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HomeMy WebLinkAboutResolutions - 2024.08.01 - 41390 August 11, 2024 RESOLUTION #2024-4296 _ 24-61 Sponsored By: Gwen Markham Corporation Counsel - County of Oakland v Teva Pharmaceutical Industries, et al (Opioid Settlement Participation Agreement with Kroger) Chair and Members of the Board: WHEREAS, Oakland County filed a lawsuit to address the public nuisance that is the Opioid Epidemic, which named, among other companies, the following Defendant (“Settling Defendant”): Kroger Co. WHEREAS the Settling Defendant has negotiated a proposed national settlement agreement (“Proposed Settlement”) with the State Attorneys General, and a Plaintiff Executive Committee- designated negotiating committee that represents approximately 4,000 local governments that have brought lawsuits similar to Oakland County’s lawsuit; WHEREASthe Proposed Settlement contains significant equitable and monetary relief, including: 1. An agreement to pay up to $1.2 billion over the next 11 years by the Settling Defendant. The bulk of which will be dedicated to funding abatement and prevention strategies associated with the opioids public nuisance; and 2. An agreement by the Settling Defendant to abide by strict limitations on its sale and distribution of opioids, including a ban on rewarding or disciplining employees based on volume of opioid sales; and an agreement to implement changes in how the Settling Defendant handles opioids, including requirements addressing its compliance structure, pharmacist judgment, and reporting on red-flag processes, as well as blocked and potentially problematic prescribers. WHEREAS Oakland County previously executed Participation Agreements for the Teva Pharmaceuticals Industries Ltd., Allergan Finance, LLC, CVS Health Corp. and CVS Pharmacy, Inc., Walmart, Inc., Walgreens, Distributor, and Janssen Settlements, which confer valuable benefits; WHEREASthe Proposed Settlement contains a “default” allocation method where settlement funds that are allocated to a particular state to resolve the claims asserted by state and local governments within that state are allocated as follows: • 15% of settlement proceeds paid under the Proposed Settlements are allocable to the State; • 15% of the settlement proceeds are allocable to local governments; and • 70% of the settlement proceeds are allocable to an opioid abatement fund; WHEREAS the Proposed Settlement enables the state and local governments within a State to negotiate alternative allocation methods to the “default” allocation method referenced above; WHEREASOakland County desires to enter into an alternative allocation method which allocates settlement funds on a 50/50 basis to: 1. Participating Local Governments who have elected to participate in the Proposed Settlement; and 2. the State of Michigan. WHEREAS Oakland County previously executed the Michigan State-Subdivision Agreements for (1) Allocation of Distributor Settlement Agreement and Janssen Settlement Agreement, which allocated funds attributed to the State of Michigan in a streamlined and equitable manner; and (2) Allocation of Teva, Allergan, CVS, Walmart, and Walgreens Settlement Agreements; NOW THEREFORE BE IT RESOLVED Oakland County authorizes the execution of a Participation Agreement for the Settlement Agreement with Kroger, which is listed and available to the public at https://nationalopioidsettlement.com/. A specimen copy of the material terms of the Participation Agreement is attached as Exhibit A to this resolution. Oakland County also authorizes the execution of a new Michigan State-Subdivision Agreement For Allocation of Kroger Settlement Agreement substantially similar to the proposed agreement attached as Exhibit B to this resolution. For the avoidance of doubt, Oakland County also authorizes its continued participation in the Teva Settlement, Allergan Settlement, CVS Settlement, Walmart Settlement, Walgreens Settlement, Distributor Settlement, Janssen Settlement, the Michigan State-Subdivision Agreement for Allocation of Allergan, Teva, CVS, Walmart, and Walgreens Settlement Agreements, and the Michigan State- Subdivision Agreement for the Allocation of Distributor Settlement Agreement and Janssen Settlement Agreement, all previously executed. Chair, the following Commissioners are sponsoring the foregoing Resolution: Gwen Markham. Date: August 01, 2024 David Woodward, Commissioner Date: August 03, 2024 Hilarie Chambers, Deputy County Executive II Date: August 06, 2024 Lisa Brown, County Clerk / Register of Deeds COMMITTEE TRACKING 2024-07-09 Claims Review - Refer to Finance 2024-07-24 Finance - Recommend to Board 2024-08-01 Full Board - Adopt Motioned by Commissioner Yolanda Smith Charles seconded by Commissioner Linnie Taylor to adopt the attached Resolution: County of Oakland v Teva Pharmaceutical Industries, et al (Opioid Settlement Participation Agreement with Kroger). Yes: David Woodward, Penny Luebs, Karen Joliat, Christine Long, Robert Hoffman, Philip Weipert, Gwen Markham, Angela Powell, Marcia Gershenson, William Miller III, Yolanda Smith Charles, Charles Cavell, Brendan Johnson, Ajay Raman, Ann Erickson Gault, Linnie Taylor (16) No: None (0) Abstain: None (0) Absent: Michael Gingell, Michael Spisz, Kristen Nelson (3) Passed ATTACHMENTS 1. Exhibits - Kroger MOU 5.24.24 2. 07.01.24 Email 3. Signature Page - Oakland County STATE OF MICHIGAN) COUNTY OF OAKLAND) I, Lisa Brown, Clerk of the County of Oakland, do hereby certify that the foregoing resolution is a true and accurate copy of a resolution adopted by the Oakland County Board of Commissioners on August 11, 2024, with the original record thereof now remaining in my office. In Testimony Whereof, I have hereunto set my hand and affixed the seal of the Circuit Court at Pontiac, Michigan on Sunday, August 11, 2024. Lisa Brown, Oakland County Clerk / Register of Deeds MICHIGAN STATE-SUBDIVISION AGREEMENT FOR ALLOCATION OF KROGER SETTLEMENT AGREEMENT The People of the State of Michigan and its communities have been harmed by misfeasance, nonfeasance, and malfeasance committed by certain entities within the pharmaceutical industry. The conduct of such Pharmaceutical Entities has caused, or contributed to the existence of, a public nuisance associated with the opioid public health epidemic. The State, through its Attorney General, and Litigating Local Governments, through their elected representatives and counsel, are separately engaged in litigation seeking to hold the Pharmaceutical Entities accountable for the damage caused by their misfeasance, nonfeasance, and malfeasance by seeking compensation for past damages and imposing the equitable remedy of nuisance abatement. The State and Litigating Local Governments litigated their claims in their proprietary, sovereign, and quasi-sovereign capacities. This State-Subdivision Agreement Applies to National Settlement (“Settlement”) reached with Kroger Co. (“Kroger”), one such pharmaceutical retailer entity. To allocate monetary payments received from Kroger Co., the State and Litigating Local Governments agree to the following State-Subdivision Agreement: I. Definitions As used in this Memorandum of Understanding (“MOU”): A. “Actual Attorney Fees” are the aggregate contingent fees paid to a Local Litigating Attorney for work performed for a Litigating Local Government for the Settlement and associated litigation, based on a Litigating Local Government’s Actual Total Recovery. This does not include any fee payments for common benefit work as defined by the Settlement. B. “Actual Total Recovery” is the aggregated monetary recovery that an individual Litigating Local Government receives, based on that Litigating Local Government’s Final Allocation Percentage and aggregate Local Government Share. C. “De minimis-share Local Government” is a Participating Local Government whose Final Allocation Percentage is less than .0011%. D. “Final Allocation Percentage” is a Participating Local Government’s Allocation Percentage as modified by the Litigation Adjustment. Page 2 of 7 Attached as Exhibit A is the Final Allocation Percentage for each Local Government. E. “Litigating Local Government Attorneys” are the law firms who were retained by the Litigating Local Governments. F. “Litigating Local Government Attorney Fee Fund” (“LLGAFF”) is an annually adjusted percentage of the Local Government Share set aside for Projected Attorney Fee installment payments. G. “Litigating Local Governments” are the entities indicated as litigating in Exhibit C of this agreement. H. “Litigation Adjustment” is an adjustment applied to the Preliminary Allocation Percentage. I. “Local Government Share” is the portion of the Settlement Payments payable to Participating Local Governments pursuant to this State-Subdivision Agreement. J. “Local Governments” are the entities located within the geographic boundaries of the State of Michigan and identified in the Exhibits that identify the eligible Local Governments of the Settlement. K. “National Contingency Fee Fund” are the individual Contingency Fee Funds established in the Settlement to compensate Litigating Local Government Attorneys. L. “National Fund Administrator” is the Settlement Fund Administrator as defined by the Settlement. M. “Opioid Remediation” is the term as defined by the Settlement. N. “Participating Local Governments” are the Local Governments who have signed a Participation Agreement for the Settlement. O. “Parties” are the State and the Litigating Local Governments. The singular word “Party” shall mean either the State or Litigating Local Governments. P. “Pharmaceutical Entities” are the “Released Entities” as defined by the Settlement. Q. “Preliminary Allocation Percentage” is the percentage listed for a Participating Local Government in Exhibit B of this agreement. Page 3 of 7 R. “Projected Attorney Fees” are the anticipated contingent fees paid to a Litigating Local Government Attorney for work performed for a Litigating Local Government for the Settlement and associated litigation, based on a Litigating Local Government’s Projected Total Recovery. This does not include any fee payments for common benefit work as defined by the Settlement. S. “Projected Total Recovery” is the aggregated monetary recovery that an individual Litigating Local Government is projected to receive based on that Litigating Local Government’s Final Allocation Percentage and aggregate Local Government Share. T. “Settlement” is the Kroger Co. National Settlement Agreement related to opioids and entered by the State of Michigan. U. “Settlement Payments” are scheduled monetary payments received through the Settlement. V. “State” is the State of Michigan acting through its Attorney General or her designees. W. “State Share” is the portion of the Settlement Payments payable to the State pursuant to this State-Subdivision Agreement. II. Terms 1. Participation in Settlement: The Parties agree that to participate in the Settlement, Local Governments must execute a Participation Agreement. 2. Opioid Remediation: All Settlement Payments shall be utilized by Participating Local Governments and the State for Opioid Remediation, except as otherwise allowed by the Settlement. A minimum of 70% of Settlement Payments must be used solely for future Opioid Remediation. 3. Distribution: Settlement Payments are allocated as follows: • 50% of Settlement Payments to the Local Government Share • 50% of Settlement Payments to the State Share Page 4 of 7 4. Local Government Share Offset: Prior to Participating Local Governments receiving their Final Allocation Percentage of the Local Government Share, amounts will be deducted for the following funds: • Litigating Local Government Attorney Fee Fund 5. Litigation Adjustment: The Parties recognize that the Litigating Local Governments expended time, resources, and assumed risk in the pursuit of litigation against the Pharmaceutical Entities. In recognition of this commitment and contribution, the Litigating Local Governments are entitled to a Litigation Adjustment of 10%. 6. Accelerated Participation Payments: Prior to the distribution of the State Share, the National Fund Administrator shall allocate the Projected Total Recovery for all De minimis-share Local Governments from the State Share to those De minimis-share Local Governments. This allocation shall be made in the first Settlement Payment. In subsequent Settlement Payments, the National Fund Administrator shall direct distributions of all De minimis-share Local Governments to the State Share. 7. Non-Participant Reallocation: If a non-county Local Government does not participate in the Settlement, then that non-county Local Government’s share shall revert to the county(ies) in which it is located. If a county Local Government does not participate in the Settlements, that county’s share shall be reallocated to the Participating Local Governments. 8. Litigation Costs: To the extent that Litigating Local Government Attorneys receive cost reimbursement from the National Contingency Fee Fund, then such reimbursed costs shall be deducted from any remaining entitlement to costs as provided under individual retention agreements. 9. Attorney Fees: a. Attorney fee payments shall be paid from the LLGAFF, but only in years where Settlement Payments to the Local Government Share are greater than $0.00. b. Projected Attorney Fees shall be calculated as no more than 15% of an individual Litigating Local Government’s Projected Total Recovery, as previously agreed upon in the Michigan State-Subdivision for the Distributor and Janssen Settlements. Projected Attorney Fees shall be paid in equal installments over Page 5 of 7 the shorter of: (i) the first seven Settlement Payments; or (ii) the total number of Settlement Payments. c. Litigating Local Government Attorneys must apply to the National Contingency Fee Fund and seek the maximum allowable contribution to their fee. To the extent that a Litigating Local Government Attorney applies to the National Attorney Contingency Fee Fund and the National Attorney Contingency Fee Fund does not pay the Projected Attorney Fee annual installment payment, the LLGAFF shall pay the deficiency for that year. The total of all deficiency payments shall be no more than 5% of the Litigating Local Government’s Projected Total Recovery. If a Litigating Local Government Attorney does not apply to the National Attorney Contingency Fee Fund, the LLGAFF shall not pay any deficiency. A Projected Attorney Fee payment from the LLGAFF may not exceed any restrictions in the Kroger Settlement Agreement pertaining to the amount of settlement funds that may be allocable to non-Opioid Remediation purposes from each of those settlements. d. Actual Attorney Fees shall be no greater than 15% of a Litigating Local Government’s Actual Total Recovery. e. If a Litigating Local Government’s Actual Total Recovery is less than the Projected Total Recovery, the Litigating Local Government Attorney shall return the amount received that is greater than 15% of the Litigating Local Government’s Actual Total Recovery. f. The Parties shall endeavor to reconcile any timing discrepancies between fee payments from the National Contingency Fee Fund and the LLGAFF to assure payment of a 15% Attorney Fee. 10. Allocation of Remaining Local Government Share: The remainder of the Local Government Share after offsets shall be distributed to Participating Local Governments in accordance with each Participating Local Government’s Final Allocation Percentage. 11. Escrow Agent: An Escrow Agent shall be agreed upon by the State and a majority of the Litigating Local Governments to administer the distribution of the Local Government Share and all funds contained within it pursuant to this State-Subdivision Agreement. The Escrow Agent shall be entitled to a reasonable fee for their services, which shall be paid solely from the Administrative Fund. Alternatively, the Page 6 of 7 Parties may explore whether the Escrow Agent’s role can be fulfilled by the Settlement Fund Administrator as that term is defined in the Settlement. 12. Reversion to Local Government Share: Any amounts remaining in the LLGAFF after paying the Projected Attorney Fee annual installment payment shall revert to the Local Government Share for distribution to Participating Local Governments in accordance with their Final Allocation Percentage. Any amount reverted to the Local Government Share shall be distributed no later than the next Settlement Payment. III. Other Terms and Conditions 1. Governing Law and Venue: This Agreement will be governed by the laws of the State of Michigan. Any and all litigation arising under the Agreement, unless otherwise specified in this Agreement, will be instituted in either: (a) the Court that enters the Order if the matter deals with a matter covered by the Order and the Court retains jurisdiction; or (b) the appropriate State court in Michigan. 2. Modification: This Agreement may only be modified by a written amendment between the appropriate Parties. No promises or agreements made after the execution of this Agreement shall be binding unless expressly reduced to writing and signed by the Parties. 3. Execution in Counterparts: This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same instrument. 4. Assignment: The rights granted in this Agreement may not be assigned or transferred by any Party without the prior written approval of the other Party. No Party shall be permitted to delegate its responsibilities or obligations under this Agreement without the prior written approval of the other Parties. 5. Additional Documents: The Parties agree to cooperate fully and execute any and all supplementary documents and to take all additional actions which may be reasonably necessary or appropriate to give full force and effect to the basic terms and intent of this Agreement. Page 7 of 7 6. Captions: The captions contained in this Agreement are for convenience only and shall in no way define, limit, extend, or describe the scope of this Agreement or any part of it. 7. Entire Agreement: This Agreement, including any attachments, embodies the entire agreement of the Parties. There are no other provisions, terms, conditions, or obligations. This Agreement supersedes all previous oral or written communications, representations, or agreements on this subject. 8. Construction: The Parties hereto hereby mutually acknowledge and represent that they have been fully advised by their respective legal counsel of their rights and responsibilities under this Agreement, that they have read, know, and understand completely the contents hereof, and that they have voluntarily executed the same. The Parties hereto further hereby mutually acknowledge that they have had input into the drafting of this Agreement and that, accordingly, in any construction to be made of this Agreement, it shall not be construed for or against any Party, but rather shall be given a fair and reasonable interpretation, based on the plain language of the Agreement and the expressed intent of the Parties. 9. Capacity to Execute Agreement: The Parties represent and warrant that the individuals signing this Agreement on their behalf are duly authorized and fully competent to do so. 10. Effectiveness: This Agreement shall become effective on the date on which the last required signature is affixed to this Agreement. Exhibit A - Final Allocation Percentage Michigan State-Subdivision Agreement for Kroger Settlement Local Government Final Allocation Percentage Ada Township 0.0048672491% Adrian City 0.0377750571% Alcona County 0.0917940297% Alger County 0.0863820337% Algoma Township 0.0019503721% Allegan County 0.5134781318% Allen Park City 0.0714291400% Allendale Charter Township 0.0051691825% Alpena County 0.3489129359% Alpine Charter Township 0.0016899367% Ann Arbor City 0.3078689973% Antrim County 0.2619106430% Antwerp Township 0.0008728394% Arenac County 0.1773263732% Auburn Hills City 0.0782192126% Bangor Charter Township 0.0072610498% Baraga County 0.0815223814% Barry County 0.2877609956% Bath Charter Township 0.0357545030% Battle Creek City 0.2275464953% Bay City 0.0762853502% Bay County 1.2109925232% Bedford Township 0.0274217426% Benton Charter Township 0.0602971146% Benzie County 0.1531857055% Berkley City 0.0238559660% Berrien County 1.4096709065% Beverly Hills Village 0.0305750883% Big Rapids City 0.0162883194% Birmingham City 0.0685227179% Bloomfield Charter Township 0.1592123748% Branch County 0.3754752735% Brandon Charter Township 0.0198368214% Brighton Township 0.0006728394% Brownstown Charter Township 0.0688040827% Exhibit A - Final Allocation Percentage Rev. 6-12-24 1 of 8 Exhibit A - Final Allocation Percentage Michigan State-Subdivision Agreement for Kroger Settlement Local Government Final Allocation Percentage Burton City 0.0220545655% Byron Township 0.0095435120% Cadillac City 0.0659406832% Caledonia Charter Township 0.0030673508% Calhoun County 1.8175021666% Cannon Township 0.0036808209% Canton Charter Township 0.2588321285% Cascade Charter Township 0.0134789810% Cass County 0.4053750832% Charlevoix County 0.2104592719% Cheboygan County 0.3110680973% Chesterfield Charter Township 0.1404231620% Chippewa County 0.2632344876% Clare County 0.3114103689% Clawson City 0.0155156244% Clinton Charter Township 0.6407812266% Clinton County 0.5306192780% Coldwater City 0.0085958845% Commerce Charter Township 0.0221176243% Comstock Charter Township 0.0094006092% Cooper Charter Township 0.0010667353% Crawford County 0.2834713014% Davison Township 0.0098374672% Dearborn City 0.3332957021% Dearborn Heights City 0.1171891580% Delhi Charter Township 0.0218839116% Delta Charter Township 0.0451061644% Delta County 0.2557976495% Detroit City 7.0043022777% Dewitt Charter Township 0.0408977189% Dickinson County 0.2723412578% East Bay Township 0.0016290902% East Grand Rapids City 0.0230630052% East Lansing City 0.1894330764% Eastpointe City 0.1865525155% Eaton County 0.9861089866% Egelston Township 0.0065849019% Emmet County 0.2016799000% Emmett Charter Township 0.0090526675% Rev. 6-12-24 2 of 8 Exhibit A - Final Allocation Percentage Michigan State-Subdivision Agreement for Kroger Settlement Local Government Final Allocation Percentage Escanaba City 0.0177788333% Farmington City 0.0244970566% Farmington Hills City 0.1836539524% Fenton Charter Township 0.0020606649% Fenton City 0.0533444252% Ferndale City 0.0991162992% Flat Rock City 0.0191064907% Flint Charter Township 0.0284464008% Flint City 2.9020480514% Flushing Charter Township 0.0041632884% Fort Gratiot Charter Township 0.0105014847% Fraser City 0.0890810562% Frenchtown Charter Township 0.0543711838% Fruitport Charter Township 0.0143781939% Gaines Township, Kent County 0.0100007209% Garden City 0.0400666486% Garfield Charter Township 0.0004523052% Genesee Charter Township 0.0143994694% Genesee County 2.0222988370% Genoa Township 0.0000841049% Georgetown Charter Township 0.0080112116% Gladwin County 0.2391684964% Gogebic County 0.0830544105% Grand Blanc Charter Township 0.0233387940% Grand Haven Charter Township 0.0125419639% Grand Haven City 0.0386762323% Grand Rapids Charter Township 0.0041785420% Grand Rapids City 1.3200304570% Grand Traverse County 0.9068912659% Grandville City 0.0309223680% Gratiot County 0.3462222699% Green Oak Township 0.0357806378% Grosse Ile Township 0.0238269927% Grosse Pointe Park City 0.0314891491% Grosse Pointe Woods City 0.0224396090% Hamburg Township 0.0377390811% Hamtramck City 0.1203841279% Harper Woods City 0.0336018655% Harrison Charter Township 0.1219869902% Rev. 6-12-24 3 of 8 Exhibit A - Final Allocation Percentage Michigan State-Subdivision Agreement for Kroger Settlement Local Government Final Allocation Percentage Hartland Township 0.0003244047% Hazel Park City 0.0489386342% Highland Charter Township 0.0195655907% Highland Park City 0.0260202858% Hillsdale County 0.4105041237% Holland Charter Township 0.0193895872% Holland City 0.1100538894% Holly Township 0.0027246349% Houghton County 0.2448207297% Huron Charter Township 0.0397499656% Huron County 0.1947177493% Independence Charter Township 0.0548563932% Ingham County 2.3483828726% Inkster City 0.1109546618% Ionia City 0.0298598458% Ionia County 0.5396199789% Iosco County 0.3533723488% Iron County 0.1212729351% Iron Mountain City 0.0101053101% Isabella County 0.6292225146% Jackson City 0.1940676111% Jackson County 0.7214737917% Kalamazoo Charter Township 0.0345755857% Kalamazoo City 0.2517097496% Kalamazoo County 2.1830160391% Kalkaska County 0.1094231355% Kent County 3.0589085349% Kentwood City 0.0945959397% Keweenaw County 0.0044979388% Lake County 0.0801183868% Lansing City 0.5838781768% Lapeer County 0.5261771741% Leelanau County 0.1361121830% Lenawee County 0.8666225223% Lenox Township 0.0074382901% Leoni Township 0.0060431354% Lincoln Charter Township 0.0118621201% Lincoln Park City 0.1055951609% Livingston County 1.4709098660% Rev. 6-12-24 4 of 8 Exhibit A - Final Allocation Percentage Michigan State-Subdivision Agreement for Kroger Settlement Local Government Final Allocation Percentage Livonia City 0.4399745592% Luce County 0.0702367042% Lyon Charter Township 0.0040068160% Mackinac County 0.0604498099% Macomb County 8.4966206434% Macomb Township 0.0719075065% Madison Heights City 0.0959170107% Manistee County 0.3433049178% Marion Township, Livingston County 0.0001321649% Marquette City 0.0208343056% Marquette County 0.5927501439% Mason County 0.2736024413% Mecosta County 0.2207441477% Melvindale City 0.0345402135% Menominee County 0.1050220262% Meridian Charter Township 0.0470569691% Midland City 0.2009195979% Midland County 0.3578785428% Milford Charter Township 0.0042718823% Missaukee County 0.0666491945% Monitor Charter Township 0.0029359445% Monroe Charter Township 0.0079574543% Monroe City 0.1396991561% Monroe County 1.6848065467% Montcalm County 0.6833587090% Montmorency County 0.0968243729% Mount Clemens City 0.0334306903% Mount Morris Charter Township 0.0165482687% Mount Pleasant City 0.0237786846% Mundy Charter Township 0.0100221232% Muskegon Charter Township 0.0239840474% Muskegon City 0.1161880260% Muskegon County 1.8759295925% Muskegon Heights City 0.0332610314% New Baltimore City 0.0319311246% Newaygo County 0.5138387494% Niles City 0.0387681812% Niles Township 0.0143124958% Northville Charter Township 0.0920671038% Rev. 6-12-24 5 of 8 Exhibit A - Final Allocation Percentage Michigan State-Subdivision Agreement for Kroger Settlement Local Government Final Allocation Percentage Norton Shores City 0.0466449877% Novi City 0.0974211078% Oak Park City 0.0689727142% Oakland Charter Township 0.0182340949% Oakland County 5.7490446273% Oceana County 0.2394112823% Oceola Township 0.0002402998% Ogemaw County 0.6119980640% Ontonagon County 0.0554783904% Orion Charter Township 0.0322086363% Osceola County 0.2116637545% Oscoda County 0.0652460081% Oshtemo Charter Township 0.0082672044% Otsego County 0.3122434453% Ottawa County 0.9856052443% Owosso City 0.0399032918% Oxford Charter Township 0.0146649465% Park Township, Ottawa County 0.0046131297% Pittsfield Charter Township 0.0279734296% Plainfield Charter Township 0.0097865852% Plymouth Charter Township 0.0411431450% Pontiac City 0.3308657333% Port Huron Charter Township 0.0095929414% Port Huron City 0.1731886027% Portage City 0.0652775897% Presque Isle County 0.1600742388% Redford Charter Township 0.1408837357% Riverview City 0.0320763333% Rochester City 0.0265312862% Rochester Hills City 0.0449194895% Romulus City 0.1024428607% Roscommon County 0.4225018168% Roseville City 0.2840239750% Royal Oak City 0.1725396612% Saginaw Charter Township 0.0459946405% Saginaw City 0.2862994320% Saginaw County 1.7730393593% Sanilac County 0.3815217629% Sault Ste. Marie City 0.1083167770% Rev. 6-12-24 6 of 8 Exhibit A - Final Allocation Percentage Michigan State-Subdivision Agreement for Kroger Settlement Local Government Final Allocation Percentage Schoolcraft County 0.0524761976% Scio Charter Township 0.0034246408% Shelby Charter Township 0.3366633161% Shiawassee County 0.7980933155% South Lyon City 0.0172108158% Southfield City 0.2614724834% Southfield Township 0.0000739720% Southgate City 0.0590464814% Spring Lake Township 0.0069094121% Springfield Charter Township 0.0029712082% St Clair County 2.1956069742% St Joseph County 0.2835067060% St. Clair Shores City 0.2259100369% Sterling Heights City 1.0348308715% Sturgis City 0.0398319787% Summit Township, Jackson County 0.0097847761% Superior Charter Township 0.0080576481% Taylor City 0.2502149934% Texas Charter Township 0.0034602263% Thomas Township 0.0084482592% Traverse City 0.0682342524% Trenton City 0.0320245188% Troy City 0.1568637642% Tuscola County 0.4875465057% Tyrone Township, Livingston County 0.0064039892% Union Charter Township 0.0000340455% Van Buren Charter Township 0.0755554143% Van Buren County 0.5070372777% Vienna Charter Township, Genesee County 0.0057455156% Walker City 0.0383592467% Warren City 1.2919233878% Washington Township, Macomb County 0.0537580568% Washtenaw County 2.6140018962% Waterford Charter Township 0.1452994768% Wayne City 0.0921719182% Wayne County 11.2050250072% West Bloomfield Charter Township 0.1743088246% Westland City 0.3587882268% Wexford County 0.3285642495% Rev. 6-12-24 7 of 8 Exhibit A - Final Allocation Percentage Michigan State-Subdivision Agreement for Kroger Settlement Local Government Final Allocation Percentage White Lake Charter Township 0.0389092655% Wixom City 0.0245525356% Woodhaven City 0.0380115040% Wyandotte City 0.0649183232% Wyoming City 0.1697749703% Ypsilanti Charter Township 0.0384677895% Ypsilanti City 0.0597227004% Zeeland Charter Township 0.0040879713% Blackman Charter Township 0.0000000000% Detroit Wayne Mental Health Authority 0.0000000000% Total 100.0000000000% Rev. 6-12-24 8 of 8 Exhibit B - Preliminary Allocation Percentage Michigan State-Subdivision Agreement for Kroger Settlement Local Government Preliminary Allocation Percentage Ada Township 0.0073233482% Adrian City 0.0568370128% Alcona County 0.0834491179% Alger County 0.0785291215% Algoma Township 0.0029345640% Allegan County 0.7725881935% Allen Park City 0.1074735355% Allendale Charter Township 0.0077776425% Alpena County 0.3171935781% Alpine Charter Township 0.0025427083% Ann Arbor City 0.4632250874% Antrim County 0.2381005845% Antwerp Township 0.0013132895% Arenac County 0.1612057938% Auburn Hills City 0.1176899978% Bangor Charter Township 0.0109251027% Baraga County 0.0741112558% Barry County 0.4329702358% Bath Charter Township 0.0537968516% Battle Creek City 0.3423704436% Bay City 0.1147802745% Bay County 1.1009022938% Bedford Township 0.0412592343% Benton Charter Township 0.0907240950% Benzie County 0.1392597323% Berkley City 0.0358941044% Berrien County 1.2815190059% Beverly Hills Village 0.0460038135% Big Rapids City 0.0245076907% Birmingham City 0.1031004819% Bloomfield Charter Township 0.2395537286% Branch County 0.3413411577% Brandon Charter Township 0.0298468290% Brighton Township 0.0010123659% Brownstown Charter Township 0.1035238283% Exhibit B - Preliminary Allocation Percentage Rev. 6-12-24 1 of 8 Exhibit B - Preliminary Allocation Percentage Michigan State-Subdivision Agreement for Kroger Settlement Local Government Preliminary Allocation Percentage Burton City 0.0331836857% Byron Township 0.0143593354% Cadillac City 0.0992155073% Caledonia Charter Township 0.0046151897% Calhoun County 1.6522746969% Cannon Township 0.0055382276% Canton Charter Township 0.2353019350% Cascade Charter Township 0.0202807109% Cass County 0.3685228029% Charlevoix County 0.1913266108% Cheboygan County 0.2827891794% Chesterfield Charter Township 0.2112831498% Chippewa County 0.2393040796% Clare County 0.4685534972% Clawson City 0.0233450803% Clinton Charter Township 0.5825283878% Clinton County 0.4823811618% Coldwater City 0.0129335184% Commerce Charter Township 0.0332785651% Comstock Charter Township 0.0141443213% Cooper Charter Township 0.0016050286% Crawford County 0.2577011831% Davison Township 0.0148016255% Dearborn City 0.5014825529% Dearborn Heights City 0.1763248603% Delhi Charter Township 0.0329269168% Delta Charter Township 0.0678675252% Delta County 0.2325433177% Detroit City 6.3675475252% Dewitt Charter Township 0.0615354244% Dickinson County 0.2475829616% East Bay Township 0.0024511576% East Grand Rapids City 0.0347010017% East Lansing City 0.1722118876% Eastpointe City 0.2806901834% Eaton County 0.8964627151% Egelston Township 0.0099077587% Emmet County 0.3034511111% Emmett Charter Township 0.0136208021% Rev. 6-12-24 2 of 8 Exhibit B - Preliminary Allocation Percentage Michigan State-Subdivision Agreement for Kroger Settlement Local Government Preliminary Allocation Percentage Escanaba City 0.0161625757% Farmington City 0.0368587005% Farmington Hills City 0.2763289545% Fenton Charter Township 0.0031005125% Fenton City 0.0802629568% Ferndale City 0.1491321203% Flat Rock City 0.0287479606% Flint Charter Township 0.0428009530% Flint City 2.6382255013% Flushing Charter Township 0.0062641566% Fort Gratiot Charter Township 0.0158007179% Fraser City 0.1340329179% Frenchtown Charter Township 0.0818078358% Fruitport Charter Township 0.0216336824% Gaines Township, Kent County 0.0150472599% Garden City 0.0602849815% Garfield Charter Township 0.0006805464% Genesee Charter Township 0.0216656939% Genesee County 1.8384534882% Genoa Township 0.0001265457% Georgetown Charter Township 0.0120538094% Gladwin County 0.3598571100% Gogebic County 0.1249651212% Grand Blanc Charter Township 0.0351159584% Grand Haven Charter Township 0.0188708587% Grand Haven City 0.0581929367% Grand Rapids Charter Township 0.0062871075% Grand Rapids City 1.2000276882% Grand Traverse County 0.8244466054% Grandville City 0.0465263367% Gratiot County 0.3147475181% Green Oak Township 0.0538361746% Grosse Ile Township 0.0358505107% Grosse Pointe Park City 0.0473791255% Grosse Pointe Woods City 0.0337630289% Hamburg Township 0.0567828826% Hamtramck City 0.1811320680% Harper Woods City 0.0505579556% Harrison Charter Township 0.1108972638% Rev. 6-12-24 3 of 8 Exhibit B - Preliminary Allocation Percentage Michigan State-Subdivision Agreement for Kroger Settlement Local Government Preliminary Allocation Percentage Hartland Township 0.0004881050% Hazel Park City 0.0736339264% Highland Charter Township 0.0294387306% Highland Park City 0.0391505779% Hillsdale County 0.3731855670% Holland Charter Township 0.0291739126% Holland City 0.1655890102% Holly Township 0.0040995334% Houghton County 0.2225642997% Huron Charter Township 0.0361363324% Huron County 0.2929757372% Independence Charter Township 0.0825378903% Ingham County 2.1348935205% Inkster City 0.1669443281% Ionia City 0.0449276471% Ionia County 0.4905636172% Iosco County 0.3212475898% Iron County 0.1102481228% Iron Mountain City 0.0091866455% Isabella County 0.5720204678% Jackson City 0.1764251010% Jackson County 1.0855421077% Kalamazoo Charter Township 0.0520230321% Kalamazoo City 0.3787268993% Kalamazoo County 1.9845600355% Kalkaska County 0.1646399668% Kent County 2.7808259408% Kentwood City 0.1423307082% Keweenaw County 0.0067676775% Lake County 0.0728348971% Lansing City 0.5307983425% Lapeer County 0.7916953951% Leelanau County 0.1237383482% Lenawee County 0.7878386566% Lenox Township 0.0111917816% Leoni Township 0.0090926074% Lincoln Charter Township 0.0178479538% Lincoln Park City 0.1588803292% Livingston County 1.3371907873% Rev. 6-12-24 4 of 8 Exhibit B - Preliminary Allocation Percentage Michigan State-Subdivision Agreement for Kroger Settlement Local Government Preliminary Allocation Percentage Livonia City 0.3999768720% Luce County 0.0638515493% Lyon Charter Township 0.0060287256% Mackinac County 0.0909538431% Macomb County 7.7242005849% Macomb Township 0.1081932941% Madison Heights City 0.1443184148% Manistee County 0.3120953798% Marion Township, Livingston County 0.0001988576% Marquette City 0.0313476613% Marquette County 0.5388637672% Mason County 0.2487294921% Mecosta County 0.3321355122% Melvindale City 0.0519698104% Menominee County 0.1580179806% Meridian Charter Township 0.0708027402% Midland City 0.3023071472% Midland County 0.5384703258% Milford Charter Township 0.0064275489% Missaukee County 0.1002815458% Monitor Charter Township 0.0044174736% Monroe Charter Township 0.0119729252% Monroe City 0.2101937979% Monroe County 1.5316423152% Montcalm County 0.6212351900% Montmorency County 0.0880221572% Mount Clemens City 0.0503004024% Mount Morris Charter Township 0.0248988150% Mount Pleasant City 0.0357778255% Mundy Charter Township 0.0150794621% Muskegon Charter Township 0.0360868180% Muskegon City 0.1748185396% Muskegon County 1.7053905386% Muskegon Heights City 0.0500451306% New Baltimore City 0.0480441296% Newaygo County 0.4671261358% Niles City 0.0583312847% Niles Township 0.0215348319% Northville Charter Township 0.0836973671% Rev. 6-12-24 5 of 8 Exhibit B - Preliminary Allocation Percentage Michigan State-Subdivision Agreement for Kroger Settlement Local Government Preliminary Allocation Percentage Norton Shores City 0.0701828658% Novi City 0.1465815056% Oak Park City 0.1037775542% Oakland Charter Township 0.0274353387% Oakland County 5.2264042066% Oceana County 0.2176466203% Oceola Township 0.0003615593% Ogemaw County 0.5563618764% Ontonagon County 0.0504349004% Orion Charter Township 0.0484616785% Osceola County 0.1924215950% Oscoda County 0.0981702870% Oshtemo Charter Township 0.0124389806% Otsego County 0.2838576775% Ottawa County 1.4829589190% Owosso City 0.0600391920% Oxford Charter Township 0.0220651355% Park Township, Ottawa County 0.0069409957% Pittsfield Charter Township 0.0254303905% Plainfield Charter Township 0.0147250675% Plymouth Charter Township 0.0619046968% Pontiac City 0.3007870303% Port Huron Charter Township 0.0144337077% Port Huron City 0.2605826060% Portage City 0.0982178051% Presque Isle County 0.1455220353% Redford Charter Township 0.2119761371% Riverview City 0.0482626131% Rochester City 0.0399194381% Rochester Hills City 0.0675866509% Romulus City 0.0931298734% Roscommon County 0.3840925607% Roseville City 0.4273474490% Royal Oak City 0.2596061973% Saginaw Charter Township 0.0692043420% Saginaw City 0.4307711416% Saginaw County 1.6118539630% Sanilac County 0.3468379663% Sault Ste. Marie City 0.0984697973% Rev. 6-12-24 6 of 8 Exhibit B - Preliminary Allocation Percentage Michigan State-Subdivision Agreement for Kroger Settlement Local Government Preliminary Allocation Percentage Schoolcraft County 0.0789566063% Scio Charter Township 0.0051527746% Shelby Charter Township 0.5065495239% Shiawassee County 0.7255393777% South Lyon City 0.0258956950% Southfield City 0.3934160797% Southfield Township 0.0001112995% Southgate City 0.0888423705% Spring Lake Township 0.0103960225% Springfield Charter Township 0.0044705319% St Clair County 1.9960063402% St Joseph County 0.4265691571% St. Clair Shores City 0.3399081996% Sterling Heights City 0.9407553377% Sturgis City 0.0599318930% Summit Township, Jackson County 0.0147223455% Superior Charter Township 0.0121236785% Taylor City 0.3764778630% Texas Charter Township 0.0052063171% Thomas Township 0.0127113988% Traverse City 0.0620311385% Trenton City 0.0481846521% Troy City 0.2360199679% Tuscola County 0.4432240961% Tyrone Township, Livingston County 0.0096355544% Union Charter Township 0.0000512255% Van Buren Charter Township 0.0686867403% Van Buren County 0.7628971716% Vienna Charter Township, Genesee County 0.0086448035% Walker City 0.0577159947% Warren City 1.1744758071% Washington Township, Macomb County 0.0808853142% Washtenaw County 2.3763653602% Waterford Charter Township 0.2186201385% Wayne City 0.0837926529% Wayne County 10.1863863702% West Bloomfield Charter Township 0.2622681115% Westland City 0.3261711153% Wexford County 0.2986947723% Rev. 6-12-24 7 of 8 Exhibit B - Preliminary Allocation Percentage Michigan State-Subdivision Agreement for Kroger Settlement Local Government Preliminary Allocation Percentage White Lake Charter Township 0.0585435626% Wixom City 0.0369421752% Woodhaven City 0.0571927749% Wyandotte City 0.0976772465% Wyoming City 0.2554463949% Ypsilanti Charter Township 0.0578793100% Ypsilanti City 0.0898598214% Zeeland Charter Township 0.0061508332% Blackman Charter Township 0.0000000000% Detroit Wayne Mental Health Authority 0.0000000000% Total 100.0000000003% Rev. 6-12-24 8 of 8 Exhibit C - Litigating Local Governments Michigan State-Subdivision Agreement for Kroger Settlement Local Government Litigating Local Government Ada Township Adrian City Alcona County Yes Alger County Yes Algoma Township Allegan County Allen Park City Allendale Charter Township Alpena County Yes Alpine Charter Township Ann Arbor City Antrim County Yes Antwerp Township Arenac County Yes Auburn Hills City Bangor Charter Township Baraga County Yes Barry County Bath Charter Township Battle Creek City Bay City Bay County Yes Bedford Township Benton Charter Township Benzie County Yes Berkley City Berrien County Yes Beverly Hills Village Big Rapids City Birmingham City Bloomfield Charter Township Branch County Yes Brandon Charter Township Brighton Township Brownstown Charter Township Exhibit C - Litigating Local Governments Rev. 6-12-24 1 of 8 Exhibit C - Litigating Local Governments Michigan State-Subdivision Agreement for Kroger Settlement Local Government Litigating Local Government Burton City Byron Township Cadillac City Caledonia Charter Township Calhoun County Yes Cannon Township Canton Charter Township Yes Cascade Charter Township Cass County Yes Charlevoix County Yes Cheboygan County Yes Chesterfield Charter Township Chippewa County Yes Clare County Clawson City Clinton Charter Township Yes Clinton County Yes Coldwater City Commerce Charter Township Comstock Charter Township Cooper Charter Township Crawford County Yes Davison Township Dearborn City Dearborn Heights City Delhi Charter Township Delta Charter Township Delta County Yes Detroit City Yes Dewitt Charter Township Dickinson County Yes East Bay Township East Grand Rapids City East Lansing City Yes Eastpointe City Eaton County Yes Egelston Township Emmet County Emmett Charter Township Rev. 6-12-24 2 of 8 Exhibit C - Litigating Local Governments Michigan State-Subdivision Agreement for Kroger Settlement Local Government Litigating Local Government Escanaba City Yes Farmington City Farmington Hills City Fenton Charter Township Fenton City Ferndale City Flat Rock City Flint Charter Township Flint City Yes Flushing Charter Township Fort Gratiot Charter Township Fraser City Frenchtown Charter Township Fruitport Charter Township Gaines Township, Kent County Garden City Garfield Charter Township Genesee Charter Township Genesee County Yes Genoa Township Georgetown Charter Township Gladwin County Gogebic County Grand Blanc Charter Township Grand Haven Charter Township Grand Haven City Grand Rapids Charter Township Grand Rapids City Yes Grand Traverse County Yes Grandville City Gratiot County Yes Green Oak Township Grosse Ile Township Grosse Pointe Park City Grosse Pointe Woods City Hamburg Township Hamtramck City Harper Woods City Harrison Charter Township Yes Rev. 6-12-24 3 of 8 Exhibit C - Litigating Local Governments Michigan State-Subdivision Agreement for Kroger Settlement Local Government Litigating Local Government Hartland Township Hazel Park City Highland Charter Township Highland Park City Hillsdale County Yes Holland Charter Township Holland City Holly Township Houghton County Yes Huron Charter Township Yes Huron County Independence Charter Township Ingham County Yes Inkster City Ionia City Ionia County Yes Iosco County Yes Iron County Yes Iron Mountain City Yes Isabella County Yes Jackson City Yes Jackson County Kalamazoo Charter Township Kalamazoo City Kalamazoo County Yes Kalkaska County Kent County Yes Kentwood City Keweenaw County Lake County Yes Lansing City Yes Lapeer County Leelanau County Yes Lenawee County Yes Lenox Township Leoni Township Lincoln Charter Township Lincoln Park City Livingston County Yes Rev. 6-12-24 4 of 8 Exhibit C - Litigating Local Governments Michigan State-Subdivision Agreement for Kroger Settlement Local Government Litigating Local Government Livonia City Yes Luce County Yes Lyon Charter Township Mackinac County Macomb County Yes Macomb Township Madison Heights City Manistee County Yes Marion Township, Livingston County Marquette City Marquette County Yes Mason County Yes Mecosta County Melvindale City Menominee County Meridian Charter Township Midland City Midland County Milford Charter Township Missaukee County Monitor Charter Township Monroe Charter Township Monroe City Monroe County Yes Montcalm County Yes Montmorency County Yes Mount Clemens City Mount Morris Charter Township Mount Pleasant City Mundy Charter Township Muskegon Charter Township Muskegon City Muskegon County Yes Muskegon Heights City New Baltimore City Newaygo County Yes Niles City Niles Township Northville Charter Township Yes Rev. 6-12-24 5 of 8 Exhibit C - Litigating Local Governments Michigan State-Subdivision Agreement for Kroger Settlement Local Government Litigating Local Government Norton Shores City Novi City Oak Park City Oakland Charter Township Oakland County Yes Oceana County Yes Oceola Township Ogemaw County Yes Ontonagon County Yes Orion Charter Township Osceola County Yes Oscoda County Oshtemo Charter Township Otsego County Yes Ottawa County Owosso City Oxford Charter Township Park Township, Ottawa County Pittsfield Charter Township Yes Plainfield Charter Township Plymouth Charter Township Pontiac City Yes Port Huron Charter Township Port Huron City Portage City Presque Isle County Yes Redford Charter Township Riverview City Rochester City Rochester Hills City Romulus City Yes Roscommon County Yes Roseville City Royal Oak City Saginaw Charter Township Saginaw City Saginaw County Yes Sanilac County Yes Sault Ste. Marie City Yes Rev. 6-12-24 6 of 8 Exhibit C - Litigating Local Governments Michigan State-Subdivision Agreement for Kroger Settlement Local Government Litigating Local Government Schoolcraft County Scio Charter Township Shelby Charter Township Shiawassee County Yes South Lyon City Southfield City Southfield Township Southgate City Spring Lake Township Springfield Charter Township St Clair County Yes St Joseph County St. Clair Shores City Sterling Heights City Yes Sturgis City Summit Township, Jackson County Superior Charter Township Taylor City Texas Charter Township Thomas Township Traverse City Yes Trenton City Troy City Tuscola County Yes Tyrone Township, Livingston County Union Charter Township Van Buren Charter Township Yes Van Buren County Vienna Charter Township, Genesee County Walker City Warren City Yes Washington Township, Macomb County Washtenaw County Yes Waterford Charter Township Wayne City Yes Wayne County Yes West Bloomfield Charter Township Westland City Yes Wexford County Yes Rev. 6-12-24 7 of 8 Exhibit C - Litigating Local Governments Michigan State-Subdivision Agreement for Kroger Settlement Local Government Litigating Local Government White Lake Charter Township Wixom City Woodhaven City Wyandotte City Wyoming City Ypsilanti Charter Township Ypsilanti City Zeeland Charter Township Blackman Charter Township Detroit Wayne Mental Health Authority Yes Total 87 Rev. 6-12-24 8 of 8