FILED: NEW YORK COUNTY CLERK 09/06/ :28 PM

FILED: NEW YORK COUNTY CLERK 09/06/2016 08:28 PM INDEX NO. 103948/2012 NYSCEF DOC. NO. 71 RECEIVED NYSCEF: 09/06/2016 EXHIBIT B

EXHIBIT A

CPT ID: «ID» This form must be signed, notarized, and returned to the settlement administrator by July 25, 2016. CPT ID:«ID» *«ID»* «EmployeeName» «Address1» «Address2» «City», «State» «Zip» «I MBarCode» Name/Address Changes, if any: E-Mail: Telephone: I would like to participate in the settlement of this action. I affirm that (i) I was employed by Town Sports International, LLC ( Town Sports ) as a pro or master trainer in a health club in New York State during the period from October 4, 2006 through November 30, 2010 and (ii) I was not employed by Town Sports in any capacity after November 30, 2010. I understand that by signing below I will be deemed to release and discharge Town Sports and affiliated entities and individuals from certain wage and hour, record-keeping, and expense reimbursement claims, pursuant to and in accordance with any final order of a New York State court approving the settlement agreement between James Labbe, on behalf of himself and the class, and Town Sports. I declare under penalty of perjury that the above information is correct. Date Signature STATE OF ) : COUNTY OF ) On the day of in the year 2016, before me, the under-signed, personally appeared, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her capacity, and that by his/her signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument. Sworn to before me: Notary Signature Notary Stamp:

SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK --------------------------------------------------------------X JAMES LABBE, individually, and on behalf of all : others similarly situated, : : Plaintiff, : : Index No. 103948/12 vs. : : TOWN SPORTS INTERNATIONAL, LLC : and DOE s 1 through 100, inclusive, : : Defendant. : --------------------------------------------------------------X NOTICE OF PROPOSED CLASS ACTION SETTLEMENT TO: All individuals who were (i) employed as pro or master trainers by Town Sports International, LLC ( Town Sports ) in a health club in New York State at any time during the period from October 4, 2006 through November 30, 2010 but (ii) were not also employed by Town Sports in any capacity at any time after November 30, 2010. Dated: June 9, 2016 PLEASE READ THIS NOTICE CAREFULLY This notice relates to a proposed settlement of a class action litigation. It has been authorized by a New York State court. It contains important information about your right to participate in the settlement, make a claim for payment, or elect not to be included in the class. INTRODUCTION Former Town Sports employee James Labbe filed a lawsuit against Town Sports in 2012. The Court in charge of this case is the New York State Supreme Court, New York County. The lawsuit is known as Labbe, et al. v. Town Sports International, LLC. Mr. Labbe is called the plaintiff and Town Sports is called the defendant. The plaintiff alleges in the lawsuit that, among other things, Town Sports failed to pay him and other pro or master trainers in New York State clubs straight time wages and overtime wages, failed to maintain certain records, and failed to make expense reimbursements, in violation of the New York State Labor Law. The plaintiff and the defendant have agreed to settle the action, subject to the approval of the Court and certain conditions set forth in the settlement agreement between the parties that gives rise to this settlement. The defendant has defended and has vigorously contested the claims in the action. The defendant denies all material allegations in the action, has asserted numerous defenses and further maintains that it has consistently acted in accordance with governing laws at all times. The defendant, while denying wrongdoing of any kind whatsoever, and without admitting liability, nevertheless has elected to settle the action to avoid the expense, inconvenience and distraction of litigation. The Court has not decided who is right and who is wrong or even whether this case could, in the absence of this settlement, proceed as a class action. Your legal rights may be affected by the settlement. Those rights are summarized below. 1

YOUR LEGAL RIGHTS IN THIS SETTLEMENT YOU MAY PARTICIPATE IN THE SETTLEMENT YOU MAY CHALLENGE THE PAY PERIOD INFORMATION IN THE CLAIM FORM YOU MAY OBJECT TO THE SETTLEMENT YOU MAY EXCLUDE YOURSELF FROM THE SETTLEMENT As described more fully in Section 6 below, to participate in the settlement, you must send a properly completed Claim Form to the settlement administrator, post-marked by July 25, 2016. If you fail to submit a proper and timely Claim Form, you will receive no monetary distribution in the settlement. (The settlement administrator is a third-party company that has been retained by class counsel to assist with the administration of this settlement.) Your payment, if you choose to participate in the settlement, will be based on the number of bi-weekly pay periods from October 4, 2006 through November 30, 2010 in which you had any time recorded in defendant s time record-keeping systems for work as a pro or master trainer in a health club in New York State. The enclosed Claim Form shows the number of pay periods you worked according to Town Sports s records. You may challenge that pay period information if you believe it is incorrect. More information about a pay period challenge is contained in Section 9 below. You may object to the settlement if you believe any part of it is unfair or unreasonable. An objection is different from a pay period challenge. To object, you must (i) participate in the settlement and (ii) submit a written statement to the settlement administrator, following the directions outlined in Section 10 below. Regardless of whether the Court accepts or rejects your objection, objectors will still be bound by the terms of the settlement and will receive a settlement payment. If you wish to exclude yourself from the lawsuit (called opting out ) you must follow the directions outlined in Section 12 below. You will not receive any payment in this settlement if you exclude yourself. ADDITIONAL DETAILS ABOUT THIS NOTICE AND THE SETTLEMENT 1. Why Did I Receive this Notice? You received this notice because Town Sports s records show that you (i) were employed by Town Sports as a pro or master trainer in a health club in New York State during the period from October 4, 2006 through November 30, 2010 and also (ii) were not employed by Town Sports in any capacity at any time after November 30, 2010. 2. What Is a Class Action? A class action is a lawsuit where one or more persons sue not only for themselves, but also for other people who have similar claims. These other people are known as Class Members. In a class action, one court resolves the issues for all Class Members, except for those who exclude themselves (opt out) from the settlement. Justice Gerald Lebovits, New York State Supreme Court, New York County, is the Judge presiding over this class action. 3. Why Is There a Settlement? Two separate counsel for the class have extensively analyzed and evaluated the merits of the claims made against the defendant in this action. Class counsel and the defendant also participated in extensive motion practice and discovery, including the exchange of thousands of pages of documents and depositions of both the plaintiff and the defendant. Based upon this work, and the substantial risks of continued litigation, including the possibility that the litigation, if not settled now, might not result in any recovery whatsoever, or might result in a recovery that is less 2

favorable and that would not occur for several years, both class counsel are satisfied that the terms and conditions of the settlement are fair, reasonable and adequate and that the settlement is in the best interest of the plaintiff and the other Class Members, such as yourself. 4. How Much Will I Receive if I Participate in the Settlement? The defendant will establish a settlement fund equal to One Hundred Sixty-Five Thousand Dollars ($165,000). This fund shall be shared pro rata by the Class Members that participate in the settlement. Each Class Member s pro rata share of the settlement fund shall be determined by dividing (i) the number of bi-weekly pay periods during the settlement period in which the Class Member had any time recorded in defendant s time record-keeping systems for work as a pro or master trainer in a health club in New York state by (ii) the total number of pay periods worked by all participating Class Members as pro or master trainers in a health club in New York state during the settlement period. The result of this calculation is the Class Member s pro-rata percentage of the settlement fund. The settlement period is from October 4, 2006 through November 30, 2010. Remember that a pay period is a two-week period. Before making any payments from the fund to Class Members, the settlement administrator first shall make any Court-approved payments from the fund for the fees of class counsel and the settlement administrator, as well as any amount awarded by the Court to the plaintiff for his service as the lead plaintiff. In all events, payments from the fund must be approved by the Court in advance. The settlement administrator also shall pay any applicable withholding or FICA taxes out of the fund. A complete description of the settlement allocation formula is on file with the Clerk of the Court. 5. Payment to the Class Representative. The terms of the settlement propose that Mr. Labbe may receive a service payment, not to exceed $5,000, for taking a leading role in this litigation and for the time and effort he devoted to the litigation on behalf of the Class Members. The Court must approve this payment in advance. If approved, the payment would be made out of the settlement fund. This payment to Mr. Labbe would be in addition to any payment he receives as a Class Member. 6. How Do I Participate in the Settlement? You must complete the enclosed Claim Form and submit it to the settlement administrator, following the instructions provided on the form, to participate in the settlement and receive a distribution from the settlement fund. The Claim Form must be personally filled out by the individual who seeks to participate in the settlement or someone with a legal right to act on his or her behalf and must be signed before a notary public. The Claim Form must be mailed to the settlement administrator, post-marked on or before July 25, 2016 (the Bar Date ). The address for the settlement administrator is given in Section 17 below. You will not be eligible to receive any payment in this settlement if you do not submit a proper and timely Claim Form to the settlement administrator. You should keep in mind that if you do not exclude yourself from the settlement but also do not submit a proper and timely Claim Form, you will not receive a distribution from the settlement fund, but you will still be bound by the terms of the settlement, including the release of Town Sports. The release is described in Section 7 below. Payments from the settlement fund will be made by the settlement administrator if and when the settlement is finally approved by the Court and any appeals are fully resolved. 7. The Release. This action will be dismissed with prejudice if the Court grants final approval to the settlement. Class Members who do not exclude themselves from the settlement will be deemed to fully release and discharge Town Sports and individuals and entities associated with Town Sports from all wage and hour, record-keeping and expense reimbursement claims arising on or prior to November 30, 2010. This means that you cannot sue, continue to sue, or 3

be party of any lawsuit against Town Sports regarding wage and hour, record-keeping, or expense reimbursement claims, including the claims brought in this case. It also means that all of the Court s orders regarding this settlement will apply to you and legally bind you. 8. What s the Difference Between Challenging the Pay Period Information, Objecting to the Settlement, and Excluding Myself from the Settlement? Challenging the pay period information means that you participate in the settlement but disagree with the pay period information contained on the Claim Form. A pay period challenge is not an objection and does not entitle you to appear at the Court s final hearing on the settlement (when the Court considers objections). The settlement administrator shall make all final decisions about pay period challenges. Objecting means that you participate in the settlement but want to change something about the settlement terms (other than your pay period information). You can object only if you participate in the settlement. Objectors will still receive a payment from the settlement fund, as will those who challenge the pay period information. The Court will make all final decisions about objections. You may both object to the settlement and challenge the pay period information if you wish. To do so, follow the instructions for both a pay period challenge and an objection. Excluding yourself from the settlement means that you are not participating in the settlement and will not receive a payment from the settlement fund. If you exclude yourself, you have no basis to object or challenge the pay period information because the settlement no longer affects you. 9. How Do I Challenge the Pay Period Information on the Claim Form? The settlement administrator has indicated on the Claim Form the number of bi-weekly pay periods in which you had time recorded as a pro or master trainer in a health club in New York State during the period from October 4, 2006 through November 30, 2010, according to the defendant s records. The settlement administrator also has indicated on the form how many pay periods were worked in a health club in New York State during the same period by all Class Members combined, regardless of whether they ultimately choose to participate in the settlement or not. Remember that a pay period is a two-week period and that your pro rata percentage of the settlement fund (if you participate) will be calculated by dividing the number of pay periods you worked during the settlement period into the number of pay periods during the settlement period that were worked by all participating Class Members combined. You may dispute the number of pay periods the Claim Form says you worked if you disagree with it. Challenging the pay period information is different from objecting to the settlement and has different procedures. To challenge the pay period information, you must send the settlement administrator, postmarked by the Bar Date, both (i) a Claim Form, properly and fully filled out, signed, and notarized, and (ii) a separate written, signed, and notarized statement that includes (a) your name, (b) your address, (c) your email address and telephone number, (d) the total number of two-week pay periods that you contend that you worked as a pro or master trainer in a health club in New York State during the period from October 4, 2006 through November 30, 2010, and (e) documentation to substantiate the total number of pay periods you contend that you worked. You pay period challenge may not be considered if it is late or incomplete. The settlement administrator shall make all decisions about pay period challenges. That decision shall be final and binding upon you and you shall receive a payment from the settlement fund based on the settlement administrator s determination on the challenge. A pay period challenge does not entitle you to appear before the Court at the final hearing. You may not submit a pay period challenge if you exclude yourself from the settlement. You also may not submit a pay period challenge if you fail to submit a proper and timely Claim Form. 4

10. How Do I Object to the Settlement? You may object to the settlement if you don't like any part of it, other than the pay period information identified on the Claim Form (you may assert a disagreement with the pay period information by making a pay period challenge). If you object, you must give your reasons why you think the Court should not approve the settlement. If the Court rejects your objection, you will still be bound by the terms of the settlement, including the release, and will receive a payment from the settlement fund. (If you want to preserve your claims against the defendant, you must exclude yourself from the settlement.) To object, you must send the settlement administrator, postmarked by the Bar Date, both (i) a Claim Form, properly and fully filled out, signed, and notarized, and (ii) a separate written, signed, and notarized statement that you object to the settlement. Your statement of objection must include (a) all reasons for the objection, (b) documentation supporting your objection, and (c) your name, address, email address, and telephone number. Your objection may not be heard if it is late or incomplete. As a supplement to your written objection, you may present your objection in person at the Court s final hearing on the settlement. You must state your intention to speak at the hearing in your written objection to do so. You may not be permitted to speak at the final hearing if you do not submit both a complete and timely Claim Form and complete and timely a written objection that includes a statement that you intend to speak at the hearing. Your written objection should be as detailed as possible. The Court may preclude you from presenting any reasons for your objection that you did not describe in your written objection. You may not object to the settlement if you exclude yourself from the settlement. You also may not object if you fail to submit a proper and timely Claim Form. 11. When and Where Will the Court Hold the Final Hearing? The Court will hold a final hearing on September 20, 2016, at 10:00 a.m., in courtroom 731 (also known as Part 7), 111 Centre Street, New York, New York, 10013. You do not have to come to the hearing, but you are welcome to do so at your own expense. The Court at the final hearing will consider whether the terms of the settlement are fair, reasonable, and adequate. The Court also will consider objections, listen to people who have asked to speak at the hearing, decide how much to pay to class counsel and the settlement administrator, and decide whether to award a service payment to the plaintiff. It is not necessary for you to come to the final hearing, even if you have submitted an objection, although you may do so at your own expense or pay your own lawyer to attend. As long as you submit a proper and timely written objection, the Court will consider it. Even if you attend the final hearing, it is possible that you will not be permitted to speak unless you submit a proper and timely objection that includes a statement that you intend to appear at the hearing. The Court will decide whether to approve the settlement at some point after the hearing is over. We do not know how long that decision will take. 12. How Do I Exclude Myself from the Settlement? You must exclude yourself from the settlement if you wish to keep the right to sue the defendant on your own for the claims released by this settlement. To exclude yourself, you must mail a written, signed and notarized statement to the settlement administrator, postmarked by the Bar Date, that includes (i) your name, (ii) your address, (iii) your email address and telephone number, and (iv) a statement that you exclude yourself from the settlement, such as I opt out of the Labbe wage and hour settlement. Do not submit a Claim Form if you intend to exclude yourself. 5

You will not be allowed to object to the settlement or challenge the pay period information if you exclude yourself. If you have a pending lawsuit against Town Sports, speak to your lawyer in that case immediately to see if this settlement will affect your other case. Remember, the exclusion deadline is July 25, 2016, which is the same as the Bar Date. 13. Can I Get Money from this Settlement if I Exclude Myself? No. You will not receive any money from this settlement if you exclude yourself. 14. What if I Do Nothing? If you do nothing, you will be bound by the settlement, including the release, but will not receive any money in the settlement. 15. Do I Have a Lawyer in this Case? The law firms of Scott Cole & Associates, APC, 1970 Broadway, Ninth Floor, Oakland, California 94612, (510) 891-9800, and Rapaport Law Firm, PLLC, 225 Broadway, Suite 1405 New York, New York 10007, (212) 382-1600, are legal counsel to you and the other Class Members. These lawyers are called class counsel. You will not be charged separately for these lawyers. Their fees are paid from the settlement fund, and must be approved by the Court in advance. If you want to be represented by your own lawyer, you may hire one at your own expense. 16. How Will the Lawyers Be Paid? The class counsel will ask the Court to approve an attorneys fee payment of up to $55,000, plus out-ofpocket litigation expenses. This amount would pay class counsel for all work that they have performed in this action, including filing briefs, engaging in discovery, depositions, motion practice, case research, investigating the facts, attending court conferences, and negotiating and overseeing the settlement. Class counsel have worked on this lawsuit for more than three years but have not yet received any payment for that work. Any payment to class counsel approved by the Court would be made out of the settlement fund prior to distribution of payments to Class Members. 17. What Is the Address and Telephone of the Settlement Administrator? The address for the settlement administrator is: CPT Group, Inc. 16630 Aston Street Irvine, California 92606 RE: Labbe Class Settlement The telephone number of the settlement administrator is: 1-877-235-3207 18. How Can I Learn More Details About the Settlement? This notice summarizes the settlement. More details are contained in the settlement agreement signed by the plaintiff and the defendant. You can obtain a copy of the settlement agreement by writing or calling Matthew Bainer of Scott Cole & Associates. Mr. Bainer is one of the class counsel. Mr. Bainer s telephone number is (510) 891-9800 and his address is: Matthew Bainer Scott Cole & Associates, APC 1970 Broadway, Ninth Floor Oakland, California 94612 The website of Scott Cole & Associates is www.scalaw.com. 6