Class Action Settlement Agreement and Release

Transcription

1 Class Action Settlement Agreement and Release This Class Action Settlement Agreement and Release ( the Class Action Settlement Agreement is made by Plaintiff Pamela Ruth, on behalf of herself and all others similarly situated (collectively Ruth or Plaintiff and Defendants Unifund CCR Partners ( Unifund, David Rosenberg, ZB Limited Partnership (sued as ZB Limited Partners, Credit Card Receivables Fund, Inc., and National Check Bureau, Inc. (collectively Defendants. Plaintiff and Defendants are referred to collectively as the Parties. I. PRELIMINARY STATEMENT 1. On October 3, 2008, Plaintiff filed a class action Complaint against Defendants Unifund, David Rosenberg, ZB Limited Partnership, Credit Card Receivables Fund, Inc., and National Check Bureau, Inc. in the Court of Common Pleas of Summit County, Ohio (the Court, Case Number (the Current Case. 2. In her Complaint, Plaintiff alleged in class claims that the Defendants violated the Fair Debt Collection Practices Act, 15 U.S.C. 1692, et seq. ("FDCPA", the Ohio Consumer Protection Sales Act, Ohio Revised Code , et seq. ("OCPSA", and the Ohio Deceptive Trade Practices Act, RC , et seq. ("ODTPA", and engaged further in a pattern of corrupt activity and committed fraud, defamation, abuse of process, and conspiracy. Plaintiff also alleged individual claims for violation of the FDCPA, the OCSPA, fraud, malicious prosecution and conspiracy. Page 1 of 15

2 3. On November 14, 2008, Defendants removed the case to federal district court in the Northern District of Ohio (the District Court, Case No. 5:08CV On March 6, 2009, the District Court dismissed Ms. Ruth s claims under the FDCPA with prejudice. The District Court declined to exercise supplemental jurisdiction over the remaining claims. 5. On March 16, 2009, Defendants moved in the Court to dismiss all remaining claims. 6. Ms. Ruth appealed the decision of the District Court to the United States Court of Appeals for the Sixth Circuit, Case No On May 11, 2010, the Court of Appeals affirmed the decision of the District Court dismissing Ms. Ruth s claims under the FDCPA. 7. On May 10, 2017, the Defendants filed renewed motions to dismiss with the Court. 8. On July 14, 2017, the Court denied the motions to dismiss. 9. The Parties and their respective counsel have conducted discovery and an investigation and examination relating to the facts, law, claims, defenses, underlying events, alleged acts and omissions pertaining to this matter. Based upon the foregoing and considering the burdens, expenses, risks and inconvenience of continued and lengthy litigation, including the inherent risks, uncertainties, and delays associated with class certification, trials and appeals, as well as the fair, cost-effective and assured method of resolving claims, the Parties and their respective counsel have concluded that Page 2 of 15

3 it is in their best interest to settle the instant dispute, subject to the Court s review and approval. The Parties and their respective counsel conducted extensive, arms-length settlement discussions. These negotiations ultimately resulted in a proposed settlement of the consumer class action which is documented in this Class Action Settlement Agreement. 10. Unifund represents that based upon the class definition as set forth herein, there are four thousand four hundred eight (4,408 members of the Settlement Class (defined below who will be subject to the terms of this Class Action Settlement Agreement. NOW, THEREFORE, in consideration of the promises, covenants and agreements set forth herein, intending to be legally bound, it is agreed as follows: II. SETTLEMENT TERMS 11. Definitions (a Account Activity means (1 seeking voluntary payment on an Account, (2 seeking involuntary payment on an Account by suit, garnishment, lien or other act of collection, or (3 otherwise seeking from a Releasing Person a balance purportedly due on his or her Account or reporting such a balance to a credit reporting agency. (b Account means any account receivable within the scope of the Released Claims. Defendants affirmatively represent that they have all rights, with respect to each Account, necessary to take the actions that Defendants Page 3 of 15

4 (individually or collectively are required to take under the terms of this Class Action Settlement Agreement. (c Effective Date means thirty-one (31 days after the Court's entry of a Final Judgment, or if an appeal has been sought, the expiration of thirty-one days after the disposition of any such appeal if the Final Judgment is affirmed. (d Execution Date means June 14, (e Final Judgment means the Court s entry of an order granting final approval of this Class Action Settlement Agreement. (f Related Parties, as to an individual, means the individual s heirs, estates, trusts, past, present and future beneficiaries, next of kin, agents, attorneys, insurers, representatives, administrators, executors, successors, assigns, or anyone else claiming on his or her behalf. (g Related Parties, as to an entity, means each of the entity s present or former divisions, affiliates and any other person or entity sharing common control or ownership and each of the entity s present or former employees, officers, directors, shareholders, parents, members, partners, corporations, principals, agents, representatives, insurers, attorneys, assignors, assigns, predecessors, predecessors-in-interest, successors, successors-in-interest, consultants, vendors and collection agencies. (h Releasing Persons means Plaintiff and the following Settlement Class and each of Plaintiff s and the Settlement Class Related Parties. The Settlement Class consists of the 4,408 persons on a written Page 4 of 15

5 list(s or file(s provided to Class Counsel setting forth the name of each person in the Settlement Class with each such person s last known address and Account identification number (the Class List and is defined further as: Each natural person named as a defendant in a lawsuit ( Lawsuit, attempting to collect credit card debt, filed in an Ohio court by Unifund CCR Partners as Plaintiff, where the lawsuit was filed on or after December 3, 2004 and before December 12, (i Released Claims means any and all claims, causes of action, damages, demands, and legal, equitable, injunctive or declaratory relief of any kind whatsoever, under federal or state law, that the Releasing Persons have or may have against the Released Persons that were or could have been asserted in the Current Case or that otherwise arise out of the Lawsuits subject to the Settlement Class, and that exist on the Effective Date. This agreement does not release, impair, ratify, or otherwise affect any claim other than the Released Claims. (j Released Persons means Defendants and each of their Related Parties. (k Void Date means the date, ninety (90 days from the date of issuance, on which all checks mailed to class members become void, regardless of whether the check was returned as undeliverable or without a forwarding address, or because the check otherwise remains uncashed. 12. The Parties agree that this Class Action Settlement Agreement, if granted final approval by the Court and upon Unifund s payment of the amounts required by paragraphs 20 and 21 below, acts as a full and final Page 5 of 15

6 release and discharge of the Released Claims by the Releasing Persons in favor of the Released Persons. This release is an acknowledgment and waiver of all claims, causes of action, suits or proceedings, or other rights or remedies of any kind or nature, including but not limited to any rights for statutory damages, attorney fees, and costs or expenses that the Releasing Persons may have under federal or state law arising out of the Current Case or the Lawsuits subject to the Settlement Class. 13. In the event this Class Action Settlement Agreement is not approved by the Court, this Class Action Settlement Agreement shall be rescinded and deemed void and of no effect, and the Parties shall be deemed to have reverted to their respective status in the Current Case as it existed before this settlement, and they shall proceed in all respects as if this Class Action Settlement Agreement had not been executed. In such event, the Parties shall jointly petition the Court to permit a period of ninety days to complete discovery before dispositive motions and a motion for class certification are due. 14. Plaintiff shall move the Court for preliminary approval of the Class Action Settlement Agreement in accordance with paragraph 24 below. If the Court grants preliminary approval, Plaintiff shall move the Court, after due notice, for final approval of the Class Action Settlement Agreement. Defendants shall join in said motions and support them before the Court. 15. For settlement purposes, and subject to Court approval, Plaintiff is appointed as Class Representative and Anand N. Misra, Misra Law Firm LLC, Page 6 of 15

7 and Robert S. Belovich, Robert S. Belovich Attorney LLC, are appointed as Class Counsel. 16. The Parties shall jointly propose to the Court that First Class, Inc., 5410 W. Roosevelt Rd., Suite 222, Chicago IL , be appointed the Class Administrator and be responsible for distributing all notices and claim forms, making payments to the Settlement Class, and reporting to the Court and Class Counsel about mail sent to class members and mail that is returned or received. The Class Administrator shall maintain a website with case documents and schedule updates (such as changes to hearing dates, no later than thirty (30 days after preliminary approval of this Class Action Settlement Agreement and ending forty-five (45 days after final dismissal of the Current Case with prejudice. The web address shall be noted in the initial class notice. The Class Administrator shall maintain a toll free telephone number for class member inquiries during the forty-five (45 day initial notice period and the forty-five (45 day claim form return period described below, and shall publish the number to class members. The Class Administrator shall make and maintain records of mail sent to the class members and phone calls with class members. The Class Administrator shall provide an affidavit prior to the final approval hearing attesting to initial class notices mailed and/or returned, and any optouts or objections received. Within twenty (20 days of the Void Date, the Class Administrator shall also provide an affidavit attesting to all claim forms received, checks mailed and cashed, and cy pres payments made. Page 7 of 15

8 17. The Parties agree to the following claims procedure subject to Court approval. There shall be an initial notice to the Settlement Class informing class members of this settlement and their related rights, in the form attached hereto as Exhibit 1 unless modified by the Court. If the Court grants final approval to this settlement, then within fifteen (15 days of the Effective Date, the Class Administrator shall mail a second notice to the Settlement Class accompanied by a claim form and a postage paid return envelope to the Class Administrator. The Claim form shall be due for return forty-five (45 days after mailing. Thereafter, within fifteen (15 days after the deadline to return the claim form, the Class Administrator shall send settlement funds by check to each Settlement Class member who timely submitted a claim form. The amount of each settlement check shall be equal to the sum of $225, divided by the number of claims forms received. Checks must be cashed by the Void Date or they shall be void as of that date. 18. Costs for all services provided by the Class Administrator shall be paid by Defendants. It is understood that in the event this Agreement is not granted final approval by the Court or is not consummated as described in Section IV infra, that any such costs paid by Defendants will not be recoverable by them or otherwise charged to the Plaintiff or the Settlement Class. 19. Defendants agree to injunctive relief for the Settlement Class. On the Execution Date, Defendants, including their agents, shall cease all Account Activity, including any further efforts to collect the Accounts. Moreover, Unifund is negotiating in good faith an appropriate agreement with RIP Medical Page 8 of 15

9 Debt for the assignment and transfer of the Accounts. Subject to executing such an agreement, Defendants shall assign and transfer all of their interest in the Accounts to RIP Medical Debt within ten (10 days of the Effective Date and shall also transfer to RIP Medical Debt any amounts received on any Account on or after the Execution Date. In the event that an agreement is not reached, or if an agreement is reached but RIP Medical Debt declines to accept some or all of the Accounts, then Defendants shall agree not to undertake any further Account Activity on such Accounts and, further, shall not sell the Accounts to any third party and shall mark the Accounts out-of-inventory so they are ineligible for further Account Activity. 19(A. For any Accounts not transferred to RIP Medical Debt, Defendants will issue the appropriate version of Internal Revenue Service Form 1099 to the extent required by law, as determined in Defendants sole discretion. Tax liability is the sole responsibility of the recipients. Defendants have not provided any advice, statements, or representations as to the tax effects of this Class Action Settlement Agreement, including but not limited to whether any recipients must declare or pay tax on any of the benefits hereunder, or the applicability of 26 U.S.C. 108(a(1(B, providing that Gross income does not include any amount which (but for this subsection would be includible in gross income by reason of the discharge (in whole or in part of indebtedness of the taxpayer if (B the discharge occurs when the taxpayer is insolvent 20. Defendants agree to legal relief for the Settlement Class. Unifund shall pay, within five business days after the Effective Date, the sum of two Page 9 of 15

10 hundred twenty five thousand dollars ($225, (the Settlement Fund to the Class Administrator for distribution to the Settlement Class in equal shares to all those class members timely submitting a completed claim form approved by the Court. Should any funds remain with the Class Administrator after the Void Date, such funds shall be paid within ten (10 days of the Void Date to Community Legal Aid Services, Inc., Akron Centre Plaza, 50 South Main Street, Suite 800, Akron, Ohio as a cy pres distribution. 21. The Parties agree that Unifund shall pay, within five (5 business days after the Effective Date, and shall not object to approval of (a payment to Plaintiff Pamela Ruth the sum of ten thousand dollars ($10, for her services as Class Representative and settlement of her individual claims, and (b Class Counsel fees and expenses for services rendered in the amount of one hundred fifty thousand dollars ($150, Defendants agree that such amounts are reasonable compensation to Plaintiff and Class Counsel. 22. Released Persons shall not be subject to liability or expense of any kind to Plaintiff, the Settlement Class, or Class Counsel except as provided herein. As of the Effective Date, Plaintiff and all Settlement Class members agree that they, acting individually or together, shall not institute, maintain, or prosecute any suit, action, or proceeding of any kind or in any forum whatsoever asserting any of the Released Claims. 23. Whether consummated fully, or in part, or whether approved or not, neither this Class Action Settlement Agreement, nor its terms or provisions, nor the negotiations related thereto shall be construed to be Page 10 of 15

11 evidence of any concession or admission by any party, or member of the class, of the truth of any fact alleged or validity or lack of merit of any claim that has been or could have been asserted in the Current Case, nor of any liability, fault or wrongdoing by any party. This agreement is for settlement purposes only. 24. Without in any manner limiting the foregoing obligations, it is specifically agreed that within twenty (20 days of the Execution Date, Plaintiff shall file and Defendants shall join in: (a A motion for preliminary approval of the settlement. A draft of this motion is attached and marked Exhibit 2; (b Including in the motion for preliminary approval the following deadlines for: mailing the initial class notice (within thirty (30 days of the preliminary approval order, and serving opt-outs and objections (each within forty-five (45 days of the date on which the initial class notice is mailed; and (c Scheduling a hearing to consider preliminary approval of the settlement. 25. Within thirty (30 days after the Void Date, the Parties shall file a Notice of Compliance with the Court. Within ten (10 days of filing the Notice of Compliance, the Final Judgment shall be converted to a dismissal of the Current Case with prejudice absent a timely motion to enforce this Class Action Settlement Agreement. If such a motion is filed, the Current Case shall be dismissed with prejudice once the motion is withdrawn or the Court determines compliance with this Class Action Settlement Agreement. Page 11 of 15

12 III. REPRESENTATIONS AND WARRANTIES 26. Each of the persons or entities executing this Class Action Settlement Agreement represents and warrants to the others that he, she or it has the authority to do so on behalf of, and to bind the entity and/or persons for which he, she or it has executed the document, and that all corporate actions necessary to authorize the execution of this Class Action Settlement Agreement on behalf of any entity have been duly performed. 27. None of the Parties to this Class Action Settlement Agreement shall have the right to terminate this Class Action Settlement Agreement except as expressly provided above. 28. The Parties negotiated the terms and conditions of this Class Action Settlement Agreement at arm s-length. All terms and conditions are material to this Class Action Settlement Agreement and have been relied upon by the Parties. The Parties, with the advice of counsel, relied wholly upon their independent investigation, judgment, belief, and knowledge in making this agreement and did not rely on any statement or representation made by any other party. Moreover, each party participated jointly in drafting this Class Action Settlement Agreement. Therefore, the terms of this Class Action Settlement Agreement shall not be construed against any party by virtue of draftsmanship. 29. The Class Action Settlement Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same agreement. Page 12 of 15

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18 SETTLEMENT AGREEMENT EXHIBIT 1

19 This notice may affect your rights. Please read carefully. IN THE COURT OF COMMON PLEAS SUMMIT COUNTY, OHIO Pamela Ruth : : CASE NO. CV: Plaintiff : v. : : Judge Amy Corrigall Jones Unifund CCR Partners, et al. : : Defendant : NOTICE OF PROPOSED SETTLEMENT OF CLASS ACTION THIS IS NOT A NOTIFICATION THAT YOU HAVE BEEN SUED. Court documents and other relevant information can be obtained at the following website: <<<website address to be provided by Administrator>>> THE PURPOSE OF THIS NOTICE This Notice is given pursuant to an order issued by the Common Pleas Court in Summit County, Ohio (the "Court". This Notice serves to inform you of the proposed settlement of this class action lawsuit (the "Settlement" and the hearing (the "Fairness Hearing" to be held by the Court to consider the fairness, reasonableness and adequacy of the Settlement as set forth in the Class Action Settlement Agreement and Release among Plaintiff Pamela Ruth as the class representative and Defendants Unifund CCR Partners ( Unifund, David Rosenberg, ZB Limited Partnership, Credit Card Receivables Fund, Inc., National Check Bureau, Inc. This Notice is intended to inform you how this lawsuit and proposed Settlement may affect your rights and what steps you may take in relation to it. This Notice is not an expression of any opinion by the Court as to the merits of the claims or defenses asserted in the lawsuit. DESCRIPTION OF THE CLASS ACTION (1 The Allegations. Ms. Ruth alleged that the Defendants violated the Fair Debt Collection Practices Act, 15 U.S.C. 1692, et seq., ("FDCPA", the Ohio Consumer Protection Sales Act, Ohio Revised Code , et seq., ("OCPSA", the Ohio Deceptive Trade Practices Act, RC , et seq. ("ODTPA", engaged in a pattern of corrupt activity and committed fraud, defamation, abuse of process, and conspiracy by filing suits in an attempt to collect consumer credit card debt without the legal capacity to do so. She brought this claim on behalf of a class of consumers who had been sued by Unifund on or after December 3, 2004 and before December 12, 2007 ( Class or Settlement Class. Defendants deny Ms. Ruth s allegations and have vigorously defended the litigation. The Court has not ruled as to whether Defendants are liable to Ms. Ruth or to the Class. This Notice is not intended to be an expression of any opinion by the Court with respect to the truth of the allegations in this lawsuit or the merits of the claims or defenses asserted. This Notice is solely to advise you of proposed Settlement thereof and your rights in connection with the Settlement. (2 Status of the Case. This action was filed on October 3, 2008 by Ms. Ruth alleging that Defendants had committed various violations of law as described above. On November 14, 2008, Defendants removed the case to federal district court. On March 6, 2009, the district court dismissed Ms. Ruth s claims under the Fair Debt Collection Practices Act with prejudice, and this decision was affirmed by the Court of Appeals on May 11, The case was returned to this Court from the federal district court. On May 10, 2017, Defendants filed motions to dismiss, which were denied by the Court on July 14, Thereafter, the parties and their respective counsel have conducted discovery and an investigation and examination relating to the facts, law, claims, defenses, underlying events, alleged acts and omissions pertaining to this matter. Based upon the foregoing and considering the burdens, expenses, risks and inconvenience of continued and lengthy litigation, including the inherent risks, uncertainties, and delays associated with class certification, trials and appeals, as well as the fair, cost-effective and assured method of resolving claims, the parties and their respective counsel have concluded that it is in their best interest to settle the instant dispute, subject to the Court s review and approval. Defendants produced extensive records concerning their debt collection activities involving Ms. Ruth and the class members. The parties and their respective counsel conducted settlement discussions, which ultimately resulted in the proposed settlement of the class action documented in the Class Action Settlement Agreement. This Notice is being sent to you because you were identified through Unifund s business records as a member of the Settlement Class. TERMS OF THE SETTLEMENT The settlement provides the following relief to Settlement Class members: Defendants will pay $225, for distribution to the Settlement Class members ( Settlement Fund. Defendants will also cease all further collection activity related to accounts of Settlement Class members that are the subject of this class action, including on judgments previously obtained against Settlement Class members. Defendants may assign and transfer all of their interest in such Settlement Class members accounts to RIP Medical Debt, a non-profit organization assisting individuals burdened by debt. Distribution of Settlement Fund: If the Court grants final approval to the settlement, then each Settlement Class member will receive another notice by mail, along with a Claim Form and instructions for submission of the Claim Form to the Settlement Administrator. To receive money you will be required to submit the Claim Form. The exact amount of money that you may receive, should the settlement be

20 approved, will be determined by dividing the number of claims received into the $225,000 that Defendants are contr buting to the settlement, but no less than fifty-one dollars. Defendants will pay Ms. Ruth $10,000 for her services as class representative and for her individual claims. This amount will NOT reduce the $225,000 Settlement Fund that is available to Settlement Class members. Defendants have agreed to pay counsel for Ms. Ruth and the class, reasonable attorneys fees and expenses in the amount of $150,000.00, subject to court approval The amount to be paid for attorneys fees and expenses by Defendants is in addition to any benefit made available to Settlement Class members. In other words, attorneys fees and expenses will NOT reduce the $225,000 Settlement Fund that is available to Settlement Class members. YOUR RIGHT TO BE EXCLUDED You are receiving this notice because you are a Settlement Class Member. Being a Settlement Class Member means that if the settlement is finally approved by the Court, you will receive the relief described in the Terms of the Settlement section above. If you do not wish to be a Settlement Class Member, you may exclude yourself from the Settlement Class by mailing a notice of exclusion post-marked not later than, 2018 addressed to the Settlement Administrator at the address set forth below: The Notice of Exclusion must state your name and address, and must be signed by you. If you choose to exclude yourself from the Settlement Class, any claims you may have against Defendants will not be affected by this lawsuit. HOWEVER, IF YOU EXCLUDE YOURSELF, YOU WILL NOT BE ABLE TO RECEIVE THE BENEFITS OF THIS SETTLEMENT. CLAIMS RELEASED BY THIS SETTLEMENT In exchange for the foregoing benefits provided by Defendants pursuant to the settlement, Ms. Ruth and all Settlement Class Members who do not timely exclude themselves from the Settlement Class, on behalf of themselves, their heirs, executors, administrators, successors and assigns, shall forever, irrevocably, and unconditionally waive, release, and discharge Defendants and their respective current and former parents, subsidiaries, partners, and affiliates, including all respective directors, officers, members, partners, shareholders, employees, agents, attorneys, servants, assigns, representatives, successors, and insurers (collectively the "Released Parties", from any and all claims, rights, demands, and causes of action arising out of the lawsuits filed by Unifund against them that are the subject of this settlement. THE FAIRNESS HEARING The Court will hold a fairness hearing on, 2018 at AM before the Honorable Amy Corrigall Jones in the Summit County Courthouse, 209 S. High Street, Akron, Ohio 44308, for the purpose of determining (a whether the proposed Settlement as set forth in the agreement is fair, reasonable and adequate and should be approved by the Court; (b whether the Order and Final Judgment of Dismissal as provided under the Stipulation should be entered, dismissing the case on the merits and with prejudice; (c whether the release by the Settlement Class of the Settled Claims, as set forth in the Stipulation, should be provided to the Released Parties; (d the amount of attorneys' fees and costs to be paid by Defendants to counsel for Ms. Ruth and the class; and (e the individual settlement award to the Class representative. The hearing date may be changed without further notice to you individually. YOU DO NOT NEED TO APPEAR IN COURT. Any Settlement Class member may object to the approval of the proposed settlement or the application for attorneys' fees and expenses and class representative individual settlement award, and may appear at the hearing, individually or through your own counsel, but ONLY if you have submitted a WRITTEN objection and notice of intention to appear. Any objection must be in writing and must be filed, with copies of all other papers and briefs to be submitted by him or her to the Court at the Farness Hearing, with the Court no later than, 2018, and showing due proof of service on the following counsel. Robert S. Belovich, Esq. Robert S. Belovich, Attorney LLC 9100 South Hills Blvd., Suite 325 Broadview Heights, OH Anand N. Misra Esq The Misra Law Firm, LLC 3659 Green Road, Suite 100 Beachwood, Ohio Alan H. Abes, Esq. Dinsmore & Shohl LLP 255 East Fifth Street, Suite 1900 Cincinnati, OH Counsel for Ms. Ruth and the Class Counsel for Defendants Elizabeth M. Shaffer, Esq. Dinsmore & Shohl LLP 255 East Fifth Street, Suite 1900 Cincinnati, OH Any Settlement Class Member making an objection must include in the objection or attached thereto: a their full name and address; b all arguments, citations, and Supporting Materials; c a statement that the objector is a Settlement Class Member; and d a statement whether the objector intends to appear at the Settlement Hearing with or without counsel, (e a list of witnesses, if any, to be called. Any Settlement Class Member failing to timely file and serve on Class Counsel and Defendants Counsel its written objection with the Court, or whose objection does not accurately contain items (a through (e of this paragraph shall not be permitted to make such objection or any other objection. Any Settlement Class Member timely filing and serving their objection accurately containing items (a through (e of this paragraph, but without notice of intent to appear at the Settlement Hearing in accordance with the terms of this Section and as detailed in the Notice, shall not be permitted to appear or argue at the Settlement Hearing, and their objection will be considered on the Supporting Materials only. Only those arguments and Supporting Materials contained in a timely filed and served objection, which accurately contains

21 items (a through (e of this paragraph will be considered by the court. Unless otherwise directed by the Court, any Settlement Class Member that does not timely file his or her objection as described above, shall be deemed to have waived all objections to this Settlement and shall be foreclosed from raising (in this proceeding or on any appeal, any objection to the Settlement, and any untimely or incomplete objections shall be barred. ADDITIONAL INFORMATION This Notice contains only a summary of the terms of the proposed Settlement. The records in this litigation may be examined and copied at any time during regular office hours, and subject to customary copying fees, at the Clerk of the Court, Summit County Court of Common Pleas. In addition, Settlement Documents may be obtained by accessing the web site, <<<website address to be provided by Administrator>>>. DO NOT WRITE TO OR TELEPHONE THE COURT FOR INFORMATION., 2018 BY ORDER OF THE COMMON PLEAS COURT IN SUMMIT COUNTY, OHIO HONORABLE JUDGE AMY CORRIGALL JONES

22 SETTLEMENT AGREEMENT EXHIBIT 2

23 COURT OF COMMON PLEAS SUMMIT COUNTY, OHIO Pamela Ruth Plaintiff vs. Unifund CCR Partners, et al. Defendants CASE NO: Judge Amy Corrigall Jones Joint Motion for Preliminary Approval of Class Settlement Agreement (All Parties The parties jointly move, pursuant to Civ. R. 23(A for an Order: Granting preliminary approval to a class settlement; Approving the forms and method for providing class-wide notice Scheduling a final hearing for approval of the settlement to consider: o o Request for Final Approval of Proposed Settlement, entry of the Final Judgment and Order; Plaintiff's application for attorneys' fees, costs and expenses, and award to representative plaintiff. This motion is supported with the following: Settlement Agreement with attached Exhibits Proposed Notice Memorandum of Law Respectfully submitted, /s/ Robert S. Belovich Robert S. Belovich (# Robert S. Belovich Attorney LLC 9100 South Hills Blvd., Suite 325 Broadview Heights, Ohio ( rsb@belovichlaw.com

24 Anand N. Misra (# The Misra Law Firm, LLC 3659 Green Road, Suite 100 Beachwood, Ohio ( Co-counsel for Plaintiff /s/ Alan H. Abes Alan H. Abes ( Elizabeth M. Shaffer ( DINSMORE & SHOHL LLP 1900 Chemed Center 255 East Fifth Street Cincinnati, OH Telephone: ( Facsimile: ( Attorneys for Defendants Certificate of Service I hereby certify that, in accordance with Civil Rules 5(B(2(f and 5(B(3, a copy of the foregoing was electronically filed on June 15, 2018, with the Clerk of this Court using the ECF system which will send, by , notification of such filing to all counsel of record. /s/ Robert S. Belovich Robert S. Belovich (# One of the Attorneys for Plaintiff

25 COURT OF COMMON PLEAS SUMMIT COUNTY, OHIO Pamela Ruth Plaintiff vs. Unifund CCR Partners, et al. Defendants CASE NO: Judge Amy Corrigall Jones Memorandum in Support of Joint Motion for Preliminary Approval of Class Settlement Agreement (All Parties Introduction Following extensive discovery, and with unresolved disputes over discovery issues, the parties began negotiations in earnest in January These negotiations continued for three months, culminating in the Settlement Agreement now before the court. The settlement agreement includes monetary and injunctive relief for the settlement class. By agreeing to the settlement, the defendants deny fault or liability, and do not concede any of the allegations set out in the Complaint, which they have denied. Factual Backround On October 3, 2008, Plaintiff, Pamela Ruth filed a class action Complaint against Defendants Unifund CCR Partners, David Rosenberg, ZB Limited Partnership (sued as ZB Limited Partners, Credit Card Receivables Fund, Inc., and National Check Bureau, Inc., in the Court of Common Pleas of Summit County, Ohio, Case Number ( Current Case. In her Complaint, Ms. Ruth alleged in class claims that the defendants violated the Fair Debt Collection Practices Act, 15 U.S.C. 1692, et seq. ("FDCPA", the Ohio Consumer Protection Sales Act, Ohio Revised Code , et seq. ("OCPSA", the Ohio Deceptive Trade 1

26 Practices Act, RC , et seq. ("ODTPA", engaged in a pattern of corrupt activity and committed fraud, defamation, abuse of process, and conspiracy. Plaintiff also alleged individual claims for violation of the FDCPA, the OCSPA, fraud, malicious prosecution and conspiracy. On November 14, 2008, defendants removed the case to the United States District Court for the Northern District of Ohio, Case No. 5:08CV On March 6, 2009, the District Court dismissed Ms. Ruth s claims under the Fair Debt Collection Practices Act with prejudice. The District Court declined to exercise supplemental jurisdiction over the remaining claims. On March 16, 2009, defendants moved in this court to dismiss all remaining claims. Ms. Ruth appealed the decision of the District Court to the United States Court of Appeals for the Sixth Circuit, Case No On May 11, 2010, the Court of Appeals affirmed the decision of the District Court dismissing Ms. Ruth s claims under the FDCPA. On May 10, 2017, the defendants filed renewed motions to dismiss. On July 14, 2017, the court denied the motions to dismiss. In the interim, the parties conducted extensive discovery. Proposed Settlement The settlement class is defined as: Each natural person named as a defendant in a lawsuit, attempting to collect credit card debt, filed in an Ohio court by Unifund CCR Partners as Plaintiff, where the lawsuit was filed on or after December 3, 2004 and before December 12, There are 4,408 class members specifically identified through Unifund s business records. The list of class members is being provided to proposed Class Counsel. 2

27 The settlement benefits for the class members are: Unifund will cease all collection activity on accounts related to the settlement class members. These are defined in the settlement agreement to be those natural persons who were named as a defendant in a lawsuit, seeking to collect credit card debt, filed in Ohio by Unifund CCR Partners on or after December 3, 2004 and before December 12, Unifund will transfer the accounts to a non-profit charitable foundation, RIP Medical Debt to the full extent permissible and as negotiated between them. RIP Medical Debt intends to forgive the debt as a gift to the class members. Unifund will pay $225, to the class administrator for payment to the class members. The claims administrator will make a per capita distribution to those class members who submit a claim form pursuant to the claims procedure in the settlement agreement. In addition to the above benefits to the class, Unifund further agrees to pay Pamela Ruth the sum of $10, for her services as class representative and in settlement of her individual non-class claims. Unifund also agrees to pay reasonable class counsel fees and expenses for services rendered in the amount of $150, Unfund also agrees to pay all costs for notice to class members and settlement administration. The Court Should Grant Preliminary Approval to the Settlement Because it is Fair, Reasonable and Adequate. The present Motion asks the Court to make a preliminary determination as to the fairness of the settlement, approve the Class Notice which the parties have prepared, and 3

28 schedule a hearing at which the parties will seek final approval of the settlement. The Motion is brought pursuant to Ohio Rule of Civil Procedure, Rule 23(C that provides: In any class action maintained under subdivision (B(3, the Court shall direct to the members of the class the best notice practicable under the circumstances, including individual notice to all members who can be identified through reasonable effort. The notice shall advise each member that (a the court will exclude him from the class if he so requests by a specified date; (b the judgment, whether favorable or not, will include all members who do not request exclusion; and, (c any member who does not request exclusion may, if he desires, enter an appearance through counsel. Prior to a class settlement being finalized, the parties must first obtain approval of the court. Rule 23(E of the Ohio Rules of Civil Procedure unambiguously requires court approval, stating "[a] class action shall not be dismissed or compromised without the approval of the court, and notice of the proposed dismissal or compromise shall be given to all members of the class in such manner as the Court directs." Based upon the clear language of the Rule, "[a] class action cannot be settled unless Class Members have been afforded notice of the proposed settlement and the trial court has determined, after a hearing on the matter, that the settlement is fair, adequate and reasonable." In re Kroger Company Shareholders Litigation, 70 Ohio App.3d 52, 67 (1990 1st Dist.. "In assessing the fairness, adequacy and reasonableness of a proposal to settle a class action, the trial court must consider: (1 the fairness and reasonableness of the proposed settlement to those affected by it; (2 the adequacy of the settlement to the class; and (3 whether the settlement proposed is in the public interest." Id. (citing Williams v. Vukovich (C.A.6, 1983, 720 F.2d 909. The determination of whether these factors are a satisfied is in the sound discretion of the trial court. Id. at 68. 4

29 The settlement terms proposed in the present matter meet these three factors, and therefore, the Court should grant this Motion. 1. The Proposed Settlement Terms are Fair and Reasonable to the Class Members. The Settlement Terms provide class members with legal and equitable relief, which is fair and reasonable because: liability is contested by all defendants; there is uncertainty of outcome under state laws upon which the class claims are based; The class claims are based upon an application of the partnership registration statutes in Ohio Revised Code Chapter This chapter was repealed on January 1, Defendants contest the application of Chapter 1777; The class claims include a claim under the Ohio Deceptive Trade Practices Act, R.C et seq. ( DPTA but Defendants contest the application of the DPTA to the claims of class members. At least two Ohio Court of Appeals held the DPTA does not apply to claims brought by consumers. Dawson v. Blockbuster, Inc., 2006 Ohio 1240 (8 th Dist. Hamilton v. Ball, 2014-Ohio-1118 (4 th Dist.; The class claims include a claim under the Ohio Consumer Sales Practices, Act. Ohio Revised Code Chapter 1345 ( OCSPA. The parties disagree about whether the OCSPA may be violated by Unifund s alleged failure to register prior to filing lawsuits; 5

30 The class claims include a claim under the Ohio Pattern of Corrupt Activity statutes, ORC et seq. The parties disagree about whether there is sufficient evidence to establish a pattern of corrupt activity based upon Unifund s failure to comply with the partnership registration statutes; The class claims include a claim for common law fraud. The parties disagree about whether there is sufficient evidence of all of the elements of common law fraud, including the elements of misrepresentation and reliance; The class claims include a claim for civil conspiracy. The parties disagree about whether there is sufficient evidence for proof of conspiracy and intent to conspire; The class claims include a claim for abuse of process. The parties disagree about whether there is sufficient evidence to prove that the lawsuits filed against the settlement class members were filed for an improper purpose; The class claims include a claim for defamation. The parties disagree about whether there is sufficient evidence to establish defamation, whether the claims are barred by affirmative defenses of truth and privilege, and whether there is an adequate evidentiary basis for class certification of this claim. 2. The Proposed Settlement is Adequate. The proposed Settlement of this case was the culmination of lengthy, extensive, arms- length negotiation between counsel for the parties. The Settlement was reached after extensive discovery was conducted, including class data. 6

31 Class Counsel and Defense Counsel are experienced in Class Actions and negotiated the resolution of this case with principal consideration being the best interest of their respective clients, including the putative class. This Settlement provides substantial relief to the Settlement Class valued as follows: Injunctive relief (current value of Unifund s claim: $42,521, Monetary relief: $225, The parties assert that these terms adequately address the class claims asserted in this matter and adequately and fairly address the risks associated with continuing the litigation of this case. 3. The Proposed Settlement Terms Comport with Public Interest. It is in the public interest for the Court to approve this settlement. Based upon the investigation and discovery conducted in this matter, and the limited potential for individual recovery, the Court should not hesitate to approve this settlement. Class Counsel respectfully contends that this settlement is fair, adequate and reasonable. The class members shall have the full and fair opportunity to raise timely objections to this Settlement at the final fairness hearing. Class members who so choose will have an unrestricted right to opt-out of the settlement. This settlement provides both injunctive relief and, to a limited extent, monetary relief. The terms of the proposed settlement provide substantial benefit to members of the class. The settlement avoids the unnecessary risk, time and expense that are associated with litigation. The relief is automatic and does not require the Class members to opt-in to the litigation. 7

32 Further, as provide for in Rule 23 of the Ohio Rules of Civil Procedure, any class member who does not wish to participate in the benefits of this Settlement may exclude himself or herself from the settlement. By opting-out, any class member may then pursue his/her own claims. Should the settlement receive final approval of the court, it will also include a release and discharge of the claims asserted in the complaint by the class members in favor of the defendants. The Proposed Notice Rule 23(E of the Ohio Rules of Civil Procedure requires that a Notice of the Settlement Agreement and of a Fairness Hearing to all members of the Class. Counsel for parties have jointly drafted and negotiated a Notice which is intended to afford Class Members a full and fair opportunity to consider the proposed settlement, to develop a response to it, and determine whether he/she prefers to opt out of this class settlement. The proposed Notice is attached as Exhibit 1. Upon preliminary approval by the Court, Class Counsel shall, through the use of the Class Administrator, cause the attached Notice to be mailed to all Class Members. In addition, the Notice and the Settlement Agreement will be published on a website identified in the Notice. As part of the Settlement Agreement, defendants will pay all notice costs as additional consideration for the settlement beyond the relief to class members, as outlined above. The 8

33 parties believe that this procedure constitutes the best practicable notice under the circumstances, and therefore, requests that the Court approve it. Conclusion The proposed Settlement Agreement is the product of extensive, good faith negotiations amount experienced counsel. Class Counsel and Defendants' Counsel respectfully request that this Honorable Court enter the attached order, preliminarily approve the Settlement and approving the attached Notice. Respectfully submitted, /s/ Robert S. Belovich Robert S. Belovich (# Robert S. Belovich Attorney LLC 9100 South Hills Blvd., Suite 325 Broadview Heights, Ohio ( Anand N. Misra (# The Misra Law Firm, LLC 3659 Green Road, Suite 100 Beachwood, Ohio ( Co-counsel for Plaintiff 9 /s/ Alan H. Abes Alan H. Abes ( Elizabeth M. Shaffer ( DINSMORE & SHOHL LLP 1900 Chemed Center 255 East Fifth Street Cincinnati, OH 45202

34 Telephone: ( Facsimile: ( Attorneys for Defendants Certificate of Service I hereby certify that, in accordance with Civil Rules 5(B(2(f and 5(B(3, a copy of the foregoing was electronically filed on June 15, 2018, with the Clerk of this Court using the ECF system which will send, by , notification of such filing to all counsel of record. /s/ Robert S. Belovich Robert S. Belovich (# One of the Attorneys for Plaintiff 10

35 COURT OF COMMON PLEAS SUMMIT COUNTY, OHIO Pamela Ruth Plaintiff vs. Unifund CCR Partners, et al. Defendants CASE NO: Judge Amy Corrigall Jones JUDGMENT ENTRY GRANTING PRELIMINARY APPROVAL OF CLASS SETTLEMENT AGREEMENT The matter came before the Court upon the Joint Motion for Preliminary Approval of Proposed Class Action Settlement. Based on the parties' submissions and in the reasonable judgment of the Court based upon the Court's familiarity with and involvement in the litigation, it is hereby ORDERED and ADJUDGED as follows: A. The Proposed Class Action Settlement, which is set forth in the Class Action Settlement Agreement submitted to the Court, is hereby preliminarily approved as being sufficiently fair, reasonable and adequate to warrant sending the Notices of Class Action Settlement in the form attached to the Settlement Agreement and holding a fairness hearing on the proposed settlement; B. Based upon such preliminary approval, the parties shall proceed to implement the class action settlement process set forth in the Class Action Settlement Agreement, which shall be undertaken under the auspices of the Court; C. The Court finds that the Settlement Class is defined as: Each natural person named as a defendant in a lawsuit, attempting to collect credit card debt, filed in an Ohio court by Unifund CCR Partners as Plaintiff, where the lawsuit was filed on or after December 3, 2004 and before December 12, A list of the 4,408 persons in the Settlement Class has been provided to Class Counsel. D. The Court further appoints and designates Pamela Ruth as the Class Representative and Robert S. Belovich, Robert S. Belovich, Attorney LLC, and Anand N. Misra, The Misra Law Firm LLC, to be the Class Counsel.

36 E. The parties, through the third-party claims administrator First Class, Inc., who is hereby appointed as such, shall proceed to send the subject Notice of Class Settlement to the members of the Settlement Class and establish a web site containing the settlement documents and other pertinent information, all of which shall proceed in accordance with the notice plan set forth in the Settlement Agreement; F. The Court finds that the notice plan, including the forms and methods of notice as set forth in the Settlement Agreement, is fair, reasonable and adequate, and provides good and sufficient notice to the Class under Ohio R. Civ. P. 23(C(2 and principles of due process. The Court also finds that the notice plan is reasonably calculated to provide individual notice to class members. G. The Court shall conduct the fairness hearing on, subject to continuance or adjournment. At the fairness hearing, the Court will consider: (a whether the settlement should be approved as fair, reasonable, and adequate for the Settlement Class; (b whether a judgment granting approval of the settlement and dismissing the lawsuit with prejudice should be entered; and (c whether Class Counsel s application for attorneys fees and expenses and incentive awards for the named Plaintiff should be granted. J. No later than before the fairness hearing, the claims administrator shall provide an affidavit to the Court, with a copy to Class Counsel, attesting that notice was disseminated in a manner consistent with the terms of the Settlement Agreement or as ordered by this Court. K. The Court shall retain continuing jurisdiction over this matter and all proceedings associated with the settlement process. So Ordered Dated: Judge Amy Corrigall Jones