broomfieldvcbasettlement






    FARUQI & FARUQI, LLP                       THE WAND LAW FIRM, P.C.   Benjamin Heikali (SBN 307466)              Aubry Wand (SBN 281207)   Joshua Nassir (SBN 318344)                 400 Corporate Pointe, Suite 300                                              Culver City, California 90230   10866 Wilshire Boulevard, Suite 1470       Telephone: (310) 590-4503   Los Angeles, CA 90024                      Facsimile: (310) 590-4596   Telephone: (424) 256-2884                  E-mail: awand@wandlawfirm.com   Facsimile: (424) 256-2885                     E-mail: bheikali@faruqilaw.com                jnassir@faruqilaw.com      FARUQI & FARUQI, LLP   Timothy J. Peter (admitted pro hac vice)   1617 JFK Boulevard, Suite 1550   Philadelphia, PA 19103   Telephone: (215) 277-5770    Facsimile: (215) 277-5771   E-mail: tpeter@faruqilaw.com     Attorneys for Plaintiffs and the Classes     SHOOK, HARDY & BACON LLP                    SHOOK, HARDY & BACON LLP   Tammy B. Webb (SBN 227593)                  Naoki S. Kaneko (SBN 252285)   John K. Sherk III (SBN 295838)              5 Park Plaza, Suite 1600   One Montgomery, Suite 2700                  Irvine, California 92614   San Francisco, California 94104             Telephone: (949) 475-1500   Telephone: (415) 544-1900                   Facsimile: (949) 475-0016   Facsimile: (415) 391-0281                   E-mail: nkaneko@shb.com   E-mail: tbwebb@shb.com                                      jsherk@shb.com     Attorneys for Defendant                          UNITED STATES DISTRICT COURT                     NORTHERN DISTRICT OF CALIFORNIA                                SAN JOSE DIVISION  THEODORE BROOMFIELD, et al.,            CASE NO.: 5:17-cv-01027-BLF                                                        Plaintiffs,                                                           SETTLEMENT AGREEMENT         v.                                                                                  CRAFT BREW ALLIANCE, INC., et al.,                                                                                                        Defendants.                                                            1    





 






                            SETTLEMENT AGREEMENT         This Settlement Agreement is entered into by Plaintiffs Theodore Broomfield and Simone   Zimmer (“Plaintiffs” or “Class Representatives”), individually and on behalf of the Settlement   Class (defined herein), and by Defendant Craft Brew Alliance, Inc. (“CBA”) (collectively with the   Plaintiffs, the “Parties”), in the above-captioned action. This Settlement Agreement is intended by   the Parties to fully and finally resolve, discharge, and settle the Released Claims, as defined herein,   subject to the terms and conditions set forth below and the final approval of the District Court.                                    RECITALS   1.    On February 28, 2017, Plaintiff Zimmer and former plaintiff Sara Cilloni commenced a         proposed class action in the Northern District of California against CBA in Cilloni v. Craft         Brew Alliance, Inc. No. 5-17-cv-01027-BLF in connection with CBA’s marketing and sale         of Kona Brewing Company Beers (the “Cilloni Action”).   2.    On March 6, 2017, Plaintiff Broomfield also commenced a proposed class action in the         Northern District of California against CBA in Broomfield v. Kona Brewing Co., et al., No.         3:17-cv-01159-MEJ  in  connection  with  CBA’s  marketing  and  sale  of  Kona  Brewing         Company Beers (the “Broomfield Action”).   3.    On  March  20,  2017,  the  Court  entered  a  Stipulation  and  Order  to  Consolidate  Related         Cases, consolidating the Cilloni Action and Broomfield Action. The consolidated Action         proceeded as Broomfield v. Craft Brew Alliance, Inc., No. 5-17-cv-01027-BLF.    4.    On April 7, 2017, Plaintiffs filed a Consolidated Class Action Complaint against CBA.    5.    On  April  28,  2017,  CBA  filed  a  Motion  to  Dismiss  the  Consolidated  Class  Action         Complaint.    6.    On May 26, 2017, Plaintiffs opposed the Motion to Dismiss.                                          2    





 






   7.    On September 1, 2017, the Court granted in part and denied in part the Motion to Dismiss.   8.    On October 6, 2017, CBA filed an Answer to the Consolidated Class Action Complaint.    9.    On  November  6,  2017,  Plaintiffs  filed  a  Motion  for  Reconsideration  of  the  Court’s         dismissal of Plaintiffs’ request for injunctive relief.    10.   On November 27, 2017, the Court granted the Motion for Reconsideration.    11.   On December 7, 2017, Plaintiffs filed a stipulation of dismissal pursuant to Fed. R. Civ. P.          41(a)(1)(A)(ii),  dismissing  Sara  Cilloni’s  individual  claims  against  CBA  and  removing         Sara Cilloni as a plaintiff and class representative.    12.   On  December  15,  2017,  Plaintiffs  filed  a  First  Amended  Consolidated  Class  Action         Complaint (“FAC”). In the FAC, Plaintiffs alleged, inter alia, that CBA’s representations         that Kona Brewing Company Beers are brewed in Hawaii  are false and deceptive,  and         based on this factual predicate, asserted the following causes of action: (1) violation of         California’s Consumers Legal Remedies Act (“CLRA”), Cal. Civ. Code §§ 1750, et seq.,         (2) violation of California’s Unfair Competition Law (“UCL”), Cal. Bus. & Prof. Code §§         17200, et seq., (3) violation of California’s False Advertising Law (“FAL”), Cal. Bus. &         Prof. Code §§ 17500, et seq., (4) common law fraud, (5) intentional misrepresentation, (6)         negligent misrepresentation, and (7) unjust enrichment.    13.   On December 29, 2017, CBA filed an Answer to the FAC.     14.   The  Parties  have  engaged  in  substantial  fact  and  expert  discovery,  including  multiple         rounds  of  interrogatories,  document  requests,  and  requests  for  admission,  extensive         document review, and depositions of key corporate employee witnesses, the plaintiffs, and         the Parties’ respective experts.                                          3    





 






   15.   On July 16, 2018, Plaintiffs filed a Motion for Class Certification, moving to certify two         classes:         Six-Pack Class         All persons who purchased any six-pack bottles of the Kona Beers1 in California at any        time beginning four (4) years prior to the filing of this action on February 28, 2017 until        the present (“Class Period”).                Twelve-Pack Class         All persons who purchased any twelve-pack bottles of the Kona Beers in California at any        time beginning four (4) years prior to the filing of this action on February 28, 2017 until        the present (“Class Period”).          16.   On August 10, 2018, CBA opposed the Motion for Class Certification.    17.   On September 25, 2018, the Court granted Plaintiffs’ Motion for Class Certification in its         entirety, certifying: (1) a damages Class of California purchasers of six- and twelve-packs         of Kona Beers pursuant to Rule 23(b)(3), and (2) an injunctive relief Class of California         purchasers of six- and twelve-packs of Kona Beers pursuant to Rule 23(b)(2). The law         firms of Faruqi & Faruqi, LLP and the Wand Law Firm, P.C. were appointed as Class         Counsel,  and  Theodore  Broomfield  and  Simone  Zimmer  were  appointed  as  Class         Representatives.   18.   On October 5, 2018, CBA filed a Motion for Leave to Seek Reconsideration of the Court’s         Order Granting Class Certification. Plaintiffs opposed this Motion on October 5, 2018.    19.   On October 16, 2018, the Court denied the Motion for Leave to Seek Reconsideration.    20.   On  October  22,  2018,  CBA  filed  a  Rule  23(f)  petition  for  interlocutory  appeal  of  the         Court’s Order Granting Class Certification, which Plaintiffs timely opposed.                                                     1 Kona Beers were defined for the purposes of Class Certification as Longboard Island Lager,  Hanalei IPA, Castaway IPA, Big Wave Golden Ale, Lemongrass Luau, Wailua Wheat, Fire Rock  Pale Ale, and Pipeline Porter.                                         4    





 






   21.   On January 24, 2019, the Parties participated in a day-long mediation session with Bruce         A. Edwards of JAMS in San Francisco, California. The Parties did not reach settlement         during this mediation.    22.   On February 1, 2019, the Ninth Circuit Court of Appeals denied CBA’s Rule 23(f) petition.    23.   On February 15, 2019, CBA filed a Petition for Rehearing En Banc of the Ninth Circuit’s         denial of CBA’s Rule 23(f) petition.    24.   On  March  6,  2019,  the  Parties  participated  in  a  second  mediation  session  with  Mr.         Edwards. The session lasted approximately 12 hours and the Parties were able to reach a         settlement in principle at the conclusion of the mediation.     25.   In the subsequent weeks, the Parties continued to negotiate and finalize all terms of this         Settlement Agreement.    26.   On April 24, 2019, the Parties filed a request to stay all appellate proceedings pending the         settlement approval process, including CBA’s Petition for Rehearing En Banc. Also on         April 24, 2019, the Parties filed a Joint Status Report Re: Settlement, informing the Court         that the Parties had reached a settlement in principle, the terms of which are set forth herein.     27.   CBA, while continuing to deny all allegations of wrongdoing, and disclaiming all liability         with respect to all claims, considers it desirable to resolve the Action on the terms stated         herein to avoid further expense, inconvenience, and burden, and therefore determines that         this Settlement Agreement is in CBA’s best interests.   28.   The Parties have engaged in extensive litigation, including substantial completion of fact         and expert discovery, and have had a full and fair opportunity to evaluate the strengths and         weaknesses  of their  respective positions.  This Settlement  Agreement was reached  after         extensive review of the underlying facts, after extensive arm’s length negotiations between                                          5    





 






         Class  Counsel  and  CBA’s  Counsel,  and  after  two  mediation  sessions  with  Bruce  A.         Edwards.    29.   Weighing  risks  and  uncertainties  of  continued  litigation  and  all  factors  bearing  on  the         merits of settlement, Plaintiffs and Class Counsel are satisfied that the terms and conditions         of this settlement are fair, reasonable, adequate, and in the best interests of the Plaintiffs         and the Class.   30.   NOW, THEREFORE, without any admission or concession of liability or wrongdoing or         the lack of merit of any defense whatsoever by CBA, or any admission or concession of         the lack of merit of this Action whatsoever by Plaintiffs, it is hereby stipulated and agreed         by the undersigned, on behalf of Plaintiffs, the Settlement Class, and CBA, that the Action         and all claims of the Settlement Class be settled, compromised, and dismissed on the merits         and  with  prejudice,  subject  to  Court  approval  as  required  by  Federal  Rules  of  Civil         Procedure 23, on the terms and conditions set forth herein and upon the Effective Date (as         defined below).    31.   Each Party affirms that the Recitals above are true and accurate and are hereby made a part         of this Settlement Agreement.   I.    DEFINITIONS         As used in this Settlement Agreement and the Exhibits hereto, in addition to any definitions   set forth elsewhere in this Settlement Agreement, the following terms shall have the meanings set   forth below. Unless otherwise indicated, defined terms include the plural as well as the singular.   32.   “Action” means the consolidated class action initiated by Plaintiffs Theodore Broomfield         and  Simone  Zimmer,  captioned Broomfield  v.  Craft  Brew  Alliance,  Inc.,  No.  5-17-cv-        01027-BLF, in the United States District Court for the Northern District of California.                                         6    





 






   33.   “Agreement”  or  “Settlement  Agreement”  means  this  Settlement  Agreement,  and  its         Exhibits attached hereto and incorporated herein.   34.   “CAFA Notice” means the notice which CBA shall serve upon the appropriate State and         Federal officials, providing notice of the proposed settlement. CBA’s Counsel shall provide         a declaration attesting to compliance with 28 U.S.C. § 1715(b), which will be filed with         Plaintiffs’ motion for preliminary and/or final approval.     35.   “Claim Deadline” means the date to be set by the Court as the deadline for Settlement         Class Members to submit Claim Forms, and which shall be ninety (90) calendar days after         the Notice Date, subject to Court approval.   36.   “Claim Form” means the document, substantially in the form attached as Exhibit 1, which         Settlement Class Members must submit to the Settlement Administrator in order to obtain         the Settlement Benefit.   37.   “Claims Period” means the period of time from the Notice Date until the Claim Deadline.   38.   “Claimant” means a Settlement Class Member that submits a Claim Form.   39.    “Class Counsel” or “Plaintiffs’ Counsel” means the law firms of Faruqi & Faruqi, LLP         and the Wand Law Firm, P.C.   40.   “Class Period” or “Settlement Class Period” means the period of time from February 28,         2013 through the date Preliminary Approval is granted.   41.   “Class  Representatives”  or  “Plaintiffs”  means  Plaintiffs  Theodore  Broomfield  and         Simone Zimmer.   42.   “Class Representative Service Award” means the monetary award, sought by application         and approved by the Court, which is payable to the Class Representatives for their efforts         and diligence in prosecuting this Action on behalf of the Class and Settlement Class.                                          7    





 






   43.   “Court” means the United States District Court for the Northern District of California, the         Honorable Beth Labson Freeman presiding.   44.   “Defendant” or “CBA” means Craft Brew Alliance, Inc.   45.   “Defendant’s Counsel,” “Defense Counsel,” or “CBA’s Counsel” means the law firm of         Shook, Hardy & Bacon LLP.   46.   “Effective Date” means the date on which the Court enters an Order and Final Judgment,         if no appeal is taken. If an appeal is taken, the Effective Date shall mean the first date all         appellate rights (including proceedings in the Supreme Court) with respect to said Order         and Final Judgment have expired or been exhausted in such a manner as to affirm the Order         and Final Judgment.   47.   “Final Approval Hearing” means the hearing that is to take place after the entry of a         Preliminary Approval Order and after the Notice Date and Claim Deadline for purposes of         (a) determining whether the Settlement Agreement should be approved as fair, reasonable,         adequate and in the best interests of the Class Members; (b) entering the Order and Final         Judgment and dismissing the Action with prejudice; and (c) ruling upon an application by         Class Counsel for an award of attorneys’ fees, costs and expenses, and Class Representative         Service Awards.   48.   “Fee Application” means a motion for a Fee Award and Class Representative Service         Awards, which Plaintiffs will file not later than thirty-five (35) calendar days before the         Objection/Exclusion Deadline and the Claim Deadline.    49.   “Fee Award” means an award of reasonable fees, costs and expenses in an amount up to         $2,900,000.00 (Two Million Nine Hundred Thousand Dollars and Zero Cents), sought by         application and approved by the Court, which is payable to Class Counsel.                                          8    





 






   50.   “Final  Approval”  means  the  Court’s  entry  of  an  Order  following  the  Final  Approval         Hearing, substantially in the form of Exhibit 5 hereto, approving the Settlement pursuant         to the terms and conditions of this Agreement without material change, confirming the         certification of the Settlement Class for purposes of this Agreement only, and releasing all         claims of Plaintiffs and the Settlement Class Members.    51.   “Final Judgment” means the Court’s entry of an Order and Final Judgment following the         Final  Approval  Hearing,  substantially  in  the  form  of Exhibit  6  hereto,  dismissing  the         Action with prejudice.    52.   “Fraudulent Claims” means any Claim Forms the Settlement Administrator determines         in good faith contain indicia of fraud, deceit or other invalidity, including but not limited         to any attempts to bypass the terms and limitations set out in this Agreement regarding         Claim Forms, Claimants, Settlement Class Members and Settlement Benefits.     53.   “Kona Beers” means all 4-pack, 6-pack, 12-pack, or 24-packs of Longboard Island Lager,         Hanalei IPA, Castaway IPA, Big Wave Golden Ale, Lemongrass Luau, Wailua Wheat,         Fire Rock Pale Ale, Pipeline Porter, Lavaman Red Ale, Koko Brown Ale, Kua Bay IPA,         Gold Cliff IPA, Kanaha Blonde Ale, Liquid Aloha Variety Pack, Island Hopper Variety         Pack,  Happy  Mahalo  Variety  Pack,  Wave  Rider  Tandem  Pack.  Excluded  from  this         definition are all Kona Beers that are sold without packaging (i.e., loose bottles, loose cans,         and draft beer).    54.   “Long Form Notice” means notice of the proposed settlement to be provided to Settlement         Class  Members  substantially  in  the  forms  attached  as Exhibit  3,  but  which  may  be         modified as necessary to comply with the provisions of any order of Preliminary Approval         entered by the Court. The Long Form Notice shall be published on the Settlement Website.                                           9    





 






   55.   “Motion for Final Approval” means the motion that the Plaintiffs shall file seeking Final         Approval of this Settlement.   56.   “Notice” means notice of this Settlement Agreement as defined in Section IV.    57.   “Notice Date” means the date that Internet banner notice ads are first published in accord         with the Notice Plan set forth in Section IV below.    58.   “Notice Plan” means the plan for dissemination of notice of this Settlement Agreement by         the Settlement Administrator in accord with the terms and provisions set forth in Section         IV below.    59.   “Notice of Missing or Inaccurate Information” means the notice sent by the Settlement         Administrator  to  a  Claimant  who  has  submitted  a  Claim  Form  with  inaccurate,         disqualifying, incomplete or missing information that is required for the Claimant to be         considered eligible for the Settlement Benefit provided by this Settlement.    60.   “Objection/Exclusion Deadline” means the date to be set by the Court as the deadline for         Settlement Class Members to submit Objections or Requests for Exclusion, and which shall         be ninety (90) calendar days after the Notice Date, subject to Court approval.    61.   “Objection” means  the  written  communication  that  a  Settlement  Class  Member  must         submit  to  the  Court  by  the  Objection/Exclusion  Deadline  in  order  to  object  to  the         Settlement, as provided for in Section VI below.   62.   “Person” means any natural person.   63.   “Parties” means Plaintiffs and CBA, collectively, and “Party” means either Plaintiffs or         CBA, individually.                                          10    





 






   64.   “Preliminary Approval” or “Preliminary Approval Order” shall mean the issuance of         an  order  by  the  Court,  substantially  in  the  form  of Exhibit  4  hereto,  preliminarily         approving, inter alia, the terms of this Settlement and authorizing Notice to the Class.    65.   “Proof  of  Purchase”  means a receipt,  a  copy  of  the  purchase  on  a  credit/debit  card         statement,  a  copy  of  the  UPC  from  the  package(s)  of  Kona  Beers,  retailer  reward  or         membership  programs  evidencing  a  purchase  of  Kona  Beers,  or  other  similar  type  of         documentation evidencing the purchase of Kona Beers by the Settlement Class Member.    66.   “Released Claims” means any claim, cross-claim, liability, right, demand, suit, matter,         obligation, damage, restitution, disgorgement, loss or cost, attorneys’ fee, cost or expense,         action or cause of action, of every kind and description that the Releasing Party had or has,         including assigned claims, whether in arbitration, administrative, or judicial proceedings,         whether as  individual claims or as  claims asserted on a class basis or on behalf of the         general  public,  whether  known  or  unknown,  asserted  or  unasserted,  suspected  or         unsuspected, latent or patent, that is, has been, could reasonably have been, or in the future         might  reasonably  be  asserted  by  the  Releasing  Party  in  the  Action  against  any of  the         Released  Parties  arising  out  of  the allegations  in  the  complaints  filed  in  the  Action.         Excluded from the Released Claims is any claim for alleged bodily injuries arising after         the Effective Date of this Settlement Agreement.    67.   “Released  Parties”  means  CBA,  and  all  of  its  past,  present  and/or  future  parents,         predecessors, successors, assigns, subsidiaries, divisions, departments, and affiliates, and         any and all of their past, present and/or future officers, directors, employees, stockholders,         partners,  agents,  servants,  successors,  attorneys,  representatives,  advisors,  consultants,                                          11    





 






         brokers,  distributors,  wholesalers,  subrogees  and  assigns  of  any  of  the  foregoing,  and         representatives of any of the foregoing.   68.   “Releasing Parties” means the Plaintiffs, each Settlement Class Member that does not         submit a timely and valid Request for Exclusion, and any Person claiming by or through         such Settlement Class Member as his/her spouse, parent, child, heir, guardian, associate,         co-owner,  attorney,  agent,  administrator,  devisee,  predecessor,  successor,  assignee,         representative of any kind, shareholder, partner, director, employee, or affiliate.   69.   “Request  for  Exclusion” means  the  written  communication  that  a  Settlement  Class         Member must submit to the Settlement Administrator by the Objection/Exclusion Deadline         in order to be excluded from the Settlement as provided for in Section VI below.   70.   “Settlement” means the settlement embodied in this Agreement.   71.   “Settlement  Administrator”  means  CPT  Group,  Inc.,  which  will  be  responsible  for         providing notice to the Class and administering the Settlement as provided for in Sections         IV and V below. The Parties each represent they do not have any financial interest in the         Settlement  Administrator  or  otherwise  have  a  relationship  with  the  Settlement         Administrator that could create a conflict of interest. Should a conflict of interest or other         issue lead to the disqualification of the selected Settlement Administrator, the Parties will         meet and confer as to a suitable replacement.   72.   “Settlement Notice and Administration Costs” means the costs for providing Notice and         administration of the Settlement. CBA shall pay the Settlement Notice and Administration         Costs, which are currently estimated to be $395,000.                                           12    





 






   73.   “Settlement Benefit” means the monetary payment described in Section II, available to         Settlement Class Members who meet eligibility requirements and submit a timely and valid         Claim Form.   74.   “Settlement Class Members,” “Class Members,” “Class,” or “Settlement Class” means:         All Persons who purchased any four-pack, six-pack, twelve-pack or twenty-four pack of         Kona Beers in the United States, it territories, or at any Untied States military facility,         during the Class Period.  For the purposes of this definition, individuals living in the same         household shall be deemed to be a single Class Member. Excluded from the Settlement         Class are: (a) CBA’s and any of its parents’, affiliates’, or subsidiaries’ employees, officers         and  directors,  (b) distributors,  retailers  or  re-sellers  of  Kona  Beers,  (c)  governmental         entities, (d) Persons who timely and properly exclude themselves from the Settlement Class         as provided herein, (e) the Court, the Court’s immediate family, and Court staff, and (f)         counsel of record for the Parties, and their respective law firms.    75.   “Settlement  Website”  means  the  website  to  be  established  by  the  Settlement         Administrator  for  purpose  of  providing  notice,  Claim  Forms  and  other  information         regarding this Agreement. The Settlement Website will include, inter alia, (a) an FAQ         section, (b) links to all pertinent documents including relevant pleadings as agreed by the         Parties or as ordered by the Court, (c) the Fee Application and Motions for Preliminary         Approval  and Final Approval  (and orders granting these motions  if and when they  are         issued), (d) a toll-free number, (e) and other pertinent information about the Settlement.         The Settlement Website will be updated regularly with relevant documents as they become         available.                                            13    





 






   76.   “Summary Notice” means notice of the proposed Settlement to be provided to Settlement         Class  Members  substantially  in  the  forms  attached  as Exhibit  2,  but  which  may  be         modified as necessary to comply with the provisions of any order of Preliminary Approval         entered by the Court. The Summary Notice will be emailed directly to Class Members for         whom CBA has contact information, published on the Settlement Website, and published         in print in the National Geographic Magazine and San Jose Mercury News Newspaper.    II.   SETTLEMENT CONSIDERATION         Settlement  consideration  shall  consist  of  two  primary  components:  (1)  a  monetary   component consisting of payments to Claimants; and (2) an injunctive relief component whereby   CBA agrees to make certain changes to its business practices with respect to Kona Beers.    Monetary Relief   77.   To each Claimant who submits a timely and valid Claim Form, CBA will pay a monetary         Settlement Benefit. Settlement Class Members residing in the same household (i.e., the         same mailing address) who each submit a Claim Form shall only be entitled to a collective         maximum payment of $10 or $20 per household, depending on whether Proof of Purchase         is submitted, as follows:        a.     Per Unit Values: Claimants may seek the following payment per unit of each Kona               Beer purchased during the Settlement Class Period.                   i. 4-pack Kona Beers: $1.25 per unit.                  ii. 6-pack Kona Beers: $1.25 per unit.                  iii. 12-pack Kona Beers: $2.00 per unit.                  iv. 24-pack Kona Beers: $2.75 per unit.                                          14    





 






        b.     With Proof of Purchase. Claimants who submit sufficient Proof of Purchase and               age verification may claim the above payments per unit, up to a maximum recovery               of $20 per Settlement Class Member.         c.     Without  Proof  of  Purchase. Claimants  who  do  not  submit  sufficient  Proof  of               Purchase, or no Proof of Purchase at all, but who submit attestation of his or her               purchase of Kona Beers under penalty of perjury, along with age verification, may               claim the above payments per unit, up to a maximum recovery of up to $10 per               Settlement Class Member.         d.     Option to Terminate.  Subject  to  the  above terms,  should the Settlement  Class               Members  submit  more  than  one  million  (1,000,000)  Claims  in  this  Settlement               (regardless of the dollar amount of such claims), CBA shall have the unconditional               right, but not the obligation, to terminate this Settlement Agreement. If CBA elects               to terminate this Settlement Agreement under this paragraph, CBA must provide               written notice to the other Parties’ counsel, by hand delivery, mail, or e-mail within               ten (10) calendar days of the occurrence of the condition permitting termination.               CBA shall be responsible for any Settlement Notice costs incurred if it chooses to               exercise this option.    Injunctive Relief   78.   Not later than March 2020 or thirty calendar days after the Effective Date, whichever is         later, CBA shall make the following changes to its business practices:            a. To the extent permitted by law and/or regulation, CBA shall include a conspicuous               statement on all consumer-facing Kona Beer packaging on a panel other than the               bottom of the package that lists each location where the Kona Beers are brewed or                                          15    





 






               lists  the  location  or  locations  at  which  a  particular  Kona  Beer  is  brewed,  for  a               minimum of four years after the Effective Date.  An initial mock-up of the new               packaging for one of the Kona Beer products is attached hereto as Exhibit 7.        b.     For a minimum of four years after the Effective Date, CBA’s General Counsel or               his  or  her  designee  shall  conduct  annual  meetings  with  CBA’s  marketing               department to review and comply with the injunctive terms of this Settlement.   79.   To  the  extent  not  already  done,  and  to  the  extent  necessary, CBA  agrees  to  provide         Plaintiffs and Class Counsel with sufficient confidential sales information and forecasts         that will allow the Parties to estimate the monetary value of the foregoing injunctive relief         to the Settlement Class. CBA shall not oppose the use of this information in connection         with  any  filings  or  proceedings  related  to  the  Settlement,  provided  that  Plaintiffs  shall         provide CBA the opportunity to review any such filings in advance, and the Parties will         meet and confer and reach mutual agreement as to the appropriate form of disclosing such         information to the Court, which may involve filing under seal. The Parties acknowledge         and recognize that, in accordance with the interest of public transparency, the filing of any         such information under seal will not be requested unless the Parties believe it is necessary         to do so.    III.  CLAIMS PROCESS AND PAYMENT   Submission of Claims   80.   To  be  eligible  to  receive  the  Settlement  Benefit  under  the  Settlement  Agreement,         Settlement Class Members must submit a claim to the Settlement Administrator by either:         (a) completing, certifying, and mailing the Claim Form to the Settlement Administrator;         (b) completing, certifying, and submitting the Claim Form electronically on the Settlement                                          16    





 






         Website;  or  (c)  completing,  certifying  and  submitting  all  information  contained  in  the         Claim Form electronically on the Settlement Website.    81.   In order to be timely, the Claim Form must be postmarked or electronically submitted by         no later than the Claim Deadline. Claim Forms postmarked or electronically submitted         after the Claim Deadline may be denied by the Settlement Administrator, and CBA will         not be obligated to make any payment on such claims, unless the Parties agree otherwise.   82.   In order to be valid, the Claim Form must: (a) be signed in hard copy or electronically by         the Settlement Class Member under penalty of perjury; and (b) bear an attestation by the         Settlement Class Member that he/she purchased the Kona Beers during the Class Period,         and that he/she was over 21 years old at the time of purchase(s) of the claimed Kona Beers.         Claim  Forms  that  do  not  meet  these  requirements  may  be  denied  by  the  Settlement         Administrator, and CBA will not be obligated to make any payment on such claims, unless         the Parties agree otherwise.    Review of Claims   83.   The Settlement Administrator shall review all submitted Claim Forms within a reasonable         time to determine the validity and timeliness of the Claim, each Settlement Class Member’s         eligibility  for  the  Settlement  Benefit,  and  the  amount  of  such  relief,  if  any.  Copies  of         submitted Claim Forms shall be provided to CBA’s Counsel and to Class Counsel upon         request. Settlement Class Members who submit valid and timely Claim Forms shall be         entitled to the Settlement Benefit. Settlement Class Members who submit Claims Forms         that do not meet the eligibility requirements described herein may not be entitled to such         relief.                                              17    





 






   Invalid/Fraudulent Claims   84.   The Settlement Administrator shall use good faith and appropriate procedures to prevent,         detect, and reject the payment of Fraudulent Claims and ensure payment of only legitimate         claims. The Settlement Administrator shall notify the Claimant via mail or email of the         rejection.  If any Claimant whose Claim Form has been rejected, in whole or in part, desires         to contest such rejection, the Claimant must, within ten (10) calendar days from receipt of         the rejection, mail or email the Settlement Administrator a notice and statement of reasons         indicating  the  grounds  for  contesting  the  rejection  along  with  any  supporting         documentation, requesting further review by the Settlement Administrator, of denial of the         Claim.  If  any  Claimant  whose  Claim  Form  has  been  rejected  fails  to  respond  to  the         Settlement Administrator with within ten (10) calendar days from receipt of the rejection,         the rejection shall be deemed final and valid. The Settlement Administrator, in consultation         with CBA’s Counsel and Class Counsel, shall notify the Claimant of its decision within         ten (10) business days from receipt of the Claimant’s reply contesting the rejection.     Incomplete or Inaccurate Claim Forms   85.   After receipt of any Claim Forms containing incomplete or inaccurate information, and/or         submitted Claims Forms omitting required information, the Settlement Administrator shall         send a Notice of Missing or Inaccurate Information explaining what information is missing         or inaccurate.    86.   Claimants shall have until the end of the Claims Period, or thirty (30) calendar days from         when the Notice of Missing or Inaccurate Information was mailed, whichever is later, to         reply  to  the  Notice  of  Missing  or  Inaccurate  Information,  and  provide  the  required         information.                                          18    





 






   87.   If a Claimant fails to respond by the end of the Claims Period or within thirty (30) calendar         days from when the Notice of Missing or Inaccurate Information was mailed, whichever is         later, or the Settlement Administrator is unable to provide a Notice of Missing or Inaccurate         Information as a result of the omitted information, the Settlement Administrator will reject         such Claimant’s claim, and CBA will not be obligated to make any payment on such claim.   Provision of Settlement Benefits   88.   CBA  shall  transmit  to  the  Settlement  Administrator  the  aggregate  dollar  value  of  all         Settlement Benefits by no later than fifteen (15) calendar days after the Effective Date.    89.   The  Settlement  Administrator  shall  pay  all  Settlement  Benefits  to  Settlement  Class         Members who are eligible and who submit a valid and timely Claim Form within fifteen         (15) calendar days of receiving the funds from CBA or thirty (30) calendar days of the         Effective Date, whichever date is earlier.   90.   Within twenty-one (21) calendar days after the distribution of the Settlement Benefits, the         Parties shall file a Post-Distribution Accounting with the Court.     91.   All  cash  awards  to  Settlement  Class  Members  will  be  in  the  form  of  a  check  or  via         electronic payment, whichever option the Settlement Class Member so chooses.   IV.   NOTICE   92.   Notice of the Settlement shall conform to all applicable requirements of the Federal Rules         of Civil Procedure, the United States Constitution (including the Due Process Clauses), the         Class Action Fairness Act of 2005, 28 U.S.C. § 1715, the United States District Court for         the Northern District of California’s Procedural Guidance for Class Action Settlements,         and any other applicable law, and shall otherwise be in the manner and form approved by                                          19    





 






         the Court. To the extent any changes to the notice plan set forth herein need to be modified         in any way, the Parties agree to work cooperatively to make any such changes.      Forms of Notice   93.   Upon Preliminary Approval, Notice of the Settlement shall be according to the following         Notice Plan:            a. Settlement  Website  Notice: No later than  five  (5) calendar days  before  Internet               Publication Notice (see Paragraph 93(e)), the Settlement Administrator shall create               a Settlement Website, which will include, inter alia, links to the Long Form Notice,               the Summary Notice, this Settlement Agreement  and Exhibits, the Claim Form,               relevant filings and orders, and information relating to filing a claim, objecting to               the  Settlement,  opting  out  of  the  Settlement,  other  deadlines  relating  to  the               Settlement, and instructions on how to access the case docket via PACER or in               person at any of the Court’s locations.             b. Toll-Free Telephone Support: No later than five (5) calendar days before Internet               Publication  Notice  (see Paragraph  93(e)),  the  Settlement  Administrator  shall               establish a toll-free telephone support system to provide Settlement Class Members               with (a) general information about the Action and Settlement; (b) frequently asked               questions and answers; and (c) information relating to filing a claim, objecting to               the Settlement,  opting out  of the Settlement,  and  other  deadlines  relating to  the               Settlement.            c. Direct Notice: At or before the filing of the Motion for Preliminary Approval, CBA               shall  provide  the  Settlement  Administrator  with  a  list  of  all  potential  Class               Members for whom it has e-mail or mailing addresses. No later than twenty-five                                          20    





 






               (25) calendar days after Preliminary Approval, the Settlement Administrator shall               cause  the  Summary  Notice  to  be  sent  to  all  Class  Members  for  whom  email               addresses or mailing addresses have been provided.             d.  Print Publication Notice: On the first available publication date after Preliminary               Approval, the Settlement Administrator will publish the Summary Notice in print               in National Geographic Magazine for a period of one month. On the first available               publication date after Preliminary Approval, the Settlement Administrator will also               publish the Summary Notice in print in the San Jose Mercury News Newspapers               one day per week for a period of four consecutive weeks in compliance with the               CLRA.             e.  Internet  Publication  Notice: No  later  than  twenty-five  (25)  calendar  days  after               Preliminary  Approval,  the  Settlement  Administrator  will  issue  an  informational               press release to PR Newswire of the Settlement.  The press release will include the               Settlement Website address so that Settlement Class Members can easily access               information about the Action and Settlement. The Settlement Administrator will               also purchase Internet banner notice ads that will allow access to the Settlement               Website through an embedded hyperlink contained within the banner notice ad.               These  Internet  banner  ads  will  be  first  published  no  later  than  twenty-five  (25)               calendar days after Preliminary Approval, and will continue for a period of ten (10)               weeks.    V.    ADMINISTRATION OF SETTLEMENT   94.   All Settlement Notice and Administration Costs shall be paid by CBA.                                          21    





 






   95.   The  Settlement  Administrator  shall  be  responsible  for  administrative  tasks,  including,         without limitation:             a.  Arranging, as set forth in this Section and in the Preliminary Approval Order, for               distribution  of  Notice  of  the  Settlement  (in  a  form  substantially  similar  to  that               approved by the Court) and Claims Forms (in a form substantially similar to that               approved by the Court) to Settlement Class Members;              b.  Answering  inquiries  from  Settlement  Class  Members  and/or  forwarding  such               written inquiries to Class Counsel or their designee;             c.  Receiving and maintaining correspondence regarding Objections and Requests for               Exclusion from the Settlement Agreement;             d.  Posting  notices,  Claim  Forms,  and  other  related  documents  on  the  Settlement               Website and otherwise maintaining the Settlement Website;             e.  Receiving and processing Claim Forms, including sending Notices of Missing or               Inaccurate Information where applicable;             f.  Providing  weekly  updates  to  CBA’s  Counsel  and  Class  Counsel  regarding  the               number of Claims, Requests for Exclusion, and Objections.  The updates shall be               made on Friday of every week;             g. Providing declaration(s) in support of preliminary and final approval as necessary               and appropriate;             h. Distributing all payments under the Settlement, including payments to Settlement               Class Members and the Class Representative Service Awards;             i. Providing a post-distribution accounting declaration; and                                           22    





 






           j. Otherwise  assisting  with  implementation  and  administration  of  the  Settlement              Agreement terms as the Parties mutually agree or the Court orders the Settlement              Administrator to perform.   VI.   OBJECTIONS AND OPT-OUTS   Objections   96.   Settlement Class Members shall have the right to appear and present Objections as to any         reason why the terms of this Agreement should not be given Final Approval. Any Objection         must  be  in  writing  and  submitted  to  the  Court  no  later  than  the  Objection/Exclusion         Deadline. Settlement Class Members shall submit written objection to the Court, either by         (1) mailing them to the Class Action Clerk, United States District Court for the Northern         District of California, 280 South 1st Street, Courtroom 3, San Jose, CA 95113, or (2) filing         them in person at any location of the United States District Court for the Northern District         of California or via the ECF electronic filing system.    97.   Any  Objection  must  contain  a  caption  or  title  that  identifies  it  as  “Objection  to  Class         Settlement in Broomfield, et al. v. Craft Brew Alliance, Inc., No. 5-17-cv-01027-BLF” and         shall also contain:             a.  Information  sufficient  to  identify  and  contact  the  objecting  Settlement  Class               Member,  including  name,  address,  telephone  number,  and,  if  available,  email               address,  and  if  represented  by  counsel,  the  foregoing  information  for  his/her               counsel;             b. Whether the Settlement Class Member, or his or her counsel, intends to appear at               the Final Approval Hearing;                                          23    





 






            c. Whether the Objection applies only to the Settlement Class Member, to a specific               subset of the Settlement Class, or to the entire Settlement Class;            d.  A  clear  and  concise  statement  of  the  Settlement  Class  Member’s  Objection,               including all bases and legal grounds for the Objection;             e.  Documents  sufficient  to  establish  the  person’s  standing  as  a  Settlement  Class               Member, i.e., verification under penalty of perjury as to the person’s purchase of               Kona Beers during the Class Period, or a Proof of Purchase;             f.  A list of any other objections submitted by the Settlement Class Member, or his/her               counsel, to any proposed class action settlements submitted in any court, whether               state or federal, in the United States for the previous five (5) years.  If the Settlement               Class  Member  or  his/her  counsel  has  not  objected  to  any  other  class  action               settlement  in  any  other  court  in  the  previous  five  (5)  years,  he  or  she  shall               affirmatively state so; and   98.   No Settlement Class Member shall be entitled to be heard at the Final Approval Hearing         (whether individually or through counsel) or to object to the Agreement, and no written         Objections  or  briefs  submitted  by  any  Settlement  Class  Member  shall  be  received  or         considered  by  the  Court  at  the  Final  Approval  Hearing,  unless  written  notice  of  the         Settlement Class Member’s intention to appear at the Final Approval Hearing, and copies         of  any  written  Objections  or  briefs,  have  been  filed  with  the  Court  on  or  before  the         Objection/Exclusion Deadline.   99.   Class Counsel and CBA shall have the right to respond to any Objection no later than thirty-        five (35) calendar days prior to the Final Approval Hearing.                                          24    





 






   100.  Settlement Class Members who fail to submit written Objections in the manner specified         above shall be deemed to have waived any objections and shall be foreclosed from making         any objection (whether by appeal or otherwise) to the Settlement Agreement and shall be         bound, to the extent allowed by law, by the terms of the Settlement Agreement.    Requests for Exclusion/Opt Out   101.  Any Settlement Class Member who does not wish to participate in this Settlement must         submit a Request for Exclusion to the Settlement Administrator by the Objection/Exclusion         Deadline,  stating  a  clear  intention  to  be  “excluded”  from  this  Settlement.  The  written         request for exclusion must contain the Settlement Class Member’s name, current address,         and  telephone  number.  The  Request  for  Exclusion  must  be  personally  signed  by  the         Settlement  Class  Member,  dated  and  sent  to  the  Settlement  Administrator  via  the         Settlement Website or by hard copy sent via U.S. Mail.    102.  The date of the postmark on the envelope, or the electronic date of submission in the case         of a submission via the Settlement Website, shall be the exclusive means used to determine         whether a Request for Exclusion has been timely submitted by the Objection/Exclusion         Deadline. Any Settlement Class Member whose request to be excluded from the Settlement         Class is approved by the Court will not be bound by this Settlement Agreement nor will he         or she have any right to object, appeal, or comment thereon.   103.  Settlement Class Members who fail to submit a valid and timely Request for Exclusion on         or before the Objection/Exclusion Deadline shall be bound, to the extent allowed by law,         by all terms of the Settlement Agreement and any Judgment entered in the Action if the         Settlement Agreement is approved by the Court, regardless of whether they have requested         exclusion from the Class.                                          25    





 






   104.  Settlement Class Members who submit a valid and timely Request for Exclusion cannot         object to the Settlement.   No Solicitation of Objections or Exclusions   105.  The Parties and their counsel agree to use their best efforts to carry out this Agreement. At         no time shall any of the Parties or their counsel seek to solicit or otherwise encourage any         Party or Settlement Class Member to submit Objections or Requests for Exclusion, or to         appeal from the Court’s Judgment.   VII.  ATTORNEYS’  FEES  &  COSTS,  AND  CLASS  REPRESENTATIVE  SERVICE        AWARDS          Attorneys’ Fees and Costs   106.  Class Counsel shall submit a Fee Application for an award of attorneys’ fees and costs,         including expert fees and costs, in an amount not to exceed $2,900,000.00 (Two Million         Nine Hundred Thousand Dollars and Zero Cents). CBA and its counsel will not oppose or         undermine that request or solicit others to do so.    107.  The Fee Award shall be the total obligation of CBA to pay for attorneys’ fees, costs, and/or         expenses of any kind (including, but not limited to, travel, filing fees, court reporter and         videographer expenses, expert fees and costs, notice of pendency costs and expenses, and         document review and production costs) related to this Action.   108.  CBA shall pay the Fee Award by wire transfer to Class Counsel not later than ten (10)         calendar days following Final Approval.    109.  This  Settlement  is  not  contingent  upon  the  Court  awarding  any  particular  amount  in         attorneys’ fees and costs, however, Plaintiffs retain the right to appeal any decision by the         Court regarding the Fee Award.     110.  Class Counsel, in their sole discretion, shall allocate and distribute the Fee Award.                                          26    





 






   111.  CBA shall pay its own attorneys’ fees and costs incurred in this Action.    Class Representative Service Awards   112.  In recognition of the time and effort the Class Representatives expended in pursuing this         Action  and  fulfilling  their  obligations  and  responsibilities  as  Class  Representatives,         Class Counsel shall also petition the Court for, and  CBA shall not oppose, a service         award in an amount of $5,000.00 (Five Thousand Dollars and Zero Cents) to each of the         two Class Representatives.   113.  The Court’s award of any Class Representative Service Awards shall be separate from         its determination of whether to approve the Settlement as set forth in this Agreement.    114.  In  the  event  the  Court  approves  the  Settlement,  but  declines  to  award  a  Class         Representative Service Award in the amount requested by Class Counsel, the Settlement         will nevertheless be binding on the Parties. However, if the Court declines to approve         the Settlement, no Class Representative Service Awards shall be paid.    115.  CBA shall pay the Class Representative Service Awards by wire transfer to the Settlement         Administrator  not  later  than  fifteen  (15)  calendar  days  after  the  Effective  Date.  The         Settlement Administrator shall pay the Class Representative Service Awards to Plaintiffs         within fifteen (15) calendar days of receiving the funds from CBA or thirty (30) calendar         days of the Effective Date, whichever date is earlier. The Settlement Administrator shall         issue an IRS Form 1099-MISC to Plaintiffs solely for the amount awarded by the Court for         each Plaintiffs’ Class Representative Service Award. Plaintiffs shall be solely and legally         responsible  to  pay  and  all  applicable  taxes  on  their  Class  Representative  Service         Awards, and shall hold harmless CBA and Class Counsel from any claim or liability for                                          27    





 






         taxes,  penalties,  or  interest  arising  as  a  result  of  the  Class  Representative  Service         Awards.   116.  Payment by CBA of the Class Representative Service Awards is separate from, and in         addition to, the other relief afforded to the Settlement Class Members in this Agreement.   VIII. PRELIMINARY APPROVAL   Motion for Preliminary Approval   117.  As soon as reasonably practicable after the signing of this Settlement Agreement, Plaintiffs         shall file an unopposed Motion for Preliminary Approval of Class Settlement that seeks         entry  of  the  Preliminary  Approval  Order,  which,  in  accordance  with  the  terms  of  this         Agreement, for settlement purposes only would:             a. Preliminarily approve this Settlement Agreement;            b. Certify a Settlement Class under Federal Rule of Civil Procedure 23 composed of               the Settlement Class Members;             c. Approve the Settlement Administrator;             d. Approve  and  authorize  the  contents  of  the  Notice  Plan  and  distribution  of  the               Notice;             e. Approve and authorize the procedures for submitting Objections and Requests for               Exclusion and the binding nature thereof;            f. Set deadlines for submitting papers in support of the Motion for Final Approval,               the  Motion  for  Attorneys’  Fees,  Costs,  and  Expenses  and  Class  Representative               Service Awards, and any responses to timely and valid Objections;             g. Schedule the Final Approval Hearing to determine whether Final Approval of the               Settlement Agreement is warranted; and                                           28    





 






            h. Stay  all  activity  in  the  Action  except  to  the  extent  necessary  to  effectuate  this               Agreement unless and until this Agreement is terminated pursuant to its terms and               conditions.   Certification of Settlement Class for Settlement Purposes Only   118.  The Parties agree, for settlement purposes only, that the Settlement Class shall be certified         and proceed as a class action under Federal Rule of Civil Procedure 23(b)(3), with a class         consisting of all Settlement Class Members, and with Plaintiffs Theodore Broomfield and         Simone  Zimmer  as  Class  Representatives,  and  with  Class  Counsel  as  counsel  for  the         Settlement Class Members.   119.  In  the  event  that  the  Court  does  not  preliminarily  or  finally  approve  the          Settlement Agreement, nothing herein shall be construed to alter the Court’s September         25, 2018 Certification Order, or CBA’s ability to contest that decision.    IX.   FINAL APPROVAL   Motion for Final Approval   120.  Prior  to  the  Final  Approval  Hearing,  Class  Counsel  shall  petition  the  Court  for  Final         Approval and Order and Final Judgment that would:             a. Confirm the certification of the Settlement Class as defined above;             b. Dismiss this Action, with prejudice, upon the Effective Date;             c. Decree that neither the Final Approval nor this Agreement constitutes an admission               of liability, fault or wrongdoing;             d. Release the Released Parties from the Released Claims of the Releasing Parties;             e. Find  that  this  Agreement  is  entered  into  in  good  faith,  is  reasonable,  fair  and               adequate, and is in the best interest of the Settlement Class Members; and                                           29    





 






            f. Make  such  orders  as  are  necessary  and  appropriate  to  effectuate  the  terms  and               conditions of this Settlement Agreement.   121.  Prior to the Final Approval Hearing, Class Counsel and CBA shall have the right to respond         to any Objections submitted by Settlement Class Members.   Final Approval Hearing   122.  The  Court  shall  conduct  a  Final  Approval  Hearing  so  that  the  Court  may  review  any         objections to this Agreement, consider the fairness, reasonableness and adequacy of this         Agreement  and  consider  the  Parties’  petition  for  Final  Approval  and  Class  Counsel’s         Application for a Fee Award and for the Class Representatives’ Service Awards. The date         of the Final Approval Hearing shall be posted on the Settlement Website in advance of the         hearing. If the date of the Final Approval Hearing is subsequently modified by the Court,         no further notice is required to be published to Settlement Class Members, except that, the         Parties  will  notify  any  Settlement  Class  Member  who  has  filed  a  timely  Objection  in         writing of any change to the date of the Final Approval Hearing.   Dismissal of this Action   123.  The Final Approval shall provide that this Action shall be dismissed, with prejudice, upon         the Effective Date.   X.    RELEASES    General Release from Liability   124.  Upon Effective Date, each of the Plaintiffs and each Settlement Class Member who has not         validly  and  timely  submitted  a  Request  for  Exclusion  shall  be  deemed  to  release  and         forever discharge any and all Released Parties of and from liability of any kind or type         whatsoever for any and all Released Claims, and shall be permanently barred and enjoined                                          30    





 






         from initiating, asserting and/or prosecuting any Released Claim(s) against any Released         Party  in  any  court  or  forum.  This  Agreement  shall  be  the  sole  and  exclusive  remedy         available to the Releasing Parties for any and all Released Claims against the Released         Parties.  No  Released  Party  shall  be  subject  to  liability  or  expense  of  any  kind  to  any         Releasing Party with respect to any Released Claim.   125.  The Parties agree that they may hereafter discover facts in addition to or different from         those they believe to be true with respect to the subject matter of this Agreement. The         Parties agree that, notwithstanding the discovery of the existence of any such additional or         different  facts  that,  if  known,  would  materially  affect  its  decision  to  enter  into  this         Agreement,  the  releases  herein  given  shall  be  and  remain  in  effect  as  a  full,  final  and         complete general release of the Released Claims and the Parties shall not be entitled to         modify or set aside this Agreement, either in whole or in part, by reason thereof. The Parties         hereby waive and relinquish, to the fullest extent permitted by law, the rights and benefits         of  any  statute  which  might  otherwise  render  unenforceable  a  release  contained  in  this         Agreement.   126.  With  respect  to  all  Released  Claims,  Plaintiffs  and  each  of  the  other  Settlement  Class         Members who have not validly opted out of this Settlement agree that they are expressly         waiving and relinquishing to the fullest extent permitted by law (a) the provisions, rights         and benefits conferred by Section 1542 of the California Civil Code, which provides:  “A         GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR         RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER         FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN         BY  HIM  OR  HER,  WOULD  HAVE  MATERIALLY  AFFECTED  HIS  OR  HER                                          31    





 






         SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY” and (b) any law of any         state  or  territory  of  the  United  States,  federal  law  or  principle  of  common  law,  or  of         international or foreign law, that is similar, comparable or equivalent to Section 1542 of         the California Civil Code.   XI.   Termination and Effect of Termination   127.  Each Party shall have the right to terminate this Settlement Agreement if: (a) the Court         denies preliminary approval of this Settlement Agreement (or grants preliminary approval         through an order that is not substantially similar in form and substance to Exhibit 4 hereto);         (b) the Court denies final approval of this Settlement Agreement (or grants final approval         through an order that materially differs in substance from Exhibit 5 hereto); or (c) the Final         Approval Order and Judgment do not become Final by reason of a higher court reversing         final approval by the Court, and the Court thereafter declines to enter a further order or         orders approving the Settlement on the terms set forth herein. If a Party elects to terminate         this Settlement Agreement under this paragraph, that Party must provide written notice to         the other Parties’ counsel, by hand delivery, mail, or e-mail within ten (10) calendar days         of the occurrence of the condition permitting termination.   128.  If the Settlement is not approved, the Parties shall meet and confer in  good faith, in an         effort  to  effectuate  the  material  terms  of  the  Settlement  and/or  negotiate  a  different         settlement, consistent with the Parties’ desire to resolve this Action. As part of this meet         and confer process, the Parties shall contact the mediator (Bruce A. Edwards), or another         mediator as mutually agreed by the Parties.   129.  Nothing shall prevent Plaintiffs and/or CBA from appealing or seeking other appropriate         relief from an appellate court with respect to any denial by the Court of Final Approval of                                          32    





 






         the Settlement. In the event such appellate proceedings result, by order of the appellate         court or by an order after remand or a combination thereof, in the entry of an order(s)         whereby  the  Settlement  is  approved  in  a  manner  substantially  consistent  with  the         substantive terms and intent of this Settlement Agreement, and dismissing all claims in the         Action with prejudice, and otherwise meeting the substantive criteria of this Agreement for         approval of the Settlement, such order shall be treated as a Final Approval Order.   130.  If this Settlement Agreement is terminated or disapproved, or if the Effective Date should         not occur for any reason, then: (a) this Settlement Agreement and all orders entered in         connection therewith shall be rendered null and void; and (b) all Parties shall be deemed to         have reverted to their respective status in the Action as of the date and time immediately         preceding the execution of this Settlement Agreement and, except as otherwise expressly         provided, the Parties shall stand in the same position and shall proceed in all respects as if         this Settlement Agreement and any related orders had never been executed, entered into,         or filed, except that the Parties shall not seek to recover from one another any attorneys’         fees,  costs,  and  expenses  incurred  in  connection  with  this  Settlement,  including  any         Settlement  Notice  and  Administration  costs  already  incurred  by  the  Settlement         Administrator.   XII.  Non-Admission of Fault or Liability   131.  This  Agreement, whether or not  consummated, and any  communications  exchanged or         actions taken pursuant to or during the negotiation of this Agreement are for settlement         purposes only. Neither the fact of nor the contents of this Agreement or its exhibits, nor         any communications exchanged, nor actions taken, pursuant to or during the negotiation of         this  Agreement,  shall  constitute,  be  construed  as,  or  be  admissible  in  evidence  as  an                                          33    





 






         admission of the validity of any claim asserted or fact alleged in this Action or of any         wrongdoing, fault, violation of law or liability of any kind on the part of CBA.   XIII.  Miscellaneous   Non-Admissibility   132.  This Agreement and all negotiations, correspondence and communications leading up to         its execution shall be deemed to be within the protection of Federal Rule of Evidence 408         and any analogous state or federal rules or principles. Neither this Agreement, nor any         terms, conditions, contents or provisions hereof or exhibits hereto, nor any negotiations,         correspondence or communications leading up to the execution of this Agreement, shall         constitute  a  precedent  or  be  admissible  for  any  purpose  in  any  proceeding;  provided,         however, that this Agreement shall be admissible in any proceeding related to the approval         of this Agreement, to enforce any of its terms and conditions, to support or defend this         Agreement in an appeal from an order granting or denying Final Approval, or to enforce         or assert a claim or defense of res judicata, collateral estoppel, claim preclusion, issue         preclusion, settlement, release, merger and bar, or any similar claim or defense against the         Plaintiffs, any Settlement Class Member, or any third party.   Reservation of Rights   133.  This Settlement Agreement is made without prejudice to the right of CBA to take any         position  in  its  defense  of  the  Action,  should  this  Agreement  not  be  approved  or         implemented.   Dispute Resolution   134.  If Plaintiffs or Class Counsel, on behalf of Plaintiffs or any Settlement Class Member, or         CBA’s Counsel, on behalf of CBA, at any time believe that the other Party has breached                                         34    





 






         or acted contrary to the Agreement, that Party shall notify the other Party in writing of the         alleged violation. The Parties shall meet and confer in good faith to resolve the dispute. If         the Parties are unable to resolve their differences within twenty (20) calendar days, either         Party shall first contact the mediator (Bruce A. Edwards) to try to resolve the dispute. If         that proves unsuccessful, the Party may file an appropriate motion for enforcement with         the Court.    Non-Disparagement   135.  Class  Counsel  and  Class  Representatives  agree  not  to  disparage  or  otherwise  take  any         action  which  could  reasonably  be  expected  to  adversely  affect  the  reputation  of  CBA         regarding this matter. CBA and its attorneys agree not to disparage or otherwise take any         action which could reasonably be expected to adversely affect the personal or professional         reputation of Class Counsel and Class Representatives regarding this matter.    Authority to Execute   136.  The  Parties  warrant  and  represent  that  the  persons  executing  this  Agreement  are  duly         authorized to do so.    Assignment of Claims   137.  The Parties warrant and represent that no claim or any portion of any claim referenced or         released in this Agreement has been sold, assigned, conveyed, or otherwise transferred to         any other entity or Person.   Reading and Understanding   138.  The  Parties  warrant  and  represent  that  they  have  carefully  read  this  Agreement,  have         consulted their attorneys regarding this Agreement, and fully understand and voluntarily         accept the terms and conditions of this Agreement.                                         35    





 






   Reliance on Own Judgment   139.  The Parties warrant and represent that they have relied upon their own judgment and that         of  their  legal  counsel  regarding  the  sufficient  and  agreed  upon  consideration  for  this         Agreement and that no statement or representation by any of the other Parties or their         agents, employees, officers, directors or legal representatives influenced or induced them         to execute this Agreement.   140.  This  Agreement  shall  be  construed  under  and  governed  by  the  laws  of  the  State  of         California, applied without regard to laws applicable to choice of law.   Jurisdiction of the Court   141.  The Court shall retain jurisdiction with respect to the interpretation, implementation and         enforcement  of  the  terms  of  this  Agreement  and  all  orders  and  judgments  entered  in         connection therewith, and the parties and their counsel hereto submit to the jurisdiction of         the  Court  for  purposes  of  interpreting,  implementing  and  enforcing  the  resolution         embodied in this Agreement and all orders and judgments entered in connection therewith.   Entire Agreement   142.  This Agreement, including all exhibits hereto, shall constitute the entire Agreement among         the Parties with regard to the subject of this Agreement and shall supersede any previous         agreements, representations, communications and understandings among the Parties with         respect to the subject matter of this Agreement.   Joint Preparation   143.  This Agreement shall be construed as if the Parties jointly prepared it, and any uncertainty         or ambiguity shall not be interpreted against any of the Parties.                                          36    





 






   Recitals   144.  The Recitals are a material part of this Agreement and are incorporated herein in their         entirety.   Captions   145.  The captions used in this Agreement are for convenience and identification purposes only,         and are not part of this Agreement.   Amendment or Modification   146.  This Agreement may not be changed, modified, or amended except in writing signed by         all Parties (or their successors-in-interest) and approved by the Court. Notwithstanding the         foregoing,  however,  the  claims  process  set  forth  above  may  be  modified  by  mutual         agreement of the Parties without Court approval and the Parties may agree to reasonable         extensions of time in which to accomplish the tasks required by the terms and conditions         of this Agreement.   Cooperation   147.  The Parties and their counsel agree to cooperate fully with one another and to use their         best  efforts  to  effectuate  the  Settlement,  including  without  limitation  in  seeking         preliminary and final Court approval of the Settlement embodied herein, carrying out the         terms  of  this  Settlement,  and  promptly  agreeing  upon  and  executing  all  such  other         documentation as may be reasonably required to obtain Final Approval by the Court of         the Settlement.                                          37    





 






   No Waiver   148.  The waiver of any term or condition or breach of this Agreement shall not be deemed to         be a waiver of any other term or condition or breach of this Agreement and shall not be         deemed to be a continuing waiver.   Parties’ Waiver of Right to be Excluded and Object.   149.  The Parties agree that by signing this Agreement they are bound to these terms. The Parties         agree  to  not  object  to  or  appeal  from  this  Agreement  or  the  exhibits  attached  hereto.         Plaintiffs further agree not to request to be excluded from the Class.                                             [SIGNATURES ON FOLLOWING PAGES]                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           38    





 






 





 






 





 






 





 






 





 






 





 






                         Exhibit 1  





 






                                Broomfield, et al. v. Craft Brew Alliance, Inc.                                           CLAIM FORM   If you purchased one or more Kona Beers* at any time from February 28, 2013 through _________, you can complete this  Claim Form to be eligible to receive payment under the Settlement.     *Kona  Beers  include:  Longboard Island  Lager, Hanalei IPA, Castaway  IPA, Big Wave  Golden  Ale,  Lemongrass  Luau,  Wailua Wheat, Fire Rock Pale Ale, Pipeline Porter, Lavaman Red Ale, Koko Brown Ale, Kua Bay IPA, Gold Cliff IPA,  Kanaha Blonde Ale, Liquid Aloha Variety Pack, Island Hopper Variety Pack, Happy Mahalo Variety Pack, and Wave Rider  Tandem Pack.      Claim Forms must be completed and submitted by no later than ________. Claim Forms can be submitted electronically at  www. _________ or by mail to:                                        Broomfield v. Craft Brew Alliance, Inc.                                          c/o CPT Group, Inc.                                          50 Corporate Park                                           Irvine, CA 92606                                                                            PLEASE COMPLETE THE FOLLOWING INFORMATION:      Name (First and Last):  _____________________________________________________________________         Street Address:  ___________________________________________________________________________     City:                             State:                 Zip: __ __ __ __ __ - __ __ __ __     Phone Number: (  _ _)   _-  __________    Email Address:  _________________________________________     You have two options for filing your claim: if you do not have Proof Purchase, choose Option A below. If you have Proof   Purchase, choose Option B below. For either Option A or Option B, you will be eligible to receive payments for each   qualifying purchase of Kona Beers as follows:              4-pack Kona Beers: $1.25 per unit.           6-pack Kona Beers: $1.25 per unit.           12-pack Kona Beers: $2.00 per unit.          24-pack Kona Beers: $2.75 per unit.      Under Option A, you can receive up to $10 per household depending on the number of Kona Beers you purchased.    Under Option B, you can receive up to $20 per household depending on the number of Kona Beers you purchased.                                                Option A:                             Submit your Claim without Proof of Purchase.                                                    State the number of Kona Beers you purchased between February 28, 2013 through _________.                            Unit Type                  Number of Units Purchased (e.g., 1, 2, 3, etc.)                      4-pack Kona Beers               [space blank; but drop down for online form]                       6-pack Kona Beers               [space blank; but drop down for online form]                      12-pack Kona Beers              [space blank; but drop down for online form]                      24-pack Kona Beers              [space blank; but drop down for online form]                         TOTAL ($)                    [space blank; but default to Max for online form]                                                                              Questions? Visit www.-------- or call --------    





 






                                                                                                                                     Option B:                         Submit your Claim with valid Proof of Purchase:    State the number of Kona Beers you purchased between February 28, 2013 through _________.                         Unit Type                    Number of Units Purchased (e.g., 1, 2, 3, etc.)                   4-pack Kona Beers               [space blank; but drop down for online form]                   6-pack Kona Beers               [space blank; but drop down for online form]                   12-pack Kona Beers              [space blank; but drop down for online form]                   24-pack Kona Beers              [space blank; but drop down for online form]                      TOTAL ($)                    [space blank; but default to Max for online form]    Valid Proof of Purchase includes the following:         receipt(s)       a copy of the UPC from the package(s) of Kona Beers        a copy of the purchase on your credit statement       other document that you believe evidences your purchase of Kona Beers    Please attach proof of purchase for the items selected in the chart above for valid claim consideration.      Mark the box stating your preferred method of payment        [  ] Payment via a Settlement Check - If selecting this option, please double-check the address information at       the top of this form is correct and current.                  [  ] Electronic Payment via eCheck - If selecting this option, please double-check the email address provided       at the top of this form is correct and current.              [  ] Direct Deposit - If selecting this option, please double-check the email address provided at the top of this       form is correct and current.               Sign and Date the Affirmation below:                                                   I hereby affirm, under penalty of perjury under the laws of the United States of America, each of the following:          I personally purchased the Kona Beers listed above.       I was 21 years or older at the time that I purchased the Kona Beers listed above.       I understand that by not opting out of the Settlement, I have given a complete Release of all Released Claims.       The information provided in this Claim Form is true and correct to the best of my knowledge.               Signature                                        Date          ACCURATE CLAIMS PROCESSING TAKES TIME. THANK YOU FOR YOUR PATIENCE.    Reminder Checklist:    1. Please sign the above Claim Form and complete all of the information requested above.   2. Enclose a copy of your Proof(s) of Purchase, if you have them, along with the Claim Form.  3. Keep a copy of your Claim Form and supporting documentation for your records.                            Questions? Visit www.-------- or call --------         





 






                         Exhibit 2  





 






  If you purchased Kona Beer you  could get up to $20 from a proposed           class action settlement  Th  Court  has  tentatively  approved  a  proposed  settlement in Broomfield v. Craft Brew Alliance, Inc.,  No.  5:17-cv-01027-BLF,  a  class  action  alleging  Craft Brew Alliance, Inc. (“CBA”)’s packaging and  marketing of its Kona Beer products portrayed the  beer  as  being  brewed  in  Hawaii,  when  Plaintiffs  claimed they were not.    If you purchased Kona Beer between February 28,  2013 through _________, you may be entitled to a  cash payment as part of the settlement up to $20 with  proof  of  purchase  or  up  to  $10  without  proof  of  purchase.  To receive a monetary payment, you must submit a  Claim Form by [Claims Deadline]. Claim Forms can  be  found  at www.----------  or  can  be  requested  by  calling _____________.   If you do not want to be bound by the Settlement, you  must submit a written Request for Exclusion. If you  exclude yourself, you cannot get a payment, but you  preserve the right to sue CBA for the claims alleged  in the lawsuit.  Any Request for Exclusion must be  submitted by [___________], either online at www.- -----.com or mailed and postmarked to _________.  You can also object to the Settlement. An objection  is a written statement explaining why do not think the  Settlement is fair. Any objection must be submitted  to the Court by [_____________]. You cannot object  if you exclude yourself from the Settlement.  There  will  be  a  final  approval  hearing  for  this  settlement  to  determine  whether  the  Court  will  approve of the settlement, scheduled for [MONTH  DAY, YEAR] at [TIME] in the Robert F. Peckham  Federal Building, Courtroom 3, located at 280 South  1st Street, Courtroom 3 San Jose, CA 95113.   This  Notice  summarizes  the  Settlement.  For  the  precise  terms  and  conditions  of  the  Settlement,  please  see  the  Settlement  Agreement  available  at  www.____________.com,  by  contacting  Class  Counsel whose contact information can be found at  www.____________.com,    by   contacting  the  Settlement Administrator at 1-800-XXX-XXXX, by  accessing  the  Court  docket  in  this  case,  for  a  fee,  through  the  Court’s  Public  Access  to  Court  Electronic  Records   (PACER)     system   at  https://ecf.cand.uscourts.gov,  or  by  visiting  the  office of the Clerk of the Court for the United States  District Court for the Northern District of California,  280  South  1st  Street,  Courtroom  3  San  Jose,  CA  95113,  between  9:00  a.m.  and  4:00  p.m.,  Monday  through Friday, excluding Court holidays.    PLEASE DO NOT TELEPHONE THE COURT      OR THE COURT CLERK’S OFFICE TO  INQUIRE ABOUT THIS SETTLEMENT OR THE                CLAIM PROCESS  





 






                         Exhibit 3  





 






       United States District Court for the Northern District of California         Broomfield v. Craft Brew Alliance, Inc., Case No. 5:17-cv-01027-BLF                                         If You Purchased Kona Beer, You May Be Eligible to Receive Payment from a Class                              Action Settlement       A federal court authorized this notice.  This is not a solicitation from a lawyer.     A  Settlement  has  been  reached  in  a  class  action  lawsuit.  Purchasers  of  Kona  Brewing     Company Beer (“Kona Beer”) sued Craft Brew Alliance, Inc. (“CBA”), alleging statutory     consumer  protection  and  common  law  claims  based  on  representations  that  the  Kona     Beers  are  brewed  in  Hawaii  when  Plaintiffs  claim  they  are  not.  CBA  denies  the     allegations in the lawsuit. The Court has not decided that CBA did anything wrong. The     Parties agreed to the Settlement to resolve the lawsuit. For instruction on how to obtain     the Settlement Agreement, please see question 16.    This  Notice  explains  the  lawsuit,  the  Settlement,  your  legal  rights,  what  benefits  are     available, who is eligible for them, and how to get them. Judge Beth Labson Freeman of     the United States District Court for the Northern District of California is overseeing the     Settlement.    You are eligible to participate in this Settlement if you purchased any 4-pack, 6-pack, 12-    pack, or 24-pack variety of Kona Beer from February 28, 2013 through __________. To     receive payment under the Settlement, you must submit a Claim Form. Settlement Class     Members  who  do  not  exclude  themselves  from  the  Settlement  will  be  bound  by  the     Settlement even if they do not submit Claim Forms.      For  Settlement  Class  Members  who  submit  valid  Claim  Forms without  Proof  of     Purchase, CBA will pay up to $10, depending on the number of Kona Beers purchased     from February 28, 2013 through __________.      For Settlement Class Members who submit valid Claim Forms with Proof of Purchase,     CBA  will  pay  up  to  $20,  depending  on  the  number  of  Kona  Beers  purchased  from     February 28, 2013 through __________.    The Parties have further agreed that CBA will pay the costs to administer this Settlement,     plus reasonable attorneys’ fees and costs, and a payment to the two Plaintiffs.                     Please read this Notice carefully and in its entirety.       Your rights may be affected by the proposed Settlement of this lawsuit,               and you have a choice to make now about how to act:                                                                                                                                                                                 Questions?  Visit www.__________.             or contact the Settlement Administrator at [_________________]                                    - 1 -  





 






                       YOUR LEGAL RIGHTS AND OPTIONS                          This is the only way to receive a monetary payment from the                         Settlement.  By remaining in the Settlement, whether or not you                         submit a Claim Form, you will give up any rights to sue CBA  SUBMIT A CLAIM FORM    separately about the same legal claims in this lawsuit.        BY [DATE]                         Claim Forms are available at www.---------------.com or by                         calling ------------. For more detail about the claim process, please                         see questions 5, 6 and 7 below.                         If you request to be excluded from the Settlement, you will not be                         eligible to receive the monetary payment, but you will keep your   EXCLUDE YOURSELF      right to sue CBA about the same legal claims in this lawsuit.   FROM THE CLASS BY     Requests for Exclusion must be submitted by [date] on www.-----        [DATE]          ----- or mailed to [address]. For more detail about excluding                         yourself from the Settlement, please see questions 8 and 10                         below.                          You may write to the Court about why you do, or do not, like the                         Settlement. You must remain in the Settlement (i.e., not exclude    OBJECT BY [DATE]                         yourself) to object to the Settlement. Objections must be                         submitted to the Court by [date]. For more detail about objecting                         to the Settlement, please see questions 9 and 10 below.                          You may ask to speak in Court about the fairness of the                         Settlement. Written notice of your intent to appear at the final  APPEAR IN THE LAWSUIT  approval hearing in the Lawsuit must be filed with your   OR ATTEND THE FINAL   Objection and submitted to the Court by [date]. You may enter  APPROVAL HEARING ON    your appearance in Court through an attorney at your own         [DATE]          expense if you so desire. For more detail about appearing in this                         lawsuit or attending the final approval hearing, please see                         questions 9, 13, 14 and 15 below.                          By doing nothing, you will not receive any monetary payment       DO NOTHING        but you will also give up any rights to sue CBA separately about                         the same legal claims in this lawsuit.        Your rights and options – and the deadlines to exercise them – are further explained in       this Notice.        The Court in charge of this case still has to decide whether to approve the Settlement.        The  Settlement  Benefit  (i.e.,  the  monetary  payments  described  herein)  will  be  made       available if the Court approves the Settlement, and after any appeals are resolved, if they       are resolved in favor of settlement approval.                                  Questions?  Visit www.__________.               or contact the Settlement Administrator at [_________________]                                      - 2 -  





 






    If  you have any questions,  please read on and/or visit www.-------------.com  or contact    Class Counsel or the Settlement Administrator listed in questions 16 below.                                       BASIC INFORMATION   1.    Why did I get this notice?  If you purchased any 4-pack, 6-pack, 12-pack, or 24-pack variety of Kona Beer from February  28, 2013 through __________, you may be a Class Member and have a right to know about  the Settlement and your options. If you have received word of this Notice by e-mail, you have  been identified from available records as a possible purchaser of the Kona Beer at issue in the  lawsuit. You also may have received this Notice because you requested more information after  reading the Settlement Website. If the Court approves the Settlement, and if objections and all  appeals are resolved in favor of settlement approval, a settlement administrator approved by  the Court will oversee the distribution of the Settlement Benefits that the proposed Settlement  allows. You can follow the progress of the Settlement on the settlement website, www.--------- --.  2.    What is this class action lawsuit about?   The  persons  who  sued  are  called  the  Plaintiffs,  and  the  company  they sued,  Craft  Brew  Alliance, Inc., is called the Defendant or “CBA.” Plaintiffs and CBA are collectively referred  to  as  “the  Parties.”  Plaintiffs  brought  this  lawsuit  on  behalf  of  all  other  consumers  who  similarly  purchased  Kona  Beers  during  the  time  period of  February  28,  2013  through  __________ (“Class  Members”). This  lawsuit  alleges that  Kona  Beers  were  deceptively  advertised as being brewed in Hawaii when they are actually brewed in the continental United  States. CBA denies the allegations and has included on all Kona labels the mainland locations  where  Kona  Beers  are  brewed  throughout  the  time  period. The  Court  has  not  determined  which  side  is  right. Rather,  the  Parties  have  agreed  to  settle  the  lawsuit  to  avoid  the  uncertainties, expenses and expenditure of resources associated with ongoing litigation.    3.    Am I part of the Class?  If you purchased any 4-pack, 6-pack, 12-pack, or 24-pack variety of Kona Beer from February  28, 2013 through __________, you may be a Class Member.    Eligible varieties of Kona Beers include Longboard Island Lager, Hanalei IPA, Castaway IPA,  Big Wave Golden Ale, Lemongrass Luau, Wailua Wheat, Fire Rock Pale Ale, Pipeline Porter,  Lavaman  Red  Ale,  Koko  Brown  Ale,  Kua  Bay  IPA,  Gold  Cliff  IPA, Kanaha  Blonde  Ale,  Liquid  Aloha  Variety  Pack,  Island  Hopper  Variety  Pack,  Happy  Mahalo  Variety  Pack, and  Wave  Rider  Tandem  Pack. Kona  Beers  that  are  sold  without  packaging  (i.e.,  loose  bottles,  loose cans, and draft beer) are not included.    You are not a member  of the Class if: (a) you  have timely and properly excluded yourself  from  the  Settlement,  explained  in  Question 8 below, (b) you  are  a  retailer or  distributor  of  Kona  Beer or  purchased  Kona  Beer  for  the  purpose  of  re-selling  the  beer, (c) you  are  an  employee of CBA or the law firms of the law firms representing the Parties, or (d) you are  governmental entity or part of the Court’s immediate family or the Court’s staff.                           Questions?  Visit www.__________.               or contact the Settlement Administrator at [_________________]                                      - 3 -  





 






                              THE SETTLEMENT BENEFITS   4.    What does the Settlement provide?    The Settlement provides the following benefits: (1) monetary compensation to Class Members  who submit valid and timely Claim Forms; and (2) injunctive relief whereby CBA will make  certain  changes  to  its  business  practices  with  respect  to  Kona  Beers. Each  is  summarized  below.  Monetary Relief.  The Settlement allows Class Members who submit timely and valid Claim  Forms, without proof  of  purchase,  to  recover  up  to $10 per  household,  depending  on  the  number of eligible Kona Beers purchased. Class Members who submit timely and valid Claim  Forms, with proof of purchase, can recover up to $20 per household, depending on the number  of eligible Kona Beers purchased. The following payments can be claimed for each eligible  Kona Beer:             i. 4-pack Kona Beers: $1.25 per unit.            ii. 6-pack Kona Beers: $1.25 per unit.           iii. 12-pack Kona Beers: $2.00 per unit.           iv. 24-pack Kona Beers: $2.75 per unit  Injunctive Relief. Under the Settlement, CBA has implemented as a result of this lawsuit, or  will implement, the following practices with respect to the Kona Beers:           i. CBA  will  include  a  statement  on  all  Kona  Beer  packaging  that  lists  each  location  where Kona Beers are brewed or lists the location or locations at which a particular Kona Beer  is brewed, for a minimum of four years after the Effective Date of the Settlement. In addition,  for a minimum of four years after the Effective Date of the Settlement, CBA shall revise the  “invitation” statement on the top packaging, when used, to read: “Since 1994, Kona Brewing  Co.  has  been  committed  to  making  craft  ales  and  lagers  of  uncompromised  quality.   Come  visit us at our Hawaii Brewery & Pub in Kailua-Kona, or at our pub on Oahu! Mahalo!”          ii.  CBA’s  General  Counsel  or  his  designee will conduct  yearly  meetings  with  CBA’s  marketing to review the injunctive terms of this Settlement, for a minimum of four years after  the Effective Date of the Settlement.   CBA  will  pay  the  costs  to  administer  this  Settlement,  reasonable  attorneys’  fees,  costs  and  expenses, and a payment to the Plaintiffs (see question 12 below).   A more detailed description of the foregoing can also be found in the Settlement Agreement  here [insert hyperlink] or on the website --------------.   5.    When will I get my monetary payment?     The  hearing  to  consider  the  fairness  of  the  Settlement  is  scheduled  for  [Final  Approval  Hearing  Date]. If  the  Court  approves  the  Settlement, and  you  submit  a  Claim Form that  is  approved by the Settlement Administrator, you will receive payment within approximately 30                           Questions?  Visit www.__________.               or contact the Settlement Administrator at [_________________]                                      - 4 -  





 






days  after  the  Settlement  has  been  finally  approved  and/or  after  any  appeals  process  is  complete approving the Settlement. The payment will be made in the form of a check or via  electronic payment, whichever you prefer.                           HOW TO GET THE SETTLEMENT BENEFITS   6.    How do I get my monetary payment?    If  you  are  a  Class  Member  and  want  to  receive  a  payment  under  the  Settlement,  you  must  complete and submit a Claim Form. Claims Forms can be found and submitted through the  Settlement Website: ________ by no later than [Claims Deadline] or they can be mailed and  postmarked to __________ by no later than [Claims Deadline].   To submit a Claim Form on-line or to request a paper copy, go to www._____________.com  or call toll free, 1-800-XXX-XXXX.                              YOUR RIGHTS AND OPTIONS   7.    What happens if I do nothing at all?   If you do nothing, then you will remain in the Class and will not receive any payment from  this Settlement. If the Court approves the Settlement, you will be bound by its terms, you will  no longer have the ability to sue with respect to the claims being resolved by the Settlement,  and your claims will be released and dismissed.    The  Settlement  Agreement  describes  the  released  claims  in  more  detail,  so  please  read  it  carefully. If you have any questions, you can contact the lawyers listed in question 16 for free  to discuss, or you can talk to another lawyer of your own choosing if you have questions about  what this means.   8.    How do I exclude myself from the Settlement?   If you exclude yourself from the Settlement – which is sometimes called “opting-out” – you  will not get any money from the Settlement. However, you may then be able to separately sue  or continue to sue CBA for the legal claims that are the subject of the lawsuit.    To  exclude  yourself  from  the  Settlement,  you  must submit  a  valid  and  timely Request  for  Exclusion to the Settlement Administrator. In order to be valid, your Request for Exclusion  must  state  that  you “want  to  be  excluded  from  the  Settlement  in Broomfield  v.  Craft  Brew  Alliance, Inc., Case No. 5:17-cv-01027-BLF” or words to similar effect that make clear your  intention to be excluded from the Settlement. Your written Request for Exclusion must also  include your name, current address, and telephone number. The request must also be signed  and  dated  by  you.  In  order  to  be  timely,  your  request  for  exclusion  must  be  submitted by  [Objection/Exclusion  Deadline] at  www.---------- or by  U.S.  Mail, postmarked on or before  that date.   9.    How do I object to the Settlement?   If you are a Class Member, you can object to the Settlement if you do not think it is fair. The  Court  will  consider  your  views. However,  you  cannot  ask  the  Court  to  order  a  different                          Questions?  Visit www.__________.               or contact the Settlement Administrator at [_________________]                                      - 5 -  





 






settlement; the Court can only approve or reject the Settlement. If the Court denies approval,  no settlement payments will be sent out and the lawsuit will continue. If this is what you want  to happen, you must object.   To  object,  you  must submit to the  Court  a  written  objection  entitled  “Objection  to  Class  Settlement in Broomfield v. Craft Brew Alliance, Inc., No. 5:17-cv-01027-BLF” that identifies  all the reasons for your objections and any legal and factual support for those reasons. Your  written objection must also include (1) your name, address, telephone number, email address if  available, and  if  represented  by  counsel,  the  foregoing  information  for  your  counsel;  (2)  whether you or your counsel intend on appearing at the Final Approval Hearing; (3) whether  the  objection  applies  only  to  you,  to  a  specific  subset  of  the  Class,  or  the  entire  Class;  (4)  information/documents showing  that  you  are  a  Class  Member  (i.e.  Proof  of  Purchase  or  a  verification under penalty of perjury as to purchase of Kona Beer during the Class Period). If  you  or  an  attorney  assisting  you  with  your  objection  have  objected to  any  class  action  settlement in the previous 5 years, then you must include a list of those objections identifying  each case by its caption or title. If you or your attorney have not objected to any class action  settlements in the previous 5 years, then your objection will state that.    You must submit your written objection to the Court, either by (1) mailing them to the Class  Action Clerk, United States District Court for the Northern District of California, 280 South  1st Street, Courtroom 3, San Jose, CA 95113, or (2) filing them in person at any location of  the  United  States  District  Court  for  the  Northern  District  of  California or  via  the  ECF  electronic filing system.  The objection must be submitted by [Objection/Exclusion Deadline].        10.   What is the difference between objecting and excluding myself from the        Settlement?   Objecting means telling the Court that you do not like something about the Settlement. You  can object only if you stay in the Class. Excluding yourself from the Settlement means that  you do not want to be part of the Class. If you exclude yourself, then you have no basis to  object to the Settlement.                          THE LAWYERS REPRESENTING YOU   11.   Do I have a lawyer in this case?   The Court appointed the law firms of Faruqi & Faruqi, LLP and the Wand Law Firm, P.C. to  represent  Class  Members as  “Class  Counsel.” Class  Counsel  believe,  after  conducting  an  extensive investigation, that the Settlement is fair, reasonable, and in the best interests of the  Class Members. You will not be charged for these lawyers. If you want to be represented by a  different lawyer in this case, you may hire one at your own expense. If you have any questions  about  the  Settlement,  you  can  contact  Class  Counsel at  the  contact  information  listed  in  Question 16.                           Questions?  Visit www.__________.               or contact the Settlement Administrator at [_________________]                                      - 6 -  





 






12.   How will the lawyers be paid?   In addition to the monetary benefit to be paid to the Class Members, CBA has agreed to pay  Class  Counsel’s fees  and  costs in  an  amount  to  be  determined by  the  Court  not  to  exceed  $2,900,000. The Court may award less than this amount. Any fees, costs, and expenses that  are awarded to Class Counsel will be paid by CBA separately and in addition to the monetary  benefits to Class Members. Also, subject to approval by the Court, CBA has agreed to pay  $5,000  to  each  of  the two Plaintiffs  (“Service  Awards”),  in  recognition  of  their  efforts  on  behalf of the Class.               THE COURT’S FINAL APPROVAL HEARING FOR THE SETTLEMENT   13.   Where and when will the Court decide whether to approve the Settlement?   The Court will hold the Final Approval at [time] on [date] in Courtroom 3 at the Robert F.  Peckham Federal Building, located at 280 South 1st Street, Courtroom 3 San Jose, CA 95113.  The  purpose  of  the  hearing  will  be  for  the  Court  to  determine  whether  to  approve  the  Settlement  as  fair,  reasonable,  adequate,  and  in  the  best  interests  of  the  Class;  to  consider  Class  Counsel’s  request  for  attorneys’  fees  and  costs;  and  to  consider  the  request  for  the  Services Awards  to  the Plaintiffs. At  that  hearing,  the  Court  will  be  available  to  hear  any  Objections and arguments concerning the fairness of the Settlement.  The  hearing  may  be  postponed  to  a  different  date  or  time  without  notice,  so  please  check  www._______________.com or call 1-800-XXX-XXXX from time to time. If, however, you  timely objected to the Settlement and advised the Court that you intend to appear and speak at  the Final Approval Hearing, you will receive notice of any change in the time and date of such  hearing.   14.   Do I have to come to the Final Approval Hearing?   No. You do not need to attend the Final Approval Hearing in order to receive payment under  the Settlement. Class Counsel will answer any questions the Court may have on behalf of the  Class  Members. But,  you  are  welcome  to  attend  the  Final  Approval  Hearing  at  your  own  expense. If you submit an Objection, you do not have to come to Court to talk about it. If you  submitted  your Objection  on  time,  the  Court  will  consider  it. You  may  also  pay  to  have  another lawyer attend on your behalf, but that is not required.   15.   May I speak at the Final Approval Hearing?   Yes. You, or any lawyer you retain, may ask the Court for permission to speak at the Final  Approval Hearing. To do so, you must include in your Objection to the Settlement a statement  saying  that  it  is  your  intent  to  appear  at  the  Final  Approval  Hearing.  Your  Objection  and  notice  of  intent  to  appear  must  be submitted to the  Court  and  postmarked  no later  than  [Objection/Exclusion Deadline].                              Questions?  Visit www.__________.               or contact the Settlement Administrator at [_________________]                                      - 7 -  





 






                         GETTING MORE INFORMATION   16.   Are more details available?     Yes. This  Notice  summarizes  the  Settlement. For  the  precise  terms  and  conditions  of  the  Settlement,  please  see  the Settlement Agreement  available  at www.____________.com,  by  contacting Class Counsel at the information listed below, or by accessing the Court docket in  this case, for a fee, through the Court’s Public Access to Court Electronic Records (PACER)  system at https://ecf.cand.uscourts.gov, or by visiting the office of the Clerk of the Court for  the United States District Court for the Northern District of California, 280 South 1st Street,  Courtroom 3 San Jose, CA 95113, between 9:00 a.m. and 4:00 p.m., Monday through Friday,  excluding  Court  holidays. You  can  also  call  the Settlement Administrator  at  1-800-XXX- XXXX.                              Class Counsel Contact Information                    FARUQI & FARUQI, LLP                    Joshua Nassir                    10866 Wilshire Boulevard, Suite 1470                    Los Angeles, CA 90024                    Telephone: (424) 256-2884                                        THE WAND LAW FIRM, P.C.                    Aubry Wand                     400 Corporate Pointe, Suite 300                    Culver City, California 90230                    Telephone: (310) 590-4503                                        Email: konabeersettlement@gmail.com     PLEASE DO NOT TELEPHONE THE COURT OR THE COURT CLERK’S OFFICE       TO INQUIRE ABOUT THIS SETTLEMENT OR THE CLAIM PROCESS                                               Questions?  Visit www.__________.               or contact the Settlement Administrator at [_________________]                                      - 8 -  





 






                         Exhibit 4  





 






        1     2     3     4     5     6     7     8     9    10    11                         UNITED STATES DISTRICT COURT                           NORTHERN DISTRICT OF CALIFORNIA   12                                SAN JOSE DIVISION  13                                            14  THEODORE BROOMFIELD, et al.,             CASE NO.: 5:17-cv-01027-BLF                                                 15              Plaintiffs,                                                                 [PROPOSED] ORDER GRANTING                                               PRELIMINARY APPROVAL OF CLASS  16        v.                                 ACTION SETTLEMENT                                                 17  CRAFT BREW ALLIANCE, INC., et al.,                                                              18              Defendants.                                                                   19                                                         20              21              22              23              24              25              26              27              28                                                                                             CcSTIPUC                                               [PROPOSED] ORDER GRANTING PRELIMINARY APPROVAL OF CLASS ACTION SETTLEMENT                                    CASE NO. 5:17-CV-01027-BLF  





 






        1          [PROPOSED] ORDER GRANTING PRELIMINARY APPROVAL                             OF CLASS ACTION SETTLEMENT   2           3        Plaintiffs  Theodore  Broomfield  and  Simone  Zimmer  (“Plaintiffs”)  and  Defendant  Craft   4  Brew Alliance, Inc. ( “Defendant” or “CBA”) have entered into a Settlement Agreement, which,   5  together  with  the  exhibits  attached  thereto,  sets  forth  the  terms  and  conditions  for  a  proposed   6  settlement and dismissal of the Action with prejudice as to CBA upon the terms and conditions set   7  forth therein (the “Settlement Agreement”).   8        The Court has before it Plaintiffs’ Unopposed Motion for Preliminary Approval of Class    9  Action  Settlement  (“Motion”)  (ECF  No.  __). After  reviewing  the  Motion,  the  Settlement  10  Agreement and exhibits thereto, the arguments and authorities presented by the Parties and their  11  counsel at the Preliminary Approval Hearing held on June 13, 2019 and the record in the Action,  12  and good cause appearing,  13        IT IS HEREBY ORDERED, ADJUDGED AND DECREED AS FOLLOWS:  14        1.    Terms and phrases in this Order shall have the same meaning as ascribed to them in  15  the Settlement Agreement, unless otherwise defined herein.   16        2.    The  Parties  have  moved  the  Court  for  an  order  approving  the  Settlement  of  the  17  Action  in  accordance  with  the  Settlement  Agreement,  which,  together  with  the  documents  18  incorporated therein, sets forth the terms and conditions for a proposed settlement and dismissal of  19  the Action with prejudice, and the Court having read and considered  the Settlement Agreement  20  and  having  heard  the  Parties,  hereby  preliminarily  approves  the  Settlement  Agreement  in  its  21  entirety subject to the Final Approval Hearing referred to in Paragraph 20 of this Order.  22        3.    This Court finds that it has jurisdiction over the subject matter of this Action and   23  over all Parties to the Action.  24        4.    The  Court  finds  that,  subject  to  the  Final  Approval  Hearing,  the  Settlement  25  Agreement is fair, reasonable, and adequate, within the range of possible approval, and in the best   26  interests  of  the  Settlement  Class  defined  below.  The  Court  further  finds  that  the  Settlement  27  Agreement  substantially  fulfills  the  purposes  and  objectives  of  the  class  action,  and  provides  28  substantial relief to the Settlement Class without the risks, burdens, costs, or delay associated with                                             -2-                                                      [PROPOSED] ORDER GRANTING PRELIMINARY APPROVAL OF CLASS ACTION SETTLEMENT                                     CASE NO. 5:17-CV-01027-BLF        





 






        1  continued litigation, trial, and/or appeal. The Court also finds that the Settlement Agreement: (a) is   2  the result of arm’s-length negotiations between experienced class action attorneys; (b) is sufficient   3  to  warrant  notice  of  the  Settlement  and  the  Final  Approval  Hearing  to  be  disseminated  to  the   4  Settlement  Class;  (c)  meets  all  applicable  requirements  of  law,  including  Federal  Rule  of  Civil   5  Procedure  23  and  the  Class  Action  Fairness  Act  (“CAFA”),  28  U.S.C.  §  1715,  the  U.S.   6  Constitution,  and  the  Northern  District  of  California’s  Procedural  Guidance  for  Class  Action   7  Settlements; and (d) is not a finding or admission of liability by CBA or any other person(s), nor a   8  finding of the validity of any claims asserted in the Action or of any wrongdoing or any violation   9  of law.  10                          Certification of the Settlement Class   11        5.    For  purposes  of  settlement  only:  (a)  Faruqi  &  Faruqi,  LLP  and  the  Wand  Law  12  Firm,  P.C.  are  appointed  Class  Counsel  for  the  Settlement  Class;  and  (b)  Plaintiffs  Theodore  13  Broomfield  and  Simone  Zimmer  are  appointed  Class  Representatives  for  the  Settlement  Class.  14  The Court finds that these attorneys are competent and capable of exercising the responsibilities of  15  Settlement Class Counsel and that Plaintiffs will adequately protect the interests of the Settlement   16  Class defined below.    17        6.    For  purposes  of  settlement  only,  the  Court  conditionally  certifies  the  following  18  Settlement Class as defined in the Settlement Agreement:  19        All Persons who purchased any four-pack, six-pack, twelve-pack or twenty-four pack of            Kona  Beers  in  the  United  States,  it  territories,  or  at  any  Untied  States  military  facility,  20        during the Class Period.    21                    For  the  purposes  of  this  definition,  individuals  living  in  the  same  household  shall  be  22      deemed to be a single Class Member.  23            Kona  Beers  are defined  as  all 4-pack, 6-pack, 12-pack, or 24-pack of  Longboard  Island  24      Lager, Hanalei IPA, Castaway IPA, Big Wave Golden Ale, Lemongrass Luau, Wailua Wheat, Fire  25      Rock Pale Ale, Pipeline Porter, Lavaman Red Ale, Koko Brown Ale, Kua Bay IPA, Gold Cliff  26      IPA, Kanaha Blonde Ale, Liquid Aloha Variety Pack, Island Hopper Variety Pack, Happy Mahalo  27  28                                             -3-                                                      [PROPOSED] ORDER GRANTING PRELIMINARY APPROVAL OF CLASS ACTION SETTLEMENT                                     CASE NO. 5:17-CV-01027-BLF        





 






        1  Variety Pack, and Wave Rider Tandem Pack. Excluded from this definition are all Kona Beers   2  that are sold without packaging (i.e., loose bottles, loose cans, and draft beer).   3        Excluded from the Settlement Class are: (a) CBA’s employees, officers and directors, (b)   4  distributors, retailers or re-sellers of Kona Beers, (c) governmental entities, (d) persons who timely   5  and properly exclude themselves from the Settlement Class as provided herein, (e) the Court, the   6  Court’s  immediate  family,  and  Court  staff,  and  (f)  counsel  of  record  for  the  Parties  and  their   7  respective law firms.   8         7.   The Court finds, subject to the Final Approval Hearing referred to in Paragraph 20   9  below, that, solely within the context of and for the purposes of settlement only, the Settlement  10  Class satisfies the requirements of Rule 23 of the Federal Rules of Civil Procedure, specifically,  11  that: (a) the Settlement Class is so numerous that joinder of all members is impracticable; (b) there  12  are  questions  of  fact  and  law  common  to  the  Settlement  Class; (c)  the  claims  of  the  Class  13  Representatives are typical of the claims of the members of the Settlement Class;  (d) the Class  14  Representatives and Class Counsel will fairly and adequately protect the interests of the members  15  of the Settlement Class; (d) common questions of law or fact predominate over questions affecting  16  individual  members;  and  (e)  a  class  action  is  a  superior  method  for  fairly  and  efficiently  17  adjudicating the Action.  18         8.   If  the  Settlement  Agreement  does  not  receive  the  Court’s  final  approval,  if  final  19  approval is reversed on appeal, or if the Settlement Agreement is terminated or otherwise fails to  20  become effective, the Court’s grant of conditional class certification of the Settlement Class shall  21  be  vacated,  the  Parties  shall  revert  to  their  positions  in  the  Action  as  they  existed  prior  to  the  22  Settlement Agreement, and the Class Representatives and the Class Members will once again bear  23  the burden to prove their claims at trial.  24                               Notice and Administration   25        9.    The Court approves, as to form, content, and distribution, the Notice Plan set forth  26  in the Settlement Agreement, including the Claim Form attached to the Settlement Agreement as   27  Exhibit 1, all forms of Notice to the Settlement Class as set forth in the Settlement Agreement and  28  Exhibits  2  and  3  thereto,  and  finds  that  such  Notice  is  the  best  notice  practicable  under  the                                             -4-                                                      [PROPOSED] ORDER GRANTING PRELIMINARY APPROVAL OF CLASS ACTION SETTLEMENT                                     CASE NO. 5:17-CV-01027-BLF        





 






        1  circumstances, and that the Notice complies fully with the requirements of the Federal Rules of   2  Civil  Procedure.  The  Court  further  finds  that  the  Notice  is  reasonably  calculated  to,  under  all   3  circumstances,  reasonably  apprise  members  of  the  Settlement  Class  of  the  pendency  of  this   4  Action, the terms of the Settlement Agreement, and the right to object to the  Settlement and to   5  exclude  themselves  from  the  Settlement  Class.  The  Court  also  finds  that  the  Notice  constitutes   6  valid, due and sufficient notice to all persons entitled thereto, and meets the requirements of Due   7  Process. The Court further finds that the Notice Plan fully complies with the Northern District of   8  California’s Procedural Guidance for Class Action Settlements.   9        10.   The  Parties  have  jointly  selected  a  reputable  settlement  administration  company,  10  CPT Group, Inc. (“CPT”), to serve as the Settlement Administrator. The Court hereby appoints  11  and authorizes CPT to be the Settlement Administrator, and thereby to perform and execute the  12  notice responsibilities set forth in the Settlement Agreement.   13        11.   The Parties, without further approval from the Court, are hereby permitted to revise  14  the  Claim  Form  and  forms  of  Notice  to  the  Settlement  Class  (Exhibits  1  through  3  of  the  15  Settlement  Agreement)  in ways  that  are  appropriate to  update those documents  for purposes  of  16  accuracy or formatting, so long as they are consistent in all material respects with the Settlement  17  Agreement and this Order.   18        12.   The  Court  finds  that  CBA  has  fully  complied  with  the  notice  provisions  of  the  19  Class Action Fairness Act of 2005, 28 U.S.C, § 1715, as described in the Declaration of Tammy  20  B. Webb.   21                Submission of Claims and Requests for Exclusion from Class   22        13.   Class Members who wish to receive benefits under the Settlement Agreement must   23  complete and submit a timely and valid Claim Form in accordance with the instructions contained  24  therein.  All  Claim  Forms  must  be  postmarked  or  electronically  submitted  by  _____________  25  (“Claims Deadline”)   26        14.   Any person falling within the definition of the Settlement Class may, upon valid  27  and  timely  request,  exclude  him  or  herself  or  “opt  out”  from  the  Settlement  Class.  Any  such  28  person  may  do  so  if,  on  or  before  _______________  (“Objection/Exclusion  Deadline”),  they                                             -5-                                                      [PROPOSED] ORDER GRANTING PRELIMINARY APPROVAL OF CLASS ACTION SETTLEMENT                                     CASE NO. 5:17-CV-01027-BLF        





 






        1  comply with the exclusion procedures set forth in the Settlement Agreement. Any members of the   2  Class so excluded shall neither be bound by the terms of the Settlement Agreement nor entitled to   3  any of its benefits.   4        15.   Class Members who fail to submit a valid and timely request for exclusion shall be   5  bound by all terms of the Settlement Agreement and the Final Judgment (if issued), regardless of   6  whether they have requested exclusion from the Settlement Agreement, regardless of whether they   7  have submitted a Claim Form, and regardless of whether that Claim Form has been deemed valid.   8                              Objections and Appearances    9        16.   Any Class Member who has not timely filed a Request for Exclusion may object to  10  the fairness, reasonableness, or adequacy of the Settlement Agreement, to a Final Judgment being   11  entered  dismissing  the  Action  with  prejudice,  to  the  attorneys’  fees  and  costs  sought  by  Class  12  Counsel, or to the service awards sought for the Class Representatives in the amounts as set forth  13  in the Notice and Settlement Agreement.   14        17.   Any  Class  Member  who  wishes  to  object  must  do  so  by  on  or  before  the  15  Objection/Exclusion  Deadline  of  ___________.  Settlement  Class  Members  shall  submit  written   16  objection to the Court, either by (1) mailing them to the Class Action Clerk, United States District  17  Court for the Northern District of California, 280 South 1st Street, Courtroom 3, San Jose, CA  18  95113,  or  (2)  filing  them  in  person  at  any  location  of  the  United  States  District  Court  for  the  19  Northern District of California or via the ECF electronic filing system.   20        18.   To  validly  object,  the  objection  must  comply  with  the  objection  procedures  set  21  forth in the Settlement Agreement, and include the following: (1) a caption or title that identifies it  22  as “Objection to Class Settlement in Broomfield v. Craft Brew Alliance, Inc., No. 5-17-cv-01027-  23  BLF” (2) the Settlement Class Member’s name, address, telephone number, and if available, email  24  address, and if represented by counsel, the foregoing information for his/her counsel; (3) whether  25  the  Settlement  Class  Member,  or  his  or  her  counsel,  intends  to  appear  at  the  Final  Approval   26  Hearing;  (4)  whether  the  objection  applies  only  to  the  Settlement  Class  Member,  to  a  specific  27  subset of the Settlement Class, or to the entire Settlement Class; (5) a clear and concise statement  28  of  the  Settlement  Class  Member’s  Objection,  including  all  bases  and  legal  grounds  for  the                                             -6-                                                      [PROPOSED] ORDER GRANTING PRELIMINARY APPROVAL OF CLASS ACTION SETTLEMENT                                     CASE NO. 5:17-CV-01027-BLF        





 






        1  Objection;  (5)  documents  sufficient  to  establish  the  person’s  standing  as  a  Settlement  Class   2  Member, i.e., verification under penalty of perjury as to the person’s purchase of Kona Beers or a   3  Proof  of  Purchase;  and  (6)  a  list  of  any  other  objections  submitted  by  the  Settlement  Class   4  Member,  or  his/her  counsel,  to  any  proposed  class  action  settlements  submitted  in  any  court,   5  whether state or federal, in the United States for the previous five (5) years. If the Settlement Class   6  Member or his/her counsel has not objected to any other class action settlement in any other court   7  in the previous five (5) years, he or she shall affirmatively state so.   8        19.   Class Members who fail to file and serve timely written objections in compliance   9  with the requirements of the foregoing paragraph and the Settlement Agreement shall be deemed  10  to have waived any objections and shall be foreclosed from making any objections (whether by  11  appeal  or  otherwise)  to  the  Settlement  Agreement  and  to  any  of  the  following:  (a)  whether  the  12  proposed  settlement  of  the  Action  on  the  terms  and  conditions  provided  for  in  the  Settlement  13  Agreement is fair, reasonable, and adequate and should be given final approval by the Court; (b)  14  whether  a  judgment  and  order  of  dismissal  with  prejudice  should  be  entered;  (c)  whether  to  15  approve the  Fee Award  to  Class Counsel; and (d) whether to  approve the payment  of an  Class  16  Representative Incentive Awards to the Class Representatives.  17                                Final Approval Hearing   18        20.   The Final Approval Hearing shall be held before this Court on ________________,  19  at _________ in Courtroom 3 at the Robert F. Peckham Federal Building, located at 280 South 1st  20  Street,  Courtroom  3  San  Jose,  CA  95113,  to  determine:  (a)  whether  the  proposed  Settlement  21  Agreement is fair, reasonable, and adequate and should be given final approval by the Court; (b)  22  whether a final judgment and order of dismissal with prejudice should be entered; (c) whether to   23  approve the payment of the Fee Award to Class Counsel; and (d) whether to approve the payment  24  of the Class Representative Service Awards to the Class Representatives.   25        21.   Plaintiffs and Class Counsel shall file their Motion for Final Approval by no later   26  than ___________.  27        22.   Plaintiffs and Class Counsel shall file their Fee Application by no later thirty-five  28  (35) calendar days before the Objection/Exclusion Deadline and the Claim Deadline.                                               -7-                                                      [PROPOSED] ORDER GRANTING PRELIMINARY APPROVAL OF CLASS ACTION SETTLEMENT                                     CASE NO. 5:17-CV-01027-BLF        





 






        1                                   Related Orders    2        23.   All  further proceedings  in  the Action  are ordered stayed until  Final Judgment or   3  termination  of  the  Settlement  Agreement,  whichever  occurs  earlier,  except  for  those  matters   4  necessary to obtain and/or effectuate final approval of the Settlement Agreement.   5        24.   Class Members shall be bound by all determinations and judgments in the Action   6  concerning the Action and/or Settlement Agreement, whether favorable or unfavorable.   7        25.   The Court retains jurisdiction to consider all further applications arising out of or   8  connected with the proposed Settlement Agreement. The Court may approve the Settlement, with    9  such modifications as may be agreed to by the Parties, if appropriate, without further notice to the  10  Class.  11        26.   Any  Settlement  Class  Member  who  does  not  submit  a  timely  and  valid  Claim  12  Form: (a) shall be forever barred from receiving any monetary payment under the Settlement; (b)  13  shall be bound by the provisions of the Settlement Agreement and all proceedings, determinations,  14  orders  and  judgments  in  the  Action  relating  thereto,  including,  without  limitation,  the  Final  15  Judgment, if applicable, and the Releases provided for therein, whether favorable or unfavorable   16  to the Settlement Class Member.  17        27.   If  the  Settlement  receives  Final  Approval,  all  Settlement  Class  Members  shall  18  forever  be  barred  and  enjoined  from  directly  or  indirectly  filing,  commencing,  instituting,  19  prosecuting,  maintaining,  or  intervening  in  any  action,  suit,  cause  of  action,  arbitration,  claim,  20  demand,  or  other  proceeding  in  any  jurisdiction,  whether  in  the  United  States  or  elsewhere,  on  21  their own behalf or in a representative capacity, that is based upon or arises out of any or all of the  22  Released  Claims  against  CBA  and  the  other  Released  Parties,  as  more  fully  described  in  the   23  Settlement Agreement.  24        28.   If the Settlement Agreement is not approved by the Court in complete accordance  25  with its terms, each party will have the option of having the Action revert to its status as if the  26  Settlement Agreement had not been negotiated, made, or filed with the Court. In such event, the  27  Parties will retain all rights as if the Settlement Agreement was never agreed upon.  28                                             -8-                                                      [PROPOSED] ORDER GRANTING PRELIMINARY APPROVAL OF CLASS ACTION SETTLEMENT                                     CASE NO. 5:17-CV-01027-BLF        





 






        1        29.   In the event that the Settlement Agreement is terminated pursuant to the provisions   2  of  the  Settlement  Agreement  or  for  any  reason  whatsoever  the  approval  of  it  does  not  become   3  Final then: (a) the Settlement Agreement shall be null and void, including any provision related to   4  the award of attorneys’ fees, costs and expenses, and shall have no further force and effect with   5  respect to any party in this Action, and shall not be used in this Action or in any other proceeding   6  for any purpose;  (b) all negotiations, proceedings, documents prepared, and statements made in   7  connection therewith shall be without prejudice to any person or party hereto, shall not be deemed   8  or construed to be an admission by any party of any act, matter, or proposition, and shall not be   9  used in any manner or for any purpose in any subsequent proceeding in this Action or in any other  10  action in any court or other proceeding, provided, however, that the termination of the Settlement  11  Agreement  shall  not  shield  from  subsequent  discovery  any  factual  information  provided  in  12  connection  with  the  negotiation  of  this  Settlement  Agreement  that  would  ordinarily  be  13  discoverable  but  for  the  attempted  settlement;  (c)  other  than  as  expressly  preserved  by  the  14  Settlement  Agreement  in  the  event  of  its  termination,  the  Settlement  Agreement  shall  have  no  15  further force and effect with respect to any party and shall not be used in the Action or any other  16  proceeding  for  any  purpose;  and  (d)  any  party  may  elect  to  move  the  Court  pursuant  to  the  17  provisions of this paragraph, and none of the non-moving parties (or their counsel) shall oppose  18  any such motion.  19          20        IT IS SO ORDERED.              21      DATED: ______________________                               ______________________________  22                                                  Honorable Beth Labson Freeman                                                      United States District Judge  23                  24  25  26  27  28                                             -9-                                                      [PROPOSED] ORDER GRANTING PRELIMINARY APPROVAL OF CLASS ACTION SETTLEMENT                                     CASE NO. 5:17-CV-01027-BLF        





 






                         Exhibit 5  





 






        1     2     3     4     5     6     7     8     9    10    11                         UNITED STATES DISTRICT COURT                           NORTHERN DISTRICT OF CALIFORNIA   12                                SAN JOSE DIVISION  13                                            14  THEODORE BROOMFIELD, et al.,             CASE NO.: 5:17-cv-01027-BLF                                                 15              Plaintiffs,                                                                 [PROPOSED] ORDER GRANTING                                               FINAL APPROVAL OF CLASS ACTION  16        v.                                 SETTLEMENT                                                 17  CRAFT BREW ALLIANCE, INC., et al.,                                                              18              Defendants.                                                                   19                                                         20              21              22              23              24              25              26              27              28                                                                                             CcSTIPUC                                                  [PROPOSED] ORDER GRANTING FINAL APPROVAL OF CLASS ACTION SETTLEMENT                                    CASE NO. 5:17-CV-01027-BLF  





 






        1               [PROPOSED] ORDER GRANTING FINAL APPROVAL                             OF CLASS ACTION SETTLEMENT   2           3        Plaintiffs  Theodore  Broomfield  and  Simone  Zimmer  (“Plaintiffs”)  and  Defendant  Craft   4  Brew Alliance, Inc. ( “Defendant” or “CBA”) have entered into a Settlement Agreement, which,   5  together  with  the  exhibits  attached  thereto,  sets  forth  the  terms  and  conditions  for  a  proposed   6  settlement and dismissal of the Action with prejudice as to CBA upon the terms and conditions set   7  forth therein (the “Settlement Agreement”).   8        On _______________, the Court granted Plaintiffs’ Motion for Preliminary Approval of    9  Class  Action  Settlement  (“Preliminary  Approval  Order”),  conditionally  certifying  the  following  10  Settlement Class pursuant to Fed. R. Civ. P. 23(b)(3):  11        All Persons who purchased any four-pack, six-pack, twelve-pack or twenty-four pack of  12        Kona  Beers  in  the  United  States,  it  territories,  or  at  any  Untied  States  military  facility,            during the Class Period.    13                    Kona  Beers are defined  as  all 4-pack, 6-pack, 12-pack, or 24-pack of  Longboard  Island  14      Lager, Hanalei IPA, Castaway IPA, Big Wave Golden Ale, Lemongrass Luau, Wailua Wheat, Fire  15      Rock Pale Ale, Pipeline Porter, Lavaman Red Ale, Koko Brown Ale, Kua Bay IPA, Gold Cliff  16      IPA, Kanaha Blonde Ale, Liquid Aloha Variety Pack, Island Hopper Variety Pack, Happy Mahalo  17      Variety Pack, and Wave Rider Tandem Pack. Excluded from this definition are all Kona Beers  18      that are sold without packaging (i.e., loose bottles, loose cans, and draft beer).  19            For  the  purposes  of  this  definition,  individuals  living  in  the  same  household  shall  be  20      deemed to be a single Class Member.  21            Excluded from the Settlement Class are: (a) CBA’s employees, officers and directors, (b)  22      distributors, retailers or re-sellers of Kona Beers, (c) governmental entities, (d) persons who timely  23      and properly exclude themselves from the Settlement Class as provided herein, (e) the Court, the  24      Court’s  immediate  family,  and  Court  staff,  and  (f)  counsel  of  record  for  the  Parties  and  their  25      respective law firms.   26            Pursuant  to  the  notice  requirements  set  forth  in  the  Settlement  Agreement  and  in  the  27      Preliminary  Approval  Order,  the  Settlement  Class  was  notified  of  the  terms  of  the  proposed  28                                             -2-                                                         [PROPOSED] ORDER GRANTING FINAL APPROVAL OF CLASS ACTION SETTLEMENT                                     CASE NO. 5:17-CV-01027-BLF        





 






        1  Settlement, of the right of members of the Settlement Class to opt-out, and of the right of members   2  of  the  Settlement  Class  to  be  heard  at  a  Final  Approval  Hearing  to  determine, inter  alia: (a)   3  whether the terms and conditions of the Settlement Agreement are fair, reasonable, and adequate   4  for the release of the claims contemplated by the Settlement Agreement; and (b) whether judgment   5  should be entered dismissing this Action with prejudice.    6        The Court has before it Plaintiffs’ Motion for Final Approval of Class Action Settlement   7  (ECF No. __), Plaintiffs’ Motion for Attorneys’ Fees and Costs and Class Representative Service   8  Awards  (ECF  No.  __),  together  with  the  Settlement  Agreement  and  exhibits  thereto,  the   9  arguments and authorities presented by the Parties and their counsel at the Final Approval Hearing  10  held on [____________], and the record in the Action, and good cause appearing,   11        IT IS HEREBY ORDERED, ADJUDGED AND DECREED AS FOLLOWS:  12        1.    Terms and phrases in this Order shall have the same meaning as ascribed to them in  13  the Settlement Agreement, unless otherwise defined herein.  14        2.    This Court has jurisdiction over the subject matter of the Action and over all Parties  15  to the Action, including all Settlement Class Members.  16        3.    The notice provided to the Settlement Class pursuant to the Settlement Agreement  17  and Preliminary Approval Order – including (i) direct notice to the Settlement Class via email, (ii)  18  the creation of the Settlement Website, and (iii) the dissemination of Notice via publication and  19  media notice – fully complied with the requirements of Fed. R. Civ. P. 23 and due process, was  20  reasonably calculated under the circumstances to apprise the Settlement Class of the pendency of  21  the Action, their right to object to or to exclude themselves from the Settlement Agreement, and  22  their right to appear at the Final Approval Hearing.   23        4.    The  Court  finds  that  Defendant  properly  and  timely  notified  the  appropriate  24  government officials of the Settlement Agreement, pursuant to the Class Action Fairness Act of  25  2005 (“CAFA”), 28 U.S.C. § 1715.  The Court has reviewed the substance of  the CAFA notice  26  provided by CBA, and finds that it complied with all applicable requirements of CAFA. Further,  27  more than ninety (90) days have elapsed since CBA served notice pursuant to CAFA, rendering  28  this Order on Final Approval appropriate under 28 U.S.C. § 1715(d).                                             -3-                                                         [PROPOSED] ORDER GRANTING FINAL APPROVAL OF CLASS ACTION SETTLEMENT                                     CASE NO. 5:17-CV-01027-BLF        





 






        1        5.    This Court now gives final approval to the Settlement Agreement, and finds that   2  the Settlement Agreement is fair, reasonable, adequate, and in the best interests of the Settlement   3  Class.  The  settlement  consideration  provided  under  the  Settlement  Agreement  constitutes  fair   4  value given in exchange for the release of the Released Claims against the Released Parties. The   5  Court finds that the consideration to be paid to members of the Settlement Class is reasonable, and   6  in the best interests of the Settlement Class Members, considering the total value of their claims   7  compared  to  (i)  the  disputed  factual  and  legal  circumstances  of  the  Action,  (ii)  affirmative   8  defenses asserted in the Action, and (iii) the potential risks and likelihood of success of pursuing   9  litigation  on  the  merits.  The  complex  legal  and  factual  posture  of  this  case,  the  amount  of  10  discovery  completed,  and  the  fact  that  the  Settlement  is  the  result  of  arm’s-length  negotiations  11  between  the  Parties  all  support  this  finding.  The  Court  finds  that  these  facts,  in  addition  to  the  12  Court’s observations throughout the litigation, demonstrate that there was no collusion present in  13  the reaching of the Settlement Agreement, implicit or otherwise.  14        6.    The Court has considered the factors relevant to class action settlement approval,  15  including:  (1)  the  strength  of  the  plaintiffs’  case;  (2)  the  risk,  expense,  complexity,  and  likely  16  duration of further litigation; (3) the risk of maintaining class action status throughout the trial; (4)  17  the  amount  offered  in  settlement;  (5)  the  extent  of  discovery  completed  and  the  stage  of  the  18  proceedings;  (6)  the  experience  and  views  of  counsel;  (7)  the  presence  of  a  governmental  19  participant;  and  (8)  the  reaction  of  the  class  members  to  the  proposed  settlement. In  re  Online  20  DVD-Rental Antitrust Litig., 779 F.3d 934, 944 (9th Cir. 2015).  21        7.    The Court has also considered the requirements of Rule 23(e) of the Federal Rules  22  of Civil Procedure, including:   23        (A) the class representatives and class counsel have adequately represented the class;            (B) the proposal was negotiated at arm’s length;  24        (C) the relief provided for the class is adequate, taking into account:                  (i) the costs, risks, and delay of trial and appeal;  25              (ii) the effectiveness of any proposed method of distributing relief to the class,  26              including the method of processing class-member claims;                  (iii) the terms of any proposed award of attorney’s fees, including timing of  27              payment; and                  (iv) any agreement required to be identified under Rule 23(e)(3); and  28        (D) the proposal treats class members equitably relative to each other.                                             -4-                                                         [PROPOSED] ORDER GRANTING FINAL APPROVAL OF CLASS ACTION SETTLEMENT                                     CASE NO. 5:17-CV-01027-BLF        





 






        1        The  Court  finds  that  all  of  the  factors  enumerated  in  Rule  23(e)(2)  weigh  in  favor  of   2  granting final approval of the settlement.    3        8.    The  Court  finds  that  the  Class  Representatives  and  Class  Counsel  adequately   4  represented the Settlement Class for the purposes of litigating this matter and entering into and   5  implementing the Settlement Agreement.   6        9.    Accordingly,  the  Settlement  is  hereby  finally  approved  in  all  respects,  and  the   7  Court certifies the following Settlement Class:   8        All Persons who purchased any four-pack, six-pack, twelve-pack or twenty-four pack of            Kona  Beers  in  the  United  States,  it  territories,  or  at  any  Untied  States  military  facility,   9        during the Class Period.                10        Kona  Beers are defined  as  all 4-pack, 6-pack, 12-pack, or 24-pack of  Longboard  Island  11  Lager, Hanalei IPA, Castaway IPA, Big Wave Golden Ale, Lemongrass Luau, Wailua Wheat, Fire  12  Rock Pale Ale, Pipeline Porter, Lavaman Red Ale, Koko Brown Ale, Kua Bay IPA, Gold Cliff  13  IPA, Kanaha Blonde Ale, Liquid Aloha Variety Pack, Island Hopper Variety Pack, Happy Mahalo  14  Variety Pack, and Wave Rider Tandem Pack. Excluded from this definition are all Kona Beers  15  that are sold without packaging (i.e., loose bottles, loose cans, and draft beer).   16        For  the  purposes  of  this  definition,  individuals  living  in  the  same  household  shall  be  17  deemed to be a single Class Member.  18        Excluded from the Settlement Class are: (a) CBA’s employees, officers and directors, (b)   19  distributors, retailers or re-sellers of Kona Beers, (c) governmental entities, (d) persons who timely  20  and properly exclude themselves from the Settlement Class as provided herein, (e) the Court, the  21  Court’s  immediate  family,  and  Court  staff,  and  (f)  counsel  of  record  for  the  Parties  and  their  22  respective law firms.    23        10.   The Court finds that the requirements of Rule 23(b)(3) of the Federal Rules of Civil  24  Procedure have been satisfied for certification of the Settlement Class because: Settlement Class  25  Members are so numerous that joinder of all members is impracticable; there are questions of law  26  and fact common to the Settlement Class; the claims and defenses of the Class Representatives are  27  typical  of  the  claims  and  defenses  of  the  Settlement  Class  they  represent;  the  Class  28  Representatives  have  fairly  and  adequately  protected  the  interests  of  the  Settlement  Class  with                                             -5-                                                         [PROPOSED] ORDER GRANTING FINAL APPROVAL OF CLASS ACTION SETTLEMENT                                     CASE NO. 5:17-CV-01027-BLF        





 






        1  regard  to  the  claims  of  the  Settlement  Class  they  represent;  common  questions  of  law  and  fact   2  predominate  over  questions  affecting  only  individual  Settlement  Class  Members,  rendering  the   3  Settlement  Class sufficiently cohesive to  warrant a class settlement; and  the certification of the   4  Settlement Class is superior to individual litigation and/or settlement as a method for the fair and   5  efficient  resolution  of  this  matter.  The  Court  additionally  finds,  for  the  reasons  set  forth  in   6  Plaintiffs’ motions for preliminary and final approval, that despite any differences among the laws   7  of  the  various  states,  common  issues  of  law  and  fact  predominate,  making  certification  of  a   8  nationwide  class  appropriate.  In  particular,  the  various  states  require  similar  elements  of  proof   9  with  respect  to  Plaintiffs’  claim  for  unjust  enrichment,  and  because  the  identical  challenged  10  packaging was provided to all Class Members nationwide, any minor variations in the elements of  11  unjust enrichment under the laws of the various states are not material, do not create a conflict,  12  and  do  not  outweigh  a  finding  of  predominance  regarding  the  core  factual  and  legal  question  13  presented  in  this  action:  whether  the  packaging  of  Kona  Beers  employed  uniformly  by  CBA  14  nationwide would likely deceive a reasonable consumer.  15        11.   The  Parties  are  hereby  directed  to  further  implement  the  Settlement  Agreement  16  according to its terms and provisions. The Settlement Agreement is hereby incorporated into this  17  Final Order in full and shall have the full force of an Order of this Court.  18        12.   Upon the Effective Date of this Final Order, and the Final Judgment to be entered  19  hereon, this Action shall be dismissed on the merits and with prejudice.  20        13.   Upon the Effective Date of this Final Order, and the Final Judgment to be entered  21  hereon, Plaintiffs and each and every Settlement Class Member who has not submitted a timely  22  and  valid  Request  for  Exclusion  (listed  in  the  Declaration  of  ____________),  and  any  Person  23  claiming  by  or  through  such  Settlement  Class  Member  as  his/her  spouse,  parent,  child,  heir,  24  guardian,  associate,  co-owner,  attorney,  agent,  administrator,  devisee,  predecessor,  successor,  25  assignee,  representative  of  any  kind,  shareholder,  partner,  director,  employee,  or  affiliate  26  (“Releasing  Parties”)  shall  be  deemed  to  have  released  CBA  and  all  of  its  past,  present  and/or  27  future  parents,  predecessors,  successors,  assigns,  subsidiaries,  divisions,  departments,  and  28  affiliates,  and  any  and  all  of  their  past,  present  and/or  future  officers,  directors,  employees,                                             -6-                                                         [PROPOSED] ORDER GRANTING FINAL APPROVAL OF CLASS ACTION SETTLEMENT                                     CASE NO. 5:17-CV-01027-BLF        





 






        1  stockholders,  partners,  agents,  servants,  successors,  attorneys,  representatives,  advisors,   2  consultants, brokers, distributors, wholesalers, subrogees and assigns of any of the foregoing, and   3  representatives of any of the foregoing (“Released Parties”), from any claim, cross-claim, liability,   4  right, demand, suit, matter, obligation, damage, restitution, disgorgement, loss or cost, attorneys’   5  fee, cost or expense, action or cause of action, of every kind and description that the Releasing   6  Party  had  or  has,  including  assigned  claims,  whether  in  arbitration,  administrative,  or  judicial   7  proceedings, whether as individual claims or as claims asserted on a class basis or on behalf of the   8  general  public,  whether  known  or  unknown,  asserted  or  unasserted,  suspected  or  unsuspected,   9  latent or patent, that is, has been, could reasonably have been or in the future might reasonably be  10  asserted by the Releasing Party in the Action against any of the Released Parties arising out of the  11  allegations  in  the  complaints  filed  in  the  Action  (“Released  Claims”).  Excluded  from  these  12  Released Claims is  any claim for alleged bodily injuries arising after the Effective Date of this  13  Settlement Agreement.   14        With  respect  to  all  Released  Claims,  Plaintiffs  and  each  of  the  other  Settlement  Class  15  Members who have not validly opted out of this Settlement agree that they are expressly waiving  16  and  relinquishing  to  the  fullest  extent  permitted  by  law  (a)  the  provisions,  rights  and  benefits  17  conferred by Section 1542 of the California Civil Code, which provides:  18        A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR            OR  RELEASING  PARTY  DOES  NOT  KNOW  OR  SUSPECT  TO  EXIST  IN  HIS  OR  19        HER  FAVOR  AT  THE  TIME  OF  EXECUTING  THE  RELEASE  AND  THAT,  IF            KNOWN  BY  HIM  OR  HER,  WOULD  HAVE  MATERIALLY  AFFECTED  HIS  OR  20        HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY  21                    and (b) any law of any state or territory of the United States, federal law, or principle of  22      common  law,  or  of  international  or  foreign  law,  that  is  similar,  comparable  or  equivalent  to  23      Section 1542 of the California Civil Code.  24            14.   Upon the Effective Date of this Final Order, and the Final Judgment to be entered  25      hereon, the above release of claims and the Settlement Agreement will be binding on, and will  26      have res  judicata and preclusive effect  on, all pending and future lawsuits  or other proceedings  27      maintained by or on behalf of Plaintiffs  and all other Settlement Class  Members and Releasing  28                                             -7-                                                         [PROPOSED] ORDER GRANTING FINAL APPROVAL OF CLASS ACTION SETTLEMENT                                     CASE NO. 5:17-CV-01027-BLF        





 






        1  Parties. All Settlement Class Members are hereby permanently barred and enjoined  from filing,   2  commencing, prosecuting, intervening in, or participating (as class members or otherwise) in any   3  lawsuit or other action in any jurisdiction based on or arising out of any of the Released Claims.   4        15.   This Final Approval Order, the Final Judgment to be entered hereon, the Settlement   5  Agreement,  the  Settlement  which  it  reflects  and  all  acts,  statements,  documents  or  proceedings   6  relating to the Settlement are not, and shall not be construed as, used as, or deemed to be evidence   7  of, an admission by or against CBA of any fault, wrongdoing, or liability on the part of CBA or of   8  the validity for litigation of any claims that have been, or could have been, asserted in the Action.    9  This  Order,  the  Settlement  or  any  such  communications  shall  not  be  offered  or  received  in  10  evidence in  any action of proceeding, or be used in  any  way as  an admission  or concession or  11  evidence  of  any  liability  or  wrongdoing  of  any  nature  or  that  Plaintiffs,  any  Settlement  Class  12  Member, or any other person has suffered any damage; provided, however, that the Settlement,  13  this  Order and the  Final  Judgment to  be entered hereon may be filed in  any action by  CBA  or  14  Settlement Class Member seeking to enforce the Settlement or the Final Judgment by injunctive or  15  other  relief,  or  to  assert  defenses  including,  but  not  limited  to,  res  judicata,  collateral  estoppel,  16  release,  good  faith  settlement,  or  any  theory  of  claim  preclusion  or  issue  preclusion  or  similar  17  defense or counterclaim.  The Settlement’s terms shall be forever binding on, and shall have res  18  judicata  and  preclusive  effect  in,  all  pending  and  future  lawsuits  or  other  proceedings  as  to  19  Released Claims and other prohibitions set forth in this Order that are maintained by, or on behalf  20  of, the Settlement Class Members or any other person subject to the provisions of this Order.  21        16.   As  stated  in  more  detail  in  the  Court’s  Order  Granting  Plaintiffs’  Motion  for  22  Attorneys’ Fees  and Costs and Class Representative Service Awards  (ECF No.  ___), the Court  23  herby  Orders  that  the  payment  of  attorneys’  fees,  costs,  and  expenses  in  the  amount  of  24  $2,900,000.00 is fair, reasonable, and justified in light of Class Counsel’s efforts in this Action.  25  This  award  includes  Class  Counsel’s  unreimbursed  litigation  expenses  of  _________.  Such  26  payment  shall  be  made pursuant  to  and  in  the manner  provided  by  the  terms  of  the Settlement  27  Agreement. The Court further Orders that the payment of Class Representative Service Awards in  28  the  amount  of  $5,000.00  to  each  of  the  two  Plaintiffs  to  compensate  them  for  their  efforts  and                                             -8-                                                         [PROPOSED] ORDER GRANTING FINAL APPROVAL OF CLASS ACTION SETTLEMENT                                     CASE NO. 5:17-CV-01027-BLF        





 






        1  commitment  on  behalf  of  the  Settlement  Class,  is  fair,  reasonable,  and  justified  under  the   2  circumstances of this case. Such payment shall be made pursuant to and in the manner provided by   3  the terms of the Settlement Agreement.   4        17.   The  Settlement  Administrator  is  authorized  and  directed  to  issue  Settlement   5  Benefits to Settlement Class Members who submitted timely and valid Claim Forms in accordance   6  with the terms of the Settlement Agreement.    7        18.   No later than 21 calendar days after the Settlement Benefits are distributed to the   8  Settlement  Class  Members  who  submitted  timely  and  valid  Claim  Forms,  Plaintiffs  shall  file  a   9  Post Distribution Accounting, which includes all information required under Northern District of  10  California Procedural Guidance for Class Action Settlements, and post the same on the Settlement  11  Website.  This  Order,  and  the  Final  Judgment  to  be  entered  hereon,  shall  also  be  posted  on  the  12  Settlement Website.   13        19.   Without affecting the finality of this Final Approval Order, the Final Judgment to  14  be  entered  hereon,  for  purposes  of  appeal,  until  the  Effective  Date  the  Court  shall  retain  15  jurisdiction  over  all  matters  relating  to  administration,  consummation,  enforcement,  and  16  interpretation of the Settlement Agreement.  17          18        IT IS SO ORDERED.              19      DATED: ______________________                               ______________________________  20                                                  Honorable Beth Labson Freeman                                                      United States District Judge  21                  22  23  24  25  26  27  28                                             -9-                                                         [PROPOSED] ORDER GRANTING FINAL APPROVAL OF CLASS ACTION SETTLEMENT                                     CASE NO. 5:17-CV-01027-BLF        





 






                         Exhibit 6  





 






        1     2     3     4     5     6     7     8     9    10    11                         UNITED STATES DISTRICT COURT                           NORTHERN DISTRICT OF CALIFORNIA   12                                SAN JOSE DIVISION  13                                            14  THEODORE BROOMFIELD, et al.,             CASE NO.: 5:17-cv-01027-BLF                                                 15              Plaintiffs,                                                                 [PROPOSED] FINAL JUDGMENT                                                 16        v.                                               17  CRAFT BREW ALLIANCE, INC., et al.,                                                                                                       18              Defendants.                          19          20          21          22          23          24          25          26          27          28                                                                                                     CcSTIPUC                                                                    [PROPOSED] FINAL JUDGMENT                                    CASE NO. 5:17-CV-01027-BLF  





 






        1                         [PROPOSED] FINAL JUDGMENT               2            The Court has entered Final Approval of the Parties’ settlement. Accordingly, the claims of   3      Plaintiffs and the Settlement Class against Defendant Craft Brew Alliance, Inc. are DISMISSED   4      WITH  PREJUDICE,  and  this  Final  Judgment  shall  issue  consistent  with  Federal  Rule  of  Civil   5      Procedure 58.   6               7            IT IS SO ORDERED.   8           9  DATED: ______________________                               ______________________________                                                      Honorable Beth Labson Freeman  10                                                  United States District Judge  11              12  13  14  15  16  17  18  19  20  21  22  23  24  25  26  27  28                                             -2-                                                                           [PROPOSED] FINAL JUDGMENT                                     CASE NO. 5:17-CV-01027-BLF        





 






                         Exhibit 7