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Government Fee Fund ("GFF") shall be established that ensures that all Parties <br />that receive Opioid Funds contribute to the payment of fees and expenses incurred <br />to prosecute the claims against the Pharmaceutical Supply Chain Participants, <br />regardless of whether they are litigating or non-litigating entities. <br />2. The amount of the GFF shall be based as follows: the funds to be <br />deposited in the GFF shall be equal to 15% of the total cash value of the Opioid <br />Funds. <br />3. The maximum percentage of any contingency fee agreement <br />permitted for compensation shall be 15% of the portion of the Opioid Funds <br />allocated to the Litigating Local Government that is a party to the contingency fee <br />agreement, plus expenses attributable to that Litigating Local Government. Under <br />no circumstances may counsel collect more for its work on behalf of a Litigating <br />Local Government than it would under its contingency agreement with that <br />Litigating Local Government. <br />4. Payments from the GFF shall be overseen by a committee (the <br />"Opioid Fee and Expense Committee") consisting of one representative of the <br />following law firms: (a) Keller Rohrback L.LP.; (b) Hagens Berman Sobol <br />Shapiro LLP; (c) Goldfarb & Huck Roth Riojas, PLLC; and (d) Napoli Shkolnik <br />PLLC. The role of the Opioid Fee and Expense Committee shall be limited to <br />ensuring that the GFF is administered in accordance with this Section. <br />5. In the event that settling Pharmaceutical Supply Chain Participants <br />do not pay the fees and expenses of the Participating Local Governments directly <br />at the time settlement is achieved, payments to counsel for Participating Local <br />Governments shall be made from the GFF over not more than three years, with <br />50% paid within 12 months of the date of Settlement and 25% paid in each <br />subsequent year, or at the time the total Settlement amount is paid to the Trustee <br />by the Defendants, whichever is sooner. <br />6. Any funds remaining in the GFF in excess of: (i) the amounts <br />needed to cover Litigating Local Governments' private counsel's representation <br />agreements, and (ii) the amounts needed to cover the common benefit tax <br />discussed in Section C.8 below (if not paid directly by the Defendants in <br />connection with future settlement(s), shall revert to the Participating Local <br />Governments pro rata according to the percentages set forth in Exhibits B, to be <br />used for Approved Purposes as set forth herein and in Exhibit A. <br />7. In the event that funds in the GFF are not sufficient to pay all fees <br />and expenses owed under this Section, payments to counsel for all Litigating <br />Local Governments shall be reduced on a pro rata basis. The Litigating Local <br />Governments will not be responsible for any of these reduced amounts. <br />9