IN THE UNITED STATES DISTRICT COURT FOR THE MIDDLE

IN THE UNITED STATES DISTRICT COURT

FOR THE MIDDLE DISTRICT OF TENNESSEE

NASHVILLE DIVISION

PATRICIA WECKWERTH, PATRICIA

CRUZ, MICHELLE FALK, CYNTHIA

GARRISON, INDHU JAYAVELU,

MICHAEL KNOTTS, WALDO LEYVA,

AMANDA MACRI, DANIELLE TROTTER,

AND PAMELA PRITCHETT, individually,

and on behalf of a class of similarly situated

individuals,

PLAINTIFFS,

NISSAN NORTH AMERICA, INC.

DEFENDANT.

Case No. 3:18-cv-00588

CLASS ACTION

ORDER AND JUDGMENT GRANTING

FINAL APPROVAL OF CLASS ACTION

SETTLEMENT AND AWARD OF

ATTORNEYS’ FEES, COSTS, EXPENSES

AND REPRESENTATIVE SERVICE

AWARDS

District Judge Eli Richardson

Courtroom 874

Magistrate Judge Alistair E. Newbern

Courtroom 774

JURY TRIAL DEMANDED

Having considered the Plaintiffs’ briefing regarding Final Approval of the Settlement and

Certification of the Settlement Class, and Award of Attorneys’ Fees, Costs, Expenses and

Representative Service Awards (the “Briefing on Final Approval, Attorneys’ Fees, and Expenses”)

filed by Patricia Weckwerth, Patricia Cruz, Michelle Falk, Cynthia Garrison, Indhu Jayavelu,

Michael Knotts, Waldo Leyva, Amanda Macri, Danielle Trotter, and Pamela Pritchett

(“Plaintiffs”); having considered that, by order dated July 16, 2019, this Court granted

preliminary approval of the proposed Settlement Agreement

in this case, preliminarily certified a

Settlement Class, and approved notice to that Class; and having held a Fairness Hearing on March

6, 2020, and having considered all of the objections, submissions and arguments with respect to

the proposed Settlement;

This Order incorporates by reference the definitions in the Settlement Agreement, and all terms

herein shall have the same meaning as set forth in the Settlement Agreement.

Case 3:18-cv-00588 Document 181 Filed 03/10/20 Page 1 of 8 PageID #: 3501

THE COURT HEREBY FINDS AS FOLLOWS:

The Court confirms its previous preliminary findings in the Preliminary Approval

Order and finds that the settlement of the present action (the “Lawsuit”) satisfies the applicable

prerequisites for class action treatment under FED. R. CIV. P. 23(a) and 23(b)(3). Specifically, the

Court finds that the Settlement Class, as defined in Paragraph 37 of the Settlement Agreement and

also defined below, is so numerous that joinder of all members is not practicable, that questions of

law and fact are common to the Settlement Class, that the claims of the Plaintiffs are typical of the

claims of the Settlement Class, that the Plaintiffs and their counsel have and will fairly and

adequately protect the interests of the Settlement Class without conflict of interest, that questions

of law and fact common to the members of the Settlement Class predominate, for settlement

purposes, over any questions affecting only individual members, including the common questions

regarding the reliability, design and performance of the type of Continually Variable Transmission

(“transmission”) in the Class Vehicles at issue; and that a class action is superior to other available

methods for the fair and efficient adjudication of the controversy, at least for purposes of

settlement.

Notice to the Settlement Class as required by Rule 23(e) of the Federal Rules of

Civil Procedure has been provided in accordance with the Court’s Preliminary Approval Order,

and Summary Notice by first-class mail was given in an adequate and sufficient manner. This,

coupled with all of the additional information contained in the Settlement Website, to which class

members were directed by the Summary Notice, constitutes the best notice practicable under the

circumstances, and satisfies all requirements of Rule 23(e) and due process.

In full accordance with the requirements of the Class Action Fairness Act of 2005,

28 U.S.C. § 1715, the Settlement Administrator caused to be mailed a copy of the proposed class

Case 3:18-cv-00588 Document 181 Filed 03/10/20 Page 2 of 8 PageID #: 3502

action settlement and all other documents required by said law to the Attorney General of the

United States and the Attorneys General in each of the jurisdictions where class members reside.

None of the Attorneys General filed objections to the Settlement. The Court finds and confirms

that 28 U.S.C. § 1715 has been fully satisfied and that the Settlement is therefore entitled to binding

effect as to all members of the Settlement Class who did not timely and validly opt out.

The Court has considered all relevant factors for determining the fairness of the

Settlement and has concluded that all such factors weigh in favor of granting final approval. The

Settlement was a result of arm’s-length negotiation by experienced counsel with an understanding

of the strengths and weaknesses of their respective cases. Negotiation occurred with the benefits

of adequate investigation, discovery, and due diligence, and with the assistance of a well-respected

independent mediator. Among the factors that they considered are those set forth in the Briefing

on Final Approval, Attorneys’ Fees, and Expenses. As part of the Lawsuit, Class Counsel have

conducted a detailed investigation of the facts and analyzed the relevant legal issues. Although the

Plaintiffs and Class Counsel believe that the claims asserted in the Second Amended Complaint

have merit, they also have reasonably and adequately examined the benefits to be obtained under

the Settlement compared to the costs, risks, and delays associated with the continued litigation of

these claims.

The Court finds that the Settlement is fair, reasonable, and adequate, particularly in

light of the complexity, expense, and duration of the litigation and the risks involved in establishing

liability and damages and in maintaining class action status through trial and appeal.

The benefits to the Settlement Class constitute fair value given in exchange for the

release of the claims of the Settlement Class. The Court finds that the consideration to be provided

under the Settlement is reasonable in type and scope considering the facts and circumstances of

Case 3:18-cv-00588 Document 181 Filed 03/10/20 Page 3 of 8 PageID #: 3503

this case, the types of claims and defenses asserted in the Lawsuit, the claims to be released, and

the risks associated with the continued litigation of these claims.

The Court finds that in all respects, the Settlement treats class members equitably

in relation to each other, and that the method of distribution of relief is fair, appropriate and

efficient. Those benefits that reasonably can be extended automatically (the warranty extension on

Class Vehicles and Vouchers for former owners not claiming reimbursement) are extended

automatically. A claim form is required only for reimbursements, which is justified since Nissan

otherwise would not have all of the information necessary to determine the amount of and

entitlement to the reimbursement. The method of processing those claim forms is likewise fair,

reasonable and adequate. Finally, there are no side agreements other than those expressed in the

Settlement itself.

The Parties and Class Members have irrevocably submitted to the exclusive

jurisdiction of this Court for any suit, action, proceeding or dispute arising out of the Settlement.

It is necessary to protect this Court’s jurisdiction and ability to enforce this

judgment, and also in the best interest of the Parties and the Class Members and consistent with

principles of comity, judicial economy and the strong federal policy favoring settlement, that any

dispute between any Class Member (including any dispute as to whether any person is a Class

Member) and any Released Party which in any way relates to the applicability or scope of the

Settlement, or this Final Judgment and Order of Dismissal, should be presented exclusively to this

Court for resolution by this Court.

IT IS THEREFORE ORDERED, ADJUDGED AND DECREED THAT:

10.

The Court certifies a Settlement Class, for settlement purposes only, consisting of

the following: All current and former owners and lessees who purchased or leased Class Vehicles

Case 3:18-cv-00588 Document 181 Filed 03/10/20 Page 4 of 8 PageID #: 3504

in the United States and its territories including Puerto Rico. Excluded from the Settlement Class

are: (1) NNA, any entity or division in which NNA has a controlling interest, its/their legal

representatives, officers, directors, assigns and successors; (2) any judge to whom this case is

assigned and the judge’s clerks and any member of the judge’s immediate family, and the Sixth

Circuit Court of Appeals; and (3) government purchasers and lessees.

11.

The Settlement Agreement submitted by the Parties is finally approved pursuant to

FED. R. CIV. P. 23(e) as being fair, reasonable, adequate, and in the best interests of the Settlement

Class. It shall be binding on Plaintiffs, Defendant, and all members of the Settlement Class who

did not timely and validly opt out. The Parties are directed to perform all obligations under the

Settlement Agreement in accordance with its terms.

12.

The Lawsuit is hereby dismissed with prejudice and without costs. This Judgment

has been entered without any admission by any Party as to the merits of any allegation by any

Party in the Lawsuit and shall not constitute a finding of either fact or law as to the merits of any

claim or defense asserted in the Lawsuit.

13.

The Released Claims are hereby finally compromised, settled, released, discharged,

and dismissed with prejudice against the Released Parties by virtue of the proceedings herein and

this Final Judgment and Order of Dismissal.

14.

All Class Members were given a full and fair opportunity to participate in the Final

Approval Hearing, and all members of the Settlement Class wishing to be heard have been heard.

Class Members also have had a full and fair opportunity to opt out from the proposed Settlement

and the Class. Accordingly, the terms of the Settlement Agreement and of the Court’s Order and

Judgment shall be forever binding on all Class Members who did not timely opt out of the

Case 3:18-cv-00588 Document 181 Filed 03/10/20 Page 5 of 8 PageID #: 3505

Settlement. These Class Members have released and forever discharged Nissan North America,

Inc. (“NNA”) and all Related Parties from any and all Released Claims.

15.

Members of the Settlement Class and their successors and assigns are hereby

permanently barred and enjoined from asserting, commencing, prosecuting or continuing to

prosecute, either directly or indirectly, any Released Claim against any of the Released Parties in

any forum, with the exception of any former Class Members who have duly opted out of the

Settlement Class.

16.

The named Plaintiffs are suitable class representatives and their appointment as

representatives for the Settlement Class is hereby re-confirmed. The Court approves an award of

$5,000 to each of Patricia Weckwerth, Patricia Cruz, Michelle Falk, Cynthia Garrison, Indhu

Jayavelu, Michael Knotts, Waldo Leyva, Amanda Macri, Danielle Trotter, and Pamela Pritchett,

as a reasonable payment for his or her efforts, expenses and risks as Plaintiffs in bringing the

Lawsuit, which shall be paid by NNA as provided in the Settlement.

17.

Based upon the evidence submitted, the Court finds that the attorneys of Capstone

Law APC; Berger Montague; Whitfield, Bryson & Mason, LLP; Shepherd, Finkelman, Miller &

Shah, LLP; Pearson, Simon & Warshaw, LLP; and Heninger Garrison Davis, LLC, have the

requisite knowledge, experience, and skills to advance the interests of the Settlement Class. The

Court hereby appoints all five law firms as counsel for the Settlement Class. The Court approves

an award of $6,500,000 to Plaintiffs’ Counsel as reasonable payment for Attorneys’ Fees and

$100,000 for Costs and Expenses, which shall be paid by NNA as provided in the Settlement.

18.

Without affecting the finality of this judgment, the Court’s retained jurisdiction of

this Settlement also includes the administration and consummation of the Settlement. In addition,

without affecting the finality of this judgment, the Court retains exclusive jurisdiction of, and the

Case 3:18-cv-00588 Document 181 Filed 03/10/20 Page 6 of 8 PageID #: 3506

Parties and all Class Members are hereby deemed to have submitted irrevocably to the exclusive

jurisdiction of this Court for, any suit, action, proceeding or dispute arising out of or relating to

this Order and the Settlement Agreement, or the applicability of the Settlement Agreement.

Without limiting the generality of the foregoing, any dispute concerning the Settlement

Agreement, including, but not limited to, any suit, action, arbitration or other proceeding by a Class

Member in which the provisions of the Settlement Agreement are asserted as a defense in whole

or in part to any claim or cause of action or otherwise raised as an objection, shall constitute a suit,

action or proceeding arising out of or relating to this Order. Solely for purposes of such suit, action

or proceeding, to the fullest extent possible under applicable law, the Parties hereto and all persons

within the definition of the Settlement Class are hereby deemed to have irrevocably waived and

agreed not to assert, by way of motion, as a defense or otherwise, any claim or objection that they

are not subject to the jurisdiction of this Court, or that this Court is, in any way, an improper venue

or an inconvenient forum.

19.

All Objections filed are hereby overruled and denied for the reasons stated on the

record at the Fairness Hearing.

20.

Exhibit A lists the name and last six digits of the applicable VIN of each timely and

valid opt out as determined by the Settlement Administrator. The Court agrees with and adopts the

findings of the Settlement Administrator as to the validity of opt outs. Any other opt outs are hereby

ruled invalid and ineffective.

21.

The Court finds that no just reason exists for delay in entering this Final Judgment

and Order of Dismissal. Accordingly, the Clerk is hereby directed to enter this Final Judgment.

IT IS SO ORDERED.

Case 3:18-cv-00588 Document 181 Filed 03/10/20 Page 7 of 8 PageID #: 3507

Dated:

The Honorable Eli J. Richardson

United States District Court Judge

March 10, 2020

Case 3:18-cv-00588 Document 181 Filed 03/10/20 Page 8 of 8 PageID #: 3508