Hutchinson v. Fast Pace Medical Clinic PLLC

IN THE UNITED STATES DISTRICT COURT FOR THE

MIDDLE DISTRICT OF TENNESSEE

NASHVILLE DIVISION

CHRISTY HUTCHINSON, CHRISTINA )

COURTNEY, and KAREN HARRIS, )

Individually and On Behalf of All Others )

Similarly Situated, ) NO. 3:22-cv-00511

)

Plaintiffs, ) JUDGE CAMPBELL

) MAGISTRATE JUDGE

v. ) HOLMES

)

FAST PACE MEDICAL CLINIC PLLC, )

d/b/a FAST PACE HEALTH )

)

Defendant. )

MEMORANDUM AND ORDER

Pending before the Court is Plaintiffs’ motion for final approval of class action settlement

and approval of service payments, attorneys’ fees, and costs (Doc. No. 94). In support of the

motion, Plaintiffs filed a declaration of the settlement administrator, Makenna Snow (Doc. No. 94-

1), and the class member claim form and opt-in consent form (Doc. No. 94-2). Plaintiffs previously

filed a copy of the settlement agreement (Doc. No. 80). One class member, Kathryn Farr, filed an

objection to the claims-made process and amount of the settlement (Doc. No. 90).

The Court held a hearing on the settlement on October 23, 2024. The Court has reviewed

the parties’ settlement agreement (Doc. No. 80) and Farr’s objections to the settlement agreement.

I. STANDARD OF REVIEW

“Factors relevant to finding a settlement fair, reasonable, and adequate include: ‘(1) the

risk of fraud or collusion; (2) the complexity, expense and likely duration of the litigation; (3) the

amount of discovery engaged in by the parties; (4) the likelihood of success on the merits; (5) the

opinions of class counsel and class representatives; (6) the reaction of absent class members; and

(7) the public interest.’” Barnett v. Adman Elec., Inc., No. 1:24-CV-150, 2024 WL 3734193, at *1

(E.D. Tenn. Aug. 7, 2024) (internal citation omitted). Moreover, “[o]nce a settlement has been

preliminarily approved, objectors must overcome a heavy burden to prove that it is unreasonable.”

Johnson v. W2007 Grace Acquisition I, Inc., No. 13-2777, 2015 WL 12001269, at *8 (W.D. Tenn.

Dec. 4, 2015) (internal citation omitted); Williams v. Vukovich, 720 F.2d 909, 921 (6th Cir. 1983)

(internal citations omitted) (“Initially, a proposed decree should be preliminarily approved. The

court should determine whether the compromise embodied within the decree is illegal or tainted

with collusion. The court's determination should be based on its familiarity with the issues, the

results of discovery, and the character of the negotiations prior to the entry of the decree.

Preliminary approval is critical for a decree which is the product of arms-length negotiations. With

such approval a decree is presumptively reasonable. An individual who objects, consequently, has

a heavy burden of demonstrating that the decree is unreasonable.”); In re Se. Milk Antitrust Litig.,

No. 2:07-CV-208, 2012 WL 2236692, at *4 (E.D. Tenn. June 15, 2012).

II. ANALYSIS

A. Claims-Made Process

With regard to Farr’s objection to the claims-made process of the settlement, courts in this

Circuit routinely approve settlements requiring FLSA class members to opt-in to receive payment

and opt-out of a Rule 23 class to be excluded. Gascho v. Glob. Fitness Holdings, LLC, 822 F.3d

269 (6th Cir. 2016); Larry v. Kelly Servs. Inc., No. 2:20-CV-11481-DPH-EAS, 2024 WL 2947247

(E.D. Mich. June 11, 2024); Davis v. Omnicare, Inc., No. 5:18-CV-142-REW, 2021 WL 4188053

(E.D. Ky. Sept. 14, 2021); Barnes v. Winking Lizard, Inc., No. 1:18CV952, 2019 WL 1614822

(N.D. Ohio Mar. 26, 2019); Craig v. Ruby Tuesday, Inc., No. 1:16-CV-00074-SKL, 2018 WL

11416554 (E.D. Tenn. May 10, 2018); Salinas v. United States Xpress Enters., Inc., No. 1:13-cv-

00245-TRM-SKL, 2018 U.S. Dist. LEXIS 50800 (E.D. Tenn. Mar. 8, 2018); In re Envision

Healthcare Corp. Sec. Litig., Civil Action No. 3:17-cv-01112, 2024 U.S. Dist. LEXIS 57062

(M.D. Tenn. Mar. 21, 2024).

The Court finds that this approach is consistent with other similar settlements approved in

the Sixth Circuit and is well suited to the settlement in this case, particularly as this is a hybrid

FLSA collective and Rule 23 class action. Accordingly, Farr’s objections to the claims-based

settlement are overruled.

B. Attorneys’ Fees

With regard to Farr’s objections to the settlement amount and attorneys’ fees, the Court

finds that the requested amount of attorney fees and costs is reasonable in light of the circumstances

of this case. See Tenn. Sup. Ct. R. 8, Rule of Professional Conduct 1.5.

Here, Plaintiffs request $ 616,666.67, including $ 20,789.19 for litigation costs incurred to

date and $ 595,877.48 for attorneys’ fees. The requested fees of $ 595,877.48 represent 32% of

the $1,850,000 total settlement.

The Court finds that it is appropriate to use the percentage of the fund method and cross

reference it with the lodestar method to account for the total benefit to the settlement class.

Lonardo v. Travelers Indem. Co., 706 F. Supp. 2d 766, 789 (N.D. Ohio 2010) (“[P]ercentage of

the fund has been the preferred method for common fund cases, where there is a single pool of

money and each class member is entitled to a share (i.e., a ‘common fund’)”); Estate of McConnell

v. EUBA Corp., 2021 U.S. Dist. LEXIS 97576, at *15 (S.D. Ohio May 24, 2021) (quoting Dewald

v. Time Warner Cable Inc., 2021 U.S. Dist. LEXIS 32459, at *16 (S.D. Ohio Feb. 16, 2021))

(“‘Absent compelling reasons to the contrary,’ courts apply the percentage method in wage and

hour cases, as it best reflects FLSA's employee-protection objective.”). Moreover, the percentage

of the fund method “has the advantage of establishing reasonable expectations on the part of

counsel as to their expected recovery, and encouraging early settlement before substantial fees and

expenses have accumulated.” Carr v. Bob Evans Farms, No. 1:17-CV-1875, 2018 U.S. Dist.

LEXIS 228221, at *8-9 (N.D. Ohio July 27, 2018). Sixth Circuit precedent is clear that it is within

the Court’s discretion to value the total benefit to the class as either (1) the total settlement amount

agreed to by the parties or (2) the amount actually paid out to claimants. Specifically, the Western

District of Tennessee has recognized:

With regard to attorneys' fees, the Court concludes that the proper approach to

awarding fees under the percentage-of-the-fund method is to award fees based on

a percentage of the entire common fund obtained by Class Counsel, not the amount

that Settlement Class Members choose to claim. (As set forth in the Court's Order

granting Plaintiffs' and Class Counsel's requested attorneys' fees, the Court has

determined that the percentage-of-the fund method is the proper method for a fee

award in this case). A percentage-of-the-fund award based on the entire fund is

proper under United States Supreme Court and Sixth Circuit law. A leading

commentator on class actions summarized the law as follows: ‘When a lump sum

has been recovered for a class, that sum represents the common fund benchmark on

which a reasonable fee will be based. When, however, the defendant reserves the

right to recapture any unclaimed portion of the common fund after class members

have had an opportunity to make their claims against the fund, or when a recovery

is based on a formula payment to each class member based on the level of relevant

purchases or transactions involved of class members who file proofs of claim, the

question arises concerning whether the benchmark common fund amount for fee

award purposes comprises only the amount claimed by class members or that

amount potentially available to be claimed. In Boeing Co. v. Van Gemert, [444 U.S.

472, 100 S. Ct. 745, 62 L. Ed. 2d 676 (1980)] the Supreme Court settled this

question by ruling that class counsel are entitled to a reasonable fee based on

the funds potentially available to be claimed, regardless of the amount

actually claimed.

Manjunath A. Gokare, P.C. v. Fed. Express Corp., Civil Action No. 2:11-CV-2131-JTF-CGC,

2013 U.S. Dist. LEXIS 203546, at *30-32 (W.D. Tenn. Nov. 22, 2013). Moreover, in Boeing Co.

v. Van Gemert, 444 U.S. 472, 478, 100 S. Ct. 745, 749, 62 L. Ed. 2d 676 (1980), the Supreme

Court held that:

Since the decisions in Trustees v. Greenough, 105 U.S. 527, 26 L.Ed. 1157 (1882),

and Central Railroad & Banking Co. v. Pettus, 113 U.S. 116, 5 S.Ct. 387, 28 L.Ed.

915 (1885), this Court has recognized consistently that a litigant or a lawyer who

recovers a common fund for the benefit of persons other than himself or his client

is entitled to a reasonable attorney's fee from the fund as a whole. The common-

fund doctrine reflects the traditional practice in courts of equity, and it stands as a

well-recognized exception to the general principle that requires every litigant to

bear his own attorney's fees. The doctrine rests on the perception that persons who

obtain the benefit of a lawsuit without contributing to its cost are unjustly enriched

at the successful litigant's expense. Jurisdiction over the fund involved in the

litigation allows a court to prevent this inequity by assessing attorney's fees against

the entire fund, thus spreading fees proportionately among those benefited by the

suit…To claim their logically ascertainable shares of the judgment fund, absentee

class members need prove only their membership in the injured class. Their right

to share the harvest of the lawsuit upon proof of their identity, whether or not they

exercise it, is a benefit in the fund created by the efforts of the class representatives

and their counsel.

Boeing Co., 444 U.S. at 478,480 (internal citations omitted); see also Moulton v. United States

Steel Corp., 581 F.3d 344, 352 (6th Cir. 2009) (rejecting objection that a common fund fee award

should be based on the amount that is claimed by class members and stating that “[t]he thirty

percent attorney's fee award, they add, is too high, claiming that it ‘will exceed the recovery of the

Class by over $ 100,000.00.’…But this estimate is wrong: The objectors focus on the

amount claimed rather than the amount allocated. Claimants, it is true, will in the aggregate

receive less than Class Counsel. But that is because just 4,026 class members submitted claims.

Except for fees and costs, class members had the first shot at the settlement proceeds--nearly $ 2.5

million by our estimate--which exceed the amount paid to Class Counsel by some measure. That

the public schools will receive $ 1.28 million in unclaimed funds does not reflect on the

settlement's fairness.”).

When assessing the reasonableness of attorneys’ fees, the Court must consider: “(1) the

time and labor involved; (2) the novelty and difficult[y] of the questions; (3) the skill requisite to

perform the legal service properly; (4) the preclusion of other employment by the attorney due to

acceptance of the case; (5) the customary fee; (6) whether the fee is fixed or contingent; (7) time

limitations imposed by the client or circumstances; (8) the amount involved and the results

obtained; (9) the experience, reputation, and ability of the attorneys; (10) the undesirability of the

case; (11) the nature and length of the professional relationship with the client; and (12) awards in

similar cases.” Perry v. AutoZone Stores, Inc., 624 F. App'x 370, 372 (6th Cir. 2015).

The Court has considered the attorneys’ fees in light of the reasonableness factors and has

determined that Plaintiffs’ counsel achieved a positive result for class members. Plaintiffs’ counsel

acknowledged that if the case had continued, due to likely weaknesses in Plaintiffs’ claims and

potential defenses by Defendant, it is possible that the named Plaintiffs would not have obtained

any recovery for the settlement class. Plaintiffs’ counsel also submitted a declaration detailing the

extensive time and resources that have been expended litigating Plaintiffs’ claims, including by

engaging in motion practice and written discovery, interviewing class members, participating in

mediation, and facilitating the distribution of notices to class members.

The Court acknowledges that Plaintiffs’ counsel also provided services on a contingency

fee basis without guarantee that they would be paid for their work. Moreover, the Court finds that

this action involves complex issues that require representation by competent counsel and that the

public interest weighs in favor of awarding the requested fees. Finally, Plaintiffs’ counsel

represents that when cross-referencing the percentage of the fund method with the lodestar method,

Plaintiffs’ counsel used a lodestar multiplier of 2.06, which is within the range approved in other

similar settlements in the Sixth Circuit. Baker v. ABC Phones of N.C., Inc., No. 19-cv-02378-

SHM-tmp, 2021 U.S. Dist. LEXIS 208344, at *14-15 (W.D. Tenn. Oct. 28, 2021) (“In wage and

hour collective and class actions, lodestar multipliers between 1 and 3 are common. See Arledge

v. Domino's Pizza, Inc., No. 3:16-cv-386, 2018 U.S. Dist. LEXIS 179474, 2018 WL 5023950, at

*5 (S.D. Ohio Oct. 17, 2018) (approving award of attorney's fees in wage and hour collective and

class action at a 2.57 lodestar multiplier); Castillo v. Morales, Inc., No. 2:12-cv-650, 2015 U.S.

Dist. LEXIS 192936, 2015 WL 13021899, at *7 (S.D. Ohio Dec. 22, 2015) (approving award of

attorney's fees in wage and hour collective and class action at a lodestar multiplier of

approximately 2.5, which ‘is typical of lodestar multipliers in similar cases’.”).

III. CONCLUSION

Having reviewed Plaintiffs’ filings and Farr’s objections and based on the discussion

during the hearing, the Court finds the settlement is a fair and reasonable settlement for the claims

presented. Accordingly, the objections to the settlement are OVERRULED, and Plaintiff’s motion

for final approval of the settlement and for attorneys’ fees and expenses in the amount of $

616,666.67 (Doc. No. 94) is GRANTED. Moreover, due and adequate notice having been given

to the settlement class as required in the Court’s Order preliminarily approving the settlement and

providing for notice (the “Preliminary Approval Order”) (Doc. No. 85), and the Court having

considered all papers filed, proceedings had herein, and objections, and otherwise being fully

informed in the premises and good cause appearing therefore, IT IS HEREBY ORDERED,

ADJUDGED, AND DECREED that:

1. This Judgment incorporates by reference the definitions in the Settlement

Agreement, and all capitalized terms used herein shall have the same meanings as set forth in the

Settlement Agreement, unless otherwise set forth herein.

2. This Court has jurisdiction over the subject matter of the Litigation and over all

parties to the Litigation, including all Members of the Settlement Class.

3. Pursuant to Rule 23 of the Federal Rules of Civil Procedure, the Court hereby

affirms its determination in the Preliminary Approval Order and finally certifies, solely for

purposes of effectuating the Settlement Agreement, a Class defined as: all hourly-paid current and

former employees who have worked for Fast Pace, or one of its current or former affiliates,

including but not limited to FPMCM, LLC, in a non-exempt position and are/were subject to Fast

Pace’s meal-break deduction policy and/or have received one or more bonuses that were not

included in their regular rate(s) of pay in: (1) Kentucky at any time between July 8, 2017, through

the date of the Court’s preliminary approval of the Class Action Settlement; (2) Tennessee at any

time between July 8, 2016, through the date of the Court’s preliminary approval of the Class Action

Settlement; (3) Indiana at any time between July 8, 2019, through the date of the Court’s

preliminary approval of the Class Action Settlement; (4) Louisiana at any time between July 8,

2016, through the date of the Court’s preliminary approval of the Class Action Settlement; and (5)

Mississippi at any time between July 8, 2016, through the date of the Court’s preliminary approval

of the Class Action Settlement. These classes are collectively referred to herein as the “Settlement

Class.”

4. The Settlement Class excluded any persons who completed and submitted a timely

and valid Request for Exclusion in accordance with the Preliminary Approval Order.

5. Solely for purposes of the Settlement of this Litigation, the Court finds that: (a) the

Members of the Settlement Class are so numerous that joinder of all Settlement Class Members is

impracticable; (b) there are questions of law and fact common to the Settlement Class which

predominate over any individual questions; (c) Plaintiffs’ claims are typical of the claims of the

Settlement Class; (d) Plaintiffs and their counsel have fairly and adequately represented and

protected the interest of Members of the Settlement Class; and (e) a class action is superior to other

available methods for the fair and efficient adjudication of the controversy, considering (i) the

interests of the Members of the Settlement Class in individually controlling the prosecution with

separate actions; (ii) the extent and nature of any litigation concerning the controversy already

commenced by Members of the Settlement Class; (iii) the desirability or undesirability of

concentrating the litigation of these claims in this particular forum; and (iv) the difficulties likely

to be encountered in the management of the class action.

6. The Court hereby affirms its determination in the Preliminary Approval Order that,

for purposes of this Settlement only, the “Collective Action Members” as defined in the Parties’

Settlement Agreement, are “similarly situated” to each other and to the Named Plaintiffs, within

the meaning of 29 U.S.C. § 216(b). As set forth in the Parties’ Settlement Agreement and in their

Stipulation Regarding Settlement (Doc. No. 81-1), the “Collective Action Members” are hourly

paid current and former employees who have worked for Fast Pace, or one of its affiliates,

including but not limited to FPMCM, LLC, in a non-exempt position and are/were subject to Fast

Pace’s meal-break deduction policy and/or have received bonuses at any time between July 8,

2019, through the date of the Court’s preliminary approval of the Class Action Settlement.

7. Pursuant to Federal Rule of Civil Procedure 23, the Court hereby approves the

Settlement Agreement and finds that:

(a) said Settlement Agreement is, in all respects, fair, reasonable, and adequate and in the

best interest of the Settlement Class;

(b) there was no collusion in connection with the Settlement Agreement;

(c) the Settlement Agreement was the product of informed, arm’s-length negotiations

among competent, able counsel; and (d) the record is sufficiently developed and complete to have

enabled Plaintiffs and Defendant to have adequately evaluated and considered their positions

8. The Court further finds that the Settlement Agreement resolves a bona fide dispute

between Plaintiffs and Defendant regarding Defendant’s alleged liability under the Fair Labor

Standards Act (“FLSA”).

9. The Court confirms its prior preliminary appointment of Christy Hutchinson, Christina

Courtney, and Karen Harris as Class Representatives.

10. The Court confirms its prior preliminary appointment of Nicholas Conlon and Jason T.

Brown of Brown LLC and Justin G. Day of Milberg Coleman Bryson Phillips Grossman, PLLC

as Class Counsel on behalf of the Settlement Class Members.

11. Accordingly, the Court authorizes and directs implementation and performance of all

the terms and provisions of the Settlement Agreement, as well as the terms and provisions hereof.

Except as to any individual claim of those persons who completed and submitted a timely and

valid Request for Exclusion in accordance with the Preliminary Approval Order, the Court hereby

dismisses the Litigation and all claims asserted therein with prejudice. Plaintiffs and Defendant

are to bear their own costs, except as and to the extent provided in the Settlement Agreement and

herein.

12. Upon the Effective Date, as provided in the Settlement Agreement, the Settlement Class

Members who have not completed and submitted a timely and valid Request for Exclusion in

accordance with the Preliminary Approval Order, on behalf of themselves and their heirs,

representatives, successors, assigns, and attorneys, shall fully and finally release and discharge the

Released Parties from any and all suits, actions, causes of action, claims, or demands brought

pursuant to any state law for unpaid wages (including overtime wages), damages, reimbursements,

unpaid advances, unlawful deductions, unlawful withholdings, civil and/or statutory penalties,

liquidated damages, punitive damages, multiple damages, interest, attorneys’ fees, litigation costs,

restitution, and/or equitable relief in any way growing out of their work for Defendant for any and

all claims that were or could have been asserted in the Lawsuit or that are based on or arise out of

the facts alleged in any version of the complaints filed in the Lawsuit from the beginning of the

Relevant Period through the Effective Date of the Agreement, including without limitation any

claims under Tennessee, Indiana, Mississippi, and Louisiana common law and statutory law,

Kentucky Wage Statutes, the Louisiana Wage Payment Act, La. R.S. §§ 23:631 et seq., Indiana

Wage Statutes, Ind. Code Ann. §§ 22-2-5-1 et seq., any applicable state, county, or local laws,

statutes, regulations, ordinances, or wage orders for alleged unpaid overtime, regular, straight-

time, or minimum wages; retaliation relative to any complaints made regarding allegedly unpaid

overtime, regular, straight-time, or minimum wages; failure to provide compliant meal and/or rest

breaks; failure to pay meal and/or rest period compensation; failure to maintain required business

records; failure to provide accurate or complete itemized wage statements; failure to compensate

for all time worked; failure to properly calculate compensable time worked or the regular rate of

pay; waiting time penalties; failure to pay all wages due in a timely manner, including upon

employment termination; and contributions to any 401(k) or other retirement or employee benefit

plan based on payments made by reason of the Agreement (the “Released State Law Claims”).

13. Upon the Effective Date, as provided in the Settlement Agreement, the Settlement Class

Members who have not completed and submitted a timely and valid Request for Exclusion in

accordance with the Preliminary Approval Order, shall be barred from accepting, joining, or

instituting any suit, class action, collective action, administrative claim, or other claim of any sort

or nature whatsoever against the Released Parties, for the time periods specified herein,

concerning, related to, or arising from any of the Released State Law Claims.

14. Upon the Effective Date, as provided in the Settlement Agreement, the Named

Plaintiffs, Opt-In Plaintiffs, and Claimants, on behalf of themselves and their heirs, representatives,

successors, assigns, and attorneys, shall fully and finally release and discharge the Released Parties

from any and all claims that were or could have been asserted in the Lawsuit through the date of

preliminary approval, including but not limited to any claims for alleged violation of the Fair Labor

Standards Act, as well as any claim for failure to pay wages (including but not limited to overtime

wages), unlawful deductions, unlawful withholdings, or wage statement violations, damages,

interest, reimbursements, unpaid advances, civil and/or statutory penalties, attorneys’ fees,

litigation costs, restitution, and/or equitable relief for any such claims (the “Released FLSA

Claims”).

15. Upon the Effective Date, as provided in the Settlement Agreement, the Named

Plaintiffs, Opt-In Plaintiffs, and Claimants shall be barred from accepting, joining, or instituting

any suit, class action, collective action, administrative claim, or other claim of any sort or nature

whatsoever against the Released Parties, for the time periods specified herein, concerning, related

to, or arising from any of the Released FLSA Claims.

16. The notice of the pendency and proposed Settlement given to the Settlement Class was

the best notice practicable under the circumstances, including the individual notice to all Members

of the Settlement Class who could be identified through reasonable effort. Said notice provided

the best notice practicable under the circumstances of those proceedings and of the matters set

forth therein, including the proposed Settlement set forth in the Settlement Agreement, to all

Persons entitled to such notice, and said notice fully satisfied the requirements of Federal Rule of

Civil Procedure 23 and the requirements of due process. No Settlement Class Member is relieved

from the terms of the Settlement, including the releases provided for therein, based upon the

contention or proof that such Settlement Class Member failed to receive actual or adequate notice.

A full opportunity has been offered to the Settlement Class Members to object to the proposed

Settlement and to participate in the hearing thereon. The Court further finds that the notice

provisions of the Class Action Fairness Act, 28 U.S.C. §1715, were fully discharged and that the

statutory waiting period has elapsed. Thus, the Court hereby determines that all Settlement Class

Members are bound by this Judgment.

17. The objections submitted by Settlement Class Member Kathryn A. Farr (Doc. No. 90)

are overruled.

18. The Court hereby approves:

a. the Service Payments in the amount of $7,000 to each of Named Plaintiffs Christy

Hutchinson, Christina Courtney, and Karen Harris, as provided in the Settlement Agreement;

b. the proposed attorneys’ fees and costs of Class Counsel, in the amount of $616,666.67;

and

c. the proposed payment to the Settlement Administrator for its expenses in administering

the Settlement, in the amount of $24,000.00.

19. Neither the Settlement Agreement, nor any act performed or document executed

pursuant to or in furtherance of the Settlement Agreement: (a) is, or may be deemed to be, or may

be used as an admission of, or evidence of, the validity of any Released Claim, or of any

wrongdoing or liability of the Released Parties, or (b) is, or shall be deemed to be, or shall be used

as an admission of any fault or omission of any Released Party in any statement, release, or written

documents issued, filed, or made, or (c) is, or may be deemed to be, or may be used as an admission

of, or evidence of, any fault or omission of any of the Released Parties in any civil, criminal, or

administrative proceeding in any court, administrative agency, or other tribunal. The Released

Parties may file the Stipulation and/or this Judgment from this Litigation in any other action that

may be brought against them in order to support a defense or counterclaim based on principles of

res judicata, collateral estoppel, release, good faith settlement, judgment bar or reduction, or any

theory of claim preclusion or issue preclusion or similar defense or counterclaim.

20. Without affecting the finality of this Judgment in any way, this Court hereby retains

continuing jurisdiction over: (a) implementation of the Settlement Agreement and any award or

distribution of the Settlement Fund, including interest earned thereon; (b) disposition of the

Settlement Fund; and (c) all parties herein for the purpose of construing, enforcing, and

administering the Settlement Agreement.

21. The Court directs immediate entry of this Judgment by the Clerk of the Court.

Accordingly, this case is DISMISSED with prejudice. This Order shall constitute the final

judgment in this case pursuant to Fed. R. Civ. P. 58. The Clerk is directed to close the file.

It is so ORDERED.

he Zo

CHIEF UNITED STATES DISTRICT JUDGE

14