Antitrust/Competition REPRESENTATIVE MATTERS Class Actions Complex Litigation St

1 Craig C. Corbitt (No. 83251) José M. Umbert (No. 227318) 2 Heather T. Rankie (No. 268002) ZELLE HOFMANN VOELBEL & MASON LLP 3 44 Montgomery Street, Suite 3400 San Francisco, California 94104 4 Telephone: (415) 693-0700 Facsimile: (415) 693-0770 5 Lead Counsel for Plaintiffs 6

8 SUPERIOR COURT OF THE STATE OF CALIFORNIA

9 CITY AND COUNTY OF SAN FRANCISCO

10 UNLIMITED JURISDICTION

11 COORDINATION PROCEEDING ) J.C.C.P. No. 4335 SPECIAL TITLE (Rule 1550(b)) ) 12 ) CJC-03-004335 CREDIT/DEBIT CARD TYING CASES ) 13 ) CLASS ACTION This Document Relates to: )

14 ) EXHIBIT 1 TO SUPPLEMENTAL All Actions ) 15 ) DECLARATION OF CRAIG C. CORBITT ) IN SUPPORT OF ZELLE HOFMANN 16 ) VOELBEL & MASON LLP’S AND ) PLAINTIFFS’ JOINT RENEWED 17 ) APPLICATION FOR ATTORNEYS’ FEES, ) EXPENSES, AND INCENTIVE AWARDS 18 ) ) 19 ) ) Date: April 2, 2013 20 ) Time: 9:30 a.m. ) Dept.: 305 21 ) Judge: Hon. John E. Munter

22 23 24 25 26 27 28

EXHIBIT 1 TO SUPPLEMENTAL DECLARATION OF CRAIG C. CORBITT IN SUPPORT OF ZELLE HOFMANN VOELBEL & MASON LLP’S AND PLAINTIFFS’ JOINT RENEWED APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS ANTITRUST/ INSURANCE COMPETITION

COMPLEX LITIGATION

We love what we do. You will too.

Boston Dallas Minneapolis San Francisco Washington, DC London Beijing*

*In association with ZY & Partners 44 Montgomery Street Suite 3400 San Francisco, CA 94104 TEL: (415) 693-0700 Francis O. Scarpulla FAX: (415) 693-0770 Partner [email protected]

Fran specializes in complex civil cases, primarily antitrust lawsuits, many of which are class actions. He has represented plaintiffs in many federal antitrust class actions, including among others, the Gypsum Wallboard Antitrust Litigation, Sugar Antitrust Litigation, Folding Cartons Antitrust Litigation, Fine Paper Antitrust Litigation, Corrugated Container Antitrust Litigation, Pharmaceutical Antitrust Litigation, Microsoft Monopolization Antitrust Litigation, De Beers Diamond Antitrust Litigation, Canadian Automobile Antitrust Litigation, and the Cosmetics Antitrust Litigation. In addition to federal antitrust class actions, Fran has acted as lead counsel in many class actions in

PRACTICE AREAS California.

Antitrust/Competition REPRESENTATIVE MATTERS Class Actions Complex Litigation St. Joe Paper Company v. Superior Court (state-court antitrust jurisdiction)

EDUCATION Union Carbide Corporation v. Superior Court (joinder of parties and fraudulent

University of California, concealment) Hastings College of Law, J.D., 1967 Crown Oil Corporation v. Superior Court (federal pre-emption policies) University of California, Berkeley, B.A., 1963 B.W.I. Custom Kitchen v. Owens-Illinois, Inc. (propriety of class action certification) BAR AND COURT ADMISSIONS ARTICLES & PRESENTATIONS State Court: California U.S. Circuit Court of "Aggression in Mediation," International Bar Association's e-book Mediation Appeals: Fifth, Seventh and Ninth Circuits Techniques, chapter author U.S. Supreme Court "Plaintiffs' strategies for pursuing private damage claims," 2010 International U.S District Court: Northern, Central, and Eastern Cartel Workshop, Paris, February 10-12, 2010, panelist Districts of California, Northern District of Illinois California State Antitrust & Unfair Competition Law, 2009, co-author Solicitor, United Kingdom "B.W.I., California’s Favorable Class Action Jurisprudence, and Their Post-CAFA Application," Competition, Vol. 17, No. 2, Fall 2008, co-author

California Class Actions and Procedures (LexisNexis), co-author

California Antitrust Law (California State Bar publication), co-author

* In association with ZY & Partners 44 Montgomery Street Suite 3400 San Francisco, CA 94104 TEL: (415) 693-0700 Francis O. Scarpulla FAX: (415) 693-0770 [email protected]

PROFESSIONAL AFFILIATIONS

International Bar Association

California State Bar Association, Antitrust and Trade Regulation Section, Past Chair

Golden Gate University Law School, Adjunct Professor

University of California, Hastings School of Law, Instructor - Legal Writing, 1985 and 1988

NOTEWORTHY

Named the “Antitrust Lawyer of the Year” for 2005 (Antitrust Section of the California State Bar)

Named among the Top 100 Attorneys in California by The Daily Journal for 2012

Named a Northern California "Super Lawyer" for 2009, 2010, 2011 and 2012 (Antitrust Litigation)

Nominated by fellow lawyers to the Best Lawyers In America listing

Fran is AV rated by Martindale-Hubbell

NEWS

Francis Scarpulla Named Among California Lawyer Attorneys of the Year by California Lawyer Magazine

Francis Scarpulla to Co-chair 2013 CLE International Antitrust Conference

Francis Scarpulla Named Among Top 100 Attorneys in California by The Daily Journal

Zelle Hofmann Announces Largest-Ever All-Cash Antitrust Consumer Class Settlements, Totaling $1.082 Billion

Zelle Hofmann Attorneys Named Among 2012 “Super Lawyers” and “Rising Stars”

The Legal 500 Ranks Zelle Hofmann Among Top Antitrust Firms for the Fourth

* In association with ZY & Partners 44 Montgomery Street Suite 3400 San Francisco, CA 94104 TEL: (415) 693-0700 Francis O. Scarpulla FAX: (415) 693-0770 [email protected]

Consecutive Year

Zelle Hofmann Attorneys Obtain Preliminary Approval of $539 Million In LCD Class Action Settlements

Zelle Hofmann Attorneys Announce Largest All-Cash Indirect-Purchaser Consumer Settlements in LCD Antitrust Case

Francis Scarpulla Profiled in UC Hastings Magazine Regarding His International Antitrust Practice

Zelle Hofmann Attorneys Defeat Antitrust Defense Based on Foreign Conduct

Zelle Hofmann Attorneys Named 2011 "Super Lawyers" and "Rising Stars"

Zelle Hofmann Obtains Summary Judgment in Pet Food Express Ltd. Breach of Contract Dispute

Zelle Hofmann Attorneys Named 2010 "Super Lawyers" and "Rising Stars"

Plaintiffs’ Lead Counsel Announce Settlements of DRAM Indirect Purchaser Antitrust Litigation

Zelle Hofmann Announces Summary Notice of Pendency of SRAM Class Action Settlement and Settlement Fairness Hearing

Hydrogen Peroxide Defendants Agree to Settle Indirect Purchaser Claims

Preliminary Approval of $25 Million Settlement Granted in SRAM Indirect Purchaser Class Action

Settlement in DRAM Antitrust Litigation

Zelle Hofmann Attorneys Defeat Summary Judgment Motion On "Secret Rebate" Counterclaim

Indirect Purchaser Class Action Against SRAM Manufacturers Certified by California Federal Court

Natural Gas Plaintiffs Win Approval of $14.65 Million Antitrust Settlement

Zelle Hofmann Attorneys Named 2009 Super Lawyers and Rising Stars

Francis Scarpulla, 2005 Antitrust Attorney of the Year, Joins Zelle Hofmann in

* In association with ZY & Partners 44 Montgomery Street Suite 3400 San Francisco, CA 94104 TEL: (415) 693-0700 Francis O. Scarpulla FAX: (415) 693-0770 [email protected]

San Francisco

PAST PROFESSIONAL EXPERIENCE

Law Offices of Francis O. Scarpulla, San Francisco, CA 1970-2006

Law Offices of Joseph L. Alioto, San Francisco, CA 1967-1970

* In association with ZY & Partners 44 Montgomery Street Suite 3400 San Francisco, CA 94104 TEL: (415) 633-1905 Craig C. Corbitt FAX: (415) 693-0770 Partner [email protected]

Craig specializes in complex commercial litigation for both plaintiffs and defendants at the trial and appellate levels, particularly antitrust, trade regulation, intellectual property, securities, and contracts. Recently, among other matters he has represented Fortune 500 companies as plaintiffs in the Vitamins Antitrust Litigation in the District of Columbia federal court, the EPDM, CR and Rubber Chemicals synthetic rubber price fixing cases in various federal district courts, a national class of consumers in antitrust litigation against De Beers in the District of New Jersey concerning the diamond industry, classes of businesses and consumers in the TFT-LCD

PRACTICE AREAS Litigation in the Northern District of California and classes of California and Minnesota consumers and businesses in Microsoft Antitrust Litigation in state Antitrust/Competition courts. These are among the largest antitrust cases in the country. Over the Appellate Advocacy course of his career, Craig has had a central role in dozens of major antitrust Class Actions cases, including Brand Name Prescription Drugs, ETSI v. Burlington Northern, Complex Litigation and Southern Pacific Communications v. AT&T. Intellectual Property International Competition REPRESENTATIVE COURT-APPOINTED POSITIONS Securities Co-Lead Counsel, In re TFT-LCD (Flat Panel) Antitrust Litig., Northern District Trade Regulation of California EDUCATION Co-Lead Counsel, Intel Antitrust Litigation, District of Delaware University of San Francisco, J.D., cum laude, 1978 Liaison Counsel and Chair of Executive Committee, Microsoft Antitrust University of California at Litigation, California Superior Court Davis, A.B., 1973

BAR AND COURT ADMISSIONS Co-Lead Counsel, Pharmaceutical Antitrust Litigation, California Superior Court U.S. Supreme Court State Court: California Co-Lead Counsel, In re Western States Wholesale Natural Gas Antitrust U.S. Circuit Court of Litigation, District of Nevada Appeals: Fifth, Seventh, Ninth, and D.C. Circuits Co-Lead Counsel, Initial Public Offering Fees Antitrust Litigation, Southern U.S. District Court: District of New York Northern, Eastern, Central and Southern Districts of Executive Committee, Smokeless Tobacco Antitrust Litigation, California California, District of Arizona Superior Court

Executive Committee, DRAM Antitrust Litigation, Northern District of California

Liaison Counsel, Automobile Antitrust Cases, California Superior Court, San Francisco

* In association with ZY & Partners 44 Montgomery Street Suite 3400 San Francisco, CA 94104 TEL: (415) 633-1905 Craig C. Corbitt FAX: (415) 693-0770 [email protected]

Lead Counsel, Credit-Debit Card Antitrust Litigation, California Superior Court, San Francisco

REPRESENTATIVE MATTERS

Sullivan v. DB Investments, Inc., 667 F.3d 273 (3d Cir. 2011) cert. denied, 132 S. Ct. 1876 (U.S. 2012)

In re TFT-LCD (Flat Panel) Antitrust Litigation, 2012 WL 253298 (N.D. Cal. 2012)

In re TFT-LCD (Flat Panel) Antitrust Litigation, 267 F.R.D. 583 (N.D. Cal. 2010)

In re Automobile Antitrust Cases I and II, 135 Cal. App. 4th 100 (2005)

In re Vitamins Antitrust Litigation, 2001 WL 755852 (D. D.C. 2001)

In re Vitamins Antitrust Litigation, 120 F. Supp. 2d 58 (D. D.C. 2000)

Anderson v. Deloitte & Touche, 56 Cal. App. 4th 1468 (1997)

Longden v. Sunderman, 737 F. Supp. 968 (N.D. Tex. 1990)

Southern Pacific Communications Co. v. AT&T, 740 F.2d 980 (D.C. Cir. 1984)

ARTICLES & PRESENTATIONS

"Pre-complaint activities," American Antitrust Institute's "Private Enforcement of Antitrust Law in the United States: A Handbook," September 2012, chapter co-author

"The Slow Drift Toward More Antitrust Exemptions," Competition Law360, December 14, 2011, co-author

Trial Complexities in Antitrust Cases following Clayworth: Competing Views of Different Plaintiffs’ Groups and Defendants, State Bar of California's 21st Annual Golden State Antitrust and Unfair Competition Law Institute, October 27, 2011, presenter

"Pre-claim Activities," The American Antitrust Institute’s International Handbook on Private Enforcement of Competition Law, December 2010, chapter co-author

* In association with ZY & Partners 44 Montgomery Street Suite 3400 San Francisco, CA 94104 TEL: (415) 633-1905 Craig C. Corbitt FAX: (415) 693-0770 [email protected]

"High Court Antitrust Trends - Sans Stevens," Competition Law360, June 9, 2010, author

California State Antitrust & Unfair Competition Law, 2009, co-author

"Does The Cartwright Act Have A Future?", Competition, Vol. 17, No. 2, Fall 2008, co-author with Lisa Saveri

"New Practitioner Series - Happy Birthday Cartwright Act," Golden State Antitrust and Unfair Competition Law Institute, October 24, 2008, panelist

“Filling The Regulatory Gap: California Natural Gas Antitrust Litigation,” Competition, Volume 16, No. 2, Fall/Winter 2007, co-author

CAFA From a Plaintiff Lawyer's Perspective, ABA Tort Trial and Insurance Practice Section's Business Litigation Committee Newsletter (Fall 2006), co-author (J. Zahid)

CAFA From a Plaintiff Lawyer's Perspective, ABA Tort Trial and Insurance Practice Section's Symposium: "The Future of Class Action Litigation in America," November 2005

PROFESSIONAL AFFILIATIONS

Chair, State Bar of California, Antitrust and Unfair Competition Law Section

American Antitrust Institute, Member of Advisory Board

Fellow, Litigation Counsel of America, Charter Member, Academy of Antitrust Law

Fellow, American Bar Foundation

American Bar Association, Sections of Antitrust Law and Litigation

Federal Bar Association

Bar Association of San Francisco

Association of Business Trial Lawyers

American Association for Justice

* In association with ZY & Partners 44 Montgomery Street Suite 3400 San Francisco, CA 94104 TEL: (415) 633-1905 Craig C. Corbitt FAX: (415) 693-0770 [email protected]

COMMUNITY SERVICE

San Francisco Legal Aid Society–Employment Law Center, Board of Directors and Executive Committee

NOTEWORTHY

Multiple time Northern California “Super Lawyer” for Antitrust Litigation.

"Best Lawyer" for Antitrust Litigation and Commercial Litigation for 2011, 2012 and 2013 by The Best Lawyers in America®, in partnership with U.S. News & World Report.

Rated AV Preeminent by Martindale-Hubbell.

NEWS

Zelle Hofmann Attorneys Named in 2013 Edition of The Best Lawyers in America®

Craig Corbitt Interviewed By National Public Radio Regarding LCD Settlement

Zelle Hofmann Announces Largest-Ever All-Cash Antitrust Consumer Class Settlements, Totaling $1.082 Billion

Zelle Hofmann Attorneys Named Among 2012 “Super Lawyers” and “Rising Stars”

The Legal 500 Ranks Zelle Hofmann Among Top Antitrust Firms for the Fourth Consecutive Year

Zelle Hofmann Attorneys Obtain Preliminary Approval of $539 Million In LCD Class Action Settlements

Zelle Hofmann Attorneys Announce Largest All-Cash Indirect-Purchaser Consumer Settlements in LCD Antitrust Case

Third Circuit En Banc Panel Reinstated $295 Million Settlement in Diamonds Antitrust Case

Corbitt and Micheletti Elected to the Legal Aid Society–Employment Law Center's Board of Directors; Corbitt Also Appointed to Executive Committee

* In association with ZY & Partners 44 Montgomery Street Suite 3400 San Francisco, CA 94104 TEL: (415) 633-1905 Craig C. Corbitt FAX: (415) 693-0770 [email protected]

Zelle Hofmann Attorneys Defeat Antitrust Defense Based on Foreign Conduct

Craig Corbitt Named Chair of the Antitrust and Unfair Competition Law Section of the State Bar of California

Craig Corbitt Named 2012 "Best Lawyer"

Zelle Hofmann Attorneys Named 2011 "Super Lawyers" and "Rising Stars"

Corbitt, Zahid and Clayton Author Chapter for the AAI's International Handbook on Private Enforcement of Competition Law

Craig Corbitt Named 2011 "Best Lawyer"

Zelle Hofmann Attorneys Named 2010 "Super Lawyers" and "Rising Stars"

Zelle Hofmann Announces Summary Notice of Pendency of SRAM Class Action Settlement and Settlement Fairness Hearing

Preliminary Approval of $25 Million Settlement Granted in SRAM Indirect Purchaser Class Action

Settlement in DRAM Antitrust Litigation

The Ninth Circuit Denies Defendants Request to Appeal Class Certification in SRAM Price-Fixing Case

Indirect Purchaser Class Action Against SRAM Manufacturers Certified by California Federal Court

Court Approves Distribution of $40 Million From Smokeless Tobacco Settlement to Non-Profit Organizations

Natural Gas Plaintiffs Win Approval of $14.65 Million Antitrust Settlement

Court Orders Flash Memory Defendants to Disclose International Sales Data in Antitrust Action

Zelle Hofmann Attorneys Named 2009 Super Lawyers and Rising Stars

Class Action Against Automakers Certified in California State Court

* In association with ZY & Partners 44 Montgomery Street Suite 3400 San Francisco, CA 94104 TEL: (415) 633-1916 Judith A. Zahid FAX: (415) 633-0770 Partner [email protected]

With a practice devoted entirely to litigating antitrust claims, Judith is a trusted advocate for clients in high-stake price-fixing and monopolizations cases. Her representative matters include In re TFT-LCD (Flat Panel) Antitrust Litigation (N.D. Cal.), In re Cathode Ray Tube (CRT) Antitrust Litigation (N.D. Cal.) and In re Intel Corp. Microprocessor Antitrust Litigation (D. Del.).

Judith managed all key aspects of the LCDs case—the nation’s largest indirect-purchaser antitrust class action—and achieved a record-breaking $1.082 billion all-cash settlement on behalf of consumer class members. Her experience leading LCDs and other cases has given her a firm handle on PRACTICE AREAS complicated electronic discovery issues, insight to overcome difficult legal Antitrust/Competition challenges, and extensive experience working with economists and industry Class Actions experts.?? Complex Litigation Her experience also includes successfully defending against individual price EDUCATION discrimination claims on behalf of a national pet products retail chain and a Boalt Hall School of Law, major oil company. Berkeley, J.D., Environmental Since 2011, Judith has served as the Chair of the Antitrust Section of the Bar Specialization Certificate, Association of San Francisco, and has been twice selected to participate in the 2001; Prosser Prize in Torts; Berkeley Women's Law American Bar Association Antitrust Section’s International Civil Redress Task Journal, Article Editor Force. University of California, Berkeley, B.A. A native San Franciscan, Judith is the Hiring Partner for the firm's San Environmental Science, high Francisco office. She also serves on the firm's Diversity Committee and is a honors, 1995 national board member of the Women in Law Empowerment Forum (WILEF).

BAR AND COURT ADMISSIONS ARTICLES & PRESENTATIONS State Court: California U.S. Circuit Court of "Hypothetical in Action – Class Certification, FTAIA and CAFA," CLE Appeals: Ninth Circuit International Group’s Antitrust Conference, February 22, 2013, co-presenter U.S. District Court: Northern District of California; Central "Selecting and Working with Experts in Antitrust," Antitrust Section of the District of California American Bar Association, January 14, 2013, co-presenter

"Pre-complaint activities," American Antitrust Institute's "Private Enforcement of Antitrust Law in the United States: A Handbook," September 2012, chapter co-author

"A Plaintiff and Defense Lawyer’s How To on Working With Economists in Antitrust Cases," Antitrust Section of the Bar Association of San Francisco,

* In association with ZY & Partners 44 Montgomery Street Suite 3400 San Francisco, CA 94104 TEL: (415) 633-1916 Judith A. Zahid FAX: (415) 633-0770 [email protected]

July 16, 2012, co-presenter

The Law of Pricing, Including Resale Price Maintenance in California After Leegin, State Bar of California's 21st Annual Golden State Antitrust and Unfair Competition Law Institute, October 27, 2011, presenter

"Pre-claim Activities," The American Antitrust Institute’s International Handbook on Private Enforcement of Competition Law, December 2010, chapter co-author

CAFA From a Plaintiff Lawyer's Perspective, ABA Tort Trial and Insurance Practice Section's Business Litigation Committee Newsletter (Fall 2006), co-author (C. Corbitt)

PROFESSIONAL AFFILIATIONS

American Bar Association, Antitrust Section, International Civil Redress Task Force Member

Bar Association of San Francisco, Antitrust Section, Chair

California Bar Association, Antitrust and Unfair Competition Law Section, Member

Women in Law Empowerment Forum (WILEF), National Advisory Board Member

Women Antitrust Plaintiffs’ Attorneys (WAPA)

NOTEWORTHY

Judith was named a Northern California "Rising Star" for 2009, 2010 and 2011 (Antitrust Litigation) by San Francisco magazine. She was named a "Super Lawyer" in antitrust litigation for 2012 by San Francisco magazine.

In 2012, Judith was recognized as ‘one to watch’ in antitrust class action by The Legal 500.

NEWS

Judith Zahid to Present at CLE International Group’s Antitrust Conference

Judith Zahid to Speak at October 2012 Events Regarding Antitrust Litigation

* In association with ZY & Partners 44 Montgomery Street Suite 3400 San Francisco, CA 94104 TEL: (415) 633-1916 Judith A. Zahid FAX: (415) 633-0770 [email protected]

Zelle Hofmann Announces Largest-Ever All-Cash Antitrust Consumer Class Settlements, Totaling $1.082 Billion

Zelle Hofmann Attorneys Named Among 2012 “Super Lawyers” and “Rising Stars”

The Legal 500 Ranks Zelle Hofmann Among Top Antitrust Firms for the Fourth Consecutive Year

Zelle Hofmann Attorneys Obtain Preliminary Approval of $539 Million In LCD Class Action Settlements

Zelle Hofmann Attorneys Announce Largest All-Cash Indirect-Purchaser Consumer Settlements in LCD Antitrust Case

Judith Zahid Named Chair of the Bar Association of San Francisco's Antitrust Section

Zelle Hofmann Attorneys Defeat Antitrust Defense Based on Foreign Conduct

Judith Zahid Selected to Serve on ABA Section of Antitrust Law's International Civil Redress Task Force

Zelle Hofmann Attorneys Named 2011 "Super Lawyers" and "Rising Stars"

Zelle Hofmann Selected to Receive the 2011 Minnesota Women Lawyers’ Leadership Award

Zelle Hofmann Obtains Summary Judgment in Pet Food Express Ltd. Breach of Contract Dispute

Corbitt, Zahid and Clayton Author Chapter for the AAI's International Handbook on Private Enforcement of Competition Law

Zelle Hofmann Attorneys Named 2010 "Super Lawyers" and "Rising Stars"

Judith Zahid Named to Women in Law Empowerment Forum Board

Zelle Hofmann Attorneys Defeat Summary Judgment Motion On "Secret Rebate" Counterclaim

Court Orders Flash Memory Defendants to Disclose International Sales Data in Antitrust Action

* In association with ZY & Partners 44 Montgomery Street Suite 3400 San Francisco, CA 94104 TEL: (415) 633-1916 Judith A. Zahid FAX: (415) 633-0770 [email protected]

Zelle Hofmann Attorneys Named 2009 Super Lawyers and Rising Stars

* In association with ZY & Partners 44 Montgomery Street Suite 3400 San Francisco, CA 94104 TEL: (415) 633-1914 Jose M. Umbert FAX: (415) 693-0770 Partner [email protected]

Jose practices in a variety of litigation areas. He has substantial experience in domestic and international antitrust cases, unfair competition matters, property insurance disputes in the United States and abroad, and class action litigation.

Jose has written and presented on several insurance coverage and international antitrust issues, and volunteers for a non-profit organization advancing immigrants' rights and opportunities.

REPRESENTATIVE MATTERS

PRACTICE AREAS In re Motor Fuel Temperature Sales Practices Litigation (representation of defendant energy company in multidistrict litigation challenging sales of motor Antitrust/Competition fuel for a specified price per gallon without disclosing or adjusting for the fuel's Class Actions temperature expansion) Complex Litigation Insurance Coverage Credit/Debit Card Tying Cases (coordinated class action lawsuit on behalf of Reinsurance California consumers involving antitrust and unfair competition claims arising

EDUCATION from the defendants' rules regarding acceptance of their credit and debit cards) Hamline University School of Law, LL.M., 2001; In re Converted Organics Litigation (defense of class action lawsuit alleging Universidad Pontificia that manufacturer of organic fertilizers breached agreements with investors) Comillas, Madrid, Spain, B.A., Business Administration, 1999 International insurance coverage disputes involving: Universidad Pontificia hurricane damage to glass manufacturing facilities in Mexico; Comillas, Madrid, Spain, B.A., Law, 1998 a design defect in the reactor of a methanol plant in Trinidad; BAR AND COURT ADMISSIONS the collapse of a glass furnace in Spain; State Court: California the interruption of natural gas supply to a Tunisian power plant as a result of U.S. District Court: Northern an offshore oil well shutdown; and District of California; Central District of California the alleged theft of stock from a check manufacturing plant in Mexico. Foreign Courts: Spain International reinsurance arbitrations arising out of:

the 9/11 terrorist attack; and the contamination of cereal oats by the use of an unapproved pesticide. ADCO Construction Defect Cases (represented property insurer in multi-party litigation in the Superior Court of California relating to major defects in the construction of the luxurious Bacara Resort & Spa in Santa Barbara)

* In association with ZY & Partners 44 Montgomery Street Suite 3400 San Francisco, CA 94104 TEL: (415) 633-1914 Jose M. Umbert FAX: (415) 693-0770 [email protected]

ARTICLES & PRESENTATIONS

"Pinnacle's Limited Impact On California Property Litigation," Insurance Law360, November 2, 2012, co-author

"The Scope of Property Insurance Appraisals in California," Insurance Law360, July 7, 2011, co-author

Competition Law Roundtable, 18th Annual International Law Firm Alliance ILFA e-iure Conference, May 26-28, 2011, presenter (Corresponding PowerPoint presentation in PDF format)

"Case Study: Zhang v. Superior Court," Insurance Law360, February 15, 2011, co-author

"Private Enforcement of Articles 101 and 102 in Europe's National Courts," The Comparative Law Yearbook of International Business, published by the Center for International Legal Studies, Volume 32, 2010, co-author

"Case Study: Village Northridge v. State Farm," Insurance Law360, October 7, 2010, co-author

"Disqualification Standards: Party-Selected Appraisers," Insurance Law360, February 8, 2010, co-author

"Next Battleground In EU Antitrust Litigation," Competition Law360, April 7, 2009, co-author

"The Next Battleground in Antitrust Litigation: Private Enforcement of Articles 81 and 82 in the Courts of the European Union's Member States," November 2008, co-author

PROFESSIONAL AFFILIATIONS

American Bar Association

State Bar of California

Bar Association of San Francisco

California-Spain Chamber of Commerce, Secretary of the Board of Directors

* In association with ZY & Partners 44 Montgomery Street Suite 3400 San Francisco, CA 94104 TEL: (415) 633-1914 Jose M. Umbert FAX: (415) 693-0770 [email protected]

NEWS

Zelle Hofmann Announces Five New Partners

Court Approves Settlement in Disability Discrimination Class Action

PAST PROFESSIONAL EXPERIENCE

Cuatrecasas, Madrid and Barcelona, Spain 1999-2001

* In association with ZY & Partners 44 Montgomery Street Suite 3400 San Francisco, CA 94104 TEL: (415) 633-1917 Heather T. Rankie FAX: (415) 693-0770 Associate [email protected]

Heather’s practice is devoted to complex antitrust and unfair competition litigation. She has represented both plaintiffs and defendants in actions involving claims of price fixing, price discrimination, and product tying. She is experienced in all phases of litigation, including: pre-complaint investigation, pleadings, factual discovery (including electronic discovery), pre-trial motion practice, settlement, and appellate advocacy. Heather has litigated matters in federal and state court at both the trial and appellate levels.

Most recently, she represented a class of plaintiffs that obtained settlements with ten defendants totaling $1.082 billion—the largest all-cash consumer PRACTICE AREAS recovery for an antitrust case—in In re TFT-LCD (Flat Panel) Antitrust Antitrust/Competition Litigation (Northern District of California). Zelle Hofmann served as co-lead Class Actions counsel, and Heather had an active role in her firm’s leadership of the case, as Complex Litigation well as substantive responsibility for research, strategy, and briefing of

EDUCATION complex legal issues.

University of Washington Prior to joining Zelle Hofmann, Heather attended the University of Washington School of Law, J.D., 2009 School of Law where she served as the Editor-in-Chief for the Shidler Journal Middlebury College, B.A., of Law, Commerce & Technology. She also served as a judicial extern to the cum laude, 2003 Honorable John C. Coughenour, former Chief Judge of the U.S. District Court BAR AND COURT ADMISSIONS for the Western District of Washington.

State Court: California REPRESENTATIVE MATTERS U.S. District Court: Northern District of California TFT-LCD (Flat Panel) Antitrust Litigation (U.S. District Court, Northern District U.S. Court of Appeals: Ninth of California) — multidistrict litigation on behalf of nationwide class of indirect Circuit purchasers involving claims of price fixing in the TFT-LCD panel market

Credit/Debit Card Tying Cases (California Superior Court, San Francisco) — coordinated class action lawsuit on behalf of California consumers involving antitrust and unfair competition claims arising from the defendants' rules regarding acceptance of their credit and debit cards

ARTICLES & PRESENTATIONS

“Indirect-Purchaser Actions,” California Antitrust and Unfair Competition Law, 2012 edition, chapter co-author

"Why Class Counsel Should Obtain Discovery From Objectors," Competition Law360, November 6, 2012, co-author

* In association with ZY & Partners 44 Montgomery Street Suite 3400 San Francisco, CA 94104 TEL: (415) 633-1917 Heather T. Rankie FAX: (415) 693-0770 [email protected]

PROFESSIONAL AFFILIATIONS

American Bar Association

Bar Association of San Francisco

NEWS

Zelle Hofmann Announces Largest-Ever All-Cash Antitrust Consumer Class Settlements, Totaling $1.082 Billion

Zelle Hofmann Attorneys Obtain Preliminary Approval of $539 Million In LCD Class Action Settlements

Zelle Hofmann Attorneys Announce Largest All-Cash Indirect-Purchaser Consumer Settlements in LCD Antitrust Case

Zelle Hofmann Attorneys Defeat Antitrust Defense Based on Foreign Conduct

Zelle Hofmann Selected to Receive the 2011 Minnesota Women Lawyers’ Leadership Award

Zelle Hofmann Obtains Summary Judgment in Pet Food Express Ltd. Breach of Contract Dispute

Zelle Hofmann Welcomes Heather Rankie

* In association with ZY & Partners Firm Overview

Zelle Hofmann attorneys are proud to represent clients in their most challenging insurance-related disputes, antitrust/competition and other complex business litigation in venues across the United States and around the world. Our experience in successfully resolving high-profile, high-exposure cases and our commitment to efficient and responsive service supports everything we do.

Because we represent both defendants and plaintiffs, our attorneys have developed keen insights and experience from practicing on both sides of the aisle. We can better understand and anticipate the objectives and tactics of opposing counsel, giving our clients a number of distinct advantages. Since our contingency practice obligates us to fund many of our clients' cases, we are particularly adept in avoiding unnecessary tasks and expenses while doing everything to achieve the most favorable outcomes. Our clients appreciate this ability to efficiently staff cases while still delivering exceptional service and consistent results.

We believe – and our clients agree – that the way we approach litigation is key to our success in building solid relationships and implementing effective strategies. Our attorneys offer experience and in-depth knowledge across a wide range of industries, and probe to determine our clients’ specific needs and the broader implications of any dispute. Zelle Hofmann attorneys quickly assess the facts, balance the intangibles, and deliver legal counsel that is creative and realistic.

While the scope of our practice is focused, the diverse talents, intellectual knowledge and technological resources we offer are vast. Zelle Hofmann’s collaborative teams of attorneys, multiple offices and international presence assure that we are always prepared to meet your needs, even in the most challenging, sensitive or catastrophic of circumstances.

* In association with ZY & Partners Diversity

Our Commitment

Zelle Hofmann serves global and increasingly diverse clients, who gain from the varied perspectives, creativity, innovation and energy created by a diverse and inclusive workforce. The firm is committed to maintaining an environment in which its lawyers and staff are valued for their unique backgrounds, personal characteristics, and thinking and working styles. We are committed to achieving diversity through recruiting, nurturing trust and open discussions that promote inclusiveness, and experimenting with ways to enable our attorneys to achieve work/life balance while fully contributing to serving our clients.

Diversity Committee

Zelle Hofmann’s Diversity Committee includes attorneys from each of the firm’s five offices. The Committee strives to provide top-level accountability for the results of the firm’s diversity efforts. Patricia St. Peter, Senior Partner and former Managing Partner of the firm's Minneapolis office, leads the Committee as the firm’s Diversity Coordinator. Catherine Colinvaux, Senior Partner in the firm's Boston office and Pat's predecessor on the Committee, has been instrumental in creating a strong foundation for diversity in the firm. The Committee has implemented many important and creative programs, including creating the Zealous Women website, adopting a broad and flexible alternative work policy, and initiating a policy to allow associates to obtain billable credit for significant non-billable contributions to the firm, including work on diversity initiatives, pro bono matters and business development.

Awareness Breeds Action

We recognize that nurturing a culture of diversity in our firm is more than policy statements and written goals. It requires continuous effort, focus and action to build awareness of the value that diversity brings to our firm and our clients.

Zelle Hofmann is a strong supporter of the Minority Corporate Counsel Association and has given generous donations to its Lloyd M. Johnson, Jr. Scholarship Program, which helps law students meet financial needs and exposes them to a group of leaders in the profession who can help to mentor and guide their early entry into the profession. The firm is also a significant

* In association with ZY & Partners sponsor of law scholarships through the San Francisco Bar Foundation for African American students. In addition, Zelle Hofmann has made a substantial financial commitment to pipeline programs and affinity bars. The firm’s cy pres awards will benefit the Urban League and United Negro College Fund.

The firm encourages its attorneys to participate in community events and locally and nationally based professional organizations. Our partners and associates are active in the Chinese Bar Association, Dallas Women’s Lawyers Association, Minnesota Women Lawyers, Women in Law Empowerment Forum, China International Economic Law Society, Women’s Bar Association of Massachusetts, National Asian Pacific American Bar Association, Women Antitrust Plaintiffs’ Attorneys, South Asian Bar Association, Minnesota State Bar Association’s Diversity Committee, Federal Bar Association Minnesota Chapter’s Diversity Committee, Twin Cities Diversity in Practice, Minnesota Lavender Bar Association, National LGBT Bar Association, ABA-TIPS Diversity Section, Mexican-American Bar Association of Texas, Dallas Hispanic Bar Association, and Quorum (Twin Cities GLBTA Chamber of Commerce).

Recently, the firm launched its own Affinity Group whose purpose is to raise awareness, both internally and within our communities, as to the value diverse viewpoints and perspectives bring to the legal profession. The Affinity Group also seeks to facilitate our attorneys' involvement with the communities we live in, by identifying pro bono opportunities and providing a supportive forum in which our lawyers can develop their pro bono efforts and other community initiatives. Through these activities, the Affinity Group helps to sustain an environment that is inclusive and supportive, which fosters both personal and professional success.

Zelle Hofmann also works with its clients to encourage diversity when practical. As an example, the firm successfully petitioned a San Francisco Superior Court administering a class action antitrust settlement to authorize the distribution of $40 million to more than 100 non-profit organizations in California, including the California Women's Law Center, Asian Law Caucus, Inc., and several California-based United Way organizations. This distribution was part of a $96 million settlement that was approved by the state court in San Francisco, California in 2008, and became final earlier this year.

Zelle Hofmann's Diversity Outreach Plan

* In association with ZY & Partners Zelle Hofmann recently launched a new Diversity Outreach Plan to guide the firm’s participation in diversity scholarship, pipeline and affinity group initiatives and programs. Each element of this plan is intended either to encourage and facilitate diverse students in choosing law as a profession or to support and recognize the contributions and interests of the diverse professionals among us. This plan testifies to the firm’s meaningful, ongoing support of efforts to increase diversity in the practice of law.

Supporting Other Diverse Businesses

Consistent with our Diversity Commitment, the firm is active in identifying and expanding opportunities for businesses owned by minorities. The firm maintains a list of highly qualified minority owned and operated vendors (consultants, accountants, court reporters, etc.) to utilize on its cases.

Related Links

Zelle Hofmann Attorney Honored At Pride Celebration Sponsored By Google Zelle Hofmann and Employment Law Center Attorneys Win Landmark Ruling in Defense of Marriage Act Case Zelle Hofmann, At-Risk Youth Win in Champions of Diversity Challenge Zelle Hofmann and Employment Law Center Attorneys Defeat Government Motion To Dismiss In Defense Of Marriage Act Case Zelle Hofmann Announces Diversity in Law Scholarship Recipient; Two Scholarship Finalists Also Named Zelle Hofmann Announces New Diversity In Law Scholarship Judith Zahid Named to Women in Law Empowerment Forum Board Zelle Hofmann Featured in Minnesota Women Lawyer's Spotlight Patricia St. Peter to Lead Zelle Hofmann's Robust Diversity Initiative into the Next Decade Zelle Hofmann's "Zealous Women" Profiled in Women Legal Magazine Zelle Hofmann’s “Zealous Women” Launch New Website If you have additional questions related to Zelle Hofmann's diversity efforts, please feel free to contact our Diversity Coordinator, Patricia St. Peter at [email protected].

* In association with ZY & Partners Antitrust/Competition

Partners Our approach to antitrust matters is decidedly different from other firms because we commonly represent clients – multi-national corporations, small Michael R. Cashman businesses and consumers – on either side of the docket. We are selective in Michael S. Christian Catherine M. Colinvaux the litigation we pursue and consistently position that litigation for success in Thomas H. Cook, Jr. the courtroom. We have found this approach yields the best results for our Craig C. Corbitt clients, whether at the settlement table or at trial. We carefully consider the Lindsey Davis objectives and economic realities of each client, looking for the best way to Richard M. Hagstrom achieve an outcome that meets those needs. Jiangxiao Athena Hou Daniel S. Mason The experience and track record of Zelle Hofmann attorneys in antitrust is John B. Massopust recognized in courts across the nation every day. We have recovered billions Christopher T. Micheletti of dollars for our clients who are plaintiffs, and we have successfully mitigated Francis O. Scarpulla other clients’ most significant exposures. We have substantial experience not Jose M. Umbert just settling antitrust matters, but trying them. Martindale-Hubbell consistently Richard L. Voelbel ranks Zelle Hofmann as one of the most active antitrust firms in the United Judith A. Zahid States. Our lawyers are often named to lead counsel positions in class action and multi-district matters, but we are also highly effective in representing antitrust defendants and opt-out plaintiffs.

Zelle Hofmann recognizes that many antitrust matters are increasingly international in scope. We routinely work with clients and foreign counsel in the United Kingdom, European Union, Canada and China to coordinate and fully protect our clients’ legal and business interests in a global context.

Because of the breadth and depth of our litigation experience, clients often call on us in counseling situations – including consultation on antitrust compliance programs, mergers and acquisitions, and the formation of joint ventures.

* In association with ZY & Partners International Competition

In today’s global economy, anti-competitive activities are occurring on a worldwide basis. As a result, focus on cartel activity by regulatory agencies has expanded globally in recent years. In particular, the European Commission has become increasingly aggressive in its investigation and assessment of penalties against cartels, and there have been a number of significant developments in the European Union aimed at facilitating private damages actions for violations of Community competition law. In addition, China’s Anti-Monopoly Law, the country’s first antitrust legislation, came into effect in 2008.

In this context, Zelle Hofmann is uniquely positioned to represent victims of global cartels in private actions to recover damages from the cartelists. We have over 35 years of successful antitrust experience, particularly in litigating against price-fixing cartels, and have represented major United States and foreign companies in antitrust and competition cases. Furthermore, we have substantial international experience, and have partnered with international law firms in the United Kingdom, European Union, China and Canada in competition law cases.

For example, Zelle Hofmann attorneys represented the British subsidiary of a Fortune 500 company in the first-ever private antitrust action brought in the courts of the United Kingdom. We have participated in competition and antitrust litigation in other European countries, and are currently involved in several “follow-on” matters, seeking to recover the damages our clients suffered at the hands of cartelists in cases where the European Commission has found an antitrust infringement. We have also been very active in China, where we counseled the Chinese government with respect to its newly-enacted antitrust law. In Canada, we are actively involved in competition and antitrust litigation with a network of Canadian co-counsel.

The increasingly global nature of trade calls for the need to achieve global resolution of competition and price-fixing claims. Zelle Hofmann, in concert with co-counsel, is aggressively pursuing private actions on a global basis and has achieved global recovery for victims of cartels.

* In association with ZY & Partners Antitrust Cases

Examples of Antitrust Cases

Microsoft Antitrust Litigation. Indirect purchaser antitrust class actions in California, Minnesota, Iowa and Wisconsin alleging that Microsoft has illegally maintained a monopoly in the market for personal computer operating system, word processing and spreadsheet software.

Cosmetics Antitrust Litigation (U.S. District Court, N.D. Cal.; California Superior Court, Marin County). A consumer class action on behalf of California purchasers seeking redress for alleged price-fixing by department stores and manufacturers of high-end cosmetics and beauty products. The case settled for injunctive relief and consideration valued at $175 million.

Chinese Vitamin C Antitrust Litigation (U.S. District Court, California and Massachusetts State Courts). Zelle Hofmann represents a major Chinese manufacturer of Vitamin C in connection with federal and state antitrust actions filed on behalf of putative classes of direct and indirect purchasers. The federal direct purchaser case was filed in the Eastern District of New York. Indirect purchaser cases have been filed in California and Massachusetts. All of the complaints allege a price-fixing conspiracy among four Chinese manufacturers.

DRAM Antitrust Litigation (U.S. District Court, N.D. Cal.; California Superior Court, San Francisco). Zelle Hofmann is the Court-appointed Liaison Counsel and a member of plaintiffs’ Executive Committee, in a nationwide class action brought by indirect purchasers of DRAM. Plaintiffs allege that DRAM manufacturers conspired to fix the prices from April 1, 1999 through December 31, 2002. The class includes purchasers of computers and other products containing DRAM, and seeks injunctive relief and damages under state and federal laws.

Intel Corp. Microprocessor Antitrust Litigation (U.S. District Court, D. Del.). Zelle Hofmann represents consumers in a nationwide class action against Intel on behalf of consumer and business purchasers of x86 microprocessors used in personal computers and other products. The complaint alleges that Intel abused its dominant position in the x86 microprocessor market by, among other things, engaging in exclusive dealing arrangements with various Original Equipment Manufacturers such as Dell,

* In association with ZY & Partners HP, IBM/Lenovo, and NEC in an effort to lock AMD out of several key market segments. The complaint alleges that as a result of these practices consumers and businesses paid artificially high prices for products containing Intel’s x86 microprocessors.

Natural Gas Antitrust Cases (U.S. District Court, D. Nev.; California Superior Court, San Diego). Zelle Hofmann is Co-Lead Counsel in the federal class action and a member of the Executive Committee in the state class action. against marketers of natural gas in California, alleging violations of the Sherman Act, California Cartwright Act and the Unfair Competition Act. The actions are brought on behalf of direct and indirect persons and entities in California who purchased natural gas between January 1, 2000 and December 31, 2001, i.e., during the California Energy Crisis. The actions allege that, among other things, the defendants and their co-conspirators engaged in a variety anticompetitive practices which raised interstate natural gas transportation prices, the bundled price of natural gas, spot natural gas prices, and natural gas market basis swap derivative settlement amounts in and for California.

New Motor Vehicles Canadian Export Antitrust Litigation (U.S. District Court, D. Maine). Zelle Hofmann represents plaintiff new car buyers against the major new car manufacturers, alleging a conspiracy to prevent lower-cost new cars from being exported from Canada to the United States, thereby causing higher prices for new cars in the United States. The firm is Liaison Counsel in the California state court action, which is coordinated with a nationwide federal action pending in the United States District Court in Portland, Maine.

Diamonds - Sullivan et al. v. DeBeers et al. (U.S. District Court, D.N.J.). Zelle Hofmann represents consumers in a class action lawsuit brought on behalf of purchasers of diamonds and diamond jewelry in the United States, alleging that the De Beers group of companies unlawfully monopolized the gem diamonds market. The court approved a class action settlement on April 14, 2008. The settlement created a $295 million Settlement Fund for resellers and consumers who purchased diamonds from January 1, 1994 through March 31, 2006. In addition, as part of the settlement, De Beers agreed to a stipulated injunction, which provides that De Beers will abide by federal and state antitrust laws, will not engage in certain specific conduct to control prices or restrict supply, and will submit to the Court’s jurisdiction for the purpose of

* In association with ZY & Partners enforcement of the injunction.

TFT-LCD (Flat Panel) Antitrust Litigation (U.S. District Court, N.D. Cal.). Zelle Hofmann serves as the court-appointed Co-Lead Counsel representing a nationwide class of indirect purchasers of LCD products, such as flat panel televisions and computer monitors, in this multi-district antitrust class action filed against the world’s leading manufacturers of thin-film transistor liquid crystal display (TFT-LCD), and alleging that these companies engaged in a conspiracy to artificially inflate the prices of their LCD products.

Linerboard Antitrust Litigation (U.S. District Court, E.D. Pa.). Zelle Hofmann represented, as opt-outs, three major international food manufacturers in this federal antitrust action against integrated manufacturers of linerboard, corrugated medium, and corrugated containers. Recoveries exceeded the class action settlement value.

Smokeless Tobacco Antitrust Litigation (California Superior Court, San Francisco). Plaintiffs have obtained final approval of a $96,000,000 settlement in the Smokeless Tobacco Antitrust Litigation pending in the California Superior Court in San Francisco, California. Zelle Hofmann served on the Executive Committee, and was extensively involved in all aspects of this case. The settlement provides $96 million in cash to pay to a class of California indirect purchasers of moist snuff products which alleged that U.S. Smokeless Tobacco monopolized the moist snuff market and engaged in restrictive and exclusionary acts during the time period 1990 to the present in violation of California state antitrust laws.

EPDM Antitrust Litigation (U.S. District Court, D. Conn.) Zelle Hofmann represented a large corporate plaintiff which opted out of a class settlement and pursued separate litigation in connection with an alleged conspiracy to fix prices and allocate market shares by manufacturers of EPDM, a synthetic rubber product.

Brand Name Prescription Drugs Antitrust Litigation (U.S. District Court, N.D. Ill.). A federal antitrust action by plaintiff classes of retail pharmacists alleging price fixing of brand name prescription drugs by two dozen of the world’s largest pharmaceutical manufacturers and wholesalers. The class obtained over $700 million in settlements, plus commitments with respect to future pricing practices.

* In association with ZY & Partners Carbon Black Antitrust Litigation (U.S. District Court, C.D. Cal., California Superior Court, San Francisco). A class action brought against producers of carbon black, an engineered carbon compound, alleging violations of the California Cartwright Act and the Unfair Competition Act. The action alleges that, among other things, the defendants and their co-conspirators conspired and engaged in price-fixing, market allocation and other anticompetitive practices which raised carbon black prices in California. Zelle Hofmann was the court-appointed Co-Liaison counsel for the state court plaintiff class and a member of the plaintiffs’ executive committee.

Vitamins Antitrust Litigation (U.S. District Court, D.D.C.). Zelle Hofmann represented a major international food manufacturer in a federal antitrust action against domestic and foreign manufacturers of bulk vitamins, vitamin premixes and other vitamin products used in the manufacture of food products. The complaint alleged that the manufacturers violated U.S. antitrust laws by, among other things, conspiring to fix prices, allocate sales and allocate customers. The matter was settled on a highly favorable basis to our client, for significantly more money than could have been achieved through the class action.

UK Cartonboard Matter (High Court of Justice, London). A private antitrust action in the United Kingdom on behalf of an international food manufacturer alleging price fixing by suppliers of packaging materials. Kellogg of Great Britain's claims related to the defendants' participation from mid-1986 until at least April 1991 in a European Community-wide price-fixing conspiracy, as a result of which Kellogg alleged that it was charged excessive prices for cartonboard. Zelle Hofmann negotiated a favorable settlement on its client's behalf.

Air Cargo Shipping Services Antitrust Litigation (U.S. District Court, E.D.N.Y.). Zelle Hofmann represents a nationwide class of indirect purchasers of Air Cargo shipping services in this multidistrict class action.

* In association with ZY & Partners Complex Litigation

Partners Zelle Hofmann attorneys think smart, dig deep and talk straight. We focus on the end game – understanding our clients’ goals and the most efficient ways to Steven J. Badger achieve them. Brad E. Brewer Kerry K. Brown When clients ask for advice, we give them our candid evaluation and Michael R. Cashman recommendations – not a raft of disclaimers. Our approach typically involves Thomas B. Caswell, III comprehensive early case assessment and development of an overall Eric E. Caugh strategy. Whether the goal is victory in trial or arbitration, or negotiation of a Michael S. Christian Catherine M. Colinvaux favorable resolution before or after litigation begins, the client’s needs and Thomas H. Cook, Jr. objectives come first. We partner with our clients in all phases of a case, Craig C. Corbitt keeping them up-to-date and involved. Lindsey Davis Examples of the types of complex litigation matters we handle include: Mark J. Feinberg Rolf E. Gilbertson Appellate Advocacy Matthew J. Gollinger Richard M. Hagstrom Banking and Financial Institutions Lawrence T. Hofmann China - Business and Litigation James W. Holbrook, III Jiangxiao Athena Hou Class Actions Daniel S. Mason Construction John B. Massopust Wm. Gerald McElroy, Jr. Director and Officer Christopher T. Micheletti Dispute Resolution Dan Millea Shannon M. O'Malley Employment G. Brian Odom Environmental Stephen M. Rogers Francis O. Scarpulla Intellectual Property Patricia St. Peter Pharmaceuticals and Medical Devices Todd M. Tippett Jose M. Umbert Products Liability Richard G. Urquhart Public Interest Karl S. Vasiloff Richard L. Voelbel Real Estate Brett A. Wallingford Securities Durwood J. Zaelke Judith A. Zahid Trade Regulation Rory Zamansky Our attorneys offer extensive trial experience in state and federal courts and Lawrence Zelle regularly represent clients in arbitrations and other alternative dispute resolution proceedings. A substantial portion of our cases involve class

* In association with ZY & Partners Complex Litigation

actions and/or multi-district litigation. Our clients range from large Fortune 100 corporations to smaller businesses and individuals.

Our cases are staffed efficiently by core teams. We offer flexible fee arrangements, including blended rates, reduced hourly rates with a contingent fee component, project-based fees, and in appropriate cases, contingent fee arrangements. Because we work on both sides of the docket, we bring efficiencies honed in our plaintiff’s cases to enhance the value we provide in defense matters.

* In association with ZY & Partners Banking and Financial Institutions

Partners Zelle Hofmann has served banking and financial institution clients since its inception. The firm has deep experience in virtually every type of dispute Michael R. Cashman which banks and financial institutions face, including: Richard M. Hagstrom Lawrence T. Hofmann credit card practices James W. Holbrook, III Daniel S. Mason mortgage lending practices Christopher T. Micheletti securities lending practices Rory Zamansky investment mismanagement claims employment-related claims non-compete disputes claims against trustees antitrust issues class action claims regulatory investigations director and officer liability claims disputes involving receiverships and conservatorships bondholder disputes contract disputes intellectual property disputes

* In association with ZY & Partners Class Actions

Partners Zelle Hofmann attorneys have represented classes of consumers, investors, and businesses and have also defended corporations in class actions in many Michael R. Cashman areas of the law, including antitrust, securities fraud, financial services, Catherine M. Colinvaux Craig C. Corbitt consumer rights, unfair competition, unfair business practices, product liability, Lindsey Davis mass tort, property rights, and ERISA claims. Richard M. Hagstrom Our practice is unusual because we have a significant practice on both sides Lawrence T. Hofmann of the aisle. This experience gives us a unique perspective and insights on Jiangxiao Athena Hou Daniel S. Mason approaching cases. While a significant portion of our class action cases are John B. Massopust part of multi-district litigation proceedings, we are also commonly involved in Wm. Gerald McElroy, Jr. state court class actions across the country. Christopher T. Micheletti Francis O. Scarpulla Jose M. Umbert Richard L. Voelbel Judith A. Zahid Rory Zamansky Lawrence Zelle

* In association with ZY & Partners Trade Regulation

Partners Zelle Hofmann attorneys have extensive experience in matters before numerous domestic and international regulatory agencies, including the Craig C. Corbitt Department of Justice, the Food and Drug Administration, the Federal Trade Richard M. Hagstrom Jiangxiao Athena Hou Commission, the International Trade Commission, the Interstate Commerce Daniel S. Mason Commission, the National Association of Securities Dealers, the Securities Durwood J. Zaelke Exchange Commission and China's Ministry of Foreign Trade and Economic Cooperation.

Domestic Trade Regulation

Regulatory investigations can pose a serious risk to a corporation's business. Zelle Hofmann has represented insurers, registered representatives, financial planners, and investment advisors who are being investigated by regulatory agencies, including the SEC, Department of Labor, State Attorney General, California Department of Corporations, the NASD, and the Certified Financial Planner Board of Standards. Our experience also includes preparation of filings to comply with the pre-merger notification rules under the Hart-Scott-Rodino Antitrust Improvements Act, preparation and filing of comments on the promulgation of regulations by state and federal agencies, and defending clients in administrative actions by federal commissions.

International Trade Regulation

Zelle Hofmann attorneys, in conjunction with their affiliated offices in the People's Republic of China, counsel Chinese clients in international trade matters. These matters include providing advice to China's Ministry of Foreign Trade and Economic Cooperation on issues pertaining to China's accession to the World Trade Organization. Representative cases are described below.

Zelle Hofmann attorneys counseled China's Ministry of Foreign Trade and Economic Cooperation on, and drafted legislative comments to, the U.S. International Trade Commission's Interim Rules Section 421 and 422 of P.L. 106-286, which rules were amended subsequent to U.S.-China WTO agreement. Zelle Hofmann attorneys represented the China Chamber of Commerce of Metals, Minerals & Chemicals Importers and Exporters and China Iron and Steel Association in the Canadian Safeguard Investigation of Certain Steel Imports. The Canadian International Trade Tribunal rendered a no-injury determination on four of the nine subject product categories. The remedy

* In association with ZY & Partners Trade Regulation

recommendations are still pending as to the remaining five product categories. Zelle Hofmann attorneys represented the China Ministry of Foreign Trade and Economic Cooperation in the matter of the Canadian Automotive Laminated Windshields Originated in or Exported from the People's Republic of China, during the government verification. Subsequent to the verification, the Canadian Customs and Revenue Agency held that China's windshield industry is operating under a market economy. This is the first time China has obtained a market economy determination in international trade proceedings in North America. It will serve not only as a precedent for other countries in investigating trade complaints against Chinese producers, but should also encourage Chinese producers to challenge antidumping charges in other countries. Zelle Hofmann attorneys have routinely provided advice to clients and published comments on Chinese legal developments as a part of their international practice. For example, an article authored by Daniel S. Mason and Athena Jiangxiao Hou that was published in the prominent Asian law journal, Asian Law & Practice, provides an extensive analysis of China's draft Anti-Monopoly Law in light of the U.S. and European experiences in constructing and implementing antitrust laws.

Zelle Hofmann attorneys also have extensive expertise in international trade and environmental law issues. The firm's managing partner in its Washington DC. office, Durwood Zaelke, has dealt extensively with the GATT/WTO affairs, as well as NAFTA and other bilateral trade agreements, including Jordan, Singapore, and Chile. He was appointed by President Bush, and previously by President Clinton, to serve on the U.S.T.R.'s Trade and Environment Policy Advisory Committee. He also was appointed to the first National Advisory Committee for the NAFTA's Commission for Environmental Cooperation, where he served two terms. Mr. Zaelke founded one of the premier public interest law firms working on trade and environment, the Center for International Environmental Law, with offices in Geneva and Washington, DC.

* In association with ZY & Partners Zelle Hofmann Locations

Our legal practice and expertise extends throughout the United States and around the world. We have offices and affiliates in the following cities:

BOSTON 950 Winter Street Suite 1300 Waltham, MA 02451 Tel: 800-229-5294 (781-466-0700 local) Fax: 781-466-0701

DALLAS 901 Main Street Suite 4000 Dallas, TX 75202 Tel: 800-229-5292 (214-742-3000 local)

LONDON 12 Gough Square London EC4A3DW Tel: +44 20 7583 8569

MINNEAPOLIS 500 Washington Avenue South Suite 4000 Minneapolis, MN 55415 Tel: 800-899-5291 (612-339-2020 local) Fax: 612-336-9100

SAN FRANCISCO 44 Montgomery Street Suite 3400 San Francisco, CA 94104 Tel: 800-229-5293 (415-693-0700 local) Fax: 415-693-0770

* In association with ZY & Partners WASHINGTON, DC 1700 K Street N.W. Suite 655 Washington, DC 20006 Tel: 202-498-2457 Fax: 866-794-2651

BEIJING, CHINA - AFFILIATED OFFICE Suite 2606, Kuntai International Plaza, No. 12 Chaowai Street Chaoyang District Beijing, 100020 Tel: 011 8610 6468 9128

* In association with ZY & Partners

8 SUPERIOR COURT OF THE STATE OF CALIFORNIA

9 CITY AND COUNTY OF SAN FRANCISCO

10 UNLIMITED JURISDICTION

11 COORDINATION PROCEEDING ) J.C.C.P. No. 4335 SPECIAL TITLE (Rule 1550(b)) ) 12 ) CJC-03-004335 CREDIT/DEBIT CARD TYING CASES ) 13 ) CLASS ACTION This Document Relates to: )

14 ) EXHIBIT 2 TO SUPPLEMENTAL All Actions ) 15 ) DECLARATION OF CRAIG C. CORBITT ) IN SUPPORT OF ZELLE HOFMANN 16 ) VOELBEL & MASON LLP’S AND ) PLAINTIFFS’ JOINT RENEWED 17 ) APPLICATION FOR ATTORNEYS’ FEES, ) EXPENSES, AND INCENTIVE AWARDS 18 ) ) 19 ) ) Date: April 2, 2013 20 ) Time: 9:30 a.m. ) Dept.: 305 21 ) Judge: Hon. John E. Munter

22 23 24 25 26 27 28

EXHIBIT 2 TO SUPPLEMENTAL DECLARATION OF CRAIG C. CORBITT IN SUPPORT OF ZELLE HOFMANN VOELBEL & MASON LLP’S AND PLAINTIFFS’ JOINT RENEWED APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS

TIME REPORT Firm Name: Zelle Hofmann Voelbel & Mason LLP Time Period: Inception through February 28, 2013 (P) Partner Categories: (1) Investigations, Factual Research (5) Settlements (A) Associate (2) Discovery (6) Litigation Strategy, Analysis and Case Magangement (LC) Law Clerk (3) Pleadings, Briefs and Pretrial Motions (7) Class Certification (PL) Paralegal (4) Court Appearances (8) Appeal (L) Librarian (LS) Lit Support HOURLY HOURS LODESTAR ATTORNEY OR PARALEGAL 12345678 RATE Francis O. Scarpulla (P) 1.50 2.60 20.60 2.80 27.50 950.00 26,125.00 Daniel S. Mason (P) 0.30 0.50 3.20 1.30 5.30 875.00 4,637.50 Craig C. Corbitt (P) 15.80 301.40 79.00 283.20 265.15 101.10 157.10 1202.75 875.00 1,052,406.25 Joseph W. Bell (P) 7.50 17.30 24.80 800.00 19,840.00 Jiangxio (Athena) Hou (P) 3.50 3.50 675.00 2,362.50 Judith A. Zahid (P) 135.00 492.40 105.10 126.80 283.40 109.00 1251.70 675.00 844,897.50 Michael Christian (P) 18.30 7.60 25.90 650.00 16,835.00 Jose M. Umbert (P) 3.00 33.80 622.20 14.40 154.30 352.24 312.40 227.76 1720.10 625.00 1,075,062.50 Rory Zamansky (P) 0.50 0.50 625.00 312.50 David P. Nemecek (A) 0.40 1.00 1.40 580.00 812.00 Qianwei Fu (A) 70.80 70.80 580.00 41,064.00 Lauren N. Vuong (A) 0.70 5.90 41.10 47.70 480.00 22,896.00 Demetrius X Lambrinos (A) 103.90 7.30 53.70 164.90 535.00 88,221.50 Anna C. Conley (A) 56.10 6.20 9.40 71.70 395.00 28,321.50 Eric W. Buetzow (A) 21.30 34.70 29.30 85.30 535.00 45,635.50 Jane N. Yi (A) 3.00 3.00 455.00 1,365.00 Hearther T. Rankie (A) 256.10 11.50 127.00 282.30 676.90 480.00 324,912.00 Attorney Totals 4.10 205.90 1971.10 215.50 611.20 1182.19 522.50 5383.75 3,595,706.25 Ivy Zabala (LT) 72.2 72.2 290.00 20,938.00 Robert Newman (PL) 0.4 78.4 12.6 1.2 0.9 93.5 275.00 25,712.50 David S. Chi (PL) 3.7 3.7 260.00 962.00 Leethea Lentz (PL) 32.6 8 40.6 230.00 9,338.00 Janet L. Rongitsch (PL) 1 0.8 1.8 250.00 450.00 Richard Long (PL) 3 3 230.00 690.00 Denise M. Lamb (PL) 1.5 499.5 44.7 545.7 230.00 125,511.00 Monica Steele (PL) 50.7 6.9 1.5 9.1 68.2 235.00 16,027.00 Marie J. Babione (PL) 318.3 118.7 24.3 13.2 474.5 235.00 111,507.50 Darcy L. Miller 1.3 1.3 225.00 292.50 Non-Attorney Totals 4.9 922.6 305.2 0 24.3 34.8 2.7 10 1304.5 311,428.50 TOTALS: 6688.25 3,907,134.75

8 SUPERIOR COURT OF THE STATE OF CALIFORNIA

9 CITY AND COUNTY OF SAN FRANCISCO

10 UNLIMITED JURISDICTION

11 COORDINATION PROCEEDING ) J.C.C.P. No. 4335 SPECIAL TITLE (Rule 1550(b)) ) 12 ) CJC-03-004335 CREDIT/DEBIT CARD TYING CASES ) 13 ) CLASS ACTION This Document Relates to: )

14 ) EXHIBIT 3 TO SUPPLEMENTAL All Actions ) 15 ) DECLARATION OF CRAIG C. CORBITT ) IN SUPPORT OF ZELLE HOFMANN 16 ) VOELBEL & MASON LLP’S AND ) PLAINTIFFS’ JOINT RENEWED 17 ) APPLICATION FOR ATTORNEYS’ FEES, ) EXPENSES, AND INCENTIVE AWARDS 18 ) ) 19 ) ) Date: April 2, 2013 20 ) Time: 9:30 a.m. ) Dept.: 305 21 ) Judge: Hon. John E. Munter

22 23 24 25 26 27 28

EXHIBIT 3 TO SUPPLEMENTAL DECLARATION OF CRAIG C. CORBITT IN SUPPORT OF ZELLE HOFMANN VOELBEL & MASON LLP’S AND PLAINTIFFS’ JOINT RENEWED APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS Credit-Debit Card Tying Cases J.C.C.P. No. 4335 UNREIMBURSED COSTS AND EXPENSES

FIRM NAME: Zelle Hofmann Voelbel & Mason LLP

TIME PERIOD: Inception through February 28, 2013

Description Amount ($) Court Fees 3,514.86 Court Reporter 2,924.75 Delivery Services/Messenger 5,245.97 Evidence Storage 345.26 Experts 142,714.73 Photocopying 52,143.33 Postage 997.66 Process/Service Fees 281.00 Research 19,321.29 Telephone/Facsimile 2,723.69 Travel 2,426.36

TOTAL: 232,638.90

8 SUPERIOR COURT OF THE STATE OF CALIFORNIA

9 CITY AND COUNTY OF SAN FRANCISCO

10 UNLIMITED JURISDICTION

11 COORDINATION PROCEEDING ) J.C.C.P. No. 4335 SPECIAL TITLE (Rule 1550(b)) ) 12 ) CJC-03-004335 CREDIT/DEBIT CARD TYING CASES ) 13 ) CLASS ACTION This Document Relates to: )

14 ) EXHIBIT 4 TO SUPPLEMENTAL All Actions ) 15 ) DECLARATION OF CRAIG C. CORBITT ) IN SUPPORT OF ZELLE HOFMANN 16 ) VOELBEL & MASON LLP’S AND ) PLAINTIFFS’ JOINT RENEWED 17 ) APPLICATION FOR ATTORNEYS’ FEES, ) EXPENSES, AND INCENTIVE AWARDS 18 ) ) 19 ) ) Date: April 2, 2013 20 ) Time: 9:30 a.m. ) Dept.: 305 21 ) Judge: Hon. John E. Munter

22 23 24 25 26 27 28

EXHIBIT 4 TO SUPPLEMENTAL DECLARATION OF CRAIG C. CORBITT IN SUPPORT OF ZELLE HOFMANN VOELBEL & MASON LLP’S AND PLAINTIFFS’ JOINT RENEWED APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS CREDIT-DEBIT CARD TYING CASES Inception through JCCP No. 4335 February 28, 2013

EXPENSES HOURS LODESTAR TOTALS

FIRM Cooper & Kirkham, P.C. 1,245.84 1,056.10 890,675.00 891,920.84 Cuneo, Gilbert & LaDuca 526.02 178.25 114,162.50 114,688.52 Ekenna, The Ekenna Law Firm 0.00 61.50 24,600.00 24,600.00 Finkelstein Thompson 15,218.19 315.50 121,608.00 136,826.19 Furth Firm 9,228.84 871.50 529,005.00 538,233.84 Glancy Binkow 826.40 99.05 46,871.75 47,698.15 Hagens Berman, et al. 9,541.10 312.40 155,178.75 164,719.85 Kralowec, The Kralowec Law Group 205.74 183.50 120,937.50 121,143.24 Patane, Law offices of Joseph Patane 83.53 43.50 28,419.00 28,502.53 Saveri & Saveri, Inc. 1,233.39 483.50 240,696.25 241,929.64 Scarpulla, Law Offices of Francis Scarpulla 528.41 57.75 72,187.50 72,715.91 Schubert Jonckheer 1,230.76 179.00 99,035.00 100,265.76 Susman Godfrey 182.46 114.65 67,758.75 67,941.21 Terrell Law Group 513.35 112.00 56,000.00 56,513.35 Trump, Alioto, et al. 1,107.98 245.25 142,406.25 143,514.23 Zelle Hofmann Voelbel & Mason LLP 232,638.90 6,688.25 3,907,134.75 4,139,773.65 Subtotal: 274,310.91 11,001.70 6,616,676.00 6,890,986.91

MISC. UNPAID ADDITIONAL EXPENSES Compass Lexecon (estimated) 1,500.00 1,500.00 Kurtzman Carson Consultants LLC (notice administration unbudgeted expenses) 13,217.00 13,217.00 Subtotal: 14,717.00 14,717.00

TOTALS: 289,027.91 11,001.70 6,616,676.00 6,905,703.91

3/12/2013 #3221688

8 SUPERIOR COURT OF THE STATE OF CALIFORNIA

9 CITY AND COUNTY OF SAN FRANCISCO

10 UNLIMITED JURISDICTION

11 COORDINATION PROCEEDING ) J.C.C.P. No. 4335 SPECIAL TITLE (Rule 1550(b)) ) 12 ) CJC-03-004335 CREDIT/DEBIT CARD TYING CASES ) 13 ) CLASS ACTION This Document Relates to: )

14 ) EXHIBIT 5 TO SUPPLEMENTAL All Actions ) 15 ) DECLARATION OF CRAIG C. CORBITT ) IN SUPPORT OF ZELLE HOFMANN 16 ) VOELBEL & MASON LLP’S AND ) PLAINTIFFS’ JOINT RENEWED 17 ) APPLICATION FOR ATTORNEYS’ FEES, ) EXPENSES, AND INCENTIVE AWARDS 18 ) ) 19 ) ) Date: April 2, 2013 20 ) Time: 9:30 a.m. ) Dept.: 305 21 ) Judge: Hon. John E. Munter

22 23 24 25 26 27 28

EXHIBIT 5 TO SUPPLEMENTAL DECLARATION OF CRAIG C. CORBITT IN SUPPORT OF ZELLE HOFMANN VOELBEL & MASON LLP’S AND PLAINTIFFS’ JOINT RENEWED APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS

8 SUPERIOR COURT OF THE STATE OF CALIFORNIA

9 CITY AND COUNTY OF SAN FRANCISCO

10 UNLIMITED JURISDICTION

11 COORDINATION PROCEEDING ) J.C.C.P. No. 4335 SPECIAL TITLE (Rule 1550(b)) ) 12 ) CJC-03-004335 CREDIT/DEBIT CARD TYING CASES ) 13 ) CLASS ACTION This Document Relates to: )

14 ) EXHIBIT 6 TO SUPPLEMENTAL All Actions ) 15 ) DECLARATION OF CRAIG C. CORBITT ) IN SUPPORT OF ZELLE HOFMANN 16 ) VOELBEL & MASON LLP’S AND ) PLAINTIFFS’ JOINT RENEWED 17 ) APPLICATION FOR ATTORNEYS’ FEES, ) EXPENSES, AND INCENTIVE AWARDS 18 ) ) 19 ) ) Date: April 2, 2013 20 ) Time: 9:30 a.m. ) Dept.: 305 21 ) Judge: Hon. John E. Munter

22 23 24 25 26 27 28

EXHIBIT 6 TO SUPPLEMENTAL DECLARATION OF CRAIG C. CORBITT IN SUPPORT OF ZELLE HOFMANN VOELBEL & MASON LLP’S AND PLAINTIFFS’ JOINT RENEWED APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS

EXHIBIT 1 CUNEO GILBERT & LADUCA, LLP FIRM PROFILE

Civil Litigation in Federal and State Courts. General Commercial Practice. Antitrust, Civil Rights, Government Relations, Products Liability, Administrative, Securities, Health Care, Labor, Franchise and Consumer law.

ATTORNEYS

Jonathan W. Cuneo, born New York, New York, September 10, 1952. Admitted to the District of Columbia Bar, 1977; New York Bar, 2006. Admitted to practice before the United States Supreme Court, 1994; United States Court of Appeals for the First Circuit, 2006; United States Court of Appeals for the Second Circuit, 2007; United States Court of Appeals for the Third Circuit, 2004; United States Court of Appeals for the Fourth Circuit, 2005; United States Court of Appeals for the Fifth Circuit, 2009; United States Court of Appeals for the Ninth Circuit, 2007; United States Court of Appeals for the Tenth Circuit, 2011; United States Court of Appeals for Eleventh Circuit, 2012; United States Court of Appeals for the District of Columbia Circuit, 1978; United States District Court for the Central District of California, 2012; United States District Court for the Eastern District of Michigan; United States District Court for the Eastern District of New York, 2006; United States District Court for the Southern District of New York, 2006; United States District Court for the Northern District of New York, 2002; United States District Court for the District of Columbia, 1978. Education: Columbia University (A.B., 1974); Cornell University (J.D., 1977). Experience: Law clerk to the Honorable Edward Tamm, United States Court of Appeals, District of Columbia Circuit (1977-1978); Attorney, Office of the General Counsel, Federal Trade Commission (1978- 1981); Counsel, Subcommittee on Monopolies and Commercial Law, House Committee on the Judiciary (1981-1986); General Counsel, Committee to Support the Antitrust Laws (1986 - 2004); Legislative Counsel, National Association of Shareholder and Consumer Attorneys (1988-2004); Legislative Counsel, National Coalition of Petroleum Retailers and Service Station Dealers of America (1988-1994); Arlington County Democratic Committee (1983-1987). Honors and Activities: Board Member, Juvenile Law Center (2009- ); Finalist, 2006 Trial Lawyer of the Year, Trial Lawyers for Public Justice; Board Member, American Antitrust Institute (1998 - 2009); Board Member, Violence Policy Center (1999 - 2009); Board Member, Appleseed Legal Foundation (1999- 2005). Publications: Judge Tamm and the Evolution of Administrative Law: The Art of Judging, 74 GEORGETOWN L.J. 1595 (1986); Pulling the Plug on Antitrust Law (with Jerry Cohen), THE NATION (1987); House Takes Up Cause of Discounters, LEGAL TIMES, Vol X, No. 30 (1987); Supreme Court's “Sharp” Ruling Means Higher Prices, Fewer Choices for Consumers, MANHATTAN LAWYER (1988); Chapter, Consumer Protection -- Federal Trade Commission, CHANGING AMERICA: BLUEPRINTS FOR THE NEW ADMINISTRATION (edited by Mark Green) (1992); Antitrust and Clinton: Changes on the Horizon, THE CALIFORNIA LAWYER (1993); Action on Class Actions, THE RECORDER (1997); The Gold Train Case: Successfully Suing the United States on Behalf of a Class of Holocaust Era Victims (with Professor Charles Tiefer), 27 CLASS ACTION REPORTS 139 (2006); THE INTERNATIONAL HANDBOOK OF PRIVATE ENFORCEMENT OF COMPETITION LAW (with Albert A. Foer) (Edward Elgar Publishing Inc., 2010). Guest Lecturer: Southwestern Law School, 1997 and 1998; numerous appearances in CLE programs in the United States and Canada; District of Columbia Judicial Conference (2007). Member: American Bar Association; District of Columbia Bar Association; American Association for Justice.

Pamela B. Gilbert, born New Brunswick, New Jersey, October 3, 1958. Admitted to the New York Bar, 1985 (inactive); District of Columbia Bar 1986. Admitted to practice in D.C. Education: Tufts University (B.A., magna cum laude, 1980); New York University (J.D., 1984). Experience: Consumer Program Director, United States Public Interest Research Group (1984-1989); Legislative Director, Executive Director, Public Citizen’s Congress Watch (1990-1992; 1992-1994); Attorney, M+R Strategic Services (1995); Executive Director, Consumer Product Safety Commission (1996- 2001); Chief Operating Officer, M+R Strategic Services (2001-2002). Honors and Activities: Board Member, Equal Justice Works (2004 - ); Board Member, National Environmental Law Center (2006 - ); Board Member, OMB Watch (2009 - ). Member: New York Bar Association; District of Columbia Bar Association; American Bar Association; American Association for Justice; Public Justice.

Charles J. LaDuca, born Buffalo, New York, September 30, 1974. Admitted to the New York State Bar, 2001; District of Columbia Bar, 2002; United States Supreme Court, 2009; United States Court of Appeals for the Second Circuit, 2007; United States Court of Appeals for the Second Circuit, 2012; United States Court of Appeals for the Third Circuit, 2004; United States Court of Appeals for the Sixth Circuit, 2012 United States District Court for the Western District of New York, 2004; United States District Court for the Central District of Illinois, 2009; United States District Court for the Northern District of New York, 2002; United States District Court for the District of Columbia, 2002. Education: George Washington University (B.A., 1996); Catholic University of America (J.D., 2000). Member: District of Columbia Bar Association (Corporation, Finance and Securities Law Section); New York State Bar Association; New York State Society.

Joel Davidow, born Trenton, New Jersey, July 24, 1938. Admitted to the Bar in the District of Columbia,1965; New York Bar, 1981; Court Admissions: U.S. Supreme Court, U.S. Court of Appeals (D.C., Ninth, First and Federal Circuits), U.S. District Court, S.D.N.Y., U.S. District Court, E.D.N.Y. Education: Columbia University School of Law (LLB, cum laude, 1963); Princeton University, Woodrow Wilson School of Public Affairs (B.A., summa cum laude, 1960). Experience: Notes editor of the Columbia Law Review and the winner of the National Jessup Moot Court Competition; Two years in the U.S. Federal Trade Commission; Fifteen years in Antitrust Division of the Department of Justice, where he eventually served as Chief of the Foreign Commerce Section and then Director of Policy and Planning; Senior antitrust partner in major New York City and Washington, D.C. law firms, representing clients from Japan, Europe, and the United States, as both plaintiffs and defendants, in antitrust, patent, and trade litigation matters; Counsel of record in numerous antitrust class actions and has briefed and argued multi- million dollar appeals before the First, Second, Seventh, Ninth and Federal Circuit courts of appeal. Publications: ANTITRUST GUIDE FOR INTERNATIONAL BUSINESS ACTIVITIES (BNA, 4th ed. 2011); PATENT-RELATED MISCONDUCT ISSUES IN U.S. LITIGATION (OUP, 2010); and numerous articles dealing with international antitrust and patent litigation topics. Lecturer: Adjunct Professor of Law at George Washington University School of Law, Columbia Law School, Georgetown Law Center, American University Law School, and George Mason University Law School, where he has taught courses in antitrust, regulation, and international competition policy.

Robert J. Cynkar, born Chicago, Illinois, April 22, 1952. Admitted to the Illinois Bar, 1977; District of Columbia Bar, 1978; Virginia Bar, 1984. Admitted to practice before the United States Supreme Court, 1980; United States Court of Appeals for the First Circuit, 2006; United States Court of Appeals for the Second Circuit, 1995; United States Court of Appeals for the Third Circuit, 1992; United States Court of Appeals for the Fourth Circuit, 1983; United States Court of Appeals for the Fifth Circuit, 1995; United States Court of Appeals for the Sixth Circuit, 1992; United States Court of Appeals for the Eighth Circuit, 2007; United States Court of Appeals for the Eleventh Circuit, 2005; United States Court of Appeals for the District of Columbia Circuit, 1979; United States Court of Appeals for the Federal Circuit, 1992. Education: Princeton University (A.B., magna cum laude, 1974); New York University School of Law (J.D., 1977)(Staff, Law Review). Experience: Associate, Fried, Frank, Harris, Shriver & Kampelman, Washington, D.C. (1977-1979); Counsel, Subcommittee on Improvements in Judicial Machinery, United States Senate Committee on the Judiciary (1979-1981); General Counsel, Subcommittee on Regulatory Reform, United States Senate Committee on the Judiciary (1981-1983); Assistant United States Attorney, Eastern District of Virginia (Criminal Division) (1983-1985); Special Assistant to Attorney General Edwin Meese (1985); Deputy Assistant Attorney General, Civil Division, United States Department of Justice (1985-1988); Associate, Shaw, Pittman, Potts & Trowbridge, Washington, D.C. (1988-1991); Partner, Shaw, Pittman, Potts & Trowbridge, Washington, D.C. (1991-1996); Founding Partner, Cooper & Kirk, Washington, D.C. (1996-2003); Partner, Egan, Fitzpatrick, Malsch & Cynkar, Vienna, Virginia (2004-2006). Publications: Dumping on Federalism, 75 U.COLO.L.REV. 1261 (2004); The Changing Vocabulary of Administrative Law, 43 FOOD DRUG COSM.L.J. 681 (1988); “Buck v. Bell: ‘Felt Necessities’ v. Fundamental Values?” 81 COLUMBIA L.REV. 1418 (1981). Member: American Bar Association; District of Columbia Bar Association; Virginia Bar Association; Fairfax County Bar Association; Federalist Society.

Sandra W. Cuneo, born New York, New York, November 10, 1948. Admitted to California Bar, 1983; District of Columbia Bar, 1983, New York State Bar, 1985. Admitted to practice before the United States District Court for the Central District of California, 1983; United States District Court for the Northern District of California, 1984; United States District Court for the Eastern District of New York, 1986; United States District Court for the Southern District of New York, 1986. Education: Sarah Lawrence College (A.B., 1970); Georgetown University Law Center (J.D., cum laude 1983). Experience: Legal Intern, Chambers of the Honorable Harry T. Edwards, United States Court of Appeals for the District of Columba Circuit (1982-1983); Associate, Latham & Watkins (1983-1988); Counsel, The Jockey Club of Baltimore City, Inc. (1989-1992); Director, New York State Office of Federal Affairs and Washington Counsel to the Governor of the State of New York (1993-1994); Executive Director, Robert F. Kennedy Memorial (1995-1998); Senior Attorney, Northeast Regional Office of the Federal Trade Commission (2000-2001); Director, Claimant Services, Trial Lawyers Care (2001-2004); Executive Director, Police Assessment Resource Center (2004-2005). Honors and Activities: Board Member, Sargent Shriver National Center on Poverty Law; Board Member, Drum Major Institute for Public Policy; Member of the Board of Governors, Franklin and Eleanor Roosevelt Institute. Member: Association of the Bar of the City of New York; California State Bar Association; District of Columbia Bar Association.

Daniel Cohen, born Detroit, Michigan, January 24, 1958. Admitted to the Florida Bar, 1989; District of Columbia Bar, 2001; Maryland State Bar, 2002. Admitted to practice before the United States District Court for Maryland, 2003; United States District Court for the Middle District of Florida, 2003. Education: Ithaca College (B.A., 1981); Western New England School of Law (J.D., 1988). Experience: Criminal Defense Trial Attorney, Public Defenders Office, Jacksonville Florida, 1989- 1999. Member: District of Columbia Bar Association (Antitrust and Consumer Law Section); Florida State Bar Association; Certified State of Florida Mediator.

Michael J. Flannery, born January 22, 1963. Admitted to Bar of the Commonwealth of Virginia, 1991; District of Columbia Bar, 1992; California, 1998; Missouri, 2001. Admitted to practice before the United States Courts of Appeals for the Third Circuit; United States District Court for the Eastern District of Missouri, United States District Court for the Southern District of Illinois, United States District Court for the Northern District of Illinois, United States District Court for the Northern District of California, United States District Court for the Southern District of California, United States District Court for the Central District of California, United States District Court for the Eastern District of California, and the United States District Court for the District of Columbia. Education: University of Notre Dame (B.A., 1985); College of William and Mary Marshall-Wythe School of Law (J.D., 1991). Experience: Cohen, Milstein, Hausfeld & Toll, Washington, DC, 1994- 1997; Milberg Weiss Bershad Hynes & Lerach, LLP, San Diego, CA, 1997-2000; Carey, Danis & Lowe, St. Louis, MO, 2000-2012.

Matthew E. Miller, born Queens, New York, May 16, 1966. Admitted to Bar of the Commonwealth of Massachusetts, 1992; Louisiana Bar, 1993; District of Columbia Bar, 1994. Admitted to practice before the United States Courts of Appeals for the First Circuit, 1998, Fourth Circuit, 2010, Ninth Circuit, 2010; United States District Court for the District of Massachusetts, 1994; United States District Court for the District of the District of Columbia, 2008. Education: Tufts University (B.A., magna cum laude, 1988); University of Virginia (J.D., 1991). Experience: Law Clerk to the Honorable Edith Brown Clement, United States District Court for the District of Louisiana, 1991- 1993; Berman, DeValerio & Pease, Boston, MA 1994-1999; sole practitioner, 1999-2008.

Alexandra C. Warren, born Bucharest, Romania, October 9, 1977. Admitted to the New York Bar, 2003; Massachusetts Bar, 2003; Pennsylvania Bar, 2004; District of Columbia Bar, 2007. Admitted to practice before the United States District Court for the Eastern District of Pennsylvania, 2005; United States District Court for the Western District of Pennsylvania, 2007; United States District Court for the District of Columbia, 2007; United States District Court for the District of Colorado, 2008; United States District Court for the Eastern District of Pennsylvania, 2009; United States District Court for the Western District of Michigan, 2010; United States Court of Appeals for the Third Circuit, 2009; United States Court of Appeals for the Fifth Circuit, 2009; United States Supreme Court, 2009. Education: Brandeis University (B.A., cum laude, 1999); Fordham University Law School (J.D., 2002). Experience: Law clerk to the Honorable John E. Jones III, United States District Court for the Middle District of Pennsylvania (2002-2004); Associate, MacElree Harvey, Ltd. (2004-2006). Member: American Bar Association; Pennsylvania Bar Association; District of Columbia Bar Association; Philadelphia Trial Lawyers Association.

William H. Anderson, born Trenton, New Jersey, March 28, 1979. Admitted to the Pennsylvania Bar, 2004; District of Columbia Bar, 2007. Education: The George Washington University (B.A., cum laude, 2000); American University (J.D., 2004). Experience: Law clerk to the Honorable Rhonda Reid Winston, Superior Court, District of Columbia (2004-2005). Member: Metropolitan Washington Employment Lawyers Association; Pennsylvania Bar Association.

Jennifer E. Kelly, born Elmira, New York, July 7, 1975. Admitted to the Maryland Bar 2007, District of Columbia Bar, 2008. Education: Boston University (B.A., cum laude, 1997), American University (J.D., cum laude, 2007). Experience: Associate, Bracewell & Giuliani, LLP (2007-2009); Volunteer Attorney, American Red Cross (2010-2011). Member: American Bar Association. Brendan S. Thompson, born Buffalo, New York, February 21, 1974. Admitted to the Maryland Bar, 2008; United States District Court for the District of Colorado, 2008; United States District Court for the Central District of Illinois, 2008. Education: University of Detroit (B.S., 1997); visiting student, George Mason Law School; University of Baltimore Law School (J.D., 2008). Member: Maryland Bar Association, Baltimore Bar Association, American Bar Association; New York State Society.

Victoria O. Romanenko, born Kiev, Ukraine, April 8, 1983. Admitted to the Maryland Bar, 2009; United States District Court for the District of Columbia, 2012. Education: Catholic University, Columbus School of Law (J.D., 2009); Brandeis University (B.A., with honors, 2006). Experience: clerked in a number of government agencies, including the Department of Labor and the U.S. International Trade Commission.

Beatrice O. Yakubu, born Melbourne, Florida, January 3, 1984. Admitted to the Maryland Bar, 2010. Education: American University, Washington College of Law (J.D. 2010); Florida State University (B.S. 2005). Experience: clerked at the United States Attorney’s Office and a criminal defense firm, and worked as a Student Attorney for the Mid-Atlantic Innocence Project.

OF COUNSEL TO THE FIRM

Charles Tiefer, born January 21, 1954. Admitted to the District of Columbia Bar. Admitted to practice before the United States Supreme Court; United States Court of Federal Claims. Education: Columbia University (B.A., summa cum laude, 1974), Harvard Law School (J.D., magna cum laude, 1977) (Member, Harvard Law Review). Experience: Law clerk, United States Court of Appeals for the D.C. Circuit (1977-1978); Trial Attorney, United States Department of Justice, Civil Rights Division (1978-1979); Assistant Senate Legal Counsel, United States Senate (1979-1984); Solicitor and Deputy General Counsel, United States House of Representatives (1984-1995); Professor of Law, University of Baltimore School of Law (1995 - ). Publications: VEERING RIGHT: HOW THE BUSH ADMINISTRATION SUBVERTS THE LAW FOR CONSERVATIVE CAUSES (U. Cal. Berkeley, 2004); GOVERNMENT CONTRACT LAW: CASES AND MATERIALS (co-author) (Carolina Academic Press, 2d ed., 2004); THE SEMI-SOVEREIGN PRESIDENCY (Westview, 1994); CONGRESSIONAL PRACTICE AND PROCEDURE (Greenwood Press, 1989); Congress’s Transformative “Republican Revolution” in 2001-2006 and the Future of One-Party Rule, J. L. & POL. OF U. VA. (2008); The Iran Debacle: The Rise and Fall of Procurement-Aided Unilateralism as a Paradigm of Foreign War, UNIV. PENN. J. INT’L ECON. LAW (2008); Can Appropriation Riders Speed Our Exit From Iraq? 42 STAN. J. INT’L L. 291 (2006); The Gold Train Case: Successfully Suing the United States on Behalf of a Class of Holocaust-Era Victims, 27 CLASS ACTION REP. 136 (2006); Cancellation and Termination Without Forfeiture, 54 MERCER L. REV. 1031 (2003). Member: District of Columbia Bar Association.

David W. Stanley, born St. Louis, Missouri, May 30, 1944. Admitted to the District of Columbia Bar, 1973; Virginia State Bar, 1972. Admitted to practice before the United States Supreme Court, 1980; United States Court of Appeals for the District of Columbia Circuit, 1978; United States District Court for the District of Columbia, 1974. Education: University of Virginia (B.A., 1966); University of Virginia School of Law (J.D., 1972). Experience: Law clerk to Honorable Gerard D. Reilly, Chief Judge, District of Columbia Court of Appeals (1972-1973). Assistant U.S. Attorney, U.S. Attorney's Office for the District of Columbia, 1973-1984 (Fraud Division, 1981-1984); Assistant Chief Trial Attorney, Division of Enforcement, U.S. Securities and Exchange Commission (1984-1987); Of Counsel, Swidler & Berlin, Chartered (1987-1992). Member: District of Columbia Bar Association (Corporation, Finance and Securities Law Section; Litigation Section); Assistant U.S. Attorneys Association (President, 1994-1995); Association of Securities and Exchange Commission Alumni; The Barristers.

Mark J. Malone, born Englewood, New Jersey, April 24, 1945. Admitted to the New Jersey Bar, 1973; New York Bar, 1983. Admitted to practice before the United States Supreme Court; United States Court of Appeals for the Second and Third Circuits, United States District Courts for the District of New Jersey and the Southern District of New York. Education: BA, Rutgers College; JD, Rutgers University School of Law (law review editor); LLM (in criminal justice), New York University Law School; MPA University of Oklahoma. Experience: Law clerk to the Honorable Frederick Hall, Justice, New Jersey Supreme Court; Deputy Attorney General, New Jersey Division of Criminal Justice; Deputy Chief, Special Prosecutions Division, United States Attorneys Office for the District of New Jersey; extensive private practice experience managing and conducting complex internal corporate investigations. Honors and Activities: 2010 recipient of Legal Services of New Jersey’s Equal Justice medal; continuing legal education instructor on courses related to the mortgage foreclosure crisis; guest lecturer George Mason University School of Public Policy. Member: National Association of Consumer Advocates.

EXHIBIT 2

TIME REPORT Firm Name: Cuneo Gilbert & LaDuca, LLP Time Period: Inception through February 28, 2013 (P) Partner Categories: (1) Investigations, Factual Research (5) Settlements (A) Associate (2) Discovery (6) Litigation Strategy, Analysis and Case Management (LC) Law Clerk (3) Pleadings, Briefs and Pretrial Motions (7) Class Certification (PL) Paralegal (4) Court Appearances (8) Appeal (L) Librarian (LS) Lit Support HOURLY HOURS LODESTAR ATTORNEY OR PARALEGAL 1 2 3 4 5 6 7 8 RATE Jonathan Cuneo 22.00 22.00 $800 $17,600.00 Daniel Cohen 1.50 8.00 43.00 52.50 $650 $34,125.00 Sandra Cuneo 7.50 7.50 $625 $4,687.50 Jon Tostrud 1.00 4.25 91.00 96.25 $600 $57,750.00 0.00 $0.00

Attorney Totals 2.50 0.00 19.75 0.00 0.00 156.00 0.00 0.00 178.25 $114,162.50 0 0.00 0 0.00 0 0.00 0 0.00 0 0.00 0 0.00 0 0.00 0 0.00 0 0.00

Non-Attorney Totals 0 0 0 0 0 0 0 0 0 0.00 TOTALS: 178.25 114,162.50

EXHIBIT 3 Credit-Debit Card Tying Cases J.C.C.P. No. 4335 UNREIMBURSED COSTS AND EXPENSES

FIRM NAME: Cuneo Gilbert & LaDuca, LLP

TIME PERIOD: Inception through February 28, 2013

Description Amount ($) Court Fees Court Reporter Delivery Services/Messenger 21.27 Evidence Storage Experts Photocopying Postage Process/Service Fees Research Telephone/Facsimile 189.17 Travel 315.58

TOTAL: 526.02

8 SUPERIOR COURT OF THE STATE OF CALIFORNIA

9 CITY AND COUNTY OF SAN FRANCISCO

10 UNLIMITED JURISDICTION

11 COORDINATION PROCEEDING ) J.C.C.P. No. 4335 SPECIAL TITLE (Rule 1550(b)) ) 12 ) CJC-03-004335 CREDIT/DEBIT CARD TYING CASES ) 13 ) CLASS ACTION This Document Relates to: )

14 ) EXHIBIT 7 TO SUPPLEMENTAL All Actions ) 15 ) DECLARATION OF CRAIG C. CORBITT ) IN SUPPORT OF ZELLE HOFMANN 16 ) VOELBEL & MASON LLP’S AND ) PLAINTIFFS’ JOINT RENEWED 17 ) APPLICATION FOR ATTORNEYS’ FEES, ) EXPENSES, AND INCENTIVE AWARDS 18 ) ) 19 ) ) Date: April 2, 2013 20 ) Time: 9:30 a.m. ) Dept.: 305 21 ) Judge: Hon. John E. Munter

22 23 24 25 26 27 28

EXHIBIT 7 TO SUPPLEMENTAL DECLARATION OF CRAIG C. CORBITT IN SUPPORT OF ZELLE HOFMANN VOELBEL & MASON LLP’S AND PLAINTIFFS’ JOINT RENEWED APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS

8 SUPERIOR COURT OF THE STATE OF CALIFORNIA

9 CITY AND COUNTY OF SAN FRANCISCO

10 UNLIMITED JURISDICTION

11 COORDINATION PROCEEDING ) J.C.C.P. No. 4335 SPECIAL TITLE (Rule 1550(b)) ) 12 ) CJC-03-004335 CREDIT/DEBIT CARD TYING CASES ) 13 ) CLASS ACTION This Document Relates to: )

14 ) EXHIBIT 8 TO SUPPLEMENTAL All Actions ) 15 ) DECLARATION OF CRAIG C. CORBITT ) IN SUPPORT OF ZELLE HOFMANN 16 ) VOELBEL & MASON LLP’S AND ) PLAINTIFFS’ JOINT RENEWED 17 ) APPLICATION FOR ATTORNEYS’ FEES, ) EXPENSES, AND INCENTIVE AWARDS 18 ) ) 19 ) ) Date: April 2, 2013 20 ) Time: 9:30 a.m. ) Dept.: 305 21 ) Judge: Hon. John E. Munter

22 23 24 25 26 27 28

EXHIBIT 8 TO SUPPLEMENTAL DECLARATION OF CRAIG C. CORBITT IN SUPPORT OF ZELLE HOFMANN VOELBEL & MASON LLP’S AND PLAINTIFFS’ JOINT RENEWED APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS

8 SUPERIOR COURT OF THE STATE OF CALIFORNIA

9 CITY AND COUNTY OF SAN FRANCISCO

10 UNLIMITED JURISDICTION

11 COORDINATION PROCEEDING ) J.C.C.P. No. 4335 SPECIAL TITLE (Rule 1550(b)) ) 12 ) CJC-03-004335 CREDIT/DEBIT CARD TYING CASES ) 13 ) CLASS ACTION This Document Relates to: )

14 ) EXHIBIT 9 TO SUPPLEMENTAL All Actions ) 15 ) DECLARATION OF CRAIG C. CORBITT ) IN SUPPORT OF ZELLE HOFMANN 16 ) VOELBEL & MASON LLP’S AND ) PLAINTIFFS’ JOINT RENEWED 17 ) APPLICATION FOR ATTORNEYS’ FEES, ) EXPENSES, AND INCENTIVE AWARDS 18 ) ) 19 ) ) Date: April 2, 2013 20 ) Time: 9:30 a.m. ) Dept.: 305 21 ) Judge: Hon. John E. Munter

22 23 24 25 26 27 28

EXHIBIT 9 TO SUPPLEMENTAL DECLARATION OF CRAIG C. CORBITT IN SUPPORT OF ZELLE HOFMANN VOELBEL & MASON LLP’S AND PLAINTIFFS’ JOINT RENEWED APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS

1 FRANCIS O. SCARPULLA (No. 41059) LAW OFFICES OF FRANCIS O. SCARPULLA 2 44 Montgomery Street, Suite 3400 3 San Francisco, CA 94104 Telephone: (415) 693-0700 4 Facsimile: (415) 693-0770

5 Counsel for Plaintiffs Counsel for Plaintiffs Richard S.E. Johns, 6 Amy Miller and Henry Siu 7

9 SUPERIOR COURT FOR THE STATE OF CALIFORNIA

10 CITY AND COUNTY OF SAN FRANCISCO

11 UNLIMITED JURISDICTION

12 COORDINATION PROCEEDING ) J.C.C.P. No.: 4335 SPECIAL TITLE [RULE 1550(b)] ) 13 ) CREDIT/DEBIT CARD TYING CASES ) CLASS ACTION 14 ) This Document Relates to: ) SUPPLEMENTAL DECLARATION

15 ) OF FRANCIS O. SCARPULLA OF All Actions ) LAW OFFICES OF FRANCIS O. 16 ) SCARPULLA IN SUPPORT OF ) PLAINTIFFS’ MOTION FOR 17 ) ATTORNEYS’ FEES AND COSTS ) San Francisco, California, 94104, California, 94104, San Francisco, 44 Montgomery Street - Suite 3400 Suite 3400 - Street 44 Montgomery 18 ) Date: April 2, 2013 ) Time: 9:30 a.m.

Zelle, Hofmann, Voelbel, Mason & Gette LLP Gette Mason & Voelbel, Zelle, Hofmann, 19 ) Dept.: 305 ) Judge: Hon. John E. Munter 20 ) ) 21 ) ) 22 23 24 25 26 27

28 J.C.C.P. No. 4335 SUPPLEMENTAL DECLARATION OF FRANCIS O. SCARPULLA OF LAW OFFICES OF FRANCIS O. SCARPULLA IN SUPPORT OF MOTION FOR ATTORNEYS’ FEES AND COSTS

1 I, FRANCIS O. SCARPULLA, declare as follows: 2 1. I am a member in good standing of the State Bar of California, and was the 3 sole owner of Law Offices of Francis O. Scarpulla (“LOFOS”), until May 31, 2006, when I 4 joined Zelle Hofmann Voelbel & Mason, LLP. I have personal knowledge of the facts set 5 forth in this declaration, except where I specify that I am declaring on information and belief, 6 in which case I am informed and believe the facts to be true. I submit this supplemental 7 declaration in support of plaintiffs’ motion for attorneys’ fees and costs. 8 2. My former firm was counsel of record for plaintiffs, Richard S.E. Johns, Amy 9 Miller and Henry Siu. The underlying case, prior to coordination with the J.C.C.P. 10 proceedings, was filed the Superior Court of the State of California, City and County of San 11 Francisco. 12 3. LOFOS prosecuted this litigation solely on a contingent-fee basis, and was 13 completely at risk that it would not receive any compensation for prosecuting claims against 14 the defendants. While LOFOS devoted its time and resources to this matter, it was not able

15 to prosecute other legal work for which it would have been compensated. 16 4. LOFOS was highly experienced in actions of this nature. The background and 17 experience of the firm is summarized in the resume attached hereto as Exhibit 1. San Francisco, California, 94104, California, 94104, San Francisco, 44 Montgomery Street - Suite 3400 Suite 3400 - Street 44 Montgomery 18 5. LOFOS participated in this litigation and performed work on behalf of

Zelle, Hofmann, Voelbel, Mason & Gette LLP Gette Mason & Voelbel, Zelle, Hofmann, 19 plaintiffs since the inception of the case through May 31, 2006. The hours submitted with 20 this declaration are solely for work performed on behalf of the class alleged in the above- 21 entitled California action and not any other state or federal matter. 22 6. LOFOS performed, among other things, the following specific tasks related to 23 this matter: Participated in the initial investigation and evaluation of the case; helped prepare 24 the complaint; participated in the coordination proceedings; participated in plaintiffs’ briefing 25 projects; and appeared at case management conferences and hearings. 26 7. LOFOS maintained contemporaneous time records reflecting the time spent 27 on this and other matters. The total number of hours spent on this litigation by my former

28 1 J.C.C.P. No. 4335 SUPPLEMENTAL DECLARATION OF FRANCIS O. SCARPULLA OF LAW OFFICES OF FRANCIS O. SCARPULLA IN SUPPORT OF MOTION FOR ATTORNEYS’ FEES AND COSTS

EXHIBIT 1

CURRICULUM VITA OF FRANCIS O. SCARPULLA

Upon graduation from Hastings School of Law in June, 1967, Mr. Scarpulla became an

associate in the Law Offices of Joseph L. Alioto, with responsibilities for the preparation of

complex civil antitrust cases.

In November, 1970, Mr. Scarpulla formed his own firm and continued prosecuting

complex civil cases, representing plaintiffs in antitrust lawsuits, many of which were class

actions.

Mr. Scarpulla participated in many federal antitrust class actions, both as an associate

while working at the Alioto firm and subsequently as a partner in his own firm, including the

Gypsum Wallboard Antitrust Litigation, Sugar Antitrust Litigation, Folding Cartons Antitrust

Litigation, Fine Paper Antitrust Litigation, Corrugated Container Antitrust Litigation,

Pharmaceutical Antitrust Litigation, Microsoft Monopolization Antitrust Litigation, Cosmetics

Antitrust Litigation, and more recently in the DRAM, SRAM, and LCD MDL cases. For a detailed list of cases in which Mr. Scarpulla has participated, see the attached Appendix 1.

In addition to the federal antitrust class actions in which Mr. Scarpulla participated, his firm acted as lead counsel in many class actions in California, including developing the law involving state-court antitrust jurisdiction (St. Joe Paper Company v. Superior Court (1981)

120 Cal.App.3d 991, 175 Cal.Rptr. 94); joinder of parties and fraudulent concealment (Union

Carbide Corporation v. Superior Court (1984) 36 Cal.3d 15, 201 Cal.Rptr. 580, 679 P.2d 14); federal pre-emption policies (Crown Oil Corporation v. Superior Court (1986)

177 Cal.App.3d 604, 223 Cal.Rptr. 164, re-hearing denied, March 13, 1986, hearing denied,

May 22, 1986, U.S. S.Ct. appeal dismissed, October 14, 1986); and the propriety of class action certification in such actions (B.W.I. Custom Kitchen v. Owens-Illinois, Inc. (1987)

1 191 Cal.App.3d 1341, 235 Cal.Rptr. 228, re-hearing denied, March 30, 1987, hearing denied,

July 2, 1987, request for depublication denied, July 20, 1987).

In addition to practicing law, Mr. Scarpulla was the past Chair of the Antitrust and Trade

Regulation Section of the California State Bar. He has participated in both ABA and CEB panels on competitive business practices, as well as being a guest lecturer in MBA programs.

Mr. Scarpulla was also an instructor at The University of California Hastings School of Law, teaching legal writing classes during 1985 and 1988. He was an adjunct professor of Antitrust

Law at Golden Gate University Law School. In addition to having an “AV” rating in Martindale

for the past 30 years, Mr. Scarpulla is now an “AV Preeminent” rating in Martindale. Mr.

Scarpulla was nominated by fellow lawyers to the Best Lawyers In America listing. He was one

of the authors of the California State Bar's publication California Antitrust Law, writing the

section on indirect-purchaser class actions, and a co-author on the LexisNexis publication

California Class Actions and Procedures. Mr. Scarpulla was named “Antitrust Lawyer of the

Year” for 2005 by the Antitrust Section of the California State Bar. Mr. Scarpulla has been

named a “Super Lawyer” in California for several years and was named one of the Top 100

Lawyers in California by the Daily Journal in 2012.

In 2010, Mr. Scarpulla was admitted to the Rolls of Solicitors in the United Kingdom.

2 COMPLEX LITIGATION CASES

(1) Plumbing Fixtures Antitrust Litigation (E.D. Pa.) - price-fixing case brought on behalf of classes of public bodies and various private clients. See Lindy Bros. v. American Radiator & Standard Sanitary Corp., 487 F.2d 161 (3rd Cir. 1973).

(2) Asphalt Antitrust Litigation (N.D. Cal., D. New Mex., D. Idaho, D. Colo.) - price-fixing case brought on behalf of various public bodies. See, State of New Mexico v. American Petrofina, et al., 501 F.2d 363 (9th Cir. 1974).

(3) Newspaper Publishing Monopolization Litigation (N.D. Cal.) - brought on behalf of competing newspaper. See, San Francisco Bay Guardian v. San Francisco Chronicle, et al., 344 F.Supp. 1155 (N.D. Cal. 1972).

(4) Gypsum Wallboard Antitrust Litigation (N.D. Cal.) - price-fixing case brought on behalf of a national class of governmental bodies. See, In re Gypsum Cases, 1974-2 Trade Cases &74,272 (N.D. Cal. 1974).

(5) Albacore Monopolization Litigation - (N.D. Cal.) - Sherman 1 and 2 case brought on behalf of a class of albacore fishermen. See, Western Fishboat Owners Association v. Castle & Cooke, Inc., et al., C-74-1784 (N.D. Cal. 1974).

(6) Processed Potato Price Fixing Litigation (S.D. Cal.) - brought on behalf of a class of restaurants. See Love's Wood Pit Barbecue v. Bell Brand Foods, Inc., et al., 1974 Trade Cases &74,905 (S.D. Cal. 1974).

(7) Boise City, Idaho v. Monroe, Inc., et al., Civil Action No. 1-76-127 (D. Idaho) - price-fixing action brought on behalf of the municipality of Boise City, Idaho, against certain ready-mix concrete companies.

(8) In re Arizona Bakery Products Litigation, Civil No. 74-208A PHX CAM (D. Ariz.) - antitrust price-fixing action brought on behalf of five classes of Arizona purchasers of bakery products.

(9) Spinetti, et al. v. Atlantic Richfield Company, C-75-0324-RFP (N.D. Cal.) - claims of 80 petroleum wholesale distributors against their suppliers for violations of antitrust and federal energy laws.

(10) Presidio Golf Club of San Francisco, Inc., et al. v. National Service Industries, Inc., C-71-945-SW (N.D. Cal.) - price-fixing action brought on behalf of class of linen service users against linen suppliers.

(11) In re Arizona Dairy Products Litigation, Civil No. 74-569A PHX CAM (D. Ariz.) - antitrust price-fixing action brought on behalf of five classes of Arizona purchasers of dairy products.

Appendix 1 3 (12) Folding Cartons Antitrust Litigation, MDL 250 (N.D. Ill.) - antitrust price-fixing action brought on behalf of direct purchasers nationwide class of folding carton users.

(13) In re Hawaii Beer Litigation, Civil No. 77-0294A (D. Ha.) - antitrust price-fixing class action brought on behalf of a class of purchasers of beer in the State of Hawaii.

(14) In re Sugar Industry Antitrust Litigation, MDL 201 (N.D. Cal.) - antitrust price-fixing action brought on behalf of three private classes of sugar purchasers in the Western United States.

(15) Danielson v. Union Oil Company of California, (N.D. Cal.) - brought by petroleum wholesale distributor against his supplier for violation of federal antitrust and energy laws.

(16) Boardwalk Markets, Inc., et al. v. Associated Foods Stores, et al., (N.D. Cal.) - brought by minority shareholders in wholesale grocery cooperative alleging violations of federal securities laws.

(17) National Super Spuds v. Gearhart Farms, Inc., et al. (S.D. N.Y.) - commodities futures fraud action alleging manipulation of May 1976 Maine Potato Futures Contract.

(18) Fine Paper Antitrust Litigation (State of Arizona v. Boise Cascade, et al.) MDL 235 - antitrust price-fixing action by state agencies who purchased fine paper products.

(19) In re California Armored Cars Litigation, MDL 387 - antitrust price-fixing action brought on behalf of private class of purchasers in California.

(20) Busy Boy Markets, Inc., et al. v. A.R.A. Services, Inc., et al., Civil Action No. C-79-2156-SW (N.D. Cal. 1980), antitrust price-fixing action brought on behalf of purchasers of publications.

(21) In re California Wiring Devices Antitrust Litigation, Civil Action No. 759-734 (S.F. Sup. Ct. 1981), antitrust indirect-purchaser action on behalf of California consumers of wiring devices.

(22) In re Concrete Antitrust Litigation, MDL 296, antitrust action for Arizona ready-mix purchasers.

(23) Marks v. San Francisco Real Estate Board, Civil Action No. C-71-369-MHP - antitrust, class action on behalf of Bay Area class of home sellers who paid fixed real estate commission rates.

(24) Solvoil Company v. Lamplight Farms, Inc., Civil Action No. 755-503 (S.F. Sup. Ct.) - antitrust\fraud action by terminated distributor against manufacturer- supplier.

Appendix 1 4 (25) THC Financial Litigation, Civil No. 76-0448C (D. Ha.) - securities fraud class action brought on behalf of the depositors and holders of investment certificates and debentures in THC Financial Corporation.

(26) Buffalo Whole Food and Grain Co. v. The Fleming Companies, et al., Civil Action No. C-81-927-THE, nationwide antitrust, class action on behalf of purchasers of health foods.

(27) In Re Olympic Oil Securities Litigation, Civil Action No. C-81-3441-RPA (N.D. Cal.) - 10b-5 action on behalf of defrauded shareholders.

(28) Prescottano v. Koracorp Industries, Inc., C-74-1704 (N.D. Cal.) - class of shareholders alleging securities fraud.

(29) Espirit de Corp. v. Alton Box Board Co., et al., Civil Action No. 750-975 (S.F. Sup. Ct. 1982) - state-wide, antitrust class action for indirect purchasers of corrugated boxes.

(30) Greenberg v. Leviton Manufacturing Co., Inc., et al. (S.F. Sup. Ct. 1980) - state-wide class action for indirect purchases of wiring devices.

(31) Busy Boy Markets, Inc., et al. v. Roblin Industries, Inc., et al., Civil Action No. 772-241 - antitrust price-fixing case for class of indirect purchasers of shopping carts.

(32) U.F.C.W., Local 1288 v. Allied Finance Adjusters Conference, Civil Action No. 777-670 (S.F. Sup. Ct.) - antitrust price-fixing action by California class against repossession firms.

(33) Retail Clerks Union, Local 648, et al. v. Exxon Corp., et al., MDL 150 - indirect purchaser, antitrust class action on behalf of California consumers of gasoline.

(34) In re Airport Rent-A-Car Antitrust Litigation, MDL 338, antitrust action by independent car rental companies against major car rental companies; appeal pending before the Ninth Circuit.

(35) Tom Lazio Fish Co., Inc. v. Castle & Cooke, Inc., et al. (S.F. Sup. Ct.) - antitrust, predatory pricing action brought by competitor against major tuna packers.

(36) In re Records and Tapes Antitrust Litigation (N.E. Ill. 1983) - nationwide, price-fixing, class action for direct purchasers of records and tapes.

(37) Alexander v. Cambridge-Lee Industries, Inc., et al. (S.F. Sup. Ct. 1983) - indirect-purchaser, antitrust class action by California purchasers of copper tubing.

(38) B.W.I. Custom Kitchens v. Owens-Illinois, et al. (S.F. Sup. Ct. 1983) - indirect-purchaser, antitrust class action by California wholesale purchasers of glass containers.

Appendix 1 5 (39) Highland Park Liquor, Inc., et al. v. ARA Services, Inc., et al. (L.A. Sup. Ct. 1983) - antitrust, price-fixing class action by wholesale purchasers of magazines.

(40) Biljac v. Bank of America, et al., (S.F. Sup. Ct. 1984) - Unfair Competition Act case for antitrust price-fixing involving the prime rate to commercial borrowers.

(41) Biogenesis Research, Inc. v. The Hertz Corporation, et al. (S.F. Sup. Ct. 1984) - Unfair Competition Act for fixing car-rental rates to California consumers.

(42) Alexander v. American Savings & Loan Association, et al. (S.F. Sup. Ct. 1984) - Unfair Competition Act for fixing pre-payment and association fees.

(43) Tyre Treds, Inc. v. The Firestone Tire & Rubber Company, Civil No. 70-236-SC (N.D. Cal. 1976) - distributor termination, antitrust action.

(44) Reno-West Coast Distributing Company, Inc. v. The Mead Corporation, Civil Action No. 73-0250-SW (N.D. Cal. 1976) - distributor termination, antitrust action.

(45) Unique Factory Outlet v. Espirit de Corp., Civil No. C-78-2336-WTS (N.D. Cal. 1980) - distributor termination, antitrust action.

(46) California Indirect-Purchaser Infant Formula Antitrust Litigation, Judicial Council Coordination Proceeding No. 2557 (L.A. Sup. Ct.) - state-wide, Cartwright Act, class action for consumers who purchased infant formula.

(47) Stead Industries, Inc. v. State Industries, Inc. (N.D. Cal.) - Sherman 2 monopolization case involving water heater industry.

(48) Airport Hub Antitrust Litigation (N.D. Ga.) - nationwide class action for price-fixing of domestic airline ticket prices.

(49) Duke Development Company v. The Stanley Works, et al. (S.F. Sup. Ct.) - state-wide, price-fixing, Cartwright Act, class action for indirect purchasers of hinges.

(50) Exxon Valdez Spill Litigation (L.A. Sup. Ct.) state-wide class action for economic damages suffered by California motorists caused by Exxon Valdez spill.

(51) Dombek v. Humboldt Petroleum, Inc., et al. (H.C. Sup. Ct.) - price-fixing, Cartwright Act class action for purchasers of petroleum products in Humboldt County.

(52) First Executive Life Insurance Litigation (S.F. Sup. Ct.) - nationwide class of defrauded life insurance purchasers.

(53) Abbott v. Genentech, Inc. (N.D. Cal.) - nationwide securities class action for security fraud violations.

Appendix 1 6 (54) Abbott/Morse v. Nintendo of America, Inc. (S.M. Sup. Ct.) - state-wide class action for unfair business practices in Cartwright Act violations.

(55) Los Angeles Waste Antitrust Litigation (L.A. Sup. Ct.) - county-wide, price-fixing, Cartwright Act class action.

(56) In re Macadamia Nuts Antitrust Litigation (N.D. Cal.) - nationwide class action on behalf of direct purchasers of macadamia nuts for price-fixing.

(57) Weinberg/Friedman v. The B. Manischewitz Co. (S.F. Sup. Ct.) - state-wide, Cartwright Act, price-fixing class action for indirect purchasers of matzo products.

(58) Movie 1 & 2 v. United Artists, et al. (N.D. Cal.) - competitor case for alleged group boycott and monopolization.

(59) Wirebound Box Antitrust Litigation (D. MN.) - nationwide class action for price-fixing of wirebound boxes.

(60) Orlando & Jones, Inc., et al. v. Nautilus Sports/Medical Industries, Inc., et al. (D. FL.) - distributor claiming unfair business practices by manufacturer.

(61) James R. Benefiel and Edward D. Taylor v. Exxon Corporation, et al. (L.A. Sup. Ct. 1989) - California class action for economic damages due to Exxon oil spill.

(62) Syufy Enterprises v. Vogel Popcorn Company, et al. - File No. CV. 3-89-664, Master File No. 3-89-710 - Class action involving bulk raw popcorn price-fixing case on behalf of direct purchasers.

(63) Renaissance Rialto, Inc., et al. v. Vogel Popcorn Company, et al., Civil No. 909-893 (S.F. Sup. Ct.) - Class action involving bulk raw popcorn price-fixing case, on behalf of indirect purchasers.

(64) Arthur M. Stone Company and Tree of Life, Inc. v. Mauna Loa Macadamia Nut Corporation, et al. - (N.D. Cal. 1990) - Direct-purchaser, class action for price-fixing macadamia nuts.

(65) Gary Kaplan/Frank Holminski v. Southern Pacific Transportation Company, et al., Civil No. 935-732 (S.F. Sup. Ct.) - class action suit for damages due to toxic spill.

(66) John R. Travis v. Deloitte & Touche, et al., Civil No. 933-393 (S.F. Sup. Ct.) - class action suit representing persons who purchased life insurance products, who were damaged by fraudulent investments.

(67) In Re Potash Antitrust Litigation, Civil File No. 3-93-197, MDL Docket No. 981, U.S. District Court, District of Minnesota, Third Division - class action suit on behalf of direct purchasers of potash alleging horizontal price-fixing.

Appendix 1 7 (68) Neve Brothers v. Potash Corporation of America, et al., Civil Case No. 959-767 (S.F. Sup. Ct.) - indirect-purchaser antitrust class action for potash purchasers.

(69) Diane Barela, et al. v. Ralph's Grocery Company, et al., Civil Case No. BC070061 (L.A. Sup. Ct.) - consumer class action alleging a milk price-fixing conspiracy in Los Angeles County.

(70) In Re: Baby Food Antitrust Litigation, Master File No. 92-5495 (NHP), United States District Court for the District of New Jersey - class action of direct purchasers against baby food manufacturers.

(71) Leslie K. Bruce, et al. v. Gerber Products Company, et al., Civil Case No. 948-857 (S.F. Sup. Ct.) - indirect-purchaser, price-fixing action against baby food manufacturers.

(72) Mark Notz, et al. v. Ticketmaster-Southern California, Inc., et al., Civil Case No. 943-327 (S.F. Sup. Ct.) - consumer class action alleging a territorial allocation in violation of the Cartwright Act.

(73) Nancy Wolf v. Toyota Motor Sales, U.S.A., Inc., et al., Civil Action No. C94-1359-MHP - nationwide, consumer class action alleging that the TDA Assessment on the dealer invoice was raised pursuant to an antitrust agreement.

(74) Lee Bright v. Kanzaki Specialty Papers, Inc., et al., Civil Action No. 963-598 (S.F. Sup. Ct.) - indirect-purchaser, consumer class action alleging a price-fixing conspiracy on fax paper.

(75) In Re Media Vision Technology Securities Litigation, Civil Action No. C-94-1015-EFL (U.S. District Court - Northern District of CA) - securities fraud class action.

(76) Tortola Restaurants, L.P. v. Comet Products, Inc., et al., Civil Action No. 961-814 (S.F. Super Ct.) - indirect-purchaser, class action alleging a price-fixing conspiracy on plastic dinnerware.

(77) In re California X-Ray Antitrust Litigation, Civil Action No. 960-886 (S.F. Sup. Ct.) - indirect-purchaser, class action alleging price-fixing in X-ray film.

(79) Dianne Castano, et al. v. The American Tobacco Company, et al., Civil Action No. 94- 1044, Section "S"(5) (U.S. District Court - Eastern District of Louisiana) - class action alleging that the tobacco companies formulated cigarettes to addict consumers.

(80) In Re Brand Name Prescription Drugs Antitrust Litigation, Civil Action No. 94-C-897, MDL 997 (U.S. District Court - Northern District of Illinois, Eastern Division) - direct- purchaser class action alleging that the prescription drug manufacturers and wholesalers combined to keep prices unreasonably high to retail pharmacies.

Appendix 1 8 (81) Pharmaceutical Cases I, II and III, Judicial Council Proceeding Nos. 2969, 2971, 2972 (S.F. Sup. Ct.) - indirect-purchaser, consumer class action alleging that prescription drug manufacturers and wholesalers kept prices unreasonably high to retail pharmacies who passed on the overcharges to consumers.

(82) In Re: Carbon Dioxide Antitrust Litigation, MDL Docket No. 940, United States District Court, Middle District of Florida, Orlando Division - direct purchaser class action alleging price-fixing on carbon dioxide.

(83) In Re: Liquid Carbon Dioxide Cases, Judicial Council Coordination Proceeding No. 3012 (San Diego Sup. Ct.) - indirect-purchaser class action alleging price-fixing on carbon dioxide.

(84) Jack Davis v. Microsoft Corporation, Civil Action No. 963-597 (S.F. Sup. Ct.) - consumer class action alleging that Microsoft's 6.0 system was flawed and should be corrected.

(85) In Re Airline Ticket Commission Antitrust Litigation, MDL No. 1058 (Judicial Panel on Multidistrict Litigation) - class action alleging that the airlines conspired to fix travel agents' commission rates.

(86) Cosmetics Antitrust Litigation; JCCP No. 4056 - class action alleging that manufacturers of prestige cosmetics and retail department stores conspired to prevent discounting of cosmetics.

(87) In Re Sorbate Price-Fixing Cases; JCCP 4073 - class action alleging that certain manufacturers of sorbate fixed prices for product sold indirectly to California.

(88) In Re Methionine Antitrust Litigation, MDL 1311; - class action alleging that certain manufacturers of methionine fixed prices to direct purchasers throughout the United States.

(89) In Re Methionine Cases, JCCP 4090 - class action alleging that certain manufacturers of methionine fixed prices to indirect purchasers of that product in California

(90) Gaehwiler, Sr., et al. v. Sunrise Carpet Industries, et al., SF Sup. Ct. Action No. 978345 - class action alleging that manufacturers of certain types of carpets fixed prices to indirect purchasers in California.

(91) Chrysler Paint Cases; JCCP 4038 - nationwide class action alleging defect in Chrysler paint.

(92) Sanitary Paper Cases I & II, JCCP 4019, 4027] - class action alleging that manufacturers of certain types of sanitary paper fixed prices to indirect purchasers in California.

Appendix 1 9 (93) In re Dura Lube Corporation Fraud Actions, SF Sup. Ct. Action No. 304186 - class action alleging certain practices and false advertising by Dura Lube.

(94) In re: Flat Glass Indirect Purchaser Antitrust Litigation, JCCP 4033 - class action alleging that manufacturers of certain types of flat glass fixed prices to indirect purchasers in California.

(95) Verges, et al. v. Old Republic Title Co., SF Sup. Ct. Action No. 996929 - statewide class action alleging fraudulent schemes by title insurance companies.

(96) In re Toys AR@ Us Antitrust Litigation, MDL 1211 - nationwide class action alleging anticompetitive activities in the children=s toy market.

(97) NASDAQ Market Makers Antitrust Litigation, MDL 1023 94 Civ. 3996 (RWS) - nationwide class action alleging that commissions were illegally fixed.

(98) In re Vitamin Antitrust Litigation, JCCP 4076 - statewide class action by indirect purchasers alleging a price-fixing conspiracy.

(99) Sanders v. Great Spring Water of America d/b/a Calistoga Mineral Water Co. and d/b/a Arrowhead Mountain Spring Water Co., et al, S.F. Sup. Ct. 303549 - nationwide class action alleging deceptive advertising in the sale of so-called Aspring water.@

(100) In re Providian Credit Card Litigation, JCCP 4085 - a consumer fraud class action alleging a credit card company imposes fraudulent fees on its customers.

(101) GM Car Paint Cases; JCCP 4070 - nationwide class action alleging defect in GM paint.

(102) Lopez v. Nissan North America, Inc., S.F. Sup. Ct. Action No. 305810 - nationwide class action alleging defect in Nissan paint.

(103) Judy v. Ford Motor Company, S.F. Sup. Ct. Action No. 305722 - nationwide class action alleging defect in Ford paint.

(104) In re Auctions House Antitrust Litigation, JCCP 4145 B indirect-purchaser antitrust class action alleging that major auction houses fixed buyer commissions.

(105) In re Microsoft I-V Cases; JCCP 4106 B California Cartwright Act class action on behalf of all natural persons and businesses that purchased Microsoft operating systems and applications.

(106) In re Cigarette Price-Fixing Cases, JCCP 4114 B California Cartwright Act class action alleging that the tobacco companies fixed prices of cigarettes to pay state settlements.

Appendix 1 10 (107) Weyerhauser Siding Cases, S.F. Sup. Ct. Action No. 995787 B nationwide class action alleging that home siding was defective.

(108) In re Carbon Fiber Cases I, II, and III, JCCP 4212, 4216, and 4222 - statewide class action by indirect purchasers alleging a price-fixing conspiracy.

(109) In re Microcrystalline Celluloid (MCC) Cases I, II, and IIII, JCCP 4173, 4178 and 4181 - statewide class action by indirect purchasers alleging a price-fixing conspiracy.

(110) In re Methionine Cases and Methionine Cases II, JCCP 4090 and 4096 - statewide class action by indirect purchasers alleging a price-fixing conspiracy.

(111) Cintas Technologies, Inc., v. ISK Magnetics, et al., S.F. Sup. Ct. Action No. 323321 - statewide class action by indirect purchasers alleging a price-fixing conspiracy.

(112) In re Carbon Black Cases, JCCP 4323 - statewide class action by indirect purchasers alleging a price-fixing conspiracy.

(113) Sullivan, et al. v. DB Investments, Inc., et al., USDC, NDNJ No. 3:04- cv-02819 - nationwide class action by direct purchasers alleging a price-fixing conspiracy.

(114) Dram Cases, JCCP 4265 - statewide class action by indirect purchasers alleging a price- fixing conspiracy.

(115) Automobile Antitrust Cases I, II, JCCP 4298 and 4303 - statewide class action by indirect purchasers alleging a price-fixing conspiracy.

(116) In re Natural Gas Anti-Trust Cases I, II, III & IV, JCCP 4221, 4224, 4226 and 4228 - statewide class action by indirect purchasers alleging a price-fixing conspiracy.

(117) In re Laminate Cases, JCCP 4129 - statewide class action by indirect purchasers alleging a price-fixing conspiracy.

(118) In re Lupron Drug Cases, JCCP 4238 - statewide class action by indirect purchasers alleging a price-fixing conspiracy.

(119) Alameda Drug Co., et al. v. Medco Health Solutions, Inc., et al., S.F. Sup. Ct. Action No. CGC-04-428109 - statewide class action by indirect purchasers alleging a price-fixing conspiracy.

(120) Polyester Staple Cases, JCCP 4278 - statewide class action by indirect purchasers alleging a price-fixing conspiracy.

(121) Food Additives (HFCS) Cases, JCCP 3261 - statewide class action by indirect purchasers alleging a price-fixing conspiracy.

Appendix 1 11 (122) In re Insurance Brokerage Antitrust Litigation, MDL 1663 - nationwide class action by direct purchasers alleging a price-fixing conspiracy.

(123) Schreiner and Gustin, Inc. v. Crompton Corporation, et al., Sup. Ct. Action No. CGC- 04-429323- statewide class action by indirect purchasers alleging a price-fixing conspiracy.

(124) Leola Loots v. Crompton Corp., et al., Sup. Ct. Action No. CGC-04-431247 - statewide class action by indirect purchasers alleging a price-fixing conspiracy.

(125) Kim, et al. v. SONY Computer Entertainment, America, Inc., Sup. Ct. Action No. CIV 427336 - statewide class action by indirect purchasers alleging a price-fixing conspiracy.

(126) Schneider v. Autobahn Motors, et al., Sup. Ct. Action No. 315111 - statewide class action by indirect purchasers alleging a price-fixing conspiracy.

(127) Sullivan v. Union Oil Company of California, Dist. Ct. Action No. 04-5236 - nationwide class action by direct purchasers alleging a price-fixing conspiracy.

(128) In re Intel Corporation Microprocessor Antitrust Litigation, MDL 1717 - nationwide class action by purchasers of computers with Intel systems.

(129) In re TFT-LCD (Flat Panel) Antitrust Litigation, MDL 1827 - Indirect-purchaser class action for LCD price-fixing.

(130) In re Static Random Access Memory (SRAM) Antitrust Litigation, MDL 1819 - Indirect- purchaser class action for SRAM price-fixing.

(131) In re Optical Disk Drive (ODD) Antitrust Litigation, MDL 2143 - Indirect-purchaser class action for ODD price-fixing.

(132) In re Flash Memory Antitrust Litigation, MDL 1852 - Indirect-purchaser class action for Flash price-fixing.

(133) In re Cathode Ray Tube (CRT) Antitrust Litigation, MDL 1917 - Indirect-purchaser class action for CRT price-fixing.

3167332v3

Appendix 1 12 EXHIBIT 2

TIME REPORT Firm Name: Law Offices of Francis O. Scarpulla Time Period: Inception through May 31, 2006 (P) Partner Categories: (1) Investigations, Factual Research (5) Settlements (A) Associate (2) Discovery (6) Litigation Strategy, Analysis and Case Management (LC) Law Clerk (3) Pleadings, Briefs and Pretrial Motions (7) Class Certification (PL) Paralegal (4) Court Appearances (8) Appeal (L) Librarian (LS) Lit Support HOURLY HOURS LODESTAR ATTORNEY OR PARALEGAL 12345678 RATE Francis O. Scarpulla (P) 8.75 2.00 17.50 6.25 23.25 57.75 1,250.00 72,187.50 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Attorney Totals 8.75 2.00 17.50 6.25 0.00 23.25 0.00 0.00 57.75 72,187.50 0 0.00 0 0.00 0 0.00 0 0.00 0 0.00 0 0.00 0 0.00 0 0.00 0 0.00 Non-Attorney Totals 00000000 0 0.00 TOTALS: 57.75 72,187.50

3243486v1 EXHIBIT 3

Credit-Debit Card Tying Cases J.C.C.P. No. 4335 UNREIMBURSED COSTS AND EXPENSES

FIRM NAME: Law Offices of Francis O. Scarpulla

TIME PERIOD: Inception through May 31, 2006

Description Amount ($) Court Fees Court Reporter Delivery Services/Messenger 95.52 Evidence Storage Experts Photocopying 149.25 Postage 98.11 Process/Service Fees 150.00 Research Telephone/Facsimile 12.53 Travel 23.00

TOTAL: 528.41

3243486v1

8 SUPERIOR COURT OF THE STATE OF CALIFORNIA

9 CITY AND COUNTY OF SAN FRANCISCO

10 UNLIMITED JURISDICTION

11 COORDINATION PROCEEDING ) J.C.C.P. No. 4335 SPECIAL TITLE (Rule 1550(b)) ) 12 ) CJC-03-004335 CREDIT/DEBIT CARD TYING CASES ) 13 ) CLASS ACTION This Document Relates to: )

14 ) EXHIBIT 10 TO SUPPLEMENTAL All Actions ) 15 ) DECLARATION OF CRAIG C. CORBITT ) IN SUPPORT OF ZELLE HOFMANN 16 ) VOELBEL & MASON LLP’S AND ) PLAINTIFFS’ JOINT RENEWED 17 ) APPLICATION FOR ATTORNEYS’ FEES, ) EXPENSES, AND INCENTIVE AWARDS 18 ) ) 19 ) ) Date: April 2, 2013 20 ) Time: 9:30 a.m. ) Dept.: 305 21 ) Judge: Hon. John E. Munter

22 23 24 25 26 27 28

EXHIBIT 10 TO SUPPLEMENTAL DECLARATION OF CRAIG C. CORBITT IN SUPPORT OF ZELLE HOFMANN VOELBEL & MASON LLP’S AND PLAINTIFFS’ JOINT RENEWED APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS

8 SUPERIOR COURT OF THE STATE OF CALIFORNIA

9 CITY AND COUNTY OF SAN FRANCISCO

10 UNLIMITED JURISDICTION

11 COORDINATION PROCEEDING ) J.C.C.P. No. 4335 SPECIAL TITLE (Rule 1550(b)) ) 12 ) CJC-03-004335 CREDIT/DEBIT CARD TYING CASES ) 13 ) CLASS ACTION This Document Relates to: )

14 ) EXHIBIT 11 TO SUPPLEMENTAL All Actions ) 15 ) DECLARATION OF CRAIG C. CORBITT ) IN SUPPORT OF ZELLE HOFMANN 16 ) VOELBEL & MASON LLP’S AND ) PLAINTIFFS’ JOINT RENEWED 17 ) APPLICATION FOR ATTORNEYS’ FEES, ) EXPENSES, AND INCENTIVE AWARDS 18 ) ) 19 ) ) Date: April 2, 2013 20 ) Time: 9:30 a.m. ) Dept.: 305 21 ) Judge: Hon. John E. Munter

22 23 24 25 26 27 28

EXHIBIT 11 TO SUPPLEMENTAL DECLARATION OF CRAIG C. CORBITT IN SUPPORT OF ZELLE HOFMANN VOELBEL & MASON LLP’S AND PLAINTIFFS’ JOINT RENEWED APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS

8 SUPERIOR COURT OF THE STATE OF CALIFORNIA

9 CITY AND COUNTY OF SAN FRANCISCO

10 UNLIMITED JURISDICTION

11 COORDINATION PROCEEDING ) J.C.C.P. No. 4335 SPECIAL TITLE (Rule 1550(b)) ) 12 ) CJC-03-004335 CREDIT/DEBIT CARD TYING CASES ) 13 ) CLASS ACTION This Document Relates to: )

14 ) EXHIBIT 12 TO SUPPLEMENTAL All Actions ) 15 ) DECLARATION OF CRAIG C. CORBITT ) IN SUPPORT OF ZELLE HOFMANN 16 ) VOELBEL & MASON LLP’S AND ) PLAINTIFFS’ JOINT RENEWED 17 ) APPLICATION FOR ATTORNEYS’ FEES, ) EXPENSES, AND INCENTIVE AWARDS 18 ) ) 19 ) ) Date: April 2, 2013 20 ) Time: 9:30 a.m. ) Dept.: 305 21 ) Judge: Hon. John E. Munter

22 23 24 25 26 27 28

EXHIBIT 12 TO SUPPLEMENTAL DECLARATION OF CRAIG C. CORBITT IN SUPPORT OF ZELLE HOFMANN VOELBEL & MASON LLP’S AND PLAINTIFFS’ JOINT RENEWED APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS

8 SUPERIOR COURT OF THE STATE OF CALIFORNIA

9 CITY AND COUNTY OF SAN FRANCISCO

10 UNLIMITED JURISDICTION

11 COORDINATION PROCEEDING ) J.C.C.P. No. 4335 SPECIAL TITLE (Rule 1550(b)) ) 12 ) CJC-03-004335 CREDIT/DEBIT CARD TYING CASES ) 13 ) CLASS ACTION This Document Relates to: )

14 ) EXHIBIT 13 TO SUPPLEMENTAL All Actions ) 15 ) DECLARATION OF CRAIG C. CORBITT ) IN SUPPORT OF ZELLE HOFMANN 16 ) VOELBEL & MASON LLP’S AND ) PLAINTIFFS’ JOINT RENEWED 17 ) APPLICATION FOR ATTORNEYS’ FEES, ) EXPENSES, AND INCENTIVE AWARDS 18 ) ) 19 ) ) Date: April 2, 2013 20 ) Time: 9:30 a.m. ) Dept.: 305 21 ) Judge: Hon. John E. Munter

22 23 24 25 26 27 28

EXHIBIT 13 TO SUPPLEMENTAL DECLARATION OF CRAIG C. CORBITT IN SUPPORT OF ZELLE HOFMANN VOELBEL & MASON LLP’S AND PLAINTIFFS’ JOINT RENEWED APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS

1 KIMBERLY A. KRALOWEC S.B.N. 163158 THE KRALOWEC LAW GROUP 2 188 The Embarcadero, Suite 800 3 San Francisco, California 94105 Telephone: (415) 546-6800 4 Facsimile: (415) 546-6801

5 Counsel for Plaintiffs

6 7

9 SUPERIOR COURT FOR THE STATE OF CALIFORNIA

10 CITY AND COUNTY OF SAN FRANCISCO

11 UNLIMITED JURISDICTION

12 COORDINATION PROCEEDING ) J.C.C.P. No.: 4335 SPECIAL TITLE [RULE 1550(b)] ) 13 ) CREDIT/DEBIT CARD TYING CASES ) CLASS ACTION 14 ) This Document Relates to: ) SUPPLEMENTAL DECLARATION

15 ) OF KIMBERLY A. KRALOWEC OF ) THE KRALOWEC LAW GROUP IN 16 All Actions ) SUPPORT OF PLAINTIFFS’ ) APPLICATION FOR ATTORNEYS’ 17 ) FEES, EXPENSES, AND ) INCENTIVE AWARDS. San Francisco, California, 94104, 44 Montgomery Street - Suite 3400 18 ) ) Date: April 2, 2013

Zelle, Hofmann, Voelbel, Mason & & GetteGette LLP LLP 19 ) Time: 9:30 a.m. ) Dept.: 305 20 ) Judge: Hon. John E. Munter ) 21 ) ) 22 23 24 25 26 27

28 J.C.C.P. No. 4335 SUPPLEMENTAL DECLARATION OF KIMBERLY A. KRALOWEC OF THE KRALOWEC LAW GROUP IN SUPPORT OF PLAINTIFFS’ APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS.

1 I, Kimberly A. Kralowec, declare as follows:

2 1. I am a member in good standing of the State Bar of California, and principal 3 of The Kralowec Law Group (“Kralowec Law”). I have personal knowledge of the facts set

4 forth in this declaration and, if called as a witness, I could and would testify to them, except 5 where I specify that I am declaring on information and belief, in which case I am informed

6 and believe the facts to be true. I submit this declaration in support of plaintiffs’ application 7 for attorneys’ fees, expenses, and incentive awards.

8 2. Kralowec Law is counsel of record for plaintiff Richard S. E. Johns. The 9 underlying case, prior to coordination with the J.C.C.P. proceedings, was filed in San

10 Francisco County Superior Court and assigned case number 309461. 11 3. Kralowec Law has prosecuted this litigation solely on a contingent-fee basis, 12 and has been completely at risk that it would not receive any compensation for prosecuting 13 claims against the defendants. While Kralowec Law devoted its time and resources to this 14 matter, it has foregone other legal work for which I would anticipate receiving compensation.

15 4. Kralowec Law is highly experienced in actions of this nature. The 16 background and experience of the firm and its attorneys is summarized in the firm resume 17 attached hereto as Exhibit 1 . San Francisco, California, 94104, 44 Montgomery Street - Suite 3400 18 5. Kralowec Law has participated in this litigation and has performed work on

Zelle, Hofmann, Voelbel, Mason & & GetteGette LLP LLP 19 behalf of plaintiffs since the firm’s formation on March 1, 2010. I have personally 20 participated in the case and performed work on behalf of plaintiffs continuously since at least 21 2004 (while affiliated with other law firms). The hours submitted with this declaration are 22 solely for work performed on behalf of the class alleged in the above-entitled California 23 action and not any other state or federal matter. 24 6. Kralowec Law has performed, among other things, the following specific 25 tasks related to this matter: 26 • Analyzed objections to motions for preliminary and final approval of original 27 class action settlement, assisted in drafting responses thereto, and appeared as 1 28 J.C.C.P. No. 4335 SUPPLEMENTAL DECLARATION OF KIMBERLY A. KRALOWEC OF THE KRALOWEC LAW GROUP IN SUPPORT OF PLAINTIFFS’ APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS.

1 counsel for the proposed class and assisted lead counsel during the hearings

2 on these motions; 3 • Analyzed draft expert report, provided detailed comments to lead counsel, and

4 participated in calls with expert regarding matters to be addressed in report; 5 • Updated class representative Henry Siu regarding status of case and settlement

6 and obtained Mr. Siu’s declaration regarding his Visa and MasterCard usage 7 during class period;

8 • Reviewed and analyzed appellate briefs in connection with objector appeal, 9 assisted in drafting respondents’ brief on appeal, evaluated supplemental

10 authority submissions, and assisted in oral argument preparation both before 11 and during oral argument; 12 • Analyzed objections to preliminary and final approval of revised class action 13 settlement, assisted in drafting responses thereto, and appeared as counsel for 14 the proposed class and assisted lead counsel during the hearings on these

15 motions. 16 7. As the principal of Kralowec Law, I have supervised the work performed on 17 this case by other members of the firm. I also have knowledge of the firm’s policies San Francisco, California, 94104, 44 Montgomery Street - Suite 3400 18 regarding the assignment of work and the recording of time and expense records.

Zelle, Hofmann, Voelbel, Mason & & GetteGette LLP LLP 19 8. All attorneys, paralegals, and law clerks at Kralowec Law are instructed to 20 maintain contemporaneous time records reflecting the time spent on this and other matters. 21 The total number of hours spent on this litigation by my firm is 183.50 hours through 22 February 28, 2013. The total lodestar amount for my firm calculated at the firm’s current 23 rates through that date is $120,937.50. A summary report of my firm’s lodestar, including 24 individuals’ names, hourly rates, and hours incurred by each of the time keepers is attached 25 as Exhibit 2 . The rates charged are the same as those charged by our firm in other cases of 26 this nature including to our hourly clients. None of the time included in this fee application 27 represents any work done in connection with the application for fees. 2 28 J.C.C.P. No. 4335 SUPPLEMENTAL DECLARATION OF KIMBERLY A. KRALOWEC OF THE KRALOWEC LAW GROUP IN SUPPORT OF PLAINTIFFS’ APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS.

EXHIBIT 1

THE KRALOWEC LAW GROUP 188 THE EMBARCADERO , SUITE 800 SAN FRANCISCO , CA 94105 TEL : (415) 546-6800

The Kralowec Law Group was founded in 2010 by attorney Kimberly A. Kralowec. The firm’s practice focuses on plaintiffs’ class action litigation (antitrust, consumer, wage & hour, and civil rights) in state and federal courts. A list of representative matters handled by the firm and its attorneys appears below.

THE FIRM ’S PROFESSIONALS

Kimberly A. Kralowec, Principal. During her 20-year career as a litigator, Ms. Kralowec has handled class action matters involving antitrust (price-fixing and monopolization), consumer finance (mortgage and auto), retail products (mislabeling and nondisclosure), employment (wage and hour and misclassification), and civil rights (Unruh Act). She has also handled numerous class actions alleging violations of California’s Unfair Competition Law (Cal. Bus. & Prof. Code §§17200 et seq. ) and Consumers Legal Remedies Act (Cal. Civ. Code §§1750 et seq. ).

Ms. Kralowec is the author of The UCL Practitioner (http://www.uclpractitioner.com ), the first and only weblog on California’s Unfair Competition Law and California class actions. Created in 2003, The UCL Practitioner is visited an average of 250 times per business day and is used as a research and reference tool by judges, research attorneys, and practicing lawyers.

Ms. Kralowec publishes and lectures widely. Recent speaking engagements include “State Consumer Protection Laws: Enforcement and Litigation Trends in California” (American Bar Association, Section of Antitrust Law , May 11, 2011); “5th Annual Class Action Seminar” (Consumer Attorneys of California, January 26, 2011); “The Year in Review: Employment Law Updates” (Consumer Attorneys of California Annual Convention, November 19, 2010); “The Potential Impact of Dukes on Class Certification in Antitrust and UCL Cases in the Ninth Circuit” (State Bar of California Antitrust and Unfair Competition Law Section, July 22, 2010); and “Antitrust Institute 2010: Developments & Hot Topics” (Practising Law Institute, May 21, 2010). Recent articles include “UCL Class Actions After In re Tobacco II ,” CAOC Forum (September/October 2009) and “A Tool for Mischief: Preemptive Defense Motions Under BCBG Overtime Cases to Reject Class Certification,” CAOC Forum (January/February 2009).

In 1992, Ms. Kralowec graduated from the University of California, Davis, School of Law, where she served as Senior Articles Editor of the U.C. Davis Law Review . Her law

-1- review article, “Estoppel Claims Against ERISA Employee Benefit Plans,” 25 U.C. Davis L. Rev. 487 (1992), earned the Patrick J. Hopkins Memorial Writing Award for best student article of the year. In 1989, she graduated from Pomona College in Claremont, California with a B.A. in English ( cum laude ). While at Pomona College, she received the F.S. Jennings Prize in Expository Writing and was a three-time Pomona College Scholar. In 1992-1993, she served as a judicial clerk for Judge David Mannheimer of the Alaska Court of Appeals.

Ms. Kralowec is a former partner of Severson & Werson, P.C., a 100-attorney San Francisco litigation firm, where she regularly defended class action and UCL matters (2000-2001; Associate, 1996-2000). From 2001 through the present, Ms. Kralowec’s practice has focused almost exclusively on plaintiff-side class action litigation, first as Of Counsel to The Furth Firm LLP in San Francisco (2001-2008), and later as a partner with Schubert Jonckheer Kolbe & Kralowec LLP (2008-2010), before founding her own firm in March 2010.

Ms. Kralowec currently serves as the Secretary of the Antitrust and Unfair Competition Law Section of the State Bar of California and was a member of the Board of Governors of Consumer Attorneys of California from 2007-2012.

Ms. Kralowec is admitted to practice in California, the United States Courts of Appeals for the Ninth, Fifth, and Eleventh Circuits, the federal district courts in California, and the United States Supreme Court.

Kathleen Styles Rogers, Of Counsel. Ms. Rogers’ diverse legal career includes over 20 years’ experience practicing antitrust and other complex business litigation, as well as 6 years’ experience as Senior Counsel for MCI Telecommunications Corp. Her litigation experience includes class action matters involving antitrust, employment and unfair competition law (California’s Unfair Competition Law (Cal. Bus. & Prof. Code §§17200 et seq. ).

Ms. Rogers received her B.A. from the University of California, Santa Barbara, and her J.D. from the University of Santa Clara, School of Law, where she served as the first Articles Editor of Santa Clara’s Computer & High-Technology Law Journal . During law school, Ms. Rogers served as a judicial extern for Justice Edward A Panelli during his tenure on the California Court of Appeal, First Appellate District.

Ms. Rogers formerly was Of Counsel to San Francisco complex litigation firms including The Furth Firm LLP and Hausfeld LLP and was Partner in a general litigation firm with former Congressman Paul N. “Pete” McCloskey, Jr.

Ms. Rogers is admitted to practice in California, the United States Courts of Appeals for the Ninth Circuit and federal district courts in California.

Elizabeth I. Newman, Associate. Ms. Newman graduated with a B.A. in History from the University of California, Berkeley in 1995, and a J.D. with a Business Law Specialization Certificate from Golden Gate University School of Law in 2007. During law school, Ms. Newman served as the Communications Clerk for Phi Alpha Delta and as an Executive Board member of the Public Policy Project. Ms. Newman received the Witkin Award for Securities Regulation, and the CALI Award for Contracts II and -2- Appellate Advocacy. Ms. Newman was also an Appellate Advocacy Moot Court Competition semi-finalist. Prior to law school, Ms. Newman facilitated licensing agreements as a Contract Analyst for Oracle Corporation. Ms. Newman is admitted to practice in California.

Arthur C. Kralowec, Of Counsel. Mr. Kralowec received his B.A. degree in History from the University of Southern California in 1963. He was awarded his J.D. degree in 1971 from the University of California, Davis, School of Law. Mr. Kralowec has handled litigation and transactional matters for more than 35 years, including regular jury trials throughout his career. He is admitted to practice in all state and federal courts in California.

Gary M. Gray, Senior Paralegal and Administrator. Mr. Gray was educated at the University of California, Santa Cruz, and has 20 years’ experience as a litigation paralegal, first with The Furth Firm LLP and its predecessors and more recently with the Chicago firm of Miller Law LLC. He has had intensive involvement, from pre-filing research to post-trial settlement administration, in numerous antitrust and price-fixing cases, including Kendall-Jackson v. Gallo (trade dress), Alakayak v. All Alaskan (Bristol Bay Salmon Price-Fixing Litigation), High Pressure Laminates Antitrust Litigation, Microcrystalline Cellulose Antitrust Litigation, Abid v. Grosvenor Bus Lines, Inc., and Reed v. Advocate Healthcare, Inc.

REPRESENTATIVE MATTERS

Antitrust Class Actions

Abid v. Grosvenor Bus Lines, Inc., et al. (California Superior Court, City and County of San Francisco). Lead counsel for plaintiffs in antitrust class action brought on behalf of hotel employees and other sales agents who were paid by commission for selling sightseeing bus tours of San Francisco and other nearby tourist destinations. The suit alleged that the three major San Francisco sightseeing tour operators agreed to price-fix the commissions they pay to the sales agents and to jointly lower the commissions to anticompetitive levels in violation of California’s Cartwright Act and unfair competition law. Action settled for $3.1 million and injunctive relief.

3M Transparent Tape Cases (California Superior Court, City and County of San Francisco, Judicial Council Coordination Proceeding). Co-Lead counsel for plaintiffs in a class action brought on behalf of California indirect purchasers of 3M’s transparent tape. Plaintiffs alleged that 3M unlawfully maintained a monopoly in the market for invisible and transparent home and office tape through various arrangements, contracts, agreements, trusts and combinations in restraint of trade designed primarily to restrict the availability of lower priced transparent tape products to consumers and to maintain high retail prices for its Scotch Brand retail products. Plaintiffs agreed to settle this case as a part of a national settlement valued at approximately $42 million in which 3M resolved several related cases pending against it.

In re Credit/Debit Card Tying Cases (California Superior Court, City and County of San Francisco, Judicial Council Coordination Proceeding). Co-counsel for plaintiffs in

-3- putative class action under California Unfair Competition Law alleging that credit card issuers (Visa and MasterCard) unlawfully tied their debit card services to their credit card services, resulting in inflated merchant exchange fees for debit card services that were passed on to the plaintiff retail customers. Action settled for $30 million (settlement approval pending).

In re Musical Instruments Antitrust Litigation (U.S. District Court, Southern District of California). Co-counsel for nationwide class of direct purchasers of guitars and other musical instruments from Guitar Center. Plaintiffs allege a scheme involving Guitar Center, the National Association of Music Merchants, and various retailers and manufactures to eliminate competition in the market for musical instrument products. Action pending.

In re Optical Disk Drives Antitrust Litigation (U.S. District Court, Northern District of California). Co-counsel for nationwide class of direct purchasers of optical disk drives, including those installed in laptop computers and CD players. Plaintiffs allege that defendants, who are among the major manufacturers of optical disk drives worldwide, engaged in price-fixing and a conspiracy to eliminate competition. Action pending.

Brigiotta’s Farmland Produce and Garden Center, Inc. v. United Potato Growers of Idaho, Inc. et al. (U.S. District Court, District of Idaho). Co-counsel for nationwide class of direct purchasers of fresh and process potatoes. Plaintiffs allege that defendants engaged in a conspiracy to drive up prices of potatoes nationwide by diminishing output through agreements to reduce acreage and other anticompetitive means. Action pending.

In re Dynamic Random Access Memory (DRAM) Antitrust Litigation (U.S. District Court, Northern District of California). Co-counsel for a putative nationwide class of indirect purchasers of DRAM. Plaintiffs allege that the defendants, who are among the world’s largest manufacturers of DRAM, conspired to illegally fix the price of DRAM sold in the United States, causing consumers and others to pay more for DRAM and products containing DRAM than would have been the case in the absence of the conspiracy. The firm represents a client who assembled and sold specially-configured, high-performance computers in California during the class period. Action pending.

Nurse Wages Cases: Reed, et al. v. Advocate Healthcare, Inc. et al. (U.S. District Court, Northern District of Illinois). Co-counsel for plaintiff RNs in price-fixing class action alleging that the named defendant healthcare providers have conspired to fix and depress wages being paid to the nurse plaintiffs, and that they accomplished the conspiracy through unlawful exchanges of wage information through trade associations and otherwise. Action settled.

In re TFT-LCD (Flat Panel) Antitrust Litigation (U.S. District Court, Northern District of California) (Judicial Panel on Multidistrict Litigation No. 1827). Co-counsel for nationwide and California classes of indirect purchasers of flat-panel displays (liquid crystal displays or “LCDs”) including computer monitors, laptops, and televisions. Plaintiffs allege that defendants, who are among the major manufactures of LCDs worldwide (including Samsung, Hitachi and LG Philips), engaged in a wide-ranging conspiracy to eliminate competition and to fix and inflate the prices of the displays, resulting in significant increased costs to consumers. Action pending.

-4- Unfair Competition Law Class Actions

Kent v. Avis Rent A Car System LLC (California Court of Appeal, Fourth Appellate District, Division Three). Appellate consultant in UCL and CLRA class action alleging improper administrative fee charges. Retained to assist with oral argument preparation. Action concluded.

Compassion Over Killing v. Cal-Cruz Hatcheries (California Superior Court, County of Santa Cruz). Co-counsel in UCL action for violation of California animal cruelty laws. Retained as UCL expert to assist with standing arguments. Action concluded.

Cobb v. BSH Home Appliance Corp. (United States District Court, Central District of California). Consultant in UCL, CLRA and breach of warranty action against product manufacturer. Retained as UCL expert to assist with opposing motions to dismiss. Action pending.

Gallion v. Apple, Inc. (United States District Court, Northern District of California). Co-counsel in consumer class action on behalf of owners of iPhone and iPod touch devices alleging that Apple fails to honor its warranty obligations and uses faulty Liquid Submersion Indicators as a basis for improper denial of warranty coverage. Action pending.

Levitte v. Google, Inc. (United States District Court, Northern District of California). Co-counsel in UCL class action alleging misrepresentations to AdWords customers regarding the types and quality of the websites on which advertisers’ ads would be placed. Action pending.

Watts v. Allstate Indemnity Co. et al. (United States District Court, Eastern District of California). Co-counsel in UCL, breach of contract and fraud class action against insurance company alleging improper payment of policy benefits. Action pending.

Minton v. Herbalife International, Inc. et al. (California Superior Court, County of Los Angeles). Co-counsel in class action alleging unlawful and fraudulent “endless chain” scheme. Ms. Kralowec assisted in the class certification, settlement, and settlement approval phases of the case. Action settled for $1.75 million.

Quacchia v. DaimlerChrysler Corporation (California Superior Court, County of Alameda). Co-counsel in UCL and CLRA class action alleging failure to disclose known safety defect in seat belt design. Action concluded.

Securities Class Actions

Herron v. Lark Creek Investment Management Co. et al. (California Superior Court, City and County of San Francisco). Co-Lead counsel for plaintiffs in derivative and class action litigation on behalf of investors in Madoff feeder fund. Action pending.

Herron v. CARE Market et al. (California Superior Court, City and County of San Francisco). Co-Lead counsel for plaintiffs in derivative action seeking clawback of mistakenly-paid false profits for benefit of Madoff feeder fund. Action pending.

-5- In re AOL Time Warner Securities Litigation (U.S. District Court, Southern District of New York). Co-counsel in securities class action alleging falsification of advertising revenues in public filings, improperly inflating stock price. Ms. Kralowec participated in high-level document review and analysis. Action settled for $2.5 billion.

Wage & Hour and Employment Class Actions

Brinker Restaurant Corporation v. Superior Court (Hohnbaum) (California Court of Appeal, Fourth Appellate District; California Supreme Court). Lead appellate counsel in class action alleging violations of California’s meal period and rest break laws. Certified class consists of over 60,000 California employees of Brinker Restaurant Corporation, which operates Chili’s, the Macaroni Grill, and other statewide restaurant chains. Action pending.

Bluford v. Safeway Stores, Inc. (California Court of Appeal, Third Appellate District). Appellate consultant in class action alleging violations of California’s meal period and rest break laws.

In re AMR Wage & Hour Cases (California Superior Court, County of Alameda, Judicial Council Coordination Proceeding). Co-Lead counsel in wage and hour class action on behalf of putative class of California ambulance drivers, paramedics and dispatchers improperly denied their meal periods and rest breaks. Action pending.

Thomas v. California State Automobile Association (California Superior Court, County of Alameda). Co-counsel in wage and hour class action alleging misclassification of insurance adjusters as “exempt” employees in violation of the Labor Code. Action settled for $8 million.

Savaglio v. Wal-Mart Stores, Inc. (California Superior Court, County of Alameda). The Furth Firm LLP acted as lead counsel in this class action alleging failure to pay meal periods and rest breaks. Ms. Kralowec assisted with the briefing. Action resulted in jury verdict of $172 million and settled while on appeal.

Salvas v. Wal-Mart Stores, Inc. (Supreme Judicial Court of Massachusetts). The Furth Firm LLP acted as lead counsel in this class action alleging failure to pay meal periods and rest breaks. Ms. Kralowec assisted with the appellate briefing. Action settled.

Civil Rights Class Actions

Adler v. California Family Health LLC dba Cailfornia Family Fitness (California Superior Court, County of Sacramento). Lead counsel in civil rights class action alleging that chain of gyms provided unequal facilities to its members on the basis of gender, in violation of the Unruh Civil Rights Act and other laws. As a result of lawsuit, single-sex workout areas of gyms were opened up to all members. Action settled.

-6-

EXHIBIT 2

TIME REPORT Firm Name: The Kralowec Law Group Time Period: Inception through February 28, 2013 (P) Partner Categories: (1) Investigations, Factual Research (5) Settlements (A) Associate (2) Discovery (6) Litigation Strategy, Analysis and Case Management (LC) Law Clerk (3) Pleadings, Briefs and Pretrial Motions (7) Class Certification (PL) Paralegal (4) Court Appearances (8) Appeal (L) Librarian (LS) Lit Support HOURLY HOURS LODESTAR ATTORNEY OR PARALEGAL 1 2 3 4 5 6 7 8 RATE Kimberly A. Kralowec (P) 33.30 21.00 26.50 75.20 156.00 725.00 113,100.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Attorney Totals 0.00 0.00 33.30 21.00 0.00 26.50 0.00 75.20 156.00 113,100.00 Gary M. Gray (PL) 3.4 7.1 17 27.5 285.00 7,837.50 0 0.00 0 0.00 0 0.00 0 0.00 0 0.00 0 0.00 0 0.00 0 0.00 Non-Attorney Totals 0 0 3.4 0 0 7.1 0 17 27.5 7,837.50 TOTALS: 183.50 120,937.50

EXHIBIT 3

Credit-Debit Card Tying Cases J.C.C.P. No. 4335 UNREIMBURSED COSTS AND EXPENSES

FIRM NAME: The Kralowec Law Goup

TIME PERIOD: Inception through February 28, 2013

Description Amount ($) Court Fees Court Reporter Delivery Services/Messenger Evidence Storage Experts Photocopying 113.99 Postage Process/Service Fees Research 42.00 Telephone/Facsimile Travel 49.75

TOTAL: 205.74

8 SUPERIOR COURT OF THE STATE OF CALIFORNIA

9 CITY AND COUNTY OF SAN FRANCISCO

10 UNLIMITED JURISDICTION

11 COORDINATION PROCEEDING ) J.C.C.P. No. 4335 SPECIAL TITLE (Rule 1550(b)) ) 12 ) CJC-03-004335 CREDIT/DEBIT CARD TYING CASES ) 13 ) CLASS ACTION This Document Relates to: )

14 ) EXHIBIT 14 TO SUPPLEMENTAL All Actions ) 15 ) DECLARATION OF CRAIG C. CORBITT ) IN SUPPORT OF ZELLE HOFMANN 16 ) VOELBEL & MASON LLP’S AND ) PLAINTIFFS’ JOINT RENEWED 17 ) APPLICATION FOR ATTORNEYS’ FEES, ) EXPENSES, AND INCENTIVE AWARDS 18 ) ) 19 ) ) Date: April 2, 2013 20 ) Time: 9:30 a.m. ) Dept.: 305 21 ) Judge: Hon. John E. Munter

22 23 24 25 26 27 28

EXHIBIT 14 TO SUPPLEMENTAL DECLARATION OF CRAIG C. CORBITT IN SUPPORT OF ZELLE HOFMANN VOELBEL & MASON LLP’S AND PLAINTIFFS’ JOINT RENEWED APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS

8 SUPERIOR COURT OF THE STATE OF CALIFORNIA

9 CITY AND COUNTY OF SAN FRANCISCO

10 UNLIMITED JURISDICTION

11 COORDINATION PROCEEDING ) J.C.C.P. No. 4335 SPECIAL TITLE (Rule 1550(b)) ) 12 ) CJC-03-004335 CREDIT/DEBIT CARD TYING CASES ) 13 ) CLASS ACTION This Document Relates to: )

14 ) EXHIBIT 15 TO SUPPLEMENTAL All Actions ) 15 ) DECLARATION OF CRAIG C. CORBITT ) IN SUPPORT OF ZELLE HOFMANN 16 ) VOELBEL & MASON LLP’S AND ) PLAINTIFFS’ JOINT RENEWED 17 ) APPLICATION FOR ATTORNEYS’ FEES, ) EXPENSES, AND INCENTIVE AWARDS 18 ) ) 19 ) ) Date: April 2, 2013 20 ) Time: 9:30 a.m. ) Dept.: 305 21 ) Judge: Hon. John E. Munter

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EXHIBIT 15 TO SUPPLEMENTAL DECLARATION OF CRAIG C. CORBITT IN SUPPORT OF ZELLE HOFMANN VOELBEL & MASON LLP’S AND PLAINTIFFS’ JOINT RENEWED APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS

8 SUPERIOR COURT OF THE STATE OF CALIFORNIA

9 CITY AND COUNTY OF SAN FRANCISCO

10 UNLIMITED JURISDICTION

11 COORDINATION PROCEEDING ) J.C.C.P. No. 4335 SPECIAL TITLE (Rule 1550(b)) ) 12 ) CJC-03-004335 CREDIT/DEBIT CARD TYING CASES ) 13 ) CLASS ACTION This Document Relates to: )

14 ) EXHIBIT 16 TO SUPPLEMENTAL All Actions ) 15 ) DECLARATION OF CRAIG C. CORBITT ) IN SUPPORT OF ZELLE HOFMANN 16 ) VOELBEL & MASON LLP’S AND ) PLAINTIFFS’ JOINT RENEWED 17 ) APPLICATION FOR ATTORNEYS’ FEES, ) EXPENSES, AND INCENTIVE AWARDS 18 ) ) 19 ) ) Date: April 2, 2013 20 ) Time: 9:30 a.m. ) Dept.: 305 21 ) Judge: Hon. John E. Munter

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EXHIBIT 16 TO SUPPLEMENTAL DECLARATION OF CRAIG C. CORBITT IN SUPPORT OF ZELLE HOFMANN VOELBEL & MASON LLP’S AND PLAINTIFFS’ JOINT RENEWED APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS

EXHIBIT 1

SCHUBERT JONCKHEER & KOLBE LLP

PRACTICE AND HISTORY

Schubert Jonckheer & Kolbe LLP is AV rated by the Martindale-Hubbell Law Directory. Together with its predecessor firms, it has been in operation for thirty years. In addition to prosecuting cases in the California federal and state courts, the firm has been actively involved in securities, antitrust, unfair competition, and employment class actions throughout the United States. Schubert Jonckheer & Kolbe LLP has been Lead Counsel or Co-Lead Counsel in class actions and shareholder derivative cases which have produced recoveries valued at over $600 million. These have included the following:

Tucker v. Scrushy, et al., No. CV-02-5212 (Alabama Circuit Court, Jefferson County). Co-Lead Counsel in shareholder derivative action on behalf of HealthSouth Corporation alleging breaches of fiduciary duty and insider trading arising from a multi-billion dollar restatement of previously reported financial results. Partial summary judgment for unjust enrichment granted against former CEO Richard Scrushy for restitution to HealthSouth of $47.8 million bonuses with interest paid to Scrushy during fiscal years 1997-2002 pursuant to a stated policy requiring that bonuses be paid from net profits. In fact, following restatement, it was revealed that the Company had never had net profits from which to pay Scrushy bonuses during the fiscal years 1997-2002. The judgment was affirmed on appeal to the Alabama Supreme Court, Scrushy v. Tucker, 955 So.2d 988 (Ala. 2006). Plaintiffs thereafter settled HealthSouth’s claims against additional HealthSouth directors and officers for $100 million, and against its investment bankers, UBS Securities LLC, for an additional $133 million. Co-Counsel in a related case, In re HealthSouth Corp. Shareholders Litigation., 845 A.2d 1096 (Del. Ch. 2003), aff’d 847 A.2d 1121 (Del. 2004), in which the Delaware Chancery Court granted summary judgment for unjust enrichment and equitable fraud against Richard Scrushy arising from his purported repayment with HealthSouth stock of a $25 million loan that Scrushy was obligated to pay in cash. The judgment resulted in an immediate $17.5 million recovery to HealthSouth. We also helped obtain an additional judgment of $2.9 billion against Richard Scrushy after an eleven day non-jury trial—a result upheld by the Alabama Supreme Court—and are pursuing claims in arbitration against Ernst & Young, HealthSouth’s former auditors. We have collected approximately $300 million in judgments and settlements to date for the benefit of HealthSouth, and are in the process of executing on the judgment against Scrushy.

In re Marsh & McLennan Companies, Inc. Derivative Litigation, No. CA No. 753- VCS (Delaware Court of Chancery). The Schubert Firm as co-derivative counsel helped obtain a $205 million settlement in a shareholder derivative action brought on behalf of Marsh & McLennan Companies (MMC). The complaint alleged that MMC, the world’s largest insurance broker, failed to adequately disclose to its clients that it was paid contingent commissions to steer insurance business to favored insurance companies. When these practices were revealed, MMC agreed to pay huge fines, to the detriment of its shareholders.

Pfeiffer v. Toll, et al., No. C.A. No. 4140-VCL (Delaware Chancery Court). Co-Lead Counsel in shareholder derivative action. On March 3, 2010, Vice Chancellor J. Travis Laster upheld the shareholder derivative complaint alleging over $615 million in insider trading by the Board of Directors of Toll Brothers Inc. (TOL), a large luxury home builder. In upholding the complaint, the Court rejected each of defendants’ arguments, finding that the complaint stated sufficient facts to excuse a pre-suit demand on the Board, that the case was timely filed, and that the insider trading claims were viable. The Court soundly rejected defendants’ arguments that Delaware’s leading insider trading precedent, Brophy v. Cities Service Co., 70 A.2d 5 (Del. Ch. 1949) was outdated and should be overruled.

Hurkes Harris Design Associates, Inc. v. Fujitsu Computer Products of America, Inc., Case No. CV 812127 (California Superior Court, Santa Clara County). Co-counsel in class action alleging false advertising and unfair competition in the marketing, advertising, sale and servicing of the Fujitsu MPG-3xxx series and MPF-3xxx-AH series desktop magnetic computer hard disk drive models. We obtained a settlement on behalf of a nationwide class of $42.5 million.

3M Transparent Tape Cases (United States District Court, Northern District of California, Case No. 00-2810-CW). Co-Lead counsel for plaintiffs in a class action brought on behalf of purchasers of 3M transparent tape. Plaintiffs alleged that 3M unlawfully maintained a monopoly in the market for invisible and transparent home and office tape through various arrangements, contracts, agreements, trusts and combinations in restraint of trade designed primarily to restrict the availability of lower priced transparent tape products to consumers and to maintain high retail prices for its Scotch Brand retail products. We obtained a nationwide settlement valued at approximately $42 million.

Bonneville Pacific Corporation Securities Litigation, No. 92-C-181-S (District of Utah). Co-Lead Counsel in securities class action involving fraudulent financial statements by a large power cogeneration company. We obtained settlements totaling $26 million for the class, which recovered 100% of its damages, in one of the largest securities fraud cases in Utah history. We also obtained a decision from the Utah Supreme Court holding that plaintiffs need not plead or prove reliance to proceed under the Utah Uniform Securities Act. Gohler v. Wood, 919 P. 2d 561 (Utah 1996).

Qwest Communications International, Inc. Derivative Litigation, No. 02-CV-8188 (Colorado District Court, City and County of Denver). Co-Lead Counsel in shareholder derivative action alleging officer and director breaches of fiduciary duty and insider trading arising out of massive earnings restatement by telecommunications company. Defendants attempted to derail the case, seeking a stay based upon previously filed but inactive Federal derivative action. We defeated the motion, reviewed and analyzed over 7 million pages of documents, and recovered $25 million for the company. The settlement included important corporate governance changes, including the requirement of a lead independent director when the chairman of the board is also the chief executive officer.

Kirschenbaum v. Electronic Arts, Inc., Case No. CIV 440876 (California Superior Court, San Mateo County). Co-Lead Counsel in class action seeking to recover unpaid overtime compensation for computer graphics artists employed in California by

SCHUBERT JONCKHEER & KOLBE LLP 2 PRACTICE AND HISTORY

Electronic Arts Inc. (“EA”), the world’s largest manufacturer of computer video games. The case was settled after the parties conducted formal and informal discovery, and we reviewed thousands of pages of company records. The settlement totaled $15.6 million, for approximately 618 class members. We believe this is the first class action involving recovery of overtime compensation for computer graphics artists in the electronic game industry.

Raider v. Sunderland, Civil Action No. 19357 NC (Delaware Chancery Court). Co- Lead Counsel in shareholder class action alleging breach of fiduciary duty by controlling shareholders of large cement company in connection with its acquisition of related company owned by controlling shareholders. We recovered $15 million ($8 per share) for minority shareholders after obtaining class certification, reviewing approximately 30,000 documents, deposing numerous fact and expert witnesses, and preparing the case for trial. The recovery exceeded 50% of the damage calculation of plaintiff’s valuation expert.

Hasty v. Electronic Arts, Inc., Case No. 444821 (California Superior Court, San Mateo County). Co-Lead Counsel in class action seeking to recover unpaid overtime compensation for current and former computer programmers employed in California by Electronic Arts Inc. (“EA”), the world’s largest manufacturer of computer video games. The case was settled after the parties conducted formal and informal discovery, including numerous depositions and review of thousands of pages of company records. The settlement totaled $14.9 million, for approximately 600 class members. We believe this is the first class action involving recovery of overtime compensation for computer programmers in California.

Shea v. Vidinsky, Case No. CIV CGC-04-437473 (California Superior Court, San Francisco County). Counsel in derivative case brought on behalf of Valin Corporation alleging breach of fiduciary duty, abuse of control, waste of corporate assets, violation of Cal. Corp. Code sections 25402 and 25403, constructive fraud and unjust enrichment. In response to the lawsuit, Valin’s Board of Directors appointed a Special Litigation Committee (“SLC”). Faced with separate summary judgment motions brought by the SLC and by individual defendants, we successfully obtained a settlement for the Corporation valued at over $12.5 million.

ADAC Laboratories Derivative Litigation, No. CV 779262 (California Superior Court, Santa Clara County). Co-Lead Counsel in shareholder derivative action alleging officer and director breaches of fiduciary duty and insider trading arising from false financial statements issued by a scientific instruments manufacturer. These financial statements were restated after “side letters” and other improper revenue recognition practices were uncovered. Defendants sought a stay based upon federal securities class actions arising from the same facts. We defeated that motion, obtained thousands of documents well ahead of the federal actions, and recovered $12 million for the company, representing the bulk of its insurance coverage.

SCHUBERT JONCKHEER & KOLBE LLP 3 PRACTICE AND HISTORY

Franz Inc. v. Quantum Corporation, Case No. CGC-03-423301 (California Superior Court, San Francisco County). Co-lead Counsel in class action brought on behalf of California businesses and residents who purchased DLTtape IV™ tapes, claiming price fixing and other anticompetitive actions. We obtained a class action settlement valued at $10.35 million.

In re OSB Antitrust Litigation (U.S. District Court, Eastern District of Pennsylvania, Master File No. 06-826). Co-Lead Counsel for certified class of indirect purchasers of Oriented Strand Board (“OSB”). Plaintiffs alleged a conspiracy among eight major OSB manufacturers to inflate OSB prices by restricting production and other anticompetitive practices, in violation of the Sherman Antitrust Act and numerous state antitrust laws. We obtained a settlement of $9.94 million on behalf of consumers in 20 states and the District of Columbia.

Wilson v. Sony Computer Entertainment, Inc., Case No. 444815 (California Superior Court, San Mateo County). Co-Lead Counsel in class action seeking to recover unpaid overtime compensation for computer graphics artists employed in California by Sony Computer Entertainment, Inc. The case was settled for $8.5 million. In addition, Sony agreed to reclassify class members with a job title of Associate Artist and Artist 1 as nonexempt employees under the wage and hours laws of California and the federal Fair Labor Standards Act.

In Re Savings Investment Service Corporation Loan Commitment Litigation, MDL 718 (Western District of Oklahoma). Co-Lead Counsel in securities class action arising from default of $9.85 million issue of industrial revenue bonds issued to finance a hotel in Westminster, Colorado. After extensive discovery and motion practice we obtained a recovery of approximately $8.0 million for the class.

Emulex Shareholder Derivative Cases, Judicial Coordination Proceeding No. 4194 (California Superior Court, Orange County). Co-Lead Counsel in shareholder derivative actions alleging officer and director breaches of fiduciary and insider trading arising from order delays for optical networking hardware. Although the case was initially stayed, we succeeded in lifting the stay and obtaining over 100,000 pages of company documents, eventually obtaining an $8 million settlement for the company.

Garbini v. Protection One, Inc., Civil Action No. 99-3755 (Central District of California). Lead Counsel in securities class action arising from three successive restatements of three years’ audited and publicly reported financial results by America’s second-largest home security monitoring company. Plaintiffs asserted claims under Section 11 of the Securities Act of 1933 and Section 10 of the Securities Exchange Act of 1934, alleging use of an excessively long period to amortize the cost of acquired customer accounts. We obtained a settlement of $7.76 million for the class. In a related appeal, we successfully challenged the dismissal of the company’s auditors, Arthur Andersen. The ruling clarified plaintiffs’ obligations to allege damages under the Securities Act of 1933. Garbini v. Protection One, Inc., 49 Fed.Appx. 169, [2002 Transfer Binder] Fed. Sec. L. Rep.(CCH) ¶92,018 (9thCir. October 11, 2002).

SCHUBERT JONCKHEER & KOLBE LLP 4 PRACTICE AND HISTORY

In Re Providian Financial Corporation Derivative Litigation, Case No. 401954 (California Superior Court, City and County of San Francisco). Co-Lead Counsel in shareholder derivative action alleging breaches of fiduciary duty and insider trading by officers and directors of a large sub-prime credit card lender. Case arose from company's undisclosed change of accounting for customer bankruptcies and alleged failure to maintain adequate reserves for uncollectible accounts. After extensive document discovery we obtained a settlement of $6.5 million for the company.

In Re Structural Dynamics Research Corporation Derivative Litigation, Case No. C- 1-94-650 (Southern District of Ohio). Co-Lead Counsel in shareholder derivative action arising from earnings restatement resulting from accounting fraud in the Far East operations of NASDAQ-listed computer software company. After extensive discovery, we obtained a settlement of $5.0 million for the company. (SDRC)

In Re S3 Derivative Litigation, No. CV-77-0254 (California Superior Court, Santa Clara County). Co-lead counsel in shareholder derivative litigation involving S3, now known as SonicBLUE Corporation, which was a leading manufacturer of graphics accelerator chips. Case arose from earnings restatements and alleged insider trading resulting from improper recognition of revenue on sales in Far East. After discovery, we obtained a cash settlement of $4.65 million for the company, which represented the bulk of insider trading damages. (SBLU)

In Re VISX Securities Litigation. Master File No. C94-2-649-RPA (Northern District of California). Co-Lead Counsel in securities class action arising from misrepresentations as to status of clinical trials by a NASDAQ-listed laser vision correction company. We obtained a settlement of $4.0 million for the class. (VISX)

Herron, et al. v. Lark Creek Investment Management Company, et al., Case No. CGC-10-496342 (San Francisco Superior Court). Co-Lead Counsel on behalf of Class of investors in the feeder fund Starlight, L.P., which invested nearly all of its assets with Bernie Madoff. The complaint alleged that the feeder fund’s auditor was professionally negligent and breached its contract with the feeder fund in issuing “clean” audit opinions on the feeder fund’s financial statements between 2003 and 2007. We obtained a settlement of $3.6 million for the Class.

Isaac v. Falcon Classic Cable Income Properties, L.P., et al., No. BC-177205 (California Superior Court, Los Angeles County). Lead Counsel in class action arising from general partner’s purchase of the assets of a cable television limited partnership at allegedly inadequate price. We obtained a recovery of $2.8 million for the limited partners.

Bilunka v. Sanders, [1994-95 Transfer Binder] Fed. Sec. L. Rep. (CCH) ¶98,314 (N.D. Cal. 1994). Co-lead counsel in shareholder derivative action arising from misrepresentations by officers and directors of Advanced Micro Devices, a leading microchip manufacturer, regarding a purportedly “clean” clone of a microchip developed

SCHUBERT JONCKHEER & KOLBE LLP 5 PRACTICE AND HISTORY

by Intel Corporation. The opinion by Judge Ware of the Northern District of California established two key principles for California derivative cases: (1) California’s insider trading statute, Corporations Code §25502.5, applies to California based corporations incorporated in Delaware, and (2) where the board of directors is evenly divided between interested and disinterested members, a shareholder demand upon the board is futile and therefore excused. We ultimately obtained a recovery of $2.25 million for the company.

In re IDB Communications Group, Inc. Securities Litigation, Master File No. CV-94- 3618-RG (JGX) (Central District of California). Co-Lead Counsel in shareholder derivative action arising from misleading financial statements issued by NASDAQ-listed telecommunications company. We obtained a settlement of $2.0 million for the company.

In re Atchison Casting Corporation Securities Litigation, Master File No. 01-2013- JWL (District of Kansas). Lead Counsel in a securities class action arising from the restatement of four years’ of audited financial results by this Kansas-headquartered operator of 20 ferrous casting facilities, following revelation of accounting improprieties at the company’s Pennsylvania Foundry Group. We obtained a settlement of $1.8 million for the class.

In Re Bexar County Health Facilities Development Corporation Securities Litigation, MDL 768 (Eastern District of Pennsylvania). Co-Lead Counsel in securities class action arising from default of industrial revenue bonds issued to finance a retirement facility in San Antonio, Texas. We obtained a settlement of $1.5 million for the class.

Eleanor Gorsey, et al. v. I.M. Simon & Co., Inc., et al., 121 F.R.D.135 (D. Mass 1988). Co-Lead Counsel in securities class action litigation arising from default of industrial revenue bonds issued to finance a retirement facility in South Bend, Indiana. We obtained a settlement of $1.2 million for the class.

Sheehan v. Little Switzerland, 136 F. Supp. 2d 301 (D. Del 2001). Lead counsel in securities class action arising from failed merger between Little Switzerland, Inc., a duty- free retailer, and Destination Retail Holdings Corporation, a Bahamian retailer. The court upheld plaintiff’s claim that the company’s disclosures regarding the financing for the merger were false and misleading, and that plaintiff’s allegations of wrongful intent satisfied the strict pleading standards of the Private Securities Litigation Reform Act of 1995. We obtained a recovery of $1.05 million for the class, representing approximately 75% of estimated damages. (LSVI)

Veterinary Centers of America Securities Litigation, Case No. BC 178 615 (California Superior Court, Los Angeles County). Lead Counsel in shareholder derivative action arising from misrepresentations and insider trading by officers and directors of publicly traded chain of veterinary hospitals. We obtained a recovery of $1.0 million for the company. (VCAI)

SCHUBERT JONCKHEER & KOLBE LLP 6 PRACTICE AND HISTORY

Cirrus Logic Securities Litigation, Master File No. C-95-3978-EAI (Northern District of California). Lead Counsel in shareholder derivative action resulting from overstated financial statements and other violations of generally accepted accounting principles by large manufacturer of multimedia products. We obtained a settlement of $1.0 million for the company. (CRUS)

Schubert Jonckheer & Kolbe LLP has also participated as counsel in class action or derivative cases involving the following companies:

3M Corporation (MMM) Caremark, Inc. (CMX) aaiPharma Inc. (AAII) Caremark International Inc. ABM Industries Incorporated (ABM) Caribbean Cigar Co. (CIGRD, CIGRW) Abbott Laboratories, Inc. (ABT) Centennial Technologies, Inc. (CENL) Activision, Inc. (ATVI) Chalone Wine Group Ltd. Adaptec, Inc. (ADPT) Charles Allmon Trust Adobe Systems Incorporated (ADBE) Chiron Corporation Adelphia Communications Corporation Cisco Systems, Inc. (CSCO) (ADLA) Citizen Utilities Company (CZN) Advanced Micro-Circuits Corporation (AMCC) CNF, Inc. (CNF) Advanced Micro Devices (AMD) Complete Management, Inc. (CPMI) Alcatel Alsthom (ALA) CompuMed, Inc. (CMPD) Amazon.com, Inc. (AMZN) Coram Healthcare Corporation (CRH) America First Financial (AFFFZ) Corrpro Cos. Inc. (CO) America Online, Inc. (AOL) Creative Technology Ltd. (CREAF) American Bank Note Holographics, Inc. (ABH) Critical Path, Inc. (CPTH) American Express Company (AXP) Cyberguard Corporation (CYBG) American Income Life Insurance Company Cylink Corporation (CYLK) Archer-Daniels-Midland Company (ADM) Del Global Technologies Corporation (DGTC) Ariba, Inc. (ARBA) Digital Equipment Corp. (DEC pa) Ash Grove Cement Company (ASHG.PK) Digital Lightwave, Inc. (DIGL) Aspec Technology, Inc. (ASPC) Ditech Communications Corp. (DITC) Assisted Living Concepts, Inc. (ALF) DoubleClick, Inc. (DCLK) Atchison Casting Corp. (FDY) eBay, Inc. (EBAY) Aurora Foods, Inc. (AOR) Electronic Arts, Inc. (ERTS) Bay Area Cellular Telephone Co. (BACTC) Employee Solutions, Inc. (ESOL) Blockbuster Video (BBI) Emulex Corporation (EMLX) Borders Group, Inc. Enron Corporation Boston Scientific Corporation (BSX) Fen-Phen Diet Pill Litigation Bre-X Corporation (BXMN) Fine Host Corp. (FINE) Broadcom Corporation (BRCM) First Merchants Acceptance Corp. (FMAC) Brocade Communications Systems, Inc. First Virtual Communications, Inc. (FVC) (BRCD) Flat Glass Antitrust Litigation California Amplifier, Inc. (CAMP) FLIR Systems Inc. (FLIR) Callidus Software Inc. (CALD) Ford Motor Company (F) Candies, Inc. (CAND)

SCHUBERT JONCKHEER & KOLBE LLP 7 PRACTICE AND HISTORY

Formula One Administration, Ltd. Med/Waste, Inc. (MWDSE) FPA Medical Management, Inc. (FPAM) Mercury Finance Company (MFNNQ) Frederick’s of Hollywood Mercury Interactive Corporation (MERQ) Fujitsu Computer Products of America Micron Technology, Inc. (MU) FVC.COM, Inc. (FVCC) Mirant Corporation (MIR) Gateway, Inc. (GTW) Mitek Systems, Inc. (MITK) Gencor Industries, Inc. (GCRX) Molina Healthcare, Inc. (MOH) Genzyme Corporation (GENZ) Motorcar Parts & Accessories, Inc. (MPAA) Greyhound Lines, Inc. (BUS) NetManage, Inc. (NETM) Guidant Corporation (GDT) Netopia, Inc. (NTPA) H&R Block, Inc. (HRB) Network Computing Devices, Inc. (NCDI) Hanover Compressor Company (HC) Network Solutions, Inc. (NSOL) HealthSouth Corporation (HLSH ) New Century Financial Corporation (NCEN) Herbalife International, Inc. (HERBA) Networks Associates, Inc. (NETA) Hewlett-Packard Corporation (HPQ) Network Solutions, Inc. The Home Depot, Inc. (HD) North Face Inc. (TNFI) Honda Motor Company (HMC) Novartis AG (NVS) HPL Technologies, Inc. (HPLA) OCA, Inc. (OCA) Indianapolis Motor Speedway Corp. Orbital Sciences Corporation (ORB) Impac Mortgage Holdings, Inc. (IMH) Pacific Gateway Enterprises Informix Corporation (IFMX) Pacific Telephone Company Inso Corporation (INSO) Palm, Inc. (PSRC) Intel Corporation (INTC) PalmOne, Inc. (PLMO) Intershop Communications AG (ISHP) PennCorp Financial Group, Inc. (PFG) Interspeed, Inc. (ISPD) PeopleSoft, Inc. (PSFT) JDS Uniphase Corporation (JDSU) Peregrine Systems, Inc. (PRGN) JWP, Inc. PerkinElmer, Inc. (PKI) Ketema Philip Services Corporation Kidder Peabody & Co. Phycor, Inc. (PHYC) Kinder Morgan Presstek Inc. (PRST) Knoll, Inc.(KNL) Protection One, Inc. (US:POIX) Koger Properties Providian Financial Corporation (PVN) Legato Systems, Inc. (LGTO) Quaker State Corporation (KSF) Lernout & Hauspie Speech Products, N.V. Qwest Communications International Inc. (Q) (LHSP) Quantum Corporation (DSS) Littlefield, Adams & Company (FUNW) Quintus Corporation (QNTS) Logitech, Inc. Quovadx, Inc. (QVDX) Louisiana-Pacific Corporation (LPX) Rambus, Inc. (RMBS) Macromedia, Inc. (MACR) Riverstone Networks, Inc. (RSTN) Marsh & McLennan Companies, Inc. (MMC) Roberds, Inc. (RBDS) Martha Stewart Living Omnimedia, Inc. (MSO) Saf T Lok, Inc. (LOCK) Maxxam, Inc. (MXM) Safeskin Corporation (SFSK) McKesson HBOC, Inc. (HBOC) Safety-Kleen Corporation (SKLN) Medaphis Corporation (MEDA) Salomon Bros. Media Vision Schlotzsky's Inc. (BUNZ) Seagate Technology Inc. (SEG)

SCHUBERT JONCKHEER & KOLBE LLP 8 PRACTICE AND HISTORY

Secure Computing Corporation (SCUR) T2 Shiva Corporation (SHVA) Telebit Corporation Silicon Graphics, Inc. (SGI) Telxon Corporation (TLXN) Silicon Image, Inc. (SIMG) Tenera, Inc. (TNR) Silicon Storage Technology, Inc. (SSTI) Terayon Communication Systems, Inc. (TERN) Sipex Corporation (SIPX) Tibco Software, Inc. (TIBX) Sirena Apparel Group,Inc. (SIRN) Toys R Us, Inc. (TOY) SmarTalk Teleservice, Inc. (SMTK) Tut Systems, Inc. (TUTS) Sonus Networks, Inc. (SONS) TwinLab Corporation (TWLB) Sony Computer Entertainment America, Inc. Unify Corporation (UNFY) Spanlink Communications, Inc. (SPLK) U.S. Trust Corporation Spectrum Information Technologies, Inc. (SITI) U.S. West, Inc. (USW) Sprint Spectrum L.P. (FON) U.S. Wireless Corporation Star Gas Partners, L.P. (SGU) Ventro Corporation Sumitomo Metal Industries, Ltd. (SMMLY) Verisign, Inc. (VRSN) Summit Technology, Inc. (SMCT) Versata, Inc. (VATA) SupportSoft, Inc. (SPRT) Websecure, Inc. (WEBS) Sybase, Inc. (SYBS) Worldcom, Inc. (WCOEQ) Syncronys Softcorp (SYCR) Xicor, Inc.

SCHUBERT JONCKHEER & KOLBE LLP 9 PRACTICE AND HISTORY

ATTORNEYS

ROBERT C. SCHUBERT received a B.S. degree from the New York State School of Industrial and Labor Relations at Cornell University in 1966, where he graduated first in his class. He received his J.D. cum laude from Harvard Law School in 1969, after which he taught law, first at the Columbia University School of Law (1969-1970), and then at Golden Gate University School of Law (Assistant Professor, 1970-1975). Since that time he has been actively engaged in the practice of law, at both the trial and appellate levels. He specializes in complex litigation, particularly securities and antitrust class actions and shareholder derivative suits. He is a member of the State and Federal bars of California (since 1974), Massachusetts (since 1972) and New York (since 1970). In addition he has been admitted pro hac vice in the following courts, among others: United States District Courts for the Eastern District of Pennsylvania, the Middle District of Florida, the Northern District of Georgia, the Southern District of Ohio, the Western District of Oklahoma, the Western District of Washington, the Western and Northern Districts of Texas, the Northern and Central Districts of Illinois, the Northern District of Alabama, the Districts of Colorado, Oregon, Delaware, Utah, Montana, Arizona and New Hampshire, the Superior Courts of Alabama, Alaska, Connecticut, Colorado and Illinois, and the Delaware Court of Chancery. He has participated in discovery proceedings throughout the United States and the United Kingdom. He is also an arbitrator, and since 1971 has arbitrated numerous disputes under the auspices of the Federal Mediation and Conciliation Service. He is the author of several published articles, and lectures on class actions at the University of California, Hastings College of Law.

WILLEM F. JONCKHEER received his B.A. degree from Colgate University in 1990. He was awarded his J.D. degree in 1995 from the University of San Francisco School of Law. He has been a law intern with the Pacific Stock Exchange and the U.S. Securities & Exchange Commission. Mr. Jonckheer was admitted to the State Bar of California in 1995.

MIRANDA P. KOLBE received her B.A. from Hamilton College. She was awarded her J.D. degree from the University of California at Berkeley, Boalt Hall, where she won the Prosser Prize in Civil Procedure and the Moot Court Advocacy Award. In addition, she served as an Instructor for Boalt’s Legal Research and Writing class, and interned at the Prison Law Office in San Quentin, California, while at Boalt. After graduating, she served as a full-time legal researcher in the Civil Division of the San Francisco Superior Court, and then joined Schubert & Reed LLP as an associate in 2001.

DUSTIN L. SCHUBERT received his B.A. from University of California at Berkeley in 2003. He was awarded his J.D. degree in 2007 from Vanderbilt University Law School. Mr. Schubert was admitted to the State Bar of California in 2007. Mr. Schubert previously interned with the Superior Court of California in and for the City and County of San Francisco, for the Hon. A. James Robertson II. Mr. Schubert has also interned for Bay Area Legal Aid.

10 SCHUBERT JONCKHEER & KOLBE LLP ATTORNEYS

JASON A. PIKLER received his J.D. with high honors from the University of Texas School of Law, where he served as an associate editor of the Texas Law Review and earned the Dean’s Achievement Award in Criminal Law, Constitutional Law II, and Jurisprudence. While in law school, Mr. Pikler was inducted into the Chancellors, UT Law’s highest honor society and is also a member of the Order of the Coif. Mr. Pikler externed for the Honorable David Puryear on the Texas Third Circuit Court of Appeal and worked in the Capital Punishment Clinic, assisting death penalty inmates in challenging their death sentences. Mr. Pikler received his B.A. from Haverford College and an M.A. in Literature and Language from the University of Virginia. Prior to joining Schubert Jonckheer & Kolbe, Mr. Pikler worked as an associate specializing in complex civil litigation at Morrison & Foerster in San Francisco, receiving a Wiley W. Manuel Award for Pro Bono Legal Services from the State Bar of California.

NOAH SCHUBERT received his J.D. cum laude from the University of San Francisco School of Law in 2011, where he earned CALI Awards for Excellence in Constitutional Law and Civil Procedure and was awarded Best Oral Argument in the USF Moot Court Program. He was admitted to the State Bar of California in 2011. Mr. Schubert served as Editor-in-Chief of the USF Law Review, where he authored a comment on the policy and constitutional implications of selecting temporary replacements for recused Justices on the U.S. Supreme Court, titled Replacement Justice on the U.S. Supreme Court: The Use of Temporary Justices to Resolve the Recusal Conundrum, 46 U.S.F. L. Rev. 215 (2011). Prior to law school, Mr. Schubert worked as the Online Editor for the Center for American Progress in Washington, D.C. and served as the Online Media Manager for the 2004 Democratic National Convention in Boston, MA. He has also served as part of the National Advance Staff for the Kerry-Edwards campaign and former Vice President Al Gore. Mr. Schubert received his B.A. from the University of California, Berkeley in 2003.

11 SCHUBERT JONCKHEER & KOLBE LLP ATTORNEYS

EXHIBIT 2

EXHIBIT 3

8 SUPERIOR COURT OF THE STATE OF CALIFORNIA

9 CITY AND COUNTY OF SAN FRANCISCO

10 UNLIMITED JURISDICTION

11 COORDINATION PROCEEDING ) J.C.C.P. No. 4335 SPECIAL TITLE (Rule 1550(b)) ) 12 ) CJC-03-004335 CREDIT/DEBIT CARD TYING CASES ) 13 ) CLASS ACTION This Document Relates to: )

14 ) EXHIBIT 17 TO SUPPLEMENTAL All Actions ) 15 ) DECLARATION OF CRAIG C. CORBITT ) IN SUPPORT OF ZELLE HOFMANN 16 ) VOELBEL & MASON LLP’S AND ) PLAINTIFFS’ JOINT RENEWED 17 ) APPLICATION FOR ATTORNEYS’ FEES, ) EXPENSES, AND INCENTIVE AWARDS 18 ) ) 19 ) ) Date: April 2, 2013 20 ) Time: 9:30 a.m. ) Dept.: 305 21 ) Judge: Hon. John E. Munter

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EXHIBIT 17 TO SUPPLEMENTAL DECLARATION OF CRAIG C. CORBITT IN SUPPORT OF ZELLE HOFMANN VOELBEL & MASON LLP’S AND PLAINTIFFS’ JOINT RENEWED APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS

8 SUPERIOR COURT OF THE STATE OF CALIFORNIA

9 CITY AND COUNTY OF SAN FRANCISCO

10 UNLIMITED JURISDICTION

11 COORDINATION PROCEEDING ) J.C.C.P. No. 4335 SPECIAL TITLE (Rule 1550(b)) ) 12 ) CJC-03-004335 CREDIT/DEBIT CARD TYING CASES ) 13 ) CLASS ACTION This Document Relates to: )

14 ) EXHIBIT 18 TO SUPPLEMENTAL All Actions ) 15 ) DECLARATION OF CRAIG C. CORBITT ) IN SUPPORT OF ZELLE HOFMANN 16 ) VOELBEL & MASON LLP’S AND ) PLAINTIFFS’ JOINT RENEWED 17 ) APPLICATION FOR ATTORNEYS’ FEES, ) EXPENSES, AND INCENTIVE AWARDS 18 ) ) 19 ) ) Date: April 2, 2013 20 ) Time: 9:30 a.m. ) Dept.: 305 21 ) Judge: Hon. John E. Munter

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EXHIBIT 18 TO SUPPLEMENTAL DECLARATION OF CRAIG C. CORBITT IN SUPPORT OF ZELLE HOFMANN VOELBEL & MASON LLP’S AND PLAINTIFFS’ JOINT RENEWED APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS

8 SUPERIOR COURT OF THE STATE OF CALIFORNIA

9 CITY AND COUNTY OF SAN FRANCISCO

10 UNLIMITED JURISDICTION

11 COORDINATION PROCEEDING ) J.C.C.P. No. 4335 SPECIAL TITLE (Rule 1550(b)) ) 12 ) CJC-03-004335 CREDIT/DEBIT CARD TYING CASES ) 13 ) CLASS ACTION This Document Relates to: )

14 ) EXHIBIT 19 TO SUPPLEMENTAL All Actions ) 15 ) DECLARATION OF CRAIG C. CORBITT ) IN SUPPORT OF ZELLE HOFMANN 16 ) VOELBEL & MASON LLP’S AND ) PLAINTIFFS’ JOINT RENEWED 17 ) APPLICATION FOR ATTORNEYS’ FEES, ) EXPENSES, AND INCENTIVE AWARDS 18 ) ) 19 ) ) Date: April 2, 2013 20 ) Time: 9:30 a.m. ) Dept.: 305 21 ) Judge: Hon. John E. Munter

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EXHIBIT 19 TO SUPPLEMENTAL DECLARATION OF CRAIG C. CORBITT IN SUPPORT OF ZELLE HOFMANN VOELBEL & MASON LLP’S AND PLAINTIFFS’ JOINT RENEWED APPLICATION FOR ATTORNEYS’ FEES, EXPENSES, AND INCENTIVE AWARDS