IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE : : : : : : : : : : : : : : : : : : : : : : : : : : : : : : : : :

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1 EFiled Feb PM EST Transaction ID Case No VCG Exhibit A IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE 3-SIGMA VALUE FINANCIAL OPPORTUNITIES LP, BRH OPPORTUNITIES FEEDER, LLC, BRH OPPORTUNITIES III, LLC, BLUEMOUNTAIN FINANCIAL HOLDINGS, LLC, TDSS EQUITY INVESTMENTS A LLC, And SCOPESII EQUITY INVESTMENTS A LLC, on Behalf of Themselves and all others Similarly Situated and Derivatively on Behalf of Nominal Defendant, CERTUSHOLDINGS, INC., v. Plaintiffs, MILTON JONES, WALTER DAVIS, CHARLES WILLIAMS, ANGELA WEBB, J. VERONICA BIGGINS, ROBERT J. BROWN, DOUGLAS JOHNSON, WILLIAM F. PICKARD, HILDY TEEGEN, ROBERT L. WRIGHT, INTEGRATED CAPITAL STRATEGIES HOLDINGS, LLC AND INTEGRATED CAPITAL STRATEGIES, LLC, v. Defendants, CERTUS HOLDINGS, INC., Nominal Defendant. C.A. No VCG

2 SCHEDULING ORDER WHEREAS, a stockholder class and derivative action is pending in this Court entitled 3-Sigma Value Financial, et al. v. Jones, et al., C.A. No VCG, (the Action ). WHEREAS, (a) plaintiffs BRH Opportunities Feeders, LLC, BRH Opportunities III, LLC, BlueMountain Financial Holdings, LLC, TDSS Equity Investments A LLC, and SCOPESII Equity Investments A LLC (collectively, Plaintiffs ), on behalf of themselves and the Settlement Class (defined below), and derivatively on behalf of the Nominal Defendant (defined below); (b) defendants Milton Jones, Walter Davis, Charles Williams, Angela Webb, J. Veronica Biggins, Robert J. Brown, Douglas Johnson, Hildy Teegen, and Robert L. Wright (collectively, the Individual Defendants ); and (c) nominal defendant Certus Holdings, Inc. (the Nominal Defendant, Certus or the Company ) have entered into the Stipulation and Agreement of Settlement with Individual Defendants dated February 8, 2017 (the Individual Defendants Stipulation ); WHEREAS, (a) Plaintiffs, on behalf of themselves and the Settlement Class, and derivatively on behalf of the Nominal Defendant; (b) Integrated Capital Strategies Holdings, LLC and Integrated Capital Strategies, LLC ( ICS, and together with the Individual Defendants, the Defendants ); (c) the Individual 2

3 Defendants; and (d) the Nominal Defendant have entered into the Stipulation and Agreement of Settlement with ICS dated February 8, 2017 (the ICS Stipulation, and together with the Individual Defendants Stipulation, the Stipulations ); WHEREAS, the Stipulations set forth the terms and conditions of the proposed settlement of the Action (the Settlement ) reached by Plaintiffs, the Individual Defendants, ICS, and the Nominal Defendant (collectively, the Parties ); WHEREAS, in accordance with the Stipulations, the Parties have made an application, pursuant to Rules 23 and 23.1 of the Rules of the Court of Chancery, for entry of a scheduling order in accordance with the Stipulations, preliminarily certifying the Settlement Class for purpose of the Settlement only, approving the form and content of the notice of the Settlement to the Settlement Class and Current Stockholders, and scheduling the date and time for the Settlement Hearing. WHEREAS, the Court having read and considered the Stipulations and the exhibits attached thereto; the Stipulations being sufficient to warrant notice to the Settlement Class and Current Stockholders; and all Parties having consented to the entry of this Order. NOW THEREFORE, IT IS HEREBY ORDERED, this 20th day of February, 2017, as follows 3

4 1. Definitions Unless otherwise defined herein, the capitalized terms used herein shall have the same meanings as they have in the Stipulations. 2. Preliminary Certification of the Settlement Class for Settlement Purposes The Court hereby preliminarily certifies, solely for purposes of effectuating the proposed Settlement, the Action as a non-opt out class action pursuant to Court of Chancery Rules 23(a), 23(b)(1) and 23(b)(2), on behalf of a Settlement Class consisting of any and all signatories to the Stock Purchase Agreement and their transferees, successors or assigns. Excluded from the Settlement Class are Certus and Defendants; members of the Immediate Family of each of the Individual Defendants; any person or entity in which any Defendant or Certus has a controlling interest; and the legal representatives, agents, affiliates, heirs, successors-in-interest or assigns of any such excluded party. 3. Solely for purposes of the Settlement, Plaintiffs are preliminarily appointed as Class Representatives for the Settlement Class and Plaintiffs Counsel are preliminarily appointed as Class Counsel. 4. Settlement Hearing The Court will hold a hearing (the Settlement Hearing ) on April 10, 2017, at 1000 a.m., at the Court of Chancery of the State of Delaware, Court of Chancery Courthouse, 34 The Circle, Georgetown, DE 19947, to consider, among other things (a) whether the proposed Settlement on the terms and conditions provided for in the Stipulations is fair, reasonable and adequate to 4

5 the Settlement Class and Certus, and should be approved by the Court; (b) whether a Judgment substantially in the form attached as Exhibit B to the Stipulations should be entered dismissing the Action with prejudice; (c) whether the application by Plaintiffs Counsel for an award of attorneys fees and litigation expenses should be approved; (d) any objections to the Settlement or Plaintiffs Counsel s application for an award of attorneys fees and litigation expenses; and (e) any other matters that may properly be brought before the Court in connection with the Settlement. Notice of the Settlement and the Settlement Hearing shall be given to Settlement Class Members and Current Stockholders as set forth in paragraph 7 of this Order. 5. The Court may adjourn the Settlement Hearing and approve the proposed Settlement with such modifications as the Parties may agree to pursuant to paragraph 44 of the Individual Defendants Stipulation and paragraph 18 of the ICS Stipulation, if appropriate, without further notice to the Settlement Class or Current Stockholders. 6. Retention of Settlement Administrator and Manner of Notice Plaintiffs Counsel are hereby authorized to retain the firm of Garden City Group, LLC (the Settlement Administrator ) to provide notice to the Settlement Class and Current Stockholders and administer the Settlement. 5

6 7. Not later than seven (7) business days after the date of entry of this Order (the Notice Date ), the Settlement Administrator shall cause a copy of the Notice, substantially in the form attached to the Individual Defendants Stipulation as Exhibit C, to be mailed by first-class mail to the Settlement Class Members and Current Stockholders identified by Certus in the Current Stockholder Records and Settlement Class Records provided to Plaintiffs Counsel pursuant to paragraphs 14 and 28 of the Individual Defendants Stipulation at the addresses set forth in those records. 8. Not later than fifteen (15) calendar days prior to the Settlement Hearing, Plaintiffs Counsel shall serve on Defendants Counsel and file with the Court proof, by affidavit or declaration, of the mailing of the Notice in accordance with paragraph 7 above. 9. Approval of Form and Content of Notice The Court (a) approves, as to form and content, the Notice, attached to the Individual Defendants Stipulation as Exhibit C, and (b) finds that the mailing of the Notice in the manner and form set forth in paragraph 7 of this Order (i) is the best notice practicable under the circumstances; (ii) constitute notice that is reasonably calculated, under the circumstances, to apprise Settlement Class Members and Current Stockholders of the pendency of the Action, of the effect of the proposed Settlement (including the Releases to be provided thereunder), of Plaintiffs Counsel s application for an 6

7 award of attorneys fees and litigation expenses, of their right to object to the Settlement and/or Plaintiffs Counsel s application for attorneys fees and litigation expenses, and of their right to appear at the Settlement Hearing; (iii) constitute due, adequate and sufficient notice to all persons and entities entitled to receive notice of the proposed Settlement; and (iv) satisfy the requirements of Court of Chancery Rules 23 and 23.1, the United States Constitution (including the Due Process Clause), and all other applicable law and rules. 10. Participation in the Settlement Eligible Stockholders who wish to participate in the Settlement and receive a distribution from the Net Settlement Fund must complete and execute an IRS Form W-9 ( Form W-9 ) and submit it to the Settlement Administrator. Unless the Court orders otherwise, Eligible Stockholders must submit their Form W-9s to the Settlement Administrator postmarked no later than ten (10) calendar days after the date of the Settlement Hearing. Any Eligible Stockholder that does not timely submit a Form W-9 shall be deemed to have waived his, her or its right to share in the Net Settlement Fund, and shall be forever barred from participating in any distributions therefrom. 11. Appearance at Settlement Hearing and Objections Unless the Court orders otherwise, any Settlement Class Member or Current Stockholder may enter an appearance in the Action, at his, her or its own expense, individually or through counsel of his, her or its own choice, by filing with the Register in 7

8 Chancery and delivering a notice of appearance to representative counsel for Plaintiffs and Defendants, at the addresses set forth in paragraph 12 below, such that it is received no later ten (10) calendar days prior to the Settlement Hearing, or as the Court may otherwise direct. Any Settlement Class Member or Current Stockholder who does not enter an appearance will be represented by Plaintiffs Counsel, and shall be deemed to have waived and forfeited any and all rights he, she or it may otherwise have to appear separately at the Settlement Hearing. 12. Any Settlement Class Member or Current Stockholder may file a written objection to the proposed Settlement and/or Plaintiffs Counsel s application for an award of attorneys fees and litigation expenses and appear and show cause, if he, she or it has any cause, why the proposed Settlement and/or the application for attorneys fees and litigation expenses should not be approved; provided, however, that, unless otherwise directed by the Court for good cause shown, no Settlement Class Member or Current Stockholder shall be heard or entitled to contest the approval of the terms and conditions of the proposed Settlement and/or the application for attorneys fees and litigation expenses unless that person or entity has filed a written objection with the Register in Chancery and served copies of such objection on representative counsel for Plaintiffs and Defendants at the addresses set forth below such that they are received no later than ten (10) calendar days prior to the Settlement Hearing. 8

9 Representative Counsel for Plaintiffs Christopher Foulds, Esq. Friedlander & Gorris, P.A N. Market St., Ste Wilmington, DE Representative Counsel for Defendants David E. Ross, Esq. Ross Aronstam & Moritz LLP 100 S. West Street, Suite 400 Wilmington, DE Any objections, filings and other submissions by the objecting Settlement Class Member or Current Stockholder (a) must state the name, address and telephone number of the person or entity objecting and, if represented by counsel, the name, address and telephone number of his, her or its counsel; (b) must be signed by the objector; (c) must contain a written, specific statement of the objector s objection or objections, and the specific reasons for each objection, including any legal and evidentiary support the objector wishes to bring to the Court s attention; (d) must state the objection is being filed with respect to 3- Sigma Value Financial, et al. v. Jones, et al., C.A. No VCG ; and (e) must include documentation sufficient to prove that the objector is a member of the Settlement Class or a Current Stockholder. 14. Unless the Court orders otherwise, any Settlement Class Member or Current Stockholder who or which does not make his, her or its objection in the manner provided herein shall (a) be deemed to have waived and forfeited his, her or its right to object to any aspect of the proposed Settlement and Plaintiffs Counsel s application for an award of attorneys fees and litigation expenses; (b) 9

10 be forever barred and foreclosed from objecting to the fairness, reasonableness or adequacy of the Settlement, the Judgment to be entered approving the Settlement, and/or the attorneys fees and litigation expenses requested and/or awarded; and (c) be deemed to have waived and forever barred and foreclosed from being heard, in this or any other proceeding, with respect to any matters concerning the Settlement or the requested and/or awarded attorneys fees and litigation expenses. 15. Stay and Temporary Injunction Until otherwise ordered by the Court, the Court stays all proceedings in the Action other than proceedings necessary to carry out or enforce the terms and conditions of the Stipulations. Pending final determination by the Court of whether the Settlement should be approved, the Court bars and enjoins Plaintiffs, and all other members of the Settlement Class, from instituting, commencing or prosecuting any and all of the Released Plaintiffs Claims against any and all of the Released Defendant Parties. 16. Notice Costs All Notice and Administration Costs shall be paid as set forth in the Individual Defendants Stipulation. 17. Settlement Fund The contents of the Settlement Fund held by Valley National Bank (which the Court approves as the Escrow Agent), shall be deemed and considered to be in custodia legis of the Court, and shall remain subject to the jurisdiction of the Court, until such time as they shall be distributed 10

11 pursuant to the Individual Defendants Stipulation and/or further order(s) of the Court. 18. Taxes Plaintiffs Counsel are authorized and directed to prepare any tax returns and any other tax reporting form for or in respect of the Settlement Fund, to pay from the Settlement Fund any Taxes owed with respect to the Settlement Fund, and to otherwise perform all obligations with respect to Taxes and any reporting or filings in respect thereof without further order of the Court in a manner consistent with the provisions of the Individual Defendants Stipulation. 19. Termination of Settlement If the Settlement is terminated pursuant to the terms of the Stipulations or the Effective Date otherwise fails to occur, this Order shall be vacated, rendered null and void and be of no further force and effect, except as otherwise provided by the Stipulations, and this Order shall be without prejudice to the rights of Plaintiffs, the other Settlement Class Members, Defendants, and Certus, and the Parties shall be restore to their respective positions in the Action immediately prior to November 21, 2016, as provided in the Stipulations. 20. Use of this Order Neither the Stipulations (whether or not consummated), including the exhibits thereto, the negotiations leading to the execution of the Stipulations, nor any proceedings taken pursuant to or in connection with the Stipulations and/or approval of the Settlement (including any 11

12 arguments proffered in connection therewith) (a) shall be offered against any of the Released Individual Defendant Parties, Released ICS Parties, or Released Certus Parties as evidence of, or construed as, or deemed to be evidence of any presumption, concession, or admission by any of the Released Individual Defendant Parties, Released ICS Parties, or Released Certus Parties with respect to the truth of any fact alleged by Plaintiffs or the validity of any claim that was or could have been asserted or the deficiency of any defense that has been or could have been asserted in this Action or in any other litigation, or of any liability, negligence, fault, or other wrongdoing of any kind of any of the Released Individual Defendant Parties, Released ICS Parties, or Released Certus Parties or in any way referred to for any other reason as against any of the Released Individual Defendant Parties, Released ICS Parties, or Released Certus Parties, in any civil, criminal or administrative action or proceeding, other than such proceedings as may be necessary to effectuate the provisions of the Stipulations; (b) shall be offered against any of the Released Individual Defendant Parties, Released ICS Parties, or Released Certus Parties, as evidence of, or construed as, or deemed to be evidence of any presumption, concession or admission by any of the Released Individual Defendant Parties, Released ICS Parties, or Released Certus Parties that any of their claims are without merit, that any of the Released Individual Defendant Parties, Released ICS Parties, or Released Certus Parties had 12

13 meritorious defenses, or that damages recoverable under the Complaint would not have exceeded the Settlement Amount or with respect to any liability, negligence, fault or wrongdoing of any kind, or in any way referred to for any other reason as against any of the Released Individual Defendant Parties, Released ICS Parties, or Released Certus Parties, in any civil, criminal or administrative action or proceeding, other than such proceedings as may be necessary to effectuate the provisions of the Stipulations; or (c) shall be construed against any of the Released Plaintiff Parties, Released Individual Defendant Parties, Released ICS Parties, or Released Certus Parties as an admission, concession, or presumption that the consideration to be given under the Settlement represents the amount which could be or would have been recovered after trial; provided, however, that if the Stipulations are approved by the Court, the Parties and the Released Plaintiff Parties, Released Individual Defendant Parties, Released ICS Parties, and Released Certus Parties and their respective counsel may refer to it to effectuate the protections from liability granted thereunder or otherwise to enforce the terms of the Settlement. 21. Supporting Papers Plaintiffs Counsel shall file and serve the opening papers in support of the proposed Settlement and Plaintiffs Counsel s application for an award of attorneys fees and litigation expenses no later than fifteen (15) calendar days prior to the date of the Settlement Hearing. Any 13

14 objections to the Settlement and/or the application for an award of attorneys fees and litigation expense shall be filed and served no later than ten (10) calendar days prior to the date of the Settlement Hearing. If reply papers are necessary, they are to be filed and served no later than five (5) calendar days prior to the date of the Settlement Hearing. 22. Retention of Jurisdiction The Court retains jurisdiction to consider all further applications arising out of or connected with the proposed Settlement. /s/sam Glasscock III Vice Chancellor Glasscock 14

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