby (OH), County of (Board of 3049. Creek (OK), County of (County Commissioners), Ohio Commission), Oklahoma
3012. Silver Lake (OH), Village of, Ohio 3050. Custer (OK), County of (Board of 3013. Springfield (OH), Township of, Ohio Commissioners), Oklahoma 3014. St. Marys (OH), City of, Ohio 3051. Delaware (OK), County of (Board of 3015. Stark (OH), County of, Ohio Commissioners), Oklahoma 3016. Stow (OH), City of, Ohio 3052. Dewey County (OK), County of (Board of 3017. Strongsville (OH), City of, Ohio Commissioners), Oklahoma 3018. Tallmadge (OH), City of, Ohio 3053. Edmond (OK), City of, Oklahoma 3019. Toledo (OH), City of, Ohio 3054. El Reno (OK), City of, Oklahoma 3020. Trumbull (OH), County of, Ohio 3055. Elk City (OK), City of, Oklahoma 3021. Tuscarawas (OH), County of, Ohio 3056. Enid (OK), City of, Oklahoma 3022. Valley Fire District (OH), Ohio 3057. Garvin (OK), County of (Board of 3023. Van Wert (OH), City of, Ohio Commissioners), Oklahoma 3024. Van Wert (OH), County of (Board of 3058. Grady (OK), County of (Board of Commissioners), Ohio Commissioners), Oklahoma
3025. Vinton County (OH), County of (Board of 3059. Greer (OK), County of (Board of Commissioners), Ohio Commissioners), Oklahoma
3026. Warren (OH), City of, Ohio 3060. Guthrie (OK), City of, Oklahoma 3027. Warrensville Heights (OH), City of, Ohio 3061. Harmon (OK), County of (Board of 3028. Washington (OH), County of, Ohio Commissioners), Oklahoma 3029. Wayne (OH), County of (Board of 3062. Harper County (OK), County of (Board of Commissioners), Ohio Commissioners), Oklahoma
3030. Wickliffe (OH), City of, Ohio 3063. Haskell County (OK), County of (Board of 3031. Williams (OH), County of Commissioners), Oklahoma (Commissioners), Ohio 3064. Hughes (OK), County of (Board of 3032. Wyandot (OH), County of (Board of Commissioners), Oklahoma Commissioners), Ohio 3065. Jackson (OK), County of (Board of 3033. Youngstown (OH), City of, Ohio Commissioners), Oklahoma 3034. Ada, (OK), City of, Oklahoma 3066. Jefferson (OK), County of (Board of 3035. Altus (OK), City of, Oklahoma Commissioners), Oklahoma 3036. Anadarko (OK), City of, Oklahoma 3067. Jenks (OK), City of, Oklahoma C-35
Packet Pg.
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3068. Johnston County (OK), County of (Board
of Commissioners), Oklahoma
3098. Pottawatomie (OK), County of (Board of
Commissioners), Oklahoma
3069. Kay (OK), County of (Commissioners), 3099. Roger Mills (OK), County of (Board of Oklahoma Commissioners), Oklahoma
3070. Kiowa (OK), County of (Board of 3100. Rogers (OK), County of (County Commissioners), Oklahoma Commission), Oklahoma
3071. Latimer (OK), County of (Board of 3101. Seminole (OK), City of, Oklahoma Commissioners), Oklahoma 3102. Seminole (OK), County of (Board of 3072. Lawton (OK), City of, Oklahoma Commissioners), Oklahoma 3073. Le Flore (OK), County of (Board of 3103. Shawnee (OK), City of, Oklahoma Commissioners), Oklahoma 3104. Stephens (OK), County of (Board of 3074. Lincoln (OK), County of (Board of Commissioners), Oklahoma Commissioners), Oklahoma 3105. Stillwater (OK), City of, Oklahoma 3075. Logan County (OK), County of (Board of 3106. Texas (OK), County of (Board of Commissioners), Oklahoma Commissioners), Oklahoma
3076. Love County (OK), County of (Board of 3107. Tillman (OK), County of (Board of Commissioners), Oklahoma Commissioners), Oklahoma
3077. Major County (OK), County of (Board of 3108. Tulsa (OK), City of, Oklahoma Commissioners), Oklahoma 3109. Tulsa (OK), County of (Board of 3078. Mayes (OK), County of (County Commissioners), Oklahoma Commission), Oklahoma 3110. Washington (OK), County of (County 3079. McClain (OK), County of (Board of Commission), Oklahoma Commissioners), Oklahoma 3111. Woods County (OK), County of (Board of 3080. McCurtain (OK), County of (Board of Commissioners), Oklahoma Commissioners), Oklahoma 3112. Woodward (OK), County of (Board of 3081. Midwest City (OK), City of, Oklahoma Commissioners), Oklahoma 3082. Muskogee (OK), City of, Oklahoma 3113. Yukon (OK), City of, Oklahoma 3083. Muskogee (OK), County of (Board of 3114. Clackamas (OR), County of, Oregon Commissioners), Oklahoma 3115. Clatsop (OR), County of, Oregon 3084. Mustang (OK), City of, Oklahoma 3116. Columbia (OR), County of, Oregon 3085. Noble (OK), County of (Commissioners), 3117. Coos (OR), County of, Oregon Oklahoma 3118. Curry (OR), County of, Oregon
3086. Nowata (OK), County of, Oklahoma 3119. Jackson (OR), County of, Oregon 3087. Okfuskee (OK), County of (Board of 3120. Josephine (OR), County of, Oregon Commissioners), Oklahoma 3121. Lane (OR), County of, Oregon 3088. Oklahoma (OK), County of (Board of 3122. Multnomah (OR), County of, Oregon Commissioners), Oklahoma 3123. Portland (OR), City of, Oregon 3089. Oklahoma City (OK), City of, Oklahoma 3124. Washington (OR), County of, Oregon 3090. Okmulgee (OK), County of (County 3125. Yamhill (OR), County of, Oregon Commission), Oklahoma 3126. Adams (PA), County of, Pennsylvania 3091. Osage County (OK), County of (Board of 3127. Aliquippa (PA), City of, Pennsylvania Commissioners), Oklahoma 3128. Allegheny, (PA), County of, Pennsylvania 3092. Ottawa (OK), County of (Board of 3129. Allentown (PA), City of, Pennsylvania Commissioners), Oklahoma 3130. Armstrong (PA), County of, Pennsylvania 3093. Owasso (OK), City of, Oklahoma 3131. Beaver (PA), County of, Pennsylvania 3094. Pawnee (OK), County of (Board of 3132. Bedford (PA), County of, Pennsylvania Commissioners), Oklahoma 3133. Bensalem (PA), Township of, Pennsylvania 3095. Payne (OK), County of (County 3134. Berks (PA) County of (District Attorney Commission), Oklahoma John Adams), Pennsylvania
3096. Pittsburg (OK), County of (Board of 3135. Bradford (PA), County of, Pennsylvania Commissioners), Oklahoma 3136. Bristol (PA), Township, Pennsylvania 3097. Ponca City (OK), City of, Oklahoma 3137. Bucks (PA), County of, Pennsylvania 3138. Cambria (PA), County of, Pennsylvania
C-36
Packet Pg.
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3139. Carbon (PA), County of, Pennsylvania 3182. Pittsburgh (PA), City of, Pennsylvania 3140. Chester (PA), County of, Pennsylvania 3183. Plains (PA), Township, Pennsylvania 3141. Clarion (PA), County of, Pennsylvania 3184. Schuylkill (PA), County of, Pennsylvania 3142. Clearfield (PA), County of, Pennsylvania 3185. Sugar Notch (PA), Borough, Pennsylvania 3143. Clinton (PA), County of, Pennsylvania 3186. Tioga (PA), County of, Pennsylvania 3144. Coatesville (PA), City of, Pennsylvania 3187. Union (PA), Township of, Pennsylvania 3145. Columbia (PA), County of, Pennsylvania 3188. Warminster (PA), Township of, 3146. Cumberland (PA), County of, Pennsylvania Pennsylvania 3147. Dauphin (PA) County, of (District Attorney 3189. Warrington (PA), Township of, Francis Chardo), Pennsylvania Pennsylvania
3148. Delaware (PA), County of, Pennsylvania 3190. Washington (PA), County of, Pennsylvania 3149. Edwardsville (PA), Borough of, 3191. West Norriton (PA), Township of, Pennsylvania Pennsylvania
3150. Erie (PA), County of, Pennsylvania 3192. West Pittston (PA), Borough of, 3151. Exeter (PA), Borough of, Pennsylvania Pennsylvania 3152. Fairview (PA), Township of, Pennsylvania 3193. Westmoreland (PA), County of, 3153. Fayette (PA), County of, Pennsylvania Pennsylvania 3154. Forty Fort (PA), Borough of, Pennsylvania 3194. Wilkes-Barre (PA), City of, Pennsylvania 3155. Franklin (PA), County of, Pennsylvania 3195. Wilkes-Barre (PA), Township, 3156. Greene (PA), County of, Pennsylvania Pennsylvania 3157. Hanover (PA), Township of, Pennsylvania 3196. Wright (PA), Township of, Pennsylvania 3158. Hazleton (PA), City of, Pennsylvania 3197. Wyoming (PA), Borough of, Pennsylvania 3159. Huntingdon (PA), County of, Pennsylvania 3198. Wyoming (PA), County of, Pennsylvania 3160. Indiana (PA), County of, Pennsylvania 3199. York (PA), County of, Pennsylvania 3161. Kingston (PA), Borough of, Pennsylvania 3200. Adjuntas (PR), Municipality of, Puerto 3162. Lackawanna (PA), County of, Rico
Pennsylvania 3201. Arroyo (PR), Municipality of, Puerto Rico 3163. Lawrence (PA), County of, Pennsylvania 3202. Barceloneta (PR), Municipality of, Puerto 3164. Lehigh (PA), County of, Pennsylvania Rico
3165. Lock Haven (PA), City of, Pennsylvania 3203. Bayamon (PR), Municipality of, Puerto 3166. Lower Makefield (PA), Township of, Rico
Pennsylvania 3204. Caguas (PR), Municipality of, Puerto Rico 3167. Lower Southampton (PA), Township of,
Pennsylvania
3205. Canovanas Puerto Rico (PR), Municipality
of, Puerto Rico
3168. Luzerne (PA), County of, Pennsylvania 3206. Catano (PR), Municipality of, Puerto Rico 3169. Lycoming (PA), County of, Pennsylvania 3207. Cayey (PR), Municipality of, Puerto Rico 3170. Mercer (PA), County of, Pennsylvania 3208. Ceiba (PR), Municipality of, Puerto Rico 3171. Middletown (PA), Township of, 3209. Cidra (PR), Municipality of, Puerto Rico Pennsylvania 3210. Coamo (PR), Municipality of, Puerto Rico 3172. Monroe (PA), County of, Pennsylvania 3211. Guayanilla (PR), Municipality of, Puerto 3173. Morrisville (PA), Borough of, Rico
Pennsylvania 3212. Isla de Vieques (PR), Municipality of, 3174. Nanticoke (PA), City of, Pennsylvania Puerto Rico 3175. New Castle (PA), City of, Pennsylvania 3213. Juncos (PR), Municipality of, Puerto Rico 3176. Newtown (PA), Township of, Pennsylvania 3214. Loiza (PR), Municipality of, Puerto Rico 3177. Norristown (PA), Municipality of, 3215. Rio Grande (PR), Municipality of, Puerto Pennsylvania Rico
3178. Northampton (PA) County of (District 3216. Sabana Grande (PR), Municipality of, Attorney Terence Houck), Pennsylvania Puerto Rico
3179. Northumberland (PA), County of, 3217. San Juan (PR), Municipality of, Puerto Pennsylvania Rico
3180. Philadelphia (PA), City of, Pennsylvania 3218. Vega Alta (PR), Municipality of, Puerto 3181. Pike (PA), County of, Pennsylvania Rico
C-37
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3219. Villalba (PR), Municipality of, Puerto Rico 3265. Cherokee (SC), County of, South Carolina 3220. Yabucoa (PR), Municipality of, Puerto 3266. Chester (SC), City of, South Carolina Rico 3267. Chester (SC), County of, South Carolina
3221. Barrington (RI), Town of, Rhode Island 3268. Chesterfield (SC), County of, South 3222. Bristol (RI), Town of, Rhode Island Carolina
3223. Burrillville (RI), Town of, Rhode Island 3269. Clarendon (SC), County of, South Carolina 3224. Central Falls (RI), City of, Rhode Island 3270. Colleton (SC), County of, South Carolina 3225. Charlestown (RI), Town of, Rhode Island 3271. Columbia (SC), City of, South Carolina 3226. Coventry (RI), Town of, Rhode Island 3272. Dillon (SC), County of, South Carolina 3227. Cranston (RI), City of, Rhode Island 3273. Dorchester (SC), County of, South 3228. Cumberland (RI), Town of, Rhode Island Carolina 3229. East Greenwich (RI), Town of, Rhode 3274. Edgefield (SC), County, South Carolina Island 3275. Fairfield (SC) County of, South Carolina
3230. East Providence (RI), City of, Rhode Island 3276. Florence (SC), County of, South Carolina 3231. Foster (RI), Town of, Rhode Island 3277. Georgetown (SC), City of, South Carolina 3232. Glocester (RI), Town of, Rhode Island 3278. Georgetown (SC), County of, South 3233. Hopkinton (RI), Town of, Rhode Island Carolina
3234. Jamestown (RI), Town of, Rhode Island 3279. Greenville (SC), County of, South Carolina 3235. Johnston (RI), Town of, Rhode Island 3280. Greenwood (SC), County of, South 3236. Middletown (RI), Town of, Rhode Island Carolina 3237. Narragansett (RI), Town of, Rhode Island 3281. Hampton (SC), County of, South Carolina 3238. Newport (RI), City of, Rhode Island 3282. Horry (SC), County of, South Carolina 3239. North Kingstown (RI), Town of, Rhode 3283. Jasper (SC), County of, South Carolina Island 3284. Kershaw (SC) County Hospital Board,
3240. North Providence (RI), Town of, Rhode South Carolina Island 3285. Kershaw (SC), County of, South Carolina
3241. Pawtucket (RI), City of, Rhode Island 3286. Lancaster (SC), County of, South Carolina 3242. Portsmouth (RI), Town of, Rhode Island 3287. Laurens (SC), County of, South Carolina 3243. Providence (RI), City of, Rhode Island 3288. Lee (SC), County of, South Carolina 3244. Richmond (RI), Town of, Rhode Island 3289. Lexington County (SC), South Carolina 3245. Scituate (RI), Town of, Rhode Island 3290. Marion (SC), County of, South Carolina 3246. Smithfield (RI), Town of, Rhode Island 3291. Marlboro (SC), County of, South Carolina 3247. South Kingstown (RI), Town of, Rhode 3292. McCormick (SC), County of, South Island Carolina
3248. Warren (RI), Town of, Rhode Island 3293. Mt. Pleasant (SC), Town of, South 3249. Warwick (RI), City of, Rhode Island Carolina
3250. West Greenwich (RI), Town of, Rhode 3294. Myrtle Beach (SC), City of, South Carolina Island 3295. Newberry (SC), County of, South Carolina
3251. West Warwick (RI), Town of, Rhode 3296. North Charleston (SC), City of, South Island Carolina
3252. Westerly (RI), Town of, Rhode Island 3297. Oconee (SC), County of, South Carolina 3253. Woonsocket (RI), City of, Rhode Island 3298. Orangeburg (SC), City of, South Carolina 3254. Abbeville (SC), County of, South Carolina 3299. Orangeburg (SC), County of, South 3255. Aiken (SC), County of, South Carolina Carolina
3256. Allendale (SC), County of, South Carolina 3300. Pickens (SC) County of, South Carolina 3257. Anderson, (SC), County of, South Carolina 3301. Richland (SC), County of, South Carolina 3258. Bamberg (SC), County of, South Carolina 3302. Saluda (SC), County of, South Carolina 3259. Barnwell (SC), County of, South Carolina 3303. Spartanburg (SC), County of, South 3260. Beaufort (SC), County of, South Carolina Carolina 3261. Berkeley (SC), County of, South Carolina 3304. Summerville (SC), Town of, South 3262. Calhoun (SC), County of, South Carolina Carolina 3263. Charleston (SC), City of, South Carolina 3305. Sumter (SC), County of, South Carolina 3264. Charleston (SC), County of, South Carolina 3306. Union (SC), County of, South Carolina C-38
Packet Pg.
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3307. Williamsburg (SC) County of, South 3359. Jefferson (TN), County of, Tennessee Carolina 3360. Johnson (TN), County of, Tennessee
3308. York (SC), County of, South Carolina 3361. La Vergne (TN), City of, Tennessee 3309. Pennington (SD), County of, South Dakota 3362. Lauderdale (TN), County of, Tennessee 3310. Alexandria (TN), Town of, Tennessee 3363. Lawrence (TN), County of, Tennessee 3311. Algood (TN), City of, Tennessee 3364. Lawrenceburg (TN), City of, Tennessee 3312. Ardmore (TN), City of, Tennessee 3365. Lewisburg (TN), City of, Tennessee 3313. Arlington (TN), Town of, Tennessee 3366. Lexington (TN), City of, Tennessee 3314. Auburntown (TN), Town of, Tennessee 3367. Liberty (TN), Town of, Tennessee 3315. Baxter (TN), Town of, Tennessee 3368. Lincoln (TN), County of, Tennessee 3316. Bedford (TN), County of, Tennessee 3369. Livingston (TN), Town of, Tennessee 3317. Bell Buckle (TN), Town of, Tennessee 3370. Loretto (TN), City of, Tennessee 3318. Blount (TN), County of, Tennessee 3371. Lynchburg, Moore County Metropolitan 3319. Byrdstown (TN), Town of, Tennessee Government (TN), Tennessee 3320. Campbell (TN), County of, Tennessee 3372. Lynnville (TN), Town of, Tennessee 3321. Cannon (TN), County of, Tennessee 3373. Madison (TN), County of, Tennessee 3322. Celina (TN), City of, Tennessee 3374. Marshall (TN), County of, Tennessee 3323. Centertown (TN), Town of, Tennessee 3375. Maryville (TN), City of, Tennessee 3324. Centerville (TN), Town of, Tennessee 3376. McMinnville (TN), City of, Tennessee 3325. Chapel Hill (TN), Town of, Tennessee 3377. Memphis (TN), City of, Tennessee 3326. Claiborne (TN), County of, Tennessee 3378. Millington (TN), City of, Tennessee 3327. Clarksville (TN), City of, Tennessee 3379. Minor Hill (TN), City of, Tennessee 3328. Clay (TN), County of, Tennessee 3380. Monterey (TN), Town of, Tennessee 3329. Clifton (TN), City of, Tennessee 3381. Montgomery (TN), County of, Tennessee 3330. Collinwood (TN), City of, Tennessee 3382. Morgan (TN), County of, Tennessee 3331. Columbia (TN), City of, Tennessee 3383. Morrison (TN), Town of, Tennessee 3332. Cookeville (TN), City of, Tennessee 3384. Mount Pleasant (TN), City of, Tennessee 3333. Cornersville (TN), Town of, Tennessee 3385. Murfreesboro (TN), City of, Tennessee 3334. Crab Orchard (TN), City of, Tennessee 3386. Nashville and Davidson County (TN), 3335. Crockett (TN), County of, Tennessee Government of, Tennessee 3336. Crossville (TN), City of, Tennessee 3387. Normandy (TN), Town of, Tennessee 3337. Cumberland (TN), County of, Tennessee 3388. Obion (TN), County of, Tennessee 3338. Dandridge (TN), Town of, Tennessee 3389. Overton (TN), County of, Tennessee 3339. Decatur (TN), County of, Tennessee 3390. Petersburg (TN), Town of, Tennessee 3340. Decatur (TN), Town of, Tennessee 3391. Pickett (TN), County of, Tennessee 3341. Dekalb (TN), County of, Tennessee 3392. Pigeon Forge (TN), City of, Tennessee 3342. Dowelltown (TN), Town of, Tennessee 3393. Pleasant Hill (TN), Town of, Tennessee 3343. Doyle (TN), Town of, Tennessee 3394. Pulaski (TN), City of, Tennessee 3344. Eagleville (TN), City of, Tennessee 3395. Putnam (TN), County of, Tennessee 3345. Elkton (TN), City of, Tennessee 3396. Ripley (TN), City of, Tennessee 3346. Ethridge (TN), Town of, Tennessee 3397. Rutherford (TN), County of, Tennessee 3347. Fayetteville (TN), City of, Tennessee 3398. Scott (TN), County, Tennessee 3348. Fentress (TN), County of, Tennessee 3399. Shelby (TN), County of (Board of 3349. Gatlinburg (TN) City of, Tennessee Commissioners), Tennessee 3350. Germantown (TN), City of, Tennessee 3400. Shelbyville (TN), City of, Tennessee 3351. Giles (TN), County of, Tennessee 3401. Smith (TN), County of, Tennessee 3352. Greene (TN), County of, Tennessee 3402. Smithville (TN), City of, Tennessee 3353. Hamilton (TN), County of, Tennessee 3403. Smyrna (TN), Town of, Tennessee 3354. Hancock (TN), County of, Tennessee 3404. Sparta (TN), City of, Tennessee 3355. Hawkins (TN), County of, Tennessee 3405. Spencer (TN), Town of, Tennessee 3356. Haywood (TN), County of, Tennessee 3406. Spring Hill (TN), City of, Tennessee 3357. Henderson (TN), County of, Tennessee 3407. St. Joseph (TN), City of, Tennessee 3358. Iron City (TN), City of, Tennessee 3408. Sumner (TN), County of, Tennessee C-39
Packet Pg.
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3409. Van Buren (TN), County of, Tennessee 3457. Guadalupe Valley Hospital a/k/a 3410. Viola (TN), Town of, Tennessee Guadalupe Regional Medical Center (TX), 3411. Warren (TN), County of, Tennessee Texas
3412. Wartrace (TN), Town of, Tennessee 3458. Harris (TX), County of, Texas 3413. Washington (TN), County of, Tennessee 3459. Harris County Hospital District d/b/a 3414. Wayne (TN), County of, Tennessee Harris Health System (TX), Texas 3415. Waynesboro (TN), City of, Tennessee 3460. Harrison (TX), County of, Texas 3416. White (TN), County of, Tennessee 3461. Haskell (TX), County of, Texas 3417. Williamson (TN), County of, Tennessee 3462. Hays (TX), County of, Texas 3418. Woodbury (TN), Town of, Tennessee 3463. Henderson (TX), County of, Texas 3419. Angelina (TX), County of, Texas 3464. Hidalgo (TX), County of, Texas 3420. Bailey (TX), County of, Texas 3465. Hopkins (TX), County of, Texas 3421. Bastrop (TX), County of, Texas 3466. Houston (TX), City of, Texas 3422. Bexar (TX), County of, Texas 3467. Houston (TX), County of, Texas 3423. Bexar County Hospital District d/b/a 3468. Irving Independent School District (TX), University Health System (TX), Texas Texas
3424. Bowie (TX), County of, Texas 3469. Jasper (TX), County of, Texas 3425. Brazos (TX), County of, Texas 3470. Jefferson (TX), County of, Texas 3426. Brooks (TX), County of, Texas 3471. Jim Hogg (TX), County of, Texas 3427. Burleson (TX), County of, Texas 3472. Jim Wells (TX), County of, Texas 3428. Burnet (TX), County of, Texas 3473. Johnson (TX), County of, Texas 3429. Caldwell (TX), County of, Texas 3474. Jones (TX), County of, Texas 3430. Calhoun (TX), County of, Texas 3475. Kaufman (TX), County of, Texas 3431. Cameron (TX), County of, Texas 3476. Kendall (TX), County of, Texas 3432. Camp (TX), County of, Texas 3477. Kerr (TX), County of, Texas 3433. Cass (TX), County of, Texas 3478. Kinney (TX), County of, Texas 3434. Castro (TX), County of, Texas 3479. Kleberg (TX), County of, Texas 3435. Cherokee (TX), County of, Texas 3480. La Salle (TX), County of, Texas 3436. Childress (TX), County of, Texas 3481. Lamar (TX), County of, Texas 3437. Clay (TX), County of, Texas 3482. Laredo (TX), City of, Texas 3438. Colorado (TX), County of, Texas 3483. Leon (TX), County of, Texas 3439. Cooke (TX), County of, Texas 3484. Leon Valley (TX), City of, Texas 3440. Dallas (TX), County of, Texas 3485. Liberty (TX), County of, Texas 3441. Dallas County Hospital District d/b/a 3486. Limestone (TX), County of, Texas Parkland Health & Hospital System (TX), 3487. Lubbock (TX), County of, Texas Texas 3488. Madison (TX), County of, Texas
3442. Delta (TX), County of, Texas 3489. Marion (TX), County of, Texas 3443. Dimmit (TX), County of, Texas 3490. Maverick (TX), County of, Texas 3444. Duval (TX), County of, Texas 3491. McLennan (TX), County of, Texas 3445. Eagle Pass (TX), City of, Texas 3492. McMullen (TX), County of, Texas 3446. Ector (TX), County of, Texas 3493. Milam (TX), County of, Texas 3447. El Paso (TX), County of, Texas 3494. Mitchell (TX), County of, Texas 3448. Ellis (TX), County of, Texas 3495. Montgomery (TX), County of, Texas 3449. Falls (TX), County of, Texas 3496. Morris (TX), County of, Texas 3450. Fannin (TX), County of, Texas 3497. Nacogdoches (TX), County of, Texas 3451. Fort Bend (TX), County of, Texas 3498. Newton (TX), County of, Texas 3452. Franklin (TX), County of, Texas 3499. Nolan (TX), County of, Texas 3453. Freestone (TX), County of, Texas 3500. Nueces (TX), County of, Texas 3454. Galveston (TX), County of, Texas 3501. Nueces County Hospital District (TX), 3455. Grayson (TX), County of, Texas Texas
3456. Guadalupe (TX), County of, Texas 3502. Ochiltree County Hospital District (TX), Texas
3503. Orange (TX), County of, Texas
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3504. Palo Pinto County Hospital District a/k/a 3551. Iron (UT), County of, Utah Palo Pinto General Hospital (TX), Texas 3552. Juab (UT), County of, Utah 3505. Panola (TX), County of, Texas 3553. Kane (UT), County of, Utah 3506. Polk (TX), County of, Texas 3554. Millard (UT), County of, Utah 3507. Potter (TX), County of, Texas 3555. Piute (UT), County of, Utah 3508. Red River (TX), County of, Texas 3556. Rich (UT), County of, Utah 3509. Roberts (TX), County of, Texas 3557. Salt Lake (UT), County of, Utah 3510. Robertson (TX), County of, Texas 3558. San Juan (UT), County of, Utah 3511. Rockwall (TX), County of, Texas 3559. Sanpete (UT), County of, Utah 3512. Rusk (TX), County of, Texas 3560. Sevier (UT), County of, Utah 3513. San Antonio (TX), City of, Texas 3561. Summit (UT), County of, Utah 3514. San Patricio (TX), County of, Texas 3562. Tooele (UT), County of, Utah 3515. San Saba (TX), County of, Texas 3563. Tri-County Health Department (UT), Utah 3516. Shackelford (TX), County of, Texas 3564. Uintah (UT), County of, Utah 3517. Shelby (TX), County of, Texas 3565. Utah (UT), County of, Utah 3518. Smith (TX), County of, Texas 3566. Wasatch (UT), County of, Utah 3519. Socorro Independent School District (TX), 3567. Washington (UT), County of, Utah Texas 3568. Wayne (UT), County of, Utah
3520. Stephens (TX), County of, Texas 3569. Weber (UT), County of, Utah 3521. Tarrant (TX), County of, Texas 3570. Bennington (VT), Town of, Vermont 3522. Tarrant County Hospital District (TX) d/b/a 3571. Brattleboro (VT), Town of, Vermont JPS Health Network, Texas 3572. Sharon (VT), Town of, Vermont 3523. Terrell (TX), County of, Texas 3573. St. Albans (VT), City of, Vermont 3524. Texarkana Independent School District 3574. Accomack (VA), County of, Virginia (TX), Texas 3575. Alexandria (VA), City of, Virginia
3525. Throckmorton (TX), County of, Texas 3576. Alleghany (VA), County of, Virginia 3526. Titus (TX), County of, Texas 3577. Amherst (VA), County of, Virginia 3527. Travis (TX), County of, Texas 3578. Arlington (VA), County of (County 3528. Trinity (TX), County of, Texas Board), Virginia 3529. Upshur (TX), County of, Texas 3579. Bland (VA), County of, Virginia 3530. Uvalde (TX), County of, Texas 3580. Botetourt (VA), County of, Virginia 3531. Van Zandt (TX), County of, Texas 3581. Bristol (VA), City of, Virginia 3532. Walker (TX), County of, Texas 3582. Buchanan (VA), County of, Virginia 3533. Waller (TX), County of, Texas 3583. Buena Vista (VA), City of, Virginia 3534. Webb (TX), County of, Texas 3584. Carroll (VA), County of, Virginia 3535. West Wharton County (TX) Hospital 3585. Charlotte (VA), County of, Virginia District, Texas 3586. Chesapeake (VA), City of, Virginia 3536. Wichita (TX), County of, Texas 3587. Chesterfield (VA), County of, Virginia 3537. Williamson (TX), County of, Texas 3588. Covington (VA), City of, Virginia 3538. Wilson (TX), County of, Texas 3589. Culpeper (VA), County of, Virginia 3539. Wilson County Memorial Hospital District 3590. Cumberland (VA), County of, Virginia (TX), Texas 3591. Danville (VA), City of, Virginia
3540. Wood (TX), County of, Texas 3592. Dickenson (VA), County of, Virginia 3541. Zavala (TX), County of, Texas 3593. Dinwiddie (VA), County of, Virginia 3542. Beaver (UT), County of, Utah 3594. Emporia (VA), City of, Virginia 3543. Cache (UT), County of, Utah 3595. Fairfax (VA), City of, Virginia 3544. Carbon (UT), County of, Utah 3596. Fairfax (VA), County of (Board of 3545. Daggett (UT), County of, Utah Supervisors), Virginia 3546. Davis (UT), County of, Utah 3597. Fauquier (VA), County of, Virginia 3547. Duchesne (UT), County of, Utah 3598. Floyd (VA), County of, Virginia 3548. Emery (UT), County of, Utah 3599. Franklin (VA), County of, Virginia 3549. Garfield (UT), County of, Utah 3600. Frederick (VA), County of, Virginia 3550. Grand (UT), County of, Utah 3601. Fredericksburg (VA), City of, Virginia C-41
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3602. Galax (VA), City of, Virginia 3652. Winchester (VA), City of, Virginia 3603. Giles (VA), County of, Virginia 3653. Wise (VA), County of (Board of 3604. Goochland (VA), County of, Virginia Supervisors), Virginia 3605. Grayson (VA), County of, Virginia 3654. Wythe (VA), County of, Virginia 3606. Greensville (VA), County of, Virginia 3655. Anacortes (WA), City of, Washington 3607. Halifax (VA), County of, Virginia 3656. Bainbridge Island (WA), City of, 3608. Henrico (VA), County of, Virginia Washington
3609. Henry (VA), County of, Virginia 3657. Burlington (WA), City of, Washington 3610. Hopewell (VA), City of, Virginia 3658. Chelan (WA), County of, Washington 3611. Isle of Wight (VA), County of, Virginia 3659. Clallam (WA), County of, Washington 3612. King and Queen (VA), County of, Virginia 3660. Clark (WA), County of, Washington 3613. Lee (VA), County of, Virginia 3661. Everett (WA), City of, Washington 3614. Lexington (VA), City of, Virginia 3662. Franklin (WA), County of, Washington 3615. Loudoun (VA), County of, Virginia 3663. Island (WA), County of, Washington 3616. Louisa (VA), County of, Virginia 3664. Jefferson (WA), County of, Washington 3617. Madison (VA), County of, Virginia 3665. Kent (WA), City of, Washington 3618. Martinsville (VA), City of, Virginia 3666. King (WA), County of, Washington 3619. Mecklenburg (VA), County of, Virginia 3667. Kirkland (WA), City of, Washington 3620. Montgomery (VA), County of, Virginia 3668. Kitsap (WA), County of, Washington 3621. Norfolk (VA), City of, Virginia 3669. Kittitas (WA), County of, Washington 3622. Northampton (VA), County of, Virginia 3670. Lakewood (WA), City of, Washington 3623. Northumberland (VA), County of, Virginia 3671. Lewis (WA), County of, Washington 3624. Norton (VA), City of, Virginia 3672. Lincoln (WA), County of, Washington 3625. Page (VA), County of, Virginia 3673. Mount Vernon (WA), City of, Washington 3626. Patrick (VA), County of, Virginia 3674. Mount Vernon (WA), School District of, 3627. Pittsylvania (VA), County of, Virginia Washington 3628. Portsmouth (VA), City of, Virginia 3675. Olympia (WA), City of, Washington 3629. Prince George (VA), County of, Virginia 3676. Pierce (WA), County of, Washington 3630. Prince William (VA), County of (Board of 3677. San Juan (WA), County of, Washington Supervisors), Virginia 3678. Seattle (WA), City of, Washington 3631. Pulaski (VA), County of, Virginia 3679. Sedro-Woolley (WA), City of, Washington 3632. Radford (VA), City of, Virginia 3680. Sedro-Woolley School District (WA), 3633. Richlands (VA), Town of, Virginia Washington
3634. Richmond (VA), City of, Virginia 3681. Skagit (WA), County of, Washington 3635. Richmond (VA), County of, Virginia 3682. Snohomish (WA), County of, Washington 3636. Roanoke (VA), City of, Virginia 3683. Spokane (WA), City of, Washington 3637. Roanoke (VA), County of, Virginia 3684. Spokane (WA), County of, Washington 3638. Rockbridge (VA), County of, Virginia 3685. Tacoma (WA), City of, Washington 3639. Russell (VA), County of, Virginia 3686. The La Conner School District (WA), 3640. Salem (VA), City of, Virginia Washington
3641. Scott (VA), County of (Board of 3687. Thurston (WA), County of, Washington Supervisors), Virginia 3688. Vancouver (WA), City of, Washington 3642. Shenandoah (VA), County of, Virginia 3689. Walla Walla (WA), County of, Washington 3643. Smyth (VA), County of, Virginia 3690. Whatcom (WA), County of, Washington 3644. Stafford (VA), County of, Virginia 3691. Whitman (WA), County of, Washington 3645. Tazewell (VA), County of, Virginia 3692. Adams (WI), County of, Wisconsin 3646. Virginia Beach (VA), City of, Virginia 3693. Ashland (WI), County of, Wisconsin 3647. Virginia Beach (VA), City of (Sheriff), 3694. Barron (WI), County of, Wisconsin Virginia 3695. Bayfield (WI), County of, Wisconsin
3648. Warren (VA), County of, Virginia 3696. Brown (WI), County of, Wisconsin 3649. Washington (VA), County of, Virginia 3697. Buffalo (WI), County of, Wisconsin 3650. Waynesboro (VA), City of, Virginia 3698. Burnett (WI), County of, Wisconsin 3651. Westmoreland (VA), County of, Virginia 3699. Calumet (WI), County of, Wisconsin C-42
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3700. Chippewa (WI), County of, Wisconsin 3751. Price (WI), County of, Wisconsin 3701. Clark (WI), County of, Wisconsin 3752. Racine (WI), County of, Wisconsin 3702. Columbia (WI), County of, Wisconsin 3753. Richland (WI), County of, Wisconsin 3703. Crawford (WI), County of, Wisconsin 3754. Rock (WI), County of, Wisconsin 3704. Cudahy (WI), City of, Wisconsin 3755. Rusk (WI), County of, Wisconsin 3705. Dane (WI), County of, Wisconsin 3756. Sauk (WI), County of, Wisconsin 3706. Dodge (WI), County of, Wisconsin 3757. Sawyer (WI), County of, Wisconsin 3707. Door (WI), County of, Wisconsin 3758. Shawano (WI), County of, Wisconsin 3708. Douglas (WI), County of, Wisconsin 3759. Sheboygan (WI), County of, Wisconsin 3709. Dunn (WI), County of, Wisconsin 3760. South Milwaukee (WI), City of, Wisconsin 3710. Eau Claire (WI), County of, Wisconsin 3761. St. Croix (WI), County of, Wisconsin 3711. Florence (WI), County of, Wisconsin 3762. Sturtevant (WI), Village of, Wisconsin 3712. Fond du Lac (WI), County of, Wisconsin 3763. Superior (WI), City of, Wisconsin 3713. Forest (WI), County of, Wisconsin 3764. Taylor (WI), County of, Wisconsin 3714. Franklin (WI), City of, Wisconsin 3765. Trempealeau (WI), County of, Wisconsin 3715. Grant (WI), County of, Wisconsin 3766. Union Grove (WI), Village of, Wisconsin 3716. Green (WI), County of, Wisconsin 3767. Vernon (WI), County of, Wisconsin 3717. Green Lake (WI), County of, Wisconsin 3768. Vilas (WI), County of, Wisconsin 3718. Greenfield (WI), City of, Wisconsin 3769. Walworth (WI), County of, Wisconsin 3719. Iowa (WI), County of, Wisconsin 3770. Washburn (WI), County of, Wisconsin 3720. Iron (WI), County of, Wisconsin 3771. Washington (WI), County of, Wisconsin 3721. Jackson (WI), County of, Wisconsin 3772. Waukesha (WI), County of, Wisconsin 3722. Janesville (WI), City of, Wisconsin 3773. Waupaca (WI), County of, Wisconsin 3723. Jefferson (WI), County of, Wisconsin 3774. Waushara (WI), County of, Wisconsin 3724. Juneau (WI), County of, Wisconsin 3775. Wauwatosa (WI), City of, Wisconsin 3725. Kenosha (WI), City of, Wisconsin 3776. West Allis (WI), City of, Wisconsin 3726. Kenosha (WI), County of, Wisconsin 3777. Winnebago (WI), County of, Wisconsin 3727. Kewaunee (WI), County of, Wisconsin 3778. Wood (WI), County of, Wisconsin 3728. La Crosse (WI), County of, Wisconsin 3779. Yorkville (WI), Village of, Wisconsin 3729. Lafayette (WI), County of, Wisconsin 3780. Carbon (WY), County of, Wyoming 3730. Langlade (WI), County of, Wisconsin 3781. Casper (WY), City of, Wyoming 3731. Lincoln (WI), County of, Wisconsin 3782. Cheyenne (WY), City of, Wyoming 3732. Manitowoc (WI), County of, Wisconsin 3783. Green River (WY), City of, Wyoming 3733. Marathon (WI), County of, Wisconsin 3784. Riverton (WY), City of, Wyoming 3734. Marinette (WI), City of, Wisconsin 3785. Rock Springs (WY), City of, Wyoming 3735. Marinette (WI), County of, Wisconsin 3786. Sweetwater (WY), County of, Wyoming 3736. Marquette (WI), County of, Wisconsin
3737. Menominee (WI), County of, Wisconsin
3738. Milwaukee (WI), City of, Wisconsin
3739. Milwaukee (WI), County of, Wisconsin
3740. Monroe (WI), County of, Wisconsin
3741. Mount Pleasant (WI), Village of,
Wisconsin
3742. Oak Creek (WI), City of, Wisconsin
3743. Oconto (WI), County of, Wisconsin
3744. Oneida (WI), County of, Wisconsin
3745. Outagamie (WI), County of, Wisconsin
3746. Ozaukee (WI), County of, Wisconsin
3747. Pepin (WI), County of, Wisconsin
3748. Pierce (WI), County of, Wisconsin
3749. Pleasant Prairie (WI), Village of,
Wisconsin
3750. Portage (WI), County of, Wisconsin
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EXHIBIT D
Later Litigating Subdivision Suspension and Offset Determinations Participation Per Capita Suspension
Offset Cap
Suspension Deadline and
Tier Amount13 Percentage Ending Point
1 $2,500 66% 66% Earlier of (1) 6 months
after denial of a motion to
dismiss, (2) 12 months
from filing, or (3) 6
months before final pre -
trial conference, and until
final judgment affirmed on
appeal, including
dismissal.
2 $2,000 33.33% 34% Earlier of (1) 6 months
after denial of a motion to
dismiss, (2) 12 months
from filing, or (3) 6
months before final pre -
trial conference, and until
final judgment affirmed on
appeal, including
dismissal.
3 $1,500 27.5% 30% Earlier of (1) 9 months
after denial of a motion to
dismiss, (2) 12 months
from filing, or (3) 6
months before final pre -
trial conference, and until
final judgment affirmed on
appeal, including
dismissal.
4 $1,000 20% 25% Earlier of (1) 9 months
after denial of a motion to
dismiss, (2) 12 months
from filing, or (3) 6
months before final pre -
trial conference, and until
final judgment affirmed on
appeal, including
dismissal.
13 Population will be measured at the level of the Later Litigating Subdivision as described in Section XIV.A, Section XIV.B, and Section XIV.C.
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EXHIBIT E
List of Opioid Remediation Uses
Schedule A
Core Strategies
States and Qualifying Block Grantees shall choose from among the abatement strategies listed in Schedule B. However, priority shall be given to the following core abatement strategies (“Core Strategies”).14
A. NALOXONE OR OTHER FDA-APPROVED DRUG TO
REVERSE OPIOID OVERDOSES
1. Expand training for first responders, schools, community support groups and families; and
2. Increase distribution to individuals who are uninsured or whose insurance does not cover the needed service.
B. MEDICATION-ASSISTED TREATMENT (“ MAT”)
DISTRIBUTION AND OTHER OPIOID-RELATED
TREATMENT
1. Increase distribution of MAT to individuals who are
uninsured or whose insurance does not cover the needed
service;
2. Provide education to school-based and youth-focused
programs that discourage or prevent misuse;
3. Provide MAT education and awareness training to
healthcare providers, EMTs, law enforcement, and other
first responders; and
4. Provide treatment and recovery support services such as residential and inpatient treatment, intensive outpatient treatment, outpatient therapy or counseling, and recovery housing that allow or integrate medication and with other support services.
14 As used in this Schedule A, words like “expand,” “fund,” “provide” or the like shall not indicate a preference for new or existing programs.
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C. PREGNANT & POSTPARTUM WOMEN
1. Expand Screening, Brief Intervention, and Referral to Treatment (“SBIRT”) services to non-Medicaid eligible or uninsured pregnant women;
2. Expand comprehensive evidence-based treatment and
recovery services, including MAT, for women with co-
occurring Opioid Use Disorder (“OUD”) and other
Substance Use Disorder (“SUD”)/Mental Health disorders
for uninsured individuals for up to 12 months postpartum; and
3. Provide comprehensive wrap-around services to individuals with OUD, including housing, transportation, job
placement/training, and childcare.
D. EXPANDING TREATMENT FOR NEONATAL
ABSTINENCE SYNDROME (“NAS”)
1. Expand comprehensive evidence-based and recovery
support for NAS babies;
2. Expand services for better continuum of care with infant- need dyad; and
3. Expand long-term treatment and services for medical
monitoring of NAS babies and their families.
E. EXPANSION OF WARM HAND-OFF PROGRAMS AND
RECOVERY SERVICES
1. Expand services such as navigators and on-call teams to begin MAT in hospital emergency departments;
2. Expand warm hand-off services to transition to recovery services;
3. Broaden scope of recovery services to include co -occurring SUD or mental health conditions;
4. Provide comprehensive wrap-around services to individuals in recovery, including housing, transportation, job
placement/training, and childcare; and
5. Hire additional social workers or other behavioral health workers to facilitate expansions above.
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F. TREATMENT FOR INCARCERATED POPULATION
1. Provide evidence-based treatment and recovery support, including MAT for persons with OUD and co-occurring
SUD/MH disorders within and transitioning out of the
criminal justice system; and
2. Increase funding for jails to provide treatment to inmates with OUD.
G. PREVENTION PROGRAMS
1. Funding for media campaigns to prevent opioid use (similar to the FDA’s “Real Cost” campaign to prevent youth from misusing tobacco);
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 2016 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 pre-arrest 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
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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 evidence- informed programs or strategies that may include, but are not limited to, those that:15
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.
7. Support evidence-based withdrawal management services for people with OUD and any co-occurring mental health conditions.
15 As used in this Schedule B, words li ke “expand,” “fund,” “provide” or the like shall not indicate a preference for new or existing programs.
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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 of 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 co-occurring 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.
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.
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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 co-occurring 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.
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:
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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 co-occurring SUD/MH conditions or to persons who have experienced an opioid overdose.
11. Expand warm hand-off services to transition to recovery services.
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.
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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.
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.
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4. Provide evidence-informed treatment, including MAT, recovery support, harm reduction, or other appropriate services to individuals with OUD and any co- occurring 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 co- occurring 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 justice- involved 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.
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.
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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 co- occurring 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.
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 Prescripti on Drug Monitoring Programs (“PDMPs”), including, but not limited to, improvements that:
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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 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.
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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.
5. Expanding, improving, or developing data tracking software and applications for overdoses/naloxone revivals.
6. Public education relating to emergency responses to overdoses.
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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.
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 E-13
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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 . T R A I N I N G
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 co-occurring 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 . R E S E A R C H
Support opioid abatement research that may include, but is not limited to, the following:
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.
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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.
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EXHIBIT F
List of States and Overall Allocation Percentages
Alabama 1.6419290312%
Alaska 0.2584550539%
American Samoa 0.0174042885%
Arizona 2.3755949882%
Arkansas 0.9663486633%
California 9.9213830698%
Colorado 1.6616291219%
Connecticut 1.3343523420%
Delaware 0.4900019063%
District of Columbia 0.2048876457%
Florida 7.0259134409%
Georgia 2.7882080114%
Guam 0.0509264160%
Hawaii 0.3418358185%
Idaho 0.5254331620%
Illinois 3.3263363702%
Indiana 2.2168933059%
Iowa 0.7579283477%
Kansas 0.8042000625%
Kentucky 2.0929730531%
Louisiana 1.5154431983%
Maine 0.5613880586%
Maryland 2.1106090494%
Massachusetts 2.3035761083%
Michigan 3.4020234989%
Minnesota 1.2972597706%
Mississippi 0.8898883053%
Missouri 2.0056475170%
Montana 0.3421667920%
N. Mariana Islands 0.0185877315%
Nebraska 0.4291907949%
Nevada 1.2486754235%
New Hampshire 0.6258752503%
New Jersey 2.7551354545%
New Mexico 0.8557238713%
New York 5.3903813405%
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North Carolina 3.2502525994%
North Dakota 0.1858703224%
Ohio 4.3567051408%
Oklahoma 1.5831626090%
Oregon 1.4236951885%
Pennsylvania 4.5882419559%
Puerto Rico 0.7263201134%
Rhode Island 0.4895626814%
South Carolina 1.5834654145%
South Dakota 0.2169945907%
Tennessee 2.6881474977%
Texas 6.2932157196%
Utah 1.1889437113%
Vermont 0.2844241374%
Virgin Islands 0.0340410553%
Virginia 2.2801150757%
Washington 2.3189040182%
Wisconsin 1.7582560561%
Wyoming 0.1954758491%
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EXHIBIT G
Subdivisions Eligible to Receive Direct Allocations from the Subdivision Fund and Default 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: (1) all Litigating Subdivisions that are General Purpose Governments; (2) all counties and parishes in States with functional counties or parishes; (3) all Subdivisions that are the highest level of General Purpose Government in States without functional counties or parishes; and (4) all other Subdivisions that are General Purpose Governments with a population of 10,000 or greater. 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 this Agreement.
The Parties recognize the benefits of remediation funds reaching all communities, including through direct payments from the Subdivision Fund. However, to promote efficiency in the use of such funds and avoid administratively-burdensome disbursements that would be too small to add a meaningful abatement response, certain Subdivisions do not receive a direct allocation from the Subdivision Fund. However, such Subdivisions will benefit from Opioid Remediation in their community, and are eligible to receive direct benefits from the Abatement Accounts Fund in their State. All settlement funds, whether allocated to a Settling State, an Abatement Accounts Fund or a Subdivision listed on this Exhibit G can be used for Opioid Remediation in communities not listed herein.
As provided by Section V.D.4.c, the Allocation Percentages shown below apply to distribution of each Settling State’s Subdivision Fund in the absence of a State-Subdivision Agreement, Allocation Statute, or Statutory Trust. The allocation that would have otherwise gone to General Purpose Government Subdivisions not listed below as receiving a direct allocation shall be (1) directed to the county or parish in which such Subdivision is located in Settling States with functional counties or parishes if the relevant county or parish is a Participating Subdivision or (2) to the highest-level General Purpose Government in which such Subdivision is located in Settling States without functional counties or parishes if the relevant highest-level General G-1
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Purpose Government is a Participating Subdivision. Where the relevant county, parish or highest-level General Purpose Government is not a Participating Subdivision, allocations of General Purpose Subdivisions not listed below as eligible to become Participating Subdivisions shall be allocated pursuant to Section VII.I. The redirecting of funds described in this paragraph is intended to promote the efficient use of Opioid Remediation funds while keeping, where possible, local control of the distribution of those funds.
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Allocations are subject to change pursuant to a State-Subdivision Agreement, Allocation Statute, Statutory Trust, or voluntary redistribution.
Subdivisions with Consolidated Allocations - Qualified Subdivisions Only State ID Qualifying Subdivision
Consolidated
State Allocation
AL1 Abbeville City, Alabama 0.0667119585%
AL2 Alabaster City, Alabama 0.6171889697%
AL3 Albertville City, Alabama 0.3733736921%
AL4 Alexander City, Alabama 0.3851486869%
AL5 Anniston City, Alabama 0.9944963610%
AL6 Arab City, Alabama 0.2389903171%
AL7 Argo Town, Alabama 0.0297239135%
AL8 Ashland Town, Alabama 0.0484665799%
AL9 Ashville City, Alabama 0.0223377334%
AL10 Athens City, Alabama 0.4343221616%
AL11 Attalla City, Alabama 0.2042660128%
AL12 Auburn City, Alabama 0.6130747449%
AL13 Autauga County, Alabama 0.3128274268%
AL14 Baldwin County, Alabama 2.0634748791%
AL15 Barbour County, Alabama 0.0903480172%
AL16 Berry Town, Alabama 0.0255807640%
AL17 Bessemer City, Alabama 0.7109947981%
AL18 Bibb County, Alabama 0.4085288902%
AL19 Birmingham City, Alabama 5.1951777198%
AL20 Blount County, Alabama 0.9234442662%
AL21 Boaz City, Alabama 0.2060136530%
AL22 Brent City, Alabama 0.0773896125%
AL23 Bridgeport City, Alabama 0.0018784682%
AL24 Brookwood Town, Alabama 0.0086489962%
AL25 Brundidge City, Alabama 0.0135311792%
AL26 Bullock County, Alabama 0.0796915277%
AL27 Butler County, Alabama 0.1018481869%
AL28 Butler Town, Alabama 0.0667162698%
AL29 Calera City, Alabama 0.3019414983%
AL30 Calhoun County, Alabama 0.9063882548%
AL31 Camp Hill Town, Alabama 0.0075417001%
AL32 Carbon Hill City, Alabama 0.1157840003%
AL33 Cedar Bluff Town, Alabama 0.0710934048%
AL34 Center Point City, Alabama 0.0133238453%
AL35 Centre City, Alabama 0.1794085265%
AL36 Centreville City, Alabama 0.0284520830%
AL37 Chambers County, Alabama 0.5294659792%
AL38 Chelsea City, Alabama 0.0979008483%
AL39 Cherokee County, Alabama 0.3783571512%
AL40 Cherokee Town, Alabama 0.0103977337%
AL41 Chickasaw City, Alabama 0.1001322936%
AL42 Chilton County, Alabama 0.8173656065%
AL43 Choctaw County, Alabama 0.1561299913%
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