Exhibit A
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SETTLEMENT AND RELEASE AGREEMENT 

This Settlement and Release Agreement (“Settlement Agreement”) is entered into by and 

between Enterprise Leasing Company of Chicago, LLC and Enterprise Holdings, Inc. 

(collectively, “Defendants”) and Dawon Wordlaw (“Plaintiff”), individually and on behalf of the 

Settlement Class, in the case Wordlaw v. Enterprise Leasing Company of Chicago, LLC, et al., 

No. 20-cv-03200, currently pending in the U.S. District Court for the Northern District of Illinois 

(the “Litigation”). Defendants and Plaintiff are each referred to as a “Party” and are collectively 

referred to herein as the “Parties.” 

I. FACTUAL BACKGROUND AND RECITALS 

1. On April 3, 2020, Plaintiff filed a class action lawsuit in the Circuit Court of Cook 

County, Illinois, Chancery Division against Defendants alleging violations of the 

Illinois Biometric Information Privacy Act, 740 ILCS § 14/1, et seq. (“BIPA”). The 

case was assigned to the Honorable Sanjay T. Tailor, Case No. 2020-CH-03702. 

2. On May 29, 2020, Defendant Enterprise Leasing Company of Chicago, LLC 

removed the case to the U.S. District Court for the Northern District of Illinois, 

where it was assigned to the Honorable Manish S. Shah. 

3. On August 31, 2020, Defendants moved to dismiss Plaintiff’s initial Complaint. 

On September 21, 2020, Plaintiff filed her First Amended Complaint. 

4. On October 13, 2020, Defendants moved to dismiss Plaintiff’s First Amended 

Complaint, arguing that: (i) Plaintiff failed to allege facts supporting the inclusion 

of Enterprise Holdings, Inc. in this lawsuit; (ii) Plaintiff engaged in improper 

“group pleading”; (iii) Plaintiff failed to state any claim for violation of BIPA 

Sections 15(a), (b), or (d); (iv) Plaintiff failed to plead recklessness or intent; and 

(v) Plaintiff’s claims were preempted pursuant to the Illinois Workers’ 

Compensation Act. 

5. Defendants’ Motion to Dismiss Plaintiff’s First Amended Complaint was fully 

briefed. On December 21, 2020, Judge Shah issued a Memorandum Opinion and 

Order denying Defendants’ Motion to Dismiss in its entirety. 

6. On January 20, 2021, Defendants filed a Motion for Reconsideration. Defendants 

also simultaneously filed a Motion to Amend to Certify Questions for Appeal and 

Stay Proceedings. On January 28, 2021, Judge Shah denied both motions. 

7. On February 2, 2021, Defendants filed their Answer to Plaintiff’s First Amended 

Complaint, and on February 3, 2021, the Court entered a discovery schedule. Over 

the course of discovery, the Parties engaged in briefing concerning several 

discovery disputes, including a Motion to Compel filed by Plaintiff and a Motion 

to Quash filed by Defendants. At the Parties’ request, the Court extended the fact 

discovery cutoff several times. 
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8. Fact discovery closed on February 28, 2022. 

9. On May 23, 2022, the Parties requested a referral to Magistrate Judge Gabriel A. 

Fuentes for a settlement conference. 

10. On July 13, 2022, the Parties attended a settlement conference with Judge Fuentes. 

With the assistance of Judge Fuentes, the Parties reached a settlement in principle 

by which the Parties agreed to resolve all matters pertaining to, arising from, and 

associated with the Litigation, including all claims Plaintiff and Settlement Class 

Members have or may have had against Defendants and any Released Parties, as 

those terms are defined herein. 

11. Defendants deny all charges of wrongdoing or liability of any kind whatsoever that 

Plaintiff or Settlement Class Members have asserted in this Litigation or may in the 

future assert. Despite Defendants’ belief that they are not liable for, and have viable 

defenses to, the claims alleged in the Litigation, Defendants desire to settle the 

Litigation, and thus avoid the expense, risk, exposure, inconvenience, and 

distraction of continued litigation of any action or proceeding related to the matters 

fully settled pursuant to this Settlement Agreement. Neither this Settlement 

Agreement, nor any negotiation or act performed or document created in relation 

to the Settlement Agreement or negotiation or discussion thereof is, or may be 

deemed to be, or may be used as, an admission of, or evidence of, any wrongdoing 

or liability. 

12. Following arm’s-length negotiations, the Parties now seek to enter into this 

Settlement Agreement. Plaintiff and Class Counsel have conducted an investigation 

into the facts and the law regarding the Litigation and have concluded that a 

settlement according to the terms set forth below is fair, reasonable, and adequate, 

and beneficial to and in the best interests of Plaintiff and the Settlement Class 

recognizing: (1) the existence of complex and contested issues of law and fact that 

bear upon the Litigation; (2) the risks inherent in all litigation; (3) the likelihood 

that future proceedings will be unduly protracted and expensive if the proceeding 

is not settled by voluntary agreement; (4) the magnitude of the benefits derived 

from the contemplated settlement in light of both the maximum potential and likely 

range of recovery to be obtained through further litigation and the expense thereof, 

as well as the potential of no recovery whatsoever; and (5) Plaintiff’s determination 

that the settlement is fair, reasonable, adequate, and will substantially benefit the 

Settlement Class Members. 

13. Considering the risks and uncertainties of continued litigation and all factors 

bearing on the merits of settlement, the Parties are satisfied that the terms and 

conditions of this Settlement Agreement are fair, reasonable, adequate, and in their 

respective best interests. 

14. In consideration of the covenants, agreements, and releases set forth herein, and for 

other good and valuable consideration, the receipt and sufficiency of which are 
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hereby acknowledged, it is agreed by and among the undersigned that the Litigation 

be settled and compromised, and that the Releasing Parties release the Released 

Parties of the Released Claims, without costs to the Released Parties, Plaintiff, 

Class Counsel, or the Settlement Class, except as explicitly provided for in this 

Settlement Agreement, subject to the approval of the Court, on the following terms 

and conditions. 

II. DEFINITIONS 

As used in this Settlement Agreement, the following terms have the meanings specified 

below: 

15. “Administrative Expenses” means expenses associated with the Settlement 

Administrator (as defined below), including but not limited to, costs in connection 

with Notice (as defined below), communicating with Settlement Class Members, 

and disbursing payments to the Settlement Class Members. 

16. “Class,” “Settlement Class,” “Class Member,” or “Settlement Class Member” 

means each member of the settlement class, as defined in Section III of this 

Agreement, who does not timely elect to be excluded from the Settlement Class, 

and includes, but is not limited to, Plaintiff. 

17. “Class Counsel” means Myles McGuire, Evan M. Meyers, Timothy P. Kingsbury, 

and Brendan J. Duffner of McGuire Law, P.C. 

18. “Counsel” or “Counsel for the Parties” means both Class Counsel and Defendants’ 

Counsel, collectively. 

19. “Court” means the U.S. District Court for the Northern District of Illinois and the 

Honorable Manish S. Shah, or any other judge presiding over the Litigation. 

20. “Defendants” means Enterprise Leasing Company of Chicago, LLC and Enterprise 

Holdings, Inc. 

21. “Defendants’ Counsel” means Danielle M. Kays and Erin Dougherty Foley of 

Seyfarth Shaw, LLP, and Ryan C. Stewart and Jason C. Schwartz of Gibson Dunn 

& Crutcher LLP. 

22. “Effective Date” means the date on which the Settlement Agreement becomes 

Final. 

23. “Fee and Expense Application” means the motion to be filed by Class Counsel, in 

which they will seek approval of an award of attorneys’ fees, costs, and expenses, 

as well as a Service Award to the Class Representative. 
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24. “Fee Award” means the amount of attorneys’ fees and reimbursement of costs and 

expenses awarded by the Court to Class Counsel. 

25. “Final” means the last date when all the following events have occurred: 

i. This Settlement Agreement has been executed by the Parties; 

ii. The Court has entered a Preliminary Approval Order; 

iii. Notice has been given to the Settlement Class Members;

iv. The Court has held a Final Approval Hearing and entered a Final 

Approval Order; and 

v. The latest of the following events: when the period for filing any 

appeal, writ or other appellate proceeding opposing the Settlement 

Agreement has elapsed without any appeal, writ or other appellate 

proceeding having been filed; or any appeal, writ or other appellate 

proceeding opposing the Settlement Agreement has been dismissed 

finally and conclusively with no right to pursue further remedies or 

relief; or any appeal, writ or other appellate proceeding has upheld 

in all respects the Court’s Final Approval Order approving the 

Settlement Agreement with no right to pursue further remedies or 

relief. For the avoidance of doubt, it is the intention of the Parties 

that the Settlement Agreement shall not become effective until the 

Court’s Order approving the Settlement Agreement is completely 

final, and there is no further recourse by any person who seeks to 

contest the Settlement Agreement. 

26. “Final Approval Hearing” means the hearing contemplated by the Parties at 

which the Court will grant final approval of the Settlement Agreement and make 

such other final rulings as are contemplated by the Settlement Agreement. 

27. “Final Approval Order” means the Court’s Order granting final and unconditional 

approval of this Settlement Agreement on the terms set forth in this Settlement 

Agreement, or as those terms may be modified by subsequent mutual agreement of 

the Parties. The Final Approval Order shall include a dismissal of the Lawsuit with 

prejudice and extinguish all Released Claims of all Class Members who do not 

timely opt out from this Settlement Agreement as set forth herein.. 

28. “Litigation” shall mean the case captioned Wordlaw v. Enterprise Leasing 

Company of Chicago, LLC, et al., No. 20-cv-03200, currently pending in the U.S. 

District Court for the Northern District of Illinois. 
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29. “Notice” means the direct notice of this Settlement, which is to be provided by the

Settlement Administrator substantially in the manner set forth in this Agreement

and in Exhibits B and C.

30. “Long Form Notice” means notice of this Settlement, substantially in the form of

Exhibit C hereto, which shall be posted on the Settlement Website in accordance

with Paragraph 67(d) below.

31. “Notice Date” means the date by which the Notice is disseminated to the Settlement

Class via first-class U.S. Mail, which shall be a date no later than thirty-five (35)

days after entry of Preliminary Approval.

32. “Objection/Exclusion Deadline” means the date by which a written objection to this

Settlement Agreement or a request for exclusion submitted by a person within the

Settlement Class must be postmarked or otherwise received by the Settlement

Administrator, which shall be designated as a date approximately sixty (60) days

after the Notice Date, or such other date as ordered by the Court.

33. “Plaintiff” or “Class Representative” means the named class representative, Dawon

Wordlaw.

34. “Preliminary Approval Order” means the Court’s order preliminarily approving the

Settlement Agreement, certifying the Settlement Class for settlement purposes, and

approving the form and manner of the Notice.

35. “Releasing Parties” means Plaintiff, each Class Member who does not timely opt

out of this Settlement Agreement, and their predecessors, successors, heirs,

executors, administrators, and assigns of each of the foregoing, and anyone

claiming by, through, or on behalf of them.

36. “Released Claims” means all claims, liabilities, demands, debts, costs, expenses,

causes of action, lawsuits, and damages of whatever kind or nature of the Plaintiff

and Settlement Class Members, whether known or unknown, filed or unfiled,

asserted or unasserted, existing or contingent, whether legal, statutory, equitable,

or of any other type or form, whether under federal, state, or local law, and whether

brought in an individual, representative, or any other capacity, which relate to the

claims in the Litigation or could have been brought in the Lawsuit or any other

actions filed (or to be filed) by Plaintiff and Settlement Class Members against

Released Parties whatsoever arising out of, or related in any way to or connected

with the alleged, (1) possession, collection, capture, purchase, transmission,

conversion, receipt through trade, obtaining, sale, lease, trade, profit from,

disclosure, redisclosure, dissemination, storage, transmittal, protection from

disclosure or other use of alleged biometric information or biometric identifiers in

connection with the timekeeping systems used by Defendants or the Released

Parties, including, but not limited to, claims arising out of the Illinois Biometric

Information Privacy Act, 740 ILCS 14/10, et seq., (“BIPA”) or any other federal,
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state, or local statute, regulation, or common law, (2) any claims arising under BIPA 

related to Defendants, and (3) any claims which were or could have been brought 

in the Litigation or that could have been brought against any of the Released Parties, 

including, but not limited to, any tort or privacy claims. “Released Claims” 

includes, without limitation, statutory, constitutional, contractual, and common law 

claims for damages, unpaid costs, penalties, liquidated damages, punitive damages, 

interest, attorneys’ fees, litigation costs, restitution, or equitable relief to the extent 

permitted by applicable law. 

37. “Plaintiff’s Released Claims” means, in addition to Released Claims, a general 

release of all claims, known or unknown, including any and all actions, causes of 

action, suits, debts, claims, complaints, charges, contracts, controversies, 

agreements, promises, damages, counterclaims, cross-claims, judgments and 

demands whatsoever, in law or equity, known or unknown that Plaintiff ever had 

or now has against the Released Parties, including any claims related to or arising 

from her employment with Enterprise Leasing Company of Chicago, LLC. This 

general release includes, but is not limited to, any claims alleging violations of 

BIPA, privacy or tort claims, breach of express or implied contract wrongful 

discharge, constructive discharge, breach of an implied covenant of good faith and 

fair dealing, negligent or intentional infliction of emotional distress, negligent 

supervision or retention, violation of the Civil Rights Act of 1866, Title VII of the 

Civil Rights Act of 1964, the Americans with Disabilities Act, claims pursuant to 

any other federal, state, or local law regarding discrimination, harassment or 

retaliation based on age, race, sex, religion, national origin, marital status, 

disability, sexual orientation or any other unlawful basis or protected status or 

activity, and claims for alleged violations of any other local state or federal law, 

regulation, ordinance, public policy, or commonlaw duty having any bearing 

whatsoever upon the terms and conditions of, and/or the cessation of her 

employment with and by Enterprise Leasing Company of Chicago, LLC. 

38. “Released Parties” means Defendants and each of their past or present officers, 

directors, shareholders, employees, agents, principals, heirs, representatives, 

accountants, auditors, consultants, insurers and reinsurers, underwriters, and their 

respective successors and predecessors in interests, parents, subsidiaries, affiliates, 

and attorneys and each of their company-sponsored employee benefit plans and all 

of their respective officers, directors, employees, administrators, fiduciaries, 

trustees, and agents. 

39. “Service Award” shall have the meaning ascribed to it as set forth in Paragraph 86 

of this Agreement. 

40. “Settlement Administrator” means, subject to Court approval, Analytics Consulting 

LLC, the entity mutually selected and supervised by the Parties to administer the 

Settlement. 
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41. “Settlement Fund” means the settlement fund paid by Defendants in the gross sum 

of $504,968.75 (five hundred four thousand, nine hundred sixty-eight dollars and 

seventy-five cents), subject to any increase only as set forth in Section V. All 

payments from the Settlement Fund are subject to the terms and conditions set forth 

herein. 

42. “Settlement Website” means a website established and administered by the 

Settlement Administrator, which shall contain information about the Settlement, 

including electronic copies of Exhibits B and C (or any forms of these Notices that 

are approved by the Court), the Settlement Agreement, and all Court documents 

related to the Settlement. A phone number for the Settlement Administrator shall 

be provided. The URL of the Settlement Website shall be 

www.RentalCarBIPASettlement.com or other URL that the Parties agree to and 

that is approved by the Court. 

43. “Unions” means the Automobile Mechanics Unions Local 701, IAM & AW and 

the Miscellaneous Warehousemen, Airline, Automotive Parts, Service, Tire & 

Rental, Chemical & Petroleum, Ice, Paper and Related Clerical & Production 

Employees Union, Local No. 781, Affiliated with the International Brotherhood of 

Teamsters, Chicago and Vicinity, Illinois. 

III. SETTLEMENT CLASS CERTIFICATION

44. For the purposes of this Settlement Agreement only, the Parties stipulate and agree 

that: (1) the Class shall be certified in accordance with the definition contained in 

Paragraph 47 below; (2) Plaintiff shall represent the Class for settlement purposes 

and shall be the Class Representative; and (3) Plaintiff’s Counsel shall be appointed 

as Class Counsel. 

45. Defendants do not consent to certification of the Class for any purpose other than 

to effectuate the Settlement Agreement. If the Court does not enter Final Approval 

of the Settlement Agreement, or if for any other reason final approval of the 

Settlement Agreement does not occur, is successfully objected to, or challenged on 

appeal, any certification of any Class will be vacated and the Parties will be returned 

to their positions with respect to the Litigation as if the Settlement Agreement had 

not been entered into, and the Settlement Fund, less any Administrative Expenses 

paid to date, shall remain with Defendants. 

46. In the event that Final Approval of the Settlement Agreement is not achieved: (a) 

any Court orders preliminarily or finally approving the certification of any class 

contemplated by this Settlement Agreement shall be null, void, and vacated, and 

shall not be used or cited thereafter by any person or entity; and (b) the settlement 

reflected in this Settlement Agreement, the fact that Defendants did not oppose the 

certification of a Class under this Settlement Agreement, or the fact that the Court 

preliminarily approved the certification of a Class, shall not be used or cited 
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thereafter by any person or entity, in any manner whatsoever, including without 

limitation, any contested proceeding relative to the certification of any class. 

47. Subject to Court approval, the following Settlement Class shall be certified for 

settlement purposes: 

 “All individuals who scanned their finger for timekeeping purposes while working 

for Enterprise Leasing Company of Chicago, LLC or Enterprise Rent-A-Car 

Company – Midwest, LLC within the state of Illinois at any time between April 3, 

2015 and the date of Preliminary Approval, and who (i) did not first execute a 

written release of claims prior to the date of Preliminary Approval, or (ii) were not 

represented by the Unions during their employment.” 

48. Excluded from the Class are all persons who were represented by the Unions and 

subject to a collective bargaining agreement while working for Enterprise Leasing 

Company of Chicago, LLC; all persons who signed a release of their claims against 

Defendants prior to the date of Preliminary Approval; all persons who elect to 

exclude themselves from the Settlement Class and the legal representatives, heirs, 

successors or assigns of any such excluded persons; the Court and staff to whom 

this case is assigned; and any member of the Court’s or staff’s immediate family. 

IV. SETTLEMENT OF LITIGATION AND ALL CLAIMS AGAINST THE 

RELEASED PARTIES 

49. Final Approval of this Settlement Agreement will settle and resolve with finality, 

on behalf of Plaintiff and the Settlement Class, the Litigation, and the claims 

released herein under Section VIII. 

V. SETTLEMENT FUND 

50. Establishment of Settlement Fund

a. Defendants agree to establish a Settlement Fund in the amount of 

$504,968.75 (five hundred four thousand nine hundred sixty-eight dollars 

and seventy-five cents), which will fully resolve this action on a class-wide 

basis. Defendants have represented, and the Parties agree, based on 

Defendants’ records, that the Settlement Class consists of 715 people. If 

the final number of Settlement Class Members identified on the class list 

provided by Defendants is greater than 715, the Settlement Fund shall be 

increased by $706.25 for each additional Settlement Class Member over 

715. 

b. The Settlement Fund shall be divided equally among the Settlement Class 

Members who do not exclude themselves from the Settlement Class, less 

pro rata deductions for any Fee Award, Service Award, and Administrative 

Expenses. Settlement Class Members shall receive their pro rata shares of 
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the Settlement Fund automatically, by direct checks, without having to 

submit a claim form or otherwise “opt in” to the Settlement Class. 

c. Defendants shall fund the Settlement Fund in the amount of $504,968.75, 

subject to any increase required by Paragraph 50(a) above, within seven (7) 

business days of the Effective Date. 

d. All funds provided to the Settlement Administrator by Defendants under 

this Agreement shall be maintained by an escrow agent as a Court-approved 

Qualified Settlement Fund pursuant to Section 1.468B-1, et seq., of the 

Treasury Regulations promulgated under Section 468B of the Internal 

Revenue Code of 1986, as amended, and shall be deposited in an interestbearing account. 

e. If the Settlement Agreement is not finally approved for any reason, the 

Settlement Fund belongs to Defendants, less any Administrative Expenses 

incurred. Plaintiff shall have no financial responsibility for any 

Administrative Expenses paid out of the Settlement Fund in the event that 

the Settlement Agreement is not finally approved. 

f. Any uncashed check amounts from the Settlement Fund following the first 

distribution of payments to the Settlement Class Members (including 

checks disbursed to Settlement Class Members that remain uncashed for 

any reason within 90 days of issuance of the check) will be redistributed on 

an equal, pro rata basis to Settlement Class Members who cashed their 

initial check. Any uncashed amounts after the second distribution shall be 

distributed to a cy pres recipient(s) selected by the Parties and approved by 

the Court. 

g. The Settlement Fund represents the total extent of Defendants’ monetary 

obligations under the Settlement Agreement. Defendants’ contributions to 

the Settlement Fund shall be fixed under this Agreement and final. 

Defendants shall have no obligation to make further payments to the 

Settlement Fund and shall have no financial responsibility or obligation 

relating to the Settlement beyond the Settlement Fund. 

h. The Court may require changes to the method of allocation to Settlement 

Class Members without invalidating this Settlement Agreement, provided 

that the other material terms of the Settlement Agreement are not altered, 

including but not limited to the scope of the Release, the scope of the 

Settlement Class, and the terms and amount of the Settlement Fund. 

VI. TIMING OF PAYMENTS FROM SETTLEMENT FUND

51. On or before twenty-one (21) business days after the Effective Date, the Settlement 

Administrator shall send a check by First Class U.S. Mail to each Settlement Class 
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Member who does not exclude themselves from the Settlement, including Plaintiff, 

equal to each such Settlement Class Member’s pro rata share of the Settlement 

Fund, less Administrative Expenses paid to the Settlement Administrator, the 

Service Award, and the Fee Award to Class Counsel.

52. On or before twenty-one (21) business days after the Effective Date, the Settlement 

Administrator shall pay to Class Counsel from the Settlement Fund the amount 

awarded by the Court in the Fee Award. The Fee Award shall be paid solely from 

the Settlement Fund via electronic wire transfer to an account designated by Class 

Counsel.

53. On or before twenty-one (21) business days after the Effective Date, the Settlement 

Administrator shall pay the Service Award solely from the Settlement Fund by 

check made payable to Plaintiff and mailed to the address identified on the W-9 tax 

form provided by Plaintiff to the Settlement Administrator in advance thereto. 

54. Checks sent to Settlement Class members shall remain valid and negotiable for 

ninety (90) days from the date of their issuance and will thereafter become void if 

not cashed within that time period. Within fourteen (14) days of the expiration of 

the ninety-day period, the Settlement Administrator shall redistribute such 

uncashed funds evenly amongst Settlement Class members who cashed their initial 

check. This second round of checks shall again be valid and negotiable for ninety 

(90) days from the date of their issuance and will thereafter become void if not 

cashed within that time period. Any funds remaining uncashed after the second 

distribution shall be distributed to a cy pres recipient(s) selected by the Parties and 

approved by the Court. The Court may revise the cy pres provision as necessary 

without terminating or otherwise impacting this Settlement Agreement, provided 

the Court’s revision does not increase the amount that Defendants would otherwise 

pay under this Settlement Agreement.

55. To the extent any payments to Plaintiff or the Class Members are tax reportable by 

the Settlement Administrator, the funds shall be reported on IRS Form 1099. 

Neither Defendants, the other Released Parties, nor Defendants’ counsel has made 

any representations regarding the tax consequences of any amounts Plaintiff or any 

Class Member receive pursuant to this Agreement. The Plaintiff and Class 

Members are solely responsible and agree to release and hold Defendants and all 

other Released Parties harmless for any and all potential and/or actual tax 

consequences that result from any payments to them or for their benefit pursuant to 

this Agreement.

VII. NON-MONETARY RELIEF 

56. Without admitting any liability, Defendants represent that Enterprise Leasing 

Company of Chicago, LLC will revise its existing biometric consent policy to 

contain language identifying Enterprise Holdings, Inc. and its relevant timekeeping 

vendors. 
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VIII. RELEASE

57. In addition to the effect of any final judgment entered in accordance with this 

Settlement Agreement, upon final approval of this Settlement Agreement, and for 

other valuable consideration as described herein, the Released Parties shall be 

completely released, acquitted, and forever discharged from any and all Released 

Claims and Plaintiff’s Released Claims. 

58. As of the Effective Date, and with the approval of the Court, all Releasing Parties 

hereby fully, finally, and forever release, waive, discharge, surrender, forego, give 

up, abandon, and cancel all Released Claims and Plaintiff’s Released Claims 

against the Released Parties. As of the Effective Date, all Releasing Parties will be 

forever barred and enjoined from prosecuting any action against the Released 

Parties asserting any and all Released Claims and Plaintiff’s Released Claims.

59. Defendants do not admit any liability or wrongdoing and expressly deny the same. 

The Settlement Agreement may not be construed in whole or in part as an admission 

of fault, liability, or wrongdoing by the Released Parties. The Parties understand 

and agree that Defendants agree to this settlement solely to avoid the burden and 

expense of litigation without in any way acknowledging any fault, liability, or 

wrongdoing of any kind. Neither the fact of, nor any provision contained in, this 

Agreement, nor the implementing documents or actions taken under them, nor 

Defendants’ willingness to enter into this Agreement, nor the content or fact of any 

negotiations, communications, and discussions associated with the Settlement shall 

constitute or be construed in any way as an admission by or against Defendants or 

any of the Released Parties of any fault, culpability, wrongdoing, violation of law, 

or liability whatsoever, the validity of any claim or fact alleged in this Action, or 

any infirmity of any defenses asserted by Defendants in this Action. 

60. Neither this Settlement Agreement nor any related documents, negotiations, 

statements, or Court proceedings may be construed as, received as, used as, or 

deemed to be evidence or an admission or concession of any liability or wrongdoing 

whatsoever on the part of any person or entity, including but not limited to 

Defendants and the Released Parties, or as a waiver by Defendants of any 

applicable defense to the merits of the claims asserted or to Plaintiff’s ability to 

maintain this Action as a class action, except that this Agreement is admissible at 

hearings necessary to obtain and implement Court approval of the Parties’ 

Settlement or in hearings to enforce the terms of this Settlement Agreement or any 

related order of the Court. 

IX. PRELIMINARY APPROVAL ORDER AND FINAL APPROVAL ORDER

61. Plaintiff, through Class Counsel, will file an unopposed motion for an order 

conditionally certifying the Settlement Class, substantially in the form attached 

hereto as Exhibit A, setting a date for the Final Approval Hearing, and approving 

the Notice for dissemination in accordance with the applicable notice provisions of 
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this Agreement (the “Unopposed Motion for Preliminary Approval”). Plaintiff 

shall provide Defendants the draft motion for preliminary approval with sufficient 

time for Defendants to review before it is filed, which shall be no fewer than seven 

(7) days before filing. 

62. At the hearing on the Unopposed Motion for Preliminary Approval, the Parties will 

jointly appear and support the granting of the Unopposed Motion for Preliminary 

Approval. 

63. Should the Court decline to preliminarily approve any material aspect of the 

Settlement Agreement, the Settlement Agreement will be null and void, the Parties 

will have no further obligations under the Settlement Agreement, and the Parties 

will revert to their prior positions in the Litigation as if the Settlement Agreement 

had not occurred. 

64. At the time of the submission of this Settlement Agreement to the Court as 

described above, the Parties shall request that, after Notice is given, the Court hold 

a Final Approval Hearing approximately one hundred and twenty (120) days after 

entry of the Preliminary Approval Order and approve the Settlement Agreement as 

set forth herein. 

65. At least ten (10) days prior to the Final Approval Hearing, or by some other date if 

so directed by the Court, Plaintiff will move for: (i) final approval of the Settlement; 

(ii) final appointment of the Class Representative and Class Counsel; and (iii) final 

certification of the Settlement Class, including for the entry of a Final Order and 

Judgment, and file a memorandum in support of the motion for final approval. This 

motion for final approval will include a report from the Settlement Administrator 

certifying that the Notice process has been completed in compliance with this 

Settlement Agreement and the Court’s Preliminary Approval Order. In conjunction 

with this filing, Plaintiff shall present a proposed Final Approval Order and 

Judgment. Plaintiff shall draft this motion and provide Defendants with sufficient 

opportunity to review the Motion before it is filed, which shall be no fewer than 

five (5) days prior to its filing. 

X. NOTICE TO PROPOSED SETTLEMENT CLASS MEMBERS 

66. Class List 

a. Defendant, with the assistance of the Settlement Administrator as 

appropriate, shall create a class list based on readily available information 

already within its possession (“Class List”).

b. The Class List shall include the full names and last known mailing addresses 

of potential Settlement Class Members, based on information in 

Defendants’ records. Defendants shall provide the Class List to the 
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Settlement Administrator and to Class Counsel within fourteen (14) days 

after entry of the Preliminary Approval Order.

67. Type of Notice Required 

a. The Notice, which shall be substantially in the form of Exhibits B and C 

attached hereto, shall be used for the purpose of informing proposed 

Settlement Class Members, prior to the Final Approval Hearing, that there 

is a pending settlement, and to further inform Settlement Class Members 

how they may: (a) protect their rights regarding the Settlement; (b) request 

exclusion from the Settlement Class and the proposed Settlement, if desired; 

(C) object to any aspect of the proposed Settlement, if desired; and (d) 

participate in the Final Approval Hearing, if desired. The Notice shall make 

clear the binding effect of the Settlement on all persons who do not timely 

request exclusion from the Settlement Class.

b. Dissemination of the Notice shall be the responsibility of the Settlement 

Administrator. The text of the Notice shall be agreed upon by the Parties 

and shall be substantially in the forms attached as Exhibits B and C hereto.

c. Individual notice (substantially in the form of Exhibit B) shall be sent via 

U.S. Mail where Defendants have a last-known mailing address or the 

address information can be determined by the Settlement Administrator. 

Prior to mailing, the Settlement Administrator shall run the Class Members’ 

addresses through the U.S. Postal Service’s National Change of Address 

database and mail the Notice using the most current mailing address 

information. For any Class Member whose Notice is returned as 

undeliverable without a forwarding address, the Settlement Administrator 

shall promptly conduct a firm level skip trace and re-send the Notice to the 

address (if any) determined by the skip trace. For any Class Member whose 

Notice is returned as undeliverable with a forwarding address, the 

Settlement Administrator shall promptly re-mail the Notice using the 

forwarding address.

d. Notice of the settlement (substantially in the form of Exhibit C) shall be 

posted to the Settlement Website by the Notice Date.

68. Notice Deadline 

Within thirty-five (35) days of entry of the Preliminary Approval Order, the 

Settlement Administrator shall disseminate by U.S. Mail to the Settlement Class 

Members identified on the Class List for whom an address is known or readily 

determinable, a copy of the Notice in the form of Exhibit B.
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XI. EXCLUSIONS

69. Exclusion Period

Settlement Class Members will have up to the Objection/Exclusion Deadline to 

exclude themselves from the Settlement in accordance with this Section. If the 

Settlement is finally approved by the Court, all Settlement Class Members who 

have not opted out, as provided in Paragraph 70 below, by the end of the 

Objection/Exclusion Deadline will be bound by the Settlement and deemed a Class 

Member and Releasing Party as defined herein. 

70. Exclusion Process

a. A member of the Settlement Class may request to be excluded from the 

Settlement Class in writing by a request postmarked, or submitted to the 

Settlement Administrator via the Settlement Website, on or before the 

Objection/Exclusion Deadline. 

b. In order to exercise the right to be excluded, a member of the Settlement 

Class must timely send a written request for exclusion to the Settlement 

Administrator providing their name, address, telephone number, and email 

address; the case name and number of this Litigation, a statement that they 

wish to be excluded from the Settlement Class; and their signature. A 

request to be excluded that is sent to an address other than that designated 

in the Class Notice, or that is not electronically submitted or postmarked 

within the time specified, shall be invalid and the person serving such a 

request shall be considered a member of the Settlement Class and shall be 

bound as Settlement Class Members by the Agreement, if approved. 

c. Any member of the Settlement Class who elects to be excluded shall not: 

(i) be bound by the Settlement or any order or judgment of the Litigation; 

(ii) be entitled to relief under this Settlement Agreement; (iii) gain any rights 

by virtue of this Settlement Agreement; or (iv) be entitled to object to any 

aspect of this Settlement Agreement. A member of the Settlement Class 

who requests to be excluded from the Settlement Class also cannot object 

to the Settlement Agreement. Any member of the Settlement Class who 

attempts to both object to and exclude themselves from this Settlement 

Agreement will be deemed to have excluded themselves and will forfeit the 

right to object to the Settlement or any of its terms. 

d. The request for exclusion must be personally signed by the person 

requesting exclusion. So-called “mass” or “class” exclusion requests shall 

not be accepted or valid. 

e. Within three (3) business days after the Objection/Exclusion Deadline, the 

Settlement Administrator shall provide Class Counsel and Defendant’s 
15

Counsel a written list reflecting all timely and valid exclusions from the 

Settlement Class. 

f. A list reflecting all individuals who timely and validly excluded themselves 

from the Settlement shall also be filed with the Court at the time of the 

motion for final approval of the Settlement. 

g. If a Class Member’s request for exclusion is defective as to the requirements 

listed herein, that Class Member will be given an opportunity to cure the 

defect(s). The Settlement Administrator will mail the Class Member a cure 

letter (“Cure Letter”) within three (3) business days of receiving the 

defective submission to advise the Class Member that his or her submission 

is defective and that the defect must be cured to render the Claim Form or 

request for exclusion valid. The Class Member will have until the later of 

(a) the Response Deadline or (b) fifteen (15) calendar days from the date 

the cure letter is sent, to postmark, fax, or electronically submit a revised 

request for exclusion. If a Class Member responds to a Cure Letter by filing 

another defective request for exclusion, then the Claims Administrator will 

have no further obligation to give notice of a need to cure. If a request for 

exclusion is not postmarked, received by fax, or electronically submitted 

within the later of (a) the Response Deadline or (b) fifteen (15) calendar 

days from the date of the Cure Letter, it will be deemed untimely and will 

be rejected. 

XII. OBJECTIONS 

71. The Notice shall advise Settlement Class Members of their rights, including the 

right to be excluded from or object to the Settlement Agreement and its terms. The 

Notice shall specify that any objection to this Settlement Agreement, and any 

papers submitted in support of said objection, shall be received by the Court at the 

Final Approval Hearing only if, on or before the Objection/Exclusion Deadline 

approved by the Court, the person making an objection shall file notice of their 

intention to do so and at the same time: (i) file copies of such papers they propose 

to submit at the Final Approval Hearing with the Clerk of the Court; and (ii) send 

copies of such papers via United States mail, hand delivery, or overnight delivery 

to both Class Counsel and Defendant’s Counsel. A copy of the objection must also 

be mailed to the Settlement Administrator at the address that the Settlement 

Administrator will establish to receive requests for exclusion or objections and any 

other communication relating to this Settlement Agreement. 

72. Any Settlement Class Member who intends to object to this Settlement Agreement 

must include in any such objection: (i) their full name, address, email address, and 

current telephone number; (ii) the case name and number of the Litigation; (iii) all 

grounds for the objection, with factual and legal support for the stated objection, 

including any supporting materials; (iv) the identification of any other objections 

they have filed, or has had filed on their behalf, in any other class action cases in 
16

the last four years; and (v) the objector’s signature. If represented by counsel, the 

objecting Settlement Class Member must also provide the name and telephone 

number of their counsel. If the objecting Settlement Class Member intends to 

appear at the Final Approval Hearing, either with or without counsel, they must 

state as such in the written objection, and must also identify any witnesses they may 

call to testify at the Final Approval Hearing and all exhibits they intend to introduce 

into evidence at the Final Approval Hearing, which must also be attached to, or 

included with, the written objection. 

73. Any Settlement Class Member who fails to timely file and serve a written objection 

and notice of intent to appear at the Final Approval Hearing pursuant to this 

Agreement, shall not be permitted to object to the approval of the Settlement at the 

Final Approval Hearing and shall be foreclosed from seeking any review of the 

terms of the Settlement Agreement by appeal or other means. 

74. Settlement Class Members cannot both object to and exclude themselves from this 

Settlement Agreement. Any Settlement Class Member who attempts to both object 

to and exclude themselves from the Settlement Agreement will forfeit the right to 

object to this Settlement Agreement or any of its terms. 

XIII. FINAL APPROVAL HEARING 

75. The Parties will jointly request that the Court hold a Final Approval Hearing 

approximately one hundred and twenty (120) days after entry of the Preliminary 

Approval Order. At the Final Approval Hearing, the Parties will request that the 

Court consider whether the Settlement Class should be certified as a class pursuant 

to Fed. R. Civ. P. 23(e) for settlement and, if so, (i) consider any properly-filed 

objections, (ii) determine whether the Settlement Agreement is fair, reasonable and 

adequate, was entered into in good faith and without collusion, and should be 

approved, and shall provide findings in connections therewith, and (iii) enter the 

Final Approval Order, including final approval of the Settlement Class and the 

Settlement Agreement, a Fee Award, and a Service Award.

XIV. FINAL APPROVAL ORDER

76. The Parties shall jointly seek entry of a Final Approval Order, the text of which the 

Parties shall agree upon. The dismissal orders, motions or stipulation to implement 

this Section shall, among other things, seek or provide for a dismissal with prejudice 

and waiving any rights of appeal. 

77. The Parties shall jointly submit to the Court a proposed Final Approval Order that, 

without limitation: 

a. Approves finally this Settlement Agreement and its terms as being a fair, 

reasonable, and adequate settlement as to the Settlement Class Members 
17

within the meaning of Fed. R. Civ. P. 23(e)(2) and directing its 

consummation according to its terms; 

b. Dismisses, with prejudice, all claims of the Settlement Class against 

Defendants in the Litigation, without costs and fees except as explicitly 

provided for in this Settlement Agreement; and 

c. Reserves continuing and exclusive jurisdiction over the Settlement and this 

Settlement Agreement, including but not limited to the Litigation, the 

Settlement Class, Defendants, and the Settlement Agreement for the 

purposes of administering, consummating, supervising, construing and 

enforcing the Settlement Agreement and the Settlement Fund. 

78. Class Counsel shall use their best efforts and take all steps necessary and 

appropriate to otherwise effectuate all aspects of this Settlement Agreement, and to 

obtain dismissal with prejudice of the Litigation. 

79. Privacy of Documents and Information 

After the Court’s entry of a Final Approval Order and Judgment approving this 

Settlement Agreement, all documents and information provided to Class Counsel 

in connection with the Litigation and in connection with Settlement discussions, if 

in tangible form, shall, at Class Counsel’s discretion either be destroyed or returned 

to Defendants within sixty (60) days of entry of the Final Approval Order and 

Judgment. The terms of the Stipulated Confidentiality Agreement entered into in 

this action shall continue to remain in full force and effect, notwithstanding 

anything to the contrary in this Settlement Agreement, including but not limited to 

Class Counsel and the Parties’ obligations to either return or certify the destruction 

of all Confidential Information produced during the litigation (whether in physical 

or electronic form). 

XV. TERMINATION OF THE SETTLEMENT

80. The Settlement Agreement is conditioned upon preliminary and final approval of 

the Parties’ written Settlement Agreement, and all terms and conditions thereof 

without material change, material amendments, or material modifications by the 

Court (except to the extent such changes, amendments or modifications are agreed 

to in writing between the Parties). All Exhibits attached hereto are incorporated 

into this Settlement Agreement. Accordingly, either Party may elect to terminate 

and cancel this Settlement Agreement—through written notice to all other Parties 

and the Court—within twenty one (21) days of any of the following events: 

a. This Settlement Agreement is changed in any material respect to which the 

Parties have not agreed in writing; 
18

b. The Court refuses to grant preliminary approval of this Settlement 

Agreement in any material respect; 

c. The Court refuses to grant final approval of this Settlement Agreement in 

any material respect; 

d. The Court refuses to enter a final judgment in this Litigation in any material 

respect; or 

e. The Court’s order granting preliminary or final approval is substantially 

modified or reversed. 

The Parties agree that prior to electing to terminate the Settlement Agreement, they 

will confer in good faith in an attempt to modify the Settlement Agreement so as to 

obtain Court approval. Notwithstanding that agreement, each Party shall have the 

absolute discretionary right to terminate the Settlement Agreement by providing 

timely notice as identified above. 

81. This Settlement Agreement may not be changed, altered, or modified except in a 

writing signed by the Parties. This Settlement Agreement may not be discharged 

except by performance in accordance with its terms or by a writing signed by the 

Parties. The Parties may agree by stipulation executed by counsel to modify the 

exhibits to this Settlement Agreement to effectuate the purpose of this Settlement 

Agreement or to conform to guidance from the Court about the contents of such 

exhibits without the need to further amend this Settlement Agreement. A stipulation 

modifying the settlement will be filed with the Court and subject to the Court’s 

approval. 

82. In the event the Settlement Agreement is not approved or does not become final, or 

is terminated consistent with the provisions herein, the Parties, pleadings, and 

proceedings will return to the status quo ante as if no settlement had been 

negotiated or entered into, and the Parties will negotiate in good faith to establish a 

new schedule for the Litigation, and the Settlement Fund, less any Administrative 

Expenses incurred to date, shall remain with Defendants. 

83. If more than 5% of the individuals on the Class List properly and timely opt-out of 

the Settlement Agreement, then Defendants may, but are not obligated to, void the 

Settlement Agreement. If Defendants revoke the Settlement Agreement, the Parties 

will engage in a good faith effort to reach a modified settlement. If the Parties are 

unable to reach an agreement, the Litigation will proceed as if there was no attempt 

at settlement and the Parties will return to their positions prior to the filing of the 

Motion for Preliminary Approval. 

 
19

XVI. ATTORNEYS’ FEES, COSTS AND EXPENSES AND SERVICE AWARD

84. At least twenty-one (21) days prior to the Objection/Exclusion Deadline, Class 

Counsel will file a Fee and Expense Application with the Court. Class Counsel have 

agreed, with no consideration from Defendants, to limit their fee request to no more 

than 33% of the Settlement Fund, plus their reasonable litigation costs and 

expenses. Payment of the Fee Award shall be made from the Settlement Fund and 

should the Court award less than the amount sought by Class Counsel, the 

difference in the amount sought and the amount ultimately awarded pursuant to this 

section shall remain in the Settlement Fund and be distributed to Settlement Class 

Members. 

85. Notwithstanding any contrary provision of this Settlement Agreement, the Court’s 

consideration of the Fee Award is to be conducted separately from the Court’s 

consideration of the fairness, reasonableness, and adequacy of the Settlement 

Agreement, and any award made by the Court with respect to Class Counsel’s 

attorneys’ fees or expenses, or any proceedings incident thereto, including any 

appeal thereof, shall not operate to terminate or cancel this Settlement Agreement 

or be deemed material thereto. 

86. Prior to or at the same time as Plaintiff seeks final approval of the Settlement 

Agreement, Class Counsel shall move the Court for a Service Award for the Class 

Representative in an amount not to exceed $12,500.00 (twelve thousand five 

hundred dollars). 

87. Class Counsel shall provide the Settlement Administrator with its completed IRS 

Form W-9 before the payment of the Fee Award is due, as well as Plaintiff’s 

completed IRS Form W-9 before the payment of the Service Award is due. 

88. In no event will Defendants’ liability for attorneys’ fees, expenses, and costs, 

Administration Expenses, or a Service Award exceed its funding obligations set out 

in this Settlement Agreement. Defendants shall have no financial responsibility for 

this Settlement Agreement outside of the Settlement Fund in a gross amount of 

$504,968.75, subject to any increase only as set forth in Section V. Defendants will 

have no responsibility, obligation, or liability for allocation of the Fee Award, 

Administrative Expenses, the Service Award, or any other costs, fees, or expenses 

among Class Counsel, Plaintiff, or Class Members except for payment of the 

Settlement Fund. 

XVII. MISCELLANEOUS REPRESENTATIONS

89. The Parties agree that the Settlement Agreement provides fair, equitable and just 

compensation, and a fair, equitable, and just process for determining eligibility for 

compensation for any given Settlement Class Member related to the Released 

Claims. 
20

90. The Parties (i) acknowledge that it is their intent to consummate this Settlement 

Agreement, and (ii) agree, subject to their fiduciary and other legal obligations, to 

cooperate to the extent reasonably necessary to effectuate and implement all terms 

and conditions of this Settlement Agreement and to exercise their reasonable best 

efforts to accomplish the foregoing terms and conditions of this Settlement 

Agreement. Class Counsel and Defendants’ Counsel agree to cooperate with each 

other in seeking Court approval of the Preliminary Approval Order, the Settlement 

Agreement, and the Final Approval Order, and promptly to agree upon and execute 

all such other documentation as may be reasonably required to obtain final approval 

of the Settlement Agreement. 

91. The Parties intend this Settlement Agreement to be a final and complete resolution 

of all disputes between them with respect to the Released Claims by Plaintiff and 

the Settlement Class, and each or any of them, on the one hand, against the Released 

Parties, and each or any of the Released Parties, on the other hand. Accordingly, 

the Parties agree not to assert in any forum that the Litigation was brought by 

Plaintiff or defended by Defendants, or each or any of them, in bad faith or without 

a reasonable basis. 

92. Nothing express or implied in this Settlement Agreement is intended or shall be 

construed to confer upon or give any person or entity other than the Parties, 

Released Parties, and Settlement Class Members any right or remedy under or by 

reason of this Settlement Agreement. Each of the Released Parties is an intended 

third-party beneficiary of this Settlement Agreement with respect to the Released 

Claims and shall have the right and power to enforce the release of the Released 

Claims in his, her or its favor against all Releasing Parties. 

93. The Parties have relied upon the advice and representation of counsel, selected by 

themselves, concerning the legal liability for the claims hereby released. The 

Parties have read and understand fully this Settlement Agreement, including its 

Exhibits, and have been fully advised as to the legal effect thereof by counsel of 

their own selection and intend to be legally bound by this Settlement Agreement. 

94. Any headings used herein are used for the purpose of convenience only and are not 

meant to have legal effect. 

95. The waiver by one Party of any breach of this Settlement Agreement by any other 

Party shall not be deemed as a waiver of any prior or subsequent breach of this 

Agreement. 

96. This Settlement Agreement and its Exhibits set forth the entire agreement and 

understanding of the Parties with respect to the matters set forth herein, and 

supersede all prior negotiations, agreements, arrangements and undertakings with 

respect to the matters set forth herein. No representations, warranties or 

inducements have been made to any Party concerning this Settlement Agreement 
21

or its Exhibits other than the representations, warranties and covenants contained 

and memorialized in such documents. 

97. The Parties represent, covenant, and warrant that they have not directly or 

indirectly, assigned, transferred, encumbered, or purported to assign, transfer, or 

encumber to any person or entity any portion of any liability, claim, demand, action, 

cause of action, or rights that are released or discharged in this Settlement 

Agreement. 

98. This Settlement Agreement may not be amended, modified, altered, or otherwise 

changed in any manner except by a written instrument signed by or on behalf of all 

Parties or their respective successors-in-interest. 

99. The Parties agree that Exhibits A through C to this Settlement Agreement are 

material and integral parts thereof and are fully incorporated herein by this 

reference. 

100. The Parties may agree, subject to the approval of the Court where required, to 

reasonable extensions of time to carry out the provisions of the Settlement 

Agreement. 

101. Except as otherwise provided herein, each Party shall bear its own costs. 

102. Plaintiff represents and warrants that she has not assigned any claim or right or 

interest therein as against the Released Parties to any other person or party. 

103. The Parties represent that they have obtained the requisite authority to enter into 

this Settlement Agreement in a manner that binds all Parties to its terms. 

104. The Parties agree that this Settlement Agreement and its Exhibits, along with all 

related drafts, motions, pleadings, conversations, negotiations, correspondence, 

orders or other documents entered in furtherance of this Settlement Agreement, and 

any acts in the performance of this Settlement Agreement, are not intended to 

establish grounds for certification of any class involving any Settlement Class 

Member other than for certification of the Settlement Class for settlement purposes. 

105. This Settlement Agreement, whether approved or not approved, revoked, or made 

ineffective for any reason, and any proceedings related to this Settlement 

Agreement and any discussions relating thereto, shall be inadmissible for any 

purposes, including, without limitation, as evidence of any liability or wrongdoing 

whatsoever and shall not be offered as evidence of any liability or wrongdoing in 

any court or other tribunal in any state, territory, or jurisdiction, or in any manner 

whatsoever. Further, neither this Settlement Agreement, the Settlement 

contemplated by it, nor any proceedings taken under it, will be construed or offered 

or received into evidence as an admission, concession or presumption that class 
22

certification is appropriate, except to the extent necessary to consummate this 

Settlement Agreement and the binding effect of the Final Order and Judgment. 

106. The provisions of this Settlement Agreement, and any orders, pleadings or other 

documents entered in furtherance of this Settlement Agreement, may be offered or 

received in evidence solely (1) to enforce the terms and provisions hereof or 

thereof, (2) as may be specifically authorized by a court of competent jurisdiction 

after an adversary hearing upon application of a Party hereto, (3) in order to 

establish payment, or an affirmative defense of preclusion or bar in a subsequent 

case, (4) in connection with any motion to enjoin, stay or dismiss any other action, 

or (5) to obtain Court approval of the Settlement Agreement. 

107. Except as may be necessary in response to lawful process of any judicial or 

adjudicative authority, otherwise required by law, or otherwise permitted in this 

Settlement Agreement or consistent with their duties to communicate the 

Settlement Class Members, Plaintiff agrees not to discuss this settlement with 

anyone other than her attorneys, her spouse, her tax advisors, and other Class 

Members. Plaintiff agrees not to post, write, or state anything about the settlement 

on the Internet, and she agrees not to discuss the settlement with any reporter, 

newspaper, or other media outlet. 

108. This Settlement Agreement may be executed in one or more counterparts 

exchanged by hand, messenger, or PDF as an electronic mail attachment, and any 

such signature exchanged shall be deemed an original signature for purposes of this 

Settlement Agreement. All executed counterparts and each of them shall be deemed 

to be one and the same instrument, provided that counsel for the Parties to this 

Settlement Agreement all exchange signed counterparts. 

109. This Settlement Agreement shall be binding upon, and inure to the benefit of, the 

successors and assigns of the Parties hereto and the Released Parties. 

110. The Court shall retain jurisdiction with respect to implementation and enforcement 

of the terms of this Settlement Agreement, and the Parties hereby submit to the 

jurisdiction of the Court for purposes of implementing and enforcing the settlement 

embodied in this Settlement Agreement. 

111. This Settlement Agreement shall be governed by and construed in accordance with 

the laws of the state of Illinois. 

112. This Settlement Agreement is deemed to have been prepared by counsel for all 

Parties as a result of arm’s-length negotiations among the Parties. Whereas all 

Parties have contributed substantially and materially to the preparation of this 

Settlement Agreement and its Exhibits, it shall not be construed more strictly 

against one Party than another. 
23

113. Unless otherwise stated herein, any notice required or provided for under this 

Settlement Agreement shall be in writing and shall be sent by electronic mail or 

hand delivery, postage prepaid, as follows: 

If to Class Counsel: 

Brendan Duffner 

MCGUIRE LAW, P.C

55 W. Wacker Drive, 9th Fl. 

Chicago, IL 60601 

bduffner@mcgpc.com 

If to Defendants' Counsel: 

Danielle M. Kays 

SEYFARTH SHAW LLP 

233 S. Wacker Drive, Suite 8000 

Chicago, Illinois 60606 

dkays@seyfarth.com 

and 

Ryan C. Stewart 

GIBSON, DUNN & CRUTCHER LLP 

1050 Connecticut Avenue NW 

Washington, D.C. 20036 

rstewart@gibsondunn.com 

 

114. This Settlement Agreement shall be deemed executed as of the date that the last 

party signatory signs the Agreement. 

[The remainder of this page is intentionally left blank.] 

 
24

IN WITNESS HEREOF, the undersigned have caused this Settlement Agreement to be 

executed as of the dates set forth below. 

DAWON WORDLAW, individually and as the 

Class Representative 

Signature: 

Date: 

ENTERPRISE LEASING COMPANY OF 

CHICAGO, LLC 

Signature: 

Print Name: 

Date: 

MCGUIRE LAW, P.C., 

as Class Counsel 

Signature: 

Print Name: Brendan J. Duffner

Date: 12.21.2022

ENTERPRISE HOLDINGS, INC. 

Signature: 

Print Name: 

Date: 

SEYFARTH SHAW, LLP, 

as Counsel for Defendants 

Signature: 

Print Name: 

Date: 

GIBSON, DUNN & CRUTCHER, LLP, 

as Counsel for Defendant Enterprise 

Holdings, Inc. 

Signature: 

Print Name: 

Date: 

DocuSign Envelope ID: B37985C5-4076-4EA7-95E3-72F5DE5642BB

12/22/2022

24

IN WITNESS HEREOF, the undersigned have caused this Settlement Agreement to be 

executed as of the dates set forth below. 

DAWON WORDLAW, individually and as the 

Class Representative 

Signature: 

Date: 

ENTERPRISE LEASING COMPANY OF 

CHICAGO, LLC 

Signature: 

Print Name: 

Date: 

MCGUIRE LAW, P.C., 

as Class Counsel 

Signature: 

Print Name: 

Date: 

ENTERPRISE HOLDINGS, INC. 

Signature: 

Print Name: 

Date: 

SEYFARTH SHAW, LLP, 

as Counsel for Defendants 

Signature: 

Print Name: 

Date: 

GIBSON, DUNN & CRUTCHER, LLP, 

as Counsel for Defendant Enterprise 

Holdings, Inc. 

Signature: 

Print Name: 

Date: 

12/29/2022

Danielle Kays
Exhibit A
1

IN THE UNITED STATES DISTRICT COURT

NORTHERN DISTRICT OF ILLINOIS

EASTERN DIVISION

DAWON A. WORDLAW, on behalf of herself 

and all others similarly situated,

Plaintiff,

v.

ENTERPRISE LEASING COMPANY OF 

CHICAGO, LLC; ENTERPRISE HOLDINGS, 

INC.,

Defendants.

Case No. 20-cv-03200

Hon. Manish S. Shah

Hon. Magistrate Gabriel A. Fuentes

[PROPOSED] ORDER PRELIMINARILY APPROVING CLASS ACTION 

SETTLEMENT AGREEMENT, DIRECTING NOTICE OF PROPOSED CLASS 

SETTLEMENT, AND SCHEDULING A FINAL APPROVAL HEARING

This matter having come before the Court on Plaintiff’s Unopposed Motion for Preliminary 

Approval of Class Action Settlement (the “Motion”), the Court having reviewed in detail and 

considered the Motion, the Class Action Settlement Agreement (“Settlement Agreement”) 

between Plaintiff Dawon A. Wordlaw and Defendants Enterprise Leasing Company of Chicago, 

LLC and Enterprise Holdings, Inc. (together, the “Parties”), and all other papers that have been 

filed with the Court related to the Settlement Agreement, including all exhibits and attachments to 

the Motion and the Settlement Agreement, IT IS HEREBY ORDERED AS FOLLOWS: 

1. Capitalized terms used in this Order that are not otherwise defined herein have the

same meaning assigned to them as in the Settlement Agreement.

2. It appears to the Court on a preliminary basis that the Settlement Agreement is

likely to be found fair, adequate, and reasonable. It appears to the Court that adequate investigation 

and research has been conducted such that counsel for the parties at this time are able to reasonably 

evaluate their respective positions. It further appears to the Court that settlement, at this time, will 
2

avoid substantial additional costs by all parties, as well as avoid the delay and risks that would be 

presented by the further prosecution of the Action. It further appears that the Settlement Agreement 

has been reached as the result of intensive, serious, and arms-length negotiations with the help of 

Magistrate Judge Fuentes. 

3. The Court preliminarily finds that the Settlement Agreement appears to be within

the range of reasonableness of a settlement that could ultimately be given final approval by this 

Court. Indeed, the Court has reviewed the monetary recovery that is being granted as part of the 

settlement and preliminarily finds that the monetary settlement awards made available to all 

putative class members are fair, adequate, and reasonable when balanced against the potential 

outcomes of further litigation.

4. For purposes of settlement only, the Court finds that the prerequisites for class

action under Federal Rules of Civil Procedure 23(a) and 23(b)(3) have been preliminarily satisfied. 

The Court finds that the Class is so numerous that joinder of all Class Members is impracticable; 

Plaintiff’s claims are typical of the Class’ claims; there are questions of law and fact common to 

the Class, which predominate over any questions affecting only individual Class Members; and 

class certification is superior to other available methods for the fair and efficient adjudication of 

the controversy. For purposes of settlement only, the Court hereby certifies and orders that notice

issue to the following Settlement Class:

All individuals who scanned their finger for timekeeping purposes while working for 

Enterprise Leasing Company of Chicago, LLC or Enterprise Rent-A-Car Company –

Midwest, LLC within the state of Illinois at any time between April 3, 2015 and the date 

of Preliminary Approval, and who (i) did not first execute a written release of claims prior 

to the date of Preliminary Approval, or (ii) were not represented by the Unions during their 

employment.

Excluded from the Class are all persons who were represented by the Unions and subject 

to a collective bargaining agreement while working for Enterprise Leasing Company of 

Chicago, LLC; all persons who signed a release of their claims against Defendants prior to 
3

the date of Preliminary Approval; all persons who elect to exclude themselves from the 

Settlement Class and the legal representatives, heirs, successors or assigns of any such 

excluded persons; the Court and staff to whom this case is assigned; and any member of 

the Court’s or staff’s immediate family.

5. Plaintiff Dawon A. Wordlaw is hereby preliminarily appointed and designated as

Class Representative.

6. The Court preliminarily appoints the following counsel to serve as Class Counsel

on behalf of Plaintiff and the Settlement Class: Myles McGuire, Evan M. Meyers, Timothy P. 

Kingsbury and Brendan Duffner of McGuire Law, P.C.

7. The Court finds that the Plaintiff and Class Counsel have and will fairly and

adequately represent and protect the interests of the absent members of the Settlement Class in 

accordance with Rule 23 of the Federal Rules of Civil Procedure.

8. Class Counsel is authorized to act on behalf of Class Members with respect to all

acts or consents required by, or which may be given pursuant to, the Settlement Agreement, and 

such other acts reasonably necessary to consummate the Settlement Agreement. Any Class 

Member may enter an appearance through counsel of their own choosing and at their own expense. 

Any Class Member who does not enter an appearance or appear on their own will be represented 

by Class Counsel.

9. The Court approves, in form and content, the individual and long form Notice

attached to the Settlement Agreement as Exhibits B and C, respectively, and finds that they meet 

the requirements of Fed. R. Civ. P. 23 and satisfy Due Process. The long form notice shall be 

posted on the Settlement Website.

10. The Court finds that the notice plan as set forth in the Settlement Agreement meets

the requirements of Fed. R. Civ. P. 23 and constitutes the best notice practicable under the 

circumstances and satisfies fully the requirements the Federal Rules of Civil Procedure, the U.S. 
4

Constitution, and any other applicable law, such that the Settlement Agreement and Final Order 

and Judgment will be binding on all Settlement Class Members. In addition, the Court finds that 

no notice other than that specifically identified in the Settlement Agreement is necessary in this 

action. The Parties, by agreement, may revise the individual and long form Notice in ways that are 

not material, or in ways that are appropriate to update those documents for purposes of accuracy 

or formatting.

11. Analytics Consulting LLC is hereby appointed Settlement Administrator to

supervise and administer the notice process, as well as to oversee the administration of the 

Settlement, as more fully set forth in the Settlement Agreement.

12. The Settlement Administrator may proceed with the distribution of Class Notice as

set forth in the Settlement Agreement.

13. Settlement Class Members shall be bound by all determinations and orders

pertaining to the Settlement, including the release of all claims to the extent set forth in the 

Settlement Agreement, whether favorable or unfavorable, unless such persons request exclusion 

from the Settlement Class in a timely and proper manner, as hereinafter provided. Settlement Class 

Members who do not timely and validly request exclusion shall be so bound even if they have 

previously initiated or subsequently initiate litigation or other proceedings against the Defendants 

or the Released Parties relating to the claims released under the terms of the Settlement Agreement.

14. Any Person within the Settlement Class may request exclusion from the Settlement

Class by expressly stating their request in a written exclusion request. Such exclusion requests 

must be received by the Settlement Administrator electronically via the Settlement Website, or at 

the address specified in the Notice in written form, by U.S. Mail, postage prepaid and postmarked, 

no later than _________________.
5

15. In order to exercise the right to be excluded, a Person within the Settlement Class

must timely send or electronically submit a written request for exclusion to the Settlement 

Administrator providing their name, address, telephone number, and email address; the case name 

and number of this Litigation, a statement that they wish to be excluded from the Settlement Class; 

and their signature. Any request for exclusion submitted online may be signed electronically, 

which will be binding for purposes of the perjury laws and shall contain a statement to that effect. 

No person within the Settlement Class, or any person acting on behalf of, in concert with, or in 

participation with that person within the Settlement Class, may request exclusion from the 

Settlement Class of any other person within the Settlement Class.

16. Any person in the Settlement Class who elects to be excluded shall not: (i) be bound

by any orders or the Final Order and Judgment; (ii) be entitled to relief under the Settlement 

Agreement; (iii) gain any rights by virtue of this Settlement Agreement; or (iv) be entitled to object 

to any aspect of this Settlement Agreement.

17. Class Counsel may file any motion seeking an award of attorneys’ fees, costs and

expenses, as well as a Service Award for the Class Representative, no later than 

_______________.

18. Any Settlement Class Member who has not requested exclusion from the

Settlement Class and who wishes to object to any aspect of the Settlement Agreement, including 

the amount of the attorneys’ fees and expenses that Class Counsel intends to seek and the payment 

of any Service Award, may do so, either personally or through an attorney, by filing a written 

objection, together with the supporting documentation set forth below in Paragraph __ of this 

Order, with the Clerk of the Court, and served upon Class Counsel, Defendants’ counsel, and the 
6

Settlement Administrator no later than ___________. Addresses for Class Counsel, Defendant’s 

Counsel, the Settlement Administrator, and the Clerk of Court are as follows:

Class Counsel:

Brendan Duffner

MCGUIRE LAW, P.C.

55 W. Wacker Dr., 9th Fl.

Chicago, IL 60601

Defendants' Counsel:

Danielle M. Kays

SEYFARTH SHAW LLP

233 S. Wacker Drive, Suite 8000

Chicago, Illinois 60606

and 

Ryan C. Stewart

GIBSON, DUNN & CRUTCHER LLP

1050 Connecticut Avenue NW

Washington, D.C. 20036

Settlement Administrator:

Analytics Consulting LLC

18675 Lake Drive East

Chanhassen, MN 55317

Clerk of Court

Clerk of the Court 

U.S. District Court, Northern District of Illinois 

219 S. Dearborn Street 

Chicago, IL 60604

19. Any Settlement Class Member who has not requested exclusion and who intends

to object to this Agreement must state, in writing, all objections and the basis for any such 

objection(s), and must also state in writing: (i) their full name, address, email address, and current 

telephone number; (ii) the case name and number of the Litigation; (iii) all grounds for the 

objection, with factual and legal support for the stated objection, including any supporting 

materials; (iv) the identification of any other objections they have filed, or has had filed on their 

behalf, in any other class action cases in the last four years; and (v) the objector’s signature.

Objections not filed and served in accordance with this Order shall not be received or considered 

by the Court. Any Settlement Class Member who fails to timely file and serve a written objection 

in accordance with this Order shall be deemed to have waived, and shall be forever foreclosed 
7

from raising, any objection to the Settlement, to the fairness, reasonableness, or adequacy of the 

Settlement, to the payment of attorneys’ fees, costs, and expenses, to the payment of a Service 

Award, and to the Final Approval Order and the right to appeal same.

20. A Settlement Class Member who has not requested exclusion from the Settlement

Class and who has properly submitted a written objection in compliance with the Settlement 

Agreement, may appear at the Final Approval Hearing in person or through counsel to show cause 

why the proposed Settlement should not be approved as fair, reasonable, and adequate. Attendance 

at the hearing is not necessary; however, persons wishing to be heard orally in opposition to the 

approval of the Settlement and/or Plaintiffs’ counsel’s Fee and Expense Application and/or the 

request for a Service Award to the Class Representative are required to indicate in their written 

objection their intention to appear at the Final Approval Hearing on their own behalf or through 

counsel. For any Settlement Class Member who files a timely written objection and who indicates 

their intention to appear at the Final Approval Hearing on their own behalf or through counsel, 

such Settlement Class Member must also include in their written objection the identity of any 

witnesses they may call to testify, and all exhibits they intend to introduce into evidence at the 

Final Approval Hearing, which shall be attached.

21. No Settlement Class Member shall be entitled to be heard, and no objection shall

be considered, unless the requirements set forth in this Order and in the Settlement Agreement are 

fully satisfied. Any Settlement Class Member who does not make their objection to the Settlement 

in the manner provided herein, or who does not also timely provide copies to the designated 

counsel of record for the Parties at the addresses set forth herein, shall be deemed to have waived 

any such objection by appeal, collateral attack, or otherwise, and shall be bound by the Settlement 

Agreement, the releases contained therein, and all aspects of the Final Order and Judgment.
8

22. All papers in support of the final approval of the proposed Settlement shall be filed

no later than ten (10) days before the Final Approval Hearing.

23. Pending the final determination of the fairness, reasonableness, and adequacy of

the proposed Settlement, no Settlement Class Member may prosecute, institute, commence, or 

continue any lawsuit (individual action or class action) with respect to the Released Claims against 

any of the Released Parties.

24. A hearing (the “Final Approval Hearing”) shall be held before the Court on

_________________ in Courtroom 1919 of the U.S. District Court for the Northern District of 

Illinois, 219 S. Dearborn Street, Chicago, Illinois 60604 (or via electronic means, or at such other 

time or location as the Court may without further notice direct) for the following purposes:

a) to finally determine whether the applicable prerequisites for settlement class action

treatment under Fed. R. Civ. P. 23 have been met;

b) to determine whether the Settlement Agreement is fair, reasonable and adequate,

and should be approved by the Court;

c) to determine whether the judgment as provided under the Settlement Agreement

should be entered, including a bar order prohibiting Settlement Class Members

from further pursuing claims released in the Settlement Agreement;

d) to consider the application for an award of attorneys’ fees, costs and expenses of

Class Counsel;

e) to consider the application for a Service Award to the Class Representative; and

f) to rule upon such other matters as the Court may deem appropriate

25. The Court may, for good cause, extend any of the scheduled dates or deadlines set

forth in this Order without further notice to the members of the Settlement Class. The Final 
9

Approval Hearing may be postponed, adjourned, transferred or continued by order of the Court 

without further notice to the Settlement Class. At or following the Final Approval Hearing, the 

Court may enter a judgment approving the Settlement Agreement and a Final Judgment and Order 

in accordance with the Settlement Agreement that adjudicates the rights of all Settlement Class 

Members.

26. Settlement Class Members do not need to appear at the Final Approval Hearing or

take any other action to indicate their approval.

27. All discovery and other proceedings in the Litigation as between Plaintiff and

Defendants are stayed and suspended until further order of the Court except such actions as may 

be necessary to implement the Settlement Agreement and this Order.

28. The Court adopts the following deadlines pursuant to the Settlement Agreement:

Defendants Provide Class List: ____________, 2023

[14 days after entry of preliminary approval]

Notice to Issue By: , 2023

[35 days after entry of preliminary approval]

Fee and Expense Application: , 2023

[21 days prior to exclusion deadline]

Deadline for Objections/Exclusions: , 2023

[60 days after notice is issued]

Motion in Support of Final Approval: , 2023

[10 days prior to final approval hearing]

Final Approval Hearing: , 2023

[~120 days after preliminary approval]

IT IS SO ORDERED.
10

Dated: ___________, 2023 __________________________

Honorable Manish S. Shah

United States District Court Judge
Exhibit B
YOU MAY BE ENTITLED TO A CASH PAYMENT FROM A CLASS ACTION SETTLEMENT 

IF YOU SCANNED YOUR FINGER FOR TIMEKEEPING PURPOSES WHILE WORKING FOR 

ENTERPRISE LEASING COMPANY OF CHICAGO, LLC OR ENTERPRISE RENT-A-CAR 

COMPANY MIDWEST, LLC IN ILLINOIS BETWEEN APRIL 3, 2015 AND [PRELIMINARY 

APPROVAL]. 

Para una notificacion en Espanol, visitar www.CarRentalBIPASettlement.com.

A proposed settlement has been reached in a class action lawsuit against Enterprise Leasing Company of Chicago, LLC and Enterprise Holdings, 

Inc. (“Defendants”) regarding the use of timekeeping systems in Illinois that allegedly required their employees to scan their fingers for timekeeping 

purposes without prior written consent, purportedly in violation of the law. The case is Wordlaw v. Enterprise Leasing Company of Chicago, LLC, 

et al., Case No. 20-cv-03200, currently pending in the U.S. District Court for the Northern District of llinois. The proposed Settlement is not an 

admission of wrongdoing by Defendants, and Defendants expressly deny that they violated the law. The Court has not decided who is right or 

wrong. Rather, to save the time, expense, and uncertainty of litigation, the Parties have agreed to settle the lawsuit. 

Why Am I Being Contacted? Our records indicate that you may have scanned your finger for timekeeping purposes while working for Enterprise 

Leasing Company of Chicago, LLC or Enterprise Rent-A-Car Company Midwest, LLC in Illinois. You are included in the Settlement if you scanned 

your finger for timekeeping purposes while working for Enterprise Leasing Company of Chicago, LLC or Enterprise Rent-A-Car Company 

Midwest, LLC in Illinois between April 3, 2015 and [Preliminary Approval], and if you did not previously execute a written release of claims 

against Enterprise and were not represented by a union during your employment. Please visit CarRentalBIPASettlement.com for more information 

about the lawsuit and the Settlement. 

What Does The Settlement Provide? Defendants have agreed to create a $504,968.75 Settlement Fund. To receive money from the Settlement, 

you do not have to do anything. If the Court approves the Settlement, and if you do not exclude yourself from the Settlement Class, you will 

automatically receive a check from the Settlement Adminstrator constituting an equal share of the Settlement Fund after deductions for the 

Settlement Administrator’s expenses, attorneys’ fees, costs and expenses for Class Counsel, and a Service Award for the Class Representative. The 

exact amount of each Class Member’s payment is unknown at this time, but the per-person payment is estimated to be approximately $400-500. 

Your Rights May Be Affected. If you do not want to be legally bound by the Settlement, you must exclude yourself by XXX, XX, 2023. If you 

exclude yourself, you will not receive any money from the Settlement. If you do not exclude yourself, you may object to the Settlement by XXX, 

XX, 2023. The detailed notice, available at the Settlement Website listed below or through the Settlement Administrator, explains how to exclude 

yourself or object. The Court will hold a hearing on XXX, XX, 2023, to consider whether to approve the Settlement, Class Counsel’s request for 

attorneys’ fees of up to 33 percent of the Settlement Fund, plus their costs and expenses, and a Service Award for the Class Representative of up to 

$12,500.00. You can appear at the hearing, but you do not have to. If you want, you can hire your own attorney, at your own expense, to appear or 

speak for you at the hearing. Visit the settlement website, www.CarRentalBIPASettlement.com, or contact the Settlement Administrator at 

___________, for details about options and deadlines.

For more information, visit www.CarRentalBIPASettlement.com 

or call 1-999-999-9999. 
Exhibit C
By order of: Hon. Manish S. Shah, U.S. District Court for the Northern District of Illinois 

Page 1 of 5 

QUESTIONS? VISIT www.CarRentalBIPASettlement.com OR CALL TOLL FREE 1-999-999-9999 

NOTICE OF PROPOSED CLASS ACTION SETTLEMENT 

Wordlaw v. Enterprise Leasing Company of Chicago, LLC et al., No. 20-cv-03200 (N.D. Ill.) 

For more information, visit www.CarRentalBIPASettlement.com. 

Para informacion en Espanol, visitar www.CarRentalBIPASettlement.com. 

PLEASE READ THIS NOTICE CAREFULLY. YOU MAY BE ENTITLED TO A CASH 

PAYMENT FROM A CLASS ACTION SETTLEMENT IF YOU SCANNED YOUR FINGER FOR 

TIMEKEEPING PURPOSES WHILE WORKING FOR ENTERPRISE LEASING COMPANY OF 

CHICAGO, LLC OR ENTERPRISE RENT-A-CAR COMPANY MIDWEST, LLC IN ILLINOIS 

BETWEEN APRIL 3, 2015 AND [PRELIMINARY APPROVAL]. 

This is a court-authorized notice of a proposed class action settlement. This is not a solicitation from a 

lawyer and is not notice of a lawsuit against you.

WHY DID I GET THIS NOTICE? 

This is a court authorized notice of a proposed settlement in a class action lawsuit, Wordlaw v. Enterprise 

Leasing Company of Chicago, LLC, et al., Case No. 20-cv-03200, pending in the U.S. District Court for 

the Northern District of Illinois before the Honorable Manish S. Shah. The Settlement would resolve a 

lawsuit brought on behalf of persons who allege that Enterprise Leasing Company of Chicago, LLC, and 

Enterprise Holdings Inc. (“Defendants”) scanned Enterprise workers’ fingers for timekeeping purposes 

without complying with the Illinois Biometric Information Privacy Act, 740 ILCS § 14/1, et seq. (“BIPA”). 

If you received notice, you have been identified as someone who may have scanned their finger for 

timekeeping purposes while working for Enterprise Leasing Company of Chicago, LLC or Enterprise RentA-Car Company Midwest, LLC in Illinois. The Court has granted preliminary approval of the Settlement 

and has preliminarily certified the Settlement Class for purposes of settlement only. This notice explains 

the nature of the class action lawsuit, the terms of the Settlement, and the legal rights and obligations of the 

Settlement Class Members. Please read the instructions and explanations below so that you can better 

understand your legal rights. 

WHAT IS THIS LAWSUIT ABOUT? 

BIPA prohibits private entities from capturing, obtaining, storing, and/or transferring biometric identifiers 

and/or biometric information, as defined by the statute, of an individual for any purpose, including 

timekeeping, without first providing such individual with certain written disclosures and obtaining written 

consent. This lawsuit alleges that Defendants violated BIPA by allegedly collecting their workers’ 

biometric identifiers when they scanned their finger for timekeeping purposes without first providing the 

required disclosures or obtaining the required consent. Defendants contest these claims and deny that they 

violated BIPA. 

WHY IS THIS A CLASS ACTION? 

A class action is a lawsuit in which an individual called a “Class Representative” brings a single lawsuit on 

behalf of other people who have similar claims. All of these people together are a “Class” or “Class 

Members.” Once a Class is certified, a class action Settlement finally approved by the Court resolves the 

issues for all Settlement Class Members, except for those who exclude themselves from the Settlement 

Class. 
By order of: Hon. Manish S. Shah, U.S. District Court for the Northern District of Illinois 

Page 2 of 5 

QUESTIONS? VISIT www.CarRentalBIPASettlement.com OR CALL TOLL FREE 1-999-999-9999 

WHY IS THERE A SETTLEMENT? 

To resolve this matter without the expense, delay, and uncertainties of litigation, the Parties have reached 

a Settlement that resolves all claims against Defendants and their affiliated entities. The Settlement requires 

Defendants to pay money to the Settlement Class, as well as pay the Settlement Administrator’s expenses, 

attorneys’ fees and costs to Class Counsel, and a Service Award to the Class Representative, if approved 

by the Court. The Settlement is not an admission of wrongdoing by Defendants and does not imply that 

there has been, or would be, any finding that Defendants violated the law. 

The Court has already preliminarily approved the Settlement. Nevertheless, because the settlement of a 

class action determines the rights of all members of the class, the Court overseeing this lawsuit must give 

final approval to the Settlement before it can be effective. The Court has conditionally certified the 

Settlement Class for settlement purposes only, so that members of the Settlement Class can be given this 

notice and the opportunity to exclude themselves from the Settlement Class, and to voice their support or 

opposition to final approval of the Settlement. If the Court does not give Final Approval to the Settlement, 

or if it is terminated by the Parties, the Settlement will be void, and the lawsuit will proceed as if there had 

been no settlement and no certification of the Settlement Class. 

WHO IS IN THE SETTLEMENT CLASS? 

You are a member of the Settlement Class if you scanned your finger for timekeeping purposes while 

working for Enterprise Leasing Company of Chicago, LLC or Enterprise Rent-A-Car Company – Midwest, 

LLC within the state of Illinois at any time between April 3, 2015 and [the date of Preliminary Approval], 

and if you did not first execute a written release of claims prior to [the date of Preliminary Approval], and 

if you were not represented by a union during your employment. 

If you did execute a written release of claims against Enterprise prior to [the date of Preliminary Approval], 

or if you were represented by a union while working for Enterprise Leasing Company of Chicago, LLC or 

Enterprise Rent-A-Car Company – Midwest, LLC, you are not a member of the Settlement Class, you are 

not eligible for compensation under the Settlement, and your rights are not affected by the Settlement. 

WHAT DOES THE SETTLEMENT PROVIDE? 

Cash Payments. Defendants have agreed to create a $504,968.75 Settlement Fund. If the Court approves 

the Settlement, and you do not exclude yourself from the Settlement Class, you will automatically receive 

an equal share of the Settlement Fund after deductions for the Settlement Administrator’s expenses, 

attorneys’ fees, costs and expenses for Class Counsel, and a Service Award for the Class Representative. 

The exact amount of each Class Member’s payment is unknown at this time, but the per-person payment is 

estimated to be approximately $400-500. The attorneys who brought this lawsuit (listed below) will ask the 

Court to award them attorneys’ fees in an amount up to 33% of the Settlement Fund, plus their reasonable 

costs and expenses, for the substantial time, expense and effort spent investigating the facts, litigating the 

case and negotiating the Settlement. The Class Representative also will apply to the Court for a payment of 

up to $12,500.00 for her time, effort, and service in this matter. 

Non-Monetary Relief. Without admitting any liability or wrongdoing, Defendants represent that 

Enterprise Leasing Company of Chicago, LLC will revise its existing biometric consent policy to contain 

language identifying Enterprise Holdings, Inc. and its relevant timekeeping vendors. 
By order of: Hon. Manish S. Shah, U.S. District Court for the Northern District of Illinois 

Page 3 of 5 

 

QUESTIONS? VISIT www.CarRentalBIPASettlement.com OR CALL TOLL FREE 1-999-999-9999 

WHAT ARE MY OPTIONS? 

(1) Accept the Settlement. 

To accept the Settlement and receive payment from the Settlement Fund, you do not have to do anything. 

If the Court approves the Settlement, the Settlement Administrator will automatically send a check to your 

last known mailing address. 

(2) Exclude yourself. 

You may exclude yourself from the Settlement. If you do so, you will not receive any cash payment, but 

you will not release any claims you may have against the Released Parties (as that term is defined in the 

Settlement Agreement) and are free to pursue whatever legal rights you may have by pursuing your own 

lawsuit against the Released Parties at your own risk and expense. To exclude yourself from the Settlement, 

you must mail a signed letter to the Settlement Administrator at , postmarked by XX, XX, 2023. 

You may also exclude yourself online at www.CarRentalBIPASettlement.com by XX, XX, 2023. The 

exclusion letter must state that you exclude yourself from this Settlement and must include the name and case 

number of this Litigation, as well as your full name, address, telephone number, and email address, and a 

statement that you wish to be excluded from the Settlement Agreement. 

(3) Object to the Settlement. 

If you wish to object to the Settlement, you must submit your objection in writing to the Clerk of the 

Court of the U.S. District Court for the Northern District of Illinois, 219 S. Dearborn Street, Chicago, IL. 

The objection must be postmarked no later than XX, XX, 2023. You must also send a copy of your 

objection to the attorneys for all Parties to the lawsuit, including Class Counsel (Brendan Duffner of 

McGuire Law, P.C., 55 West Wacker Drive, 9th Floor, Chicago, Illinois 60601), as well as Defendants’ 

Counsel (Danielle M. Kays of Seyfarth Shaw LLP, 233 S. Wacker Drive, Suite 8000, Chicago, IL 60606; 

and Ryan C. Stewart of Gibson, Dunn & Crutcher LLP, 1050 Connecticut Avenue NW, Washington D.C. 

20036), postmarked no later than XX, XX, 2023. Any objection to the proposed Settlement must include 

your (i) full name, address, telephone number, and email address; (ii) the case name and number of this 

Litigation; (iii) all grounds for the objection, with factual and legal support for the stated objection, 

including any supporting materials; (iv) the identification of any other objections you have filed, or have 

had filed on your behalf, in any other class action cases in the last four years; and (v) your signature. If 

you hire an attorney in connection with making an objection, that attorney must also file with the court a 

notice of appearance by the objection deadline of XX, XX, 2023. If you do hire your own attorney, you 

will be solely responsible for payment of any fees and expenses the attorney incurs on your behalf. If you 

exclude yourself from the Settlement, you cannot file an objection.

You may appear at the Final Approval Hearing, which will be held on , 2023 at 

in Courtroom 1919 of the U.S. District Court for the Northern District of Illinois, 219 S. Dearborn Street, 

Chicago, Illinois 60604, in person or through counsel to show cause why the proposed Settlement should 

not be approved as fair, reasonable, and adequate. Participating in the hearing is not necessary; however, 

persons wishing to be heard orally in opposition to the Final Approval of the Settlement, the request for 

attorneys’ fees and expenses, and/or the request for a Service Award to the Class Representative are required 

to indicate in their written objection their intention to appear at the hearing on their own behalf or through 

counsel and to identify the names of any witnesses they intend to call to testify at the Final Approval Hearing, 

as well as any exhibits they intend to introduce at the Final Approval Hearing. The hearing date and time, 
By order of: Hon. Manish S. Shah, U.S. District Court for the Northern District of Illinois 

Page 4 of 5 

 

QUESTIONS? VISIT www.CarRentalBIPASettlement.com OR CALL TOLL FREE 1-999-999-9999 

and whether the hearing will be conducted remotely, is subject to change by the Court, so please check the 

Settlement Website, www.CarRentalBIPASettlement.com, for updates. 

WHAT RIGHTS AM I GIVING UP IN THIS SETTLEMENT? 

Unless you exclude yourself from this Settlement, you will be considered a member of the Settlement Class, 

which means you give up your right to file or continue a lawsuit against Defendants and other Released 

Parties (as defined in the Settlement Agreement) relating to the use of their biometric timekeeping system. 

Giving up your legal claims is called a release. The precise terms of the release are in the Settlement 

Agreement, which is available on the Settlement Website. Unless you formally exclude yourself from this 

Settlement, you will release your claims. If you have any questions, you can talk for free to the attorneys 

identified below who have been appointed by the Court to represent the Settlement Class, or you are 

welcome to talk to any other lawyer of your choosing at your own expense.

WHEN WILL I BE PAID? 

The Parties cannot predict exactly when (or whether) the Court will give Final Approval to the Settlement, 

so please be patient. However, if the Court finally approves the Settlement, you will be paid as soon as 

possible after the court order becomes final, which should occur within approximately 60 days after the 

Settlement has been finally approved. If there is an appeal of the Settlement, payment may be delayed. 

Updated information about the case is available at www.CarRentalBIPASettlement.com, or you can call 

the Settlement Administrator at XXX-XXX-XXXX, or contact Class Counsel at the address provided 

below. 

WHEN WILL THE COURT RULE ON THE SETTLEMENT? 

The Court has already given preliminary approval to the Settlement. A final hearing on the Settlement, 

called a Final Approval Hearing, will be held to determine the fairness of the Settlement. At the Final 

Approval Hearing, the Court will also consider whether to make final the certification of the Class for 

settlement purposes, hear any proper objections and arguments to the Settlement, as well as any requests for 

an award of attorneys’ fees, costs, and expenses and a Class Representative Service Award that may be 

sought by Class Counsel. The Court will hold the Final Approval Hearing on XX, XX, 2023 at XX am/pm. 

The hearing date and time, and whether the hearing will be conducted remotely, is subject to change by the 

Court, so please check the Settlement Website, www.CarRentalBIPASettlement.com, for updates. 

If the Settlement is given final approval, the Court will not make any determination as to the merits of the 

claims against Defendants or their defenses to those claims. Instead, the Settlement’s terms will take effect 

and the lawsuit will be dismissed on the merits with prejudice. Both sides have agreed to the Settlement in 

order to achieve an early and certain resolution to the lawsuit, in a manner that provides specific and 

valuable benefits to the members of the Settlement Class. 

If the Court does not approve the Settlement, if it approves the Settlement and the approval is reversed on 

appeal, or if the Settlement does not become final for some other reason, you will not be paid at this time 

and Class Members will receive no benefits from the Settlement Fund. Plaintiff, Defendants, and all of the 

Class Members will be in the same position as they were prior to the execution of the Settlement, and the 

Settlement will have no legal effect, no class will remain certified (conditionally or otherwise), and Plaintiff 

and Defendants will continue to litigate the lawsuit. There can be no assurance that if the Settlement is not 
By order of: Hon. Manish S. Shah, U.S. District Court for the Northern District of Illinois 

Page 5 of 5 

 

QUESTIONS? VISIT www.CarRentalBIPASettlement.com OR CALL TOLL FREE 1-999-999-9999 

approved, the Settlement Class will recover more than is provided in the Settlement, or indeed, anything at 

all. 

WHO REPRESENTS THE CLASS? 

The Court has approved the following attorneys to represent the Settlement Class. They are called “Class 

Counsel.” You will not be charged for these lawyers. If you want to be represented by your own lawyer 

instead, you may hire one at your own expense: 

Myles McGuire 

Evan M. Meyers 

Timothy P. Kingsbury 

Brendan Duffner 

MCGUIRE LAW, P.C

55 W. Wacker Dr., 9th Floor 

Chicago, IL 60601 

Tel: 312-893-7002 

mmcguire@mcgpc.com 

emeyers@mcgpc.com 

tkingsbury@mcgpc.com 

bduffner@mcgpc.com

WHERE CAN I GET ADDITIONAL INFORMATION? 

This Notice is only a summary of the proposed Settlement of this lawsuit. More details are contained in the 

Settlement Agreement which, along with other documents, can be obtained at 

www.CarRentalBIPASettlement.com. If you have any questions, you can also call the Settlement 

Administrator at XXXXXXXX or contact Class Counsel at the numbers or email addresses set forth above. 

In addition to the documents available on the case website, all pleadings and documents filed in court may 

be reviewed or copied in the Office of the Clerk. Please do not call the Judge or the Clerk of the Court about 

this case. They will not be able to give you advice on your options.