Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 1 of 48 PageID 6602 E X H I B I T

Transcription

1 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 1 of E X H I B I T A

2 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 2 of

3 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 3 of

4 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 4 of

5 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 5 of

6 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 6 of

7 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 7 of

8 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 8 of

9 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 9 of

10 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 10 of

11 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 11 of

12 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 12 of

13 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 13 of

14 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 14 of

15 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 15 of

16 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 16 of

17 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 17 of

18 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 18 of

19 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 19 of

20 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 20 of

21 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 21 of

22 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 22 of

23 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 23 of

24 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 24 of

25 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 25 of

26 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 26 of

27 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 27 of

28 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 28 of

29 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 29 of

30 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 30 of

31 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 31 of

32 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 32 of

33 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 33 of E X H I B I T 1

34 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 34 of IN THE UNITED STATES DISTRICT COURT FOR THE WESTERN DISTRICT OF TENNESSEE WESTERN DIVISION MANJUNATH A. GOKARE, P.C. and GOLDSTEIN BORGEN DARDARIAN & HO, P.C. on behalf of themselves and a class of all persons similarly situated, v. Plaintiffs, FEDERAL EXPRESS CORPORATION and FEDEX CORPORATE SERVICES, INC., Defendants. ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) Case No. 2:11-CV NOTICE OF PROPOSED CLASS ACTION SETTLEMENT AND RELEASE OF CLAIMS If you are a FedEx Express customer who paid a residential delivery charge between August 28, 2008 and July 13, 2011, your legal rights may be affected, and you may be entitled to benefits from a proposed class action settlement. **The federal court authorized this Notice** **You may need to return the enclosed claim form if you want to receive proceeds from the Settlement**

35 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 35 of A Settlement has been reached in a class action lawsuit alleging that Federal Express Corporation and FedEx Corporate Services, Inc. (together, FedEx ) improperly charged FedEx customers residential delivery charges on shipments to non-residential addresses. FedEx denies these allegations. Without admitting liability, FedEx has agreed to a settlement with the plaintiffs and a settlement class. The federal district court has preliminarily approved the proposed settlement as fair, adequate and reasonable. The Court will hold a Fairness Hearing on November 22, 2013 to determine whether to give final approval to the proposed settlement. If finally approved, the settlement will provide cash payments to members of the Settlement Class who comply with the Settlement terms and require FedEx to engage in certain prospective relief related to FedEx s business practices for assessing residential delivery charges. A claims form is included with this Notice. If you are a Settlement Class Member eligible to participate in the Net Settlement Fund for No Refund Requested Shipments (see Paragraph 5), you must mail this form back to the Claims Administrator - post-marked by December 9, if you wish to receive any money from that fund. Please see the claims form, which includes a full set of instructions. You have the right to opt-out of the Settlement or to submit written comments upon or objections to (1) the proposed Settlement, (2) the request for attorney fees and reimbursement of expenses incurred by the lawyers who are representing the Settlement Class and/or (3) the request for Named Plaintiff incentive awards. All opt outs, comments and objections must meet the requirements described in this Notice (Paragraph 7-9) and must be post-marked no later than November 15, Why did I get this Notice? BASIC INFORMATION If you received this Notice and it is addressed to you, then the parties believe that you may be a member of the Settlement Class. 2. What is this lawsuit about? In February 2011, Plaintiff Manjunath A. Gokare, P.C., filed a lawsuit in the U.S. District Court for the Western District of Tennessee entitled Manjunath A. Gokare, P.C., et al v. Federal Express Corporation, No. 2:11-CV ( Gokare ) asserting individual and class-wide claims for breach of contract against Federal Express Corporation. On December 10, 2012, Plaintiffs Manjunath A. Gokare, P.C. and Goldstein, Borger, Dardarian & Ho, P.C. (together, Plaintiffs ), and their counsel filed a Second Amended Complaint in Gokare, which added claims under the federal Racketeer Influenced and Corrupt Organizations Act ( RICO ), and named Federal Express Corporate Services, Inc. ( FedEx Services ) as a co-defendant. The lawsuit claims that when FedEx delivered to certain non-residential addresses, FedEx improperly (i) charged residential delivery charges, (ii) added a residential surcharge to delivery area and extended delivery area surcharges and/or (iii) calculated fuel surcharges based, in part,

36 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 36 of on improperly imposed residential delivery charges and/or residential surcharges added to delivery area and extended delivery area surcharges (together, Residential Delivery Charges ). FedEx maintains that it assessed all Residential Delivery Charges and related charges in accordance with its customers contracts and that those contracts had mandatory claim-filing requirements that customers were required to follow to obtain refunds of any disputed charges. FedEx denies that it is liable for any of the claims asserted in the lawsuit. 3. What is a class action? In a class action lawsuit, one or more people or businesses, called class representatives, sue on behalf of other people or businesses that allegedly have similar claims. All of the people and businesses who have claims similar to the class representatives are a class or class members, except for those who exclude themselves from the class. 4. Who is in the Settlement Class certified by the Court? On August 1, 2013, the Court preliminarily certified a Settlement Class defined as: All FedEx National Account holder or Nine Digit Account holder who paid a Residential Delivery Charge, Delivery Area Residential Surcharge, Extended Delivery Area Surcharge, or Fuel Surcharge Component, between August 28, 2008 and July 13, 2011, for one or more Settlement Shipments and did not receive a full refund of those charges. A Settlement Shipment is a shipment which, according to FedEx s shipping data, has an N in the Courier_Indicated_Resi field. Excluded from Settlement Shipments are the following: (1) any shipments to addresses that have APT or apartment in the address or which contain the same street address as another address in the Shipping Data that has APT or apartment in it (e.g., if the Shipping Data has an address of 123 Main Street, Apt. 1, Atlanta, GA 30309, and another address of 123 Main Street, Atlanta, GA 30309, both addresses are excluded); (2) any shipments that were charged a Residential Delivery Charge, Delivery Area Residential Surcharge, Extended Delivery Area Residential Surcharge or the Fuel Surcharge Component during the Settlement Class Period but, according to FedEx s Shipping Data, were not paid by the customer; (3) any shipments for which the Settlement Class Member received a full refund of all shipping charges, including Residential Delivery Charges, Delivery Area Residential Surcharges, Extended Delivery Area Residential Surcharges or the Fuel Surcharge Component, during the Class Period under FedEx s money-back guarantee or otherwise and (4) any shipments shipped by a person or entity excluded from the Settlement Class. Excluded from the Settlement Class are: (1) all judicial officers in the United States; (2) officers, directors, and employees of FedEx, their parent, subsidiaries and affiliated companies; (3) FedEx s parent, subsidiaries or affiliated companies; (4) Settlement Class Counsel; and (5) those persons or entities who choose to opt out of the Settlement

37 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 37 of What does the Settlement provide? THE TERMS OF THE SETTLEMENT The Settlement provides that FedEx will provide prospective and monetary relief to the Settlement Class as follows: Prospective Relief For a period of three years from the Effective Date, FedEx agrees to the following: i. When a customer indicates on that a delivery address is residential, FedEx will display a notice informing the customer that a delivery to a residential location will result in the imposition of a surcharge; ii. When a customer calls to inquire about or dispute the validity of a Residential Delivery Charge, Delivery Area Surcharge, or Extended Delivery Areas Surcharge, FedEx will no longer rely solely on a third party database to determine the validity of the charge; iii. FedEx will no longer charge a Residential Delivery Charge, or the residential component of the Delivery Area Surcharge, or Extended Delivery Areas Surcharge, based solely on the customer s initial designation of a delivery location as residential 1 ; and iv. FedEx will no longer rely solely on a third-party database to make its residential classifications. FedEx and Plaintiffs agree that this prospective relief provides at least five million dollars in value to the Settlement Class. Monetary Relief Each Settlement Class Member s share of the monetary relief will be based on whether their Settlement Shipments are Refund Requested Shipments and/or Non-Refund Requested Shipments, as defined below. Refund Requested Shipments: A Refund Requested Shipment is any Settlement Shipment where, according to FedEx s data, the Settlement Class Member made a Claim for Refund of a Residential Delivery Charge. To calculate the monetary relief provided to Settlement Class Members with Refund Requested Shipments, FedEx will begin with the amount of $500,000, which represents approximately 100% of the Residential Delivery Charges paid by Settlement Class Members for Refund Requested Shipments. From the $500,000, FedEx will deduct 3.0% of the Fees, Costs and Expenses awarded by the Court and 3.0% of the Incentive Awards awarded by the Court. The funds remaining after these deductions will constitute the Net Settlement Fund for Refund 1 This subparagraph does not apply to customers who contractually agree that all of its shipments, or a certain subset of shipments, should be designated as residential and charged a Residential Delivery Charge, Delivery Area Residential Surcharge or Extended Delivery Area Residential Surcharge regardless of the actual nature of the delivery location

38 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 38 of Requested Shipments. The Net Settlement Fund for Refund Requested Shipments shall be allocated among Settlement Class Members as follows: (1) First, FedEx will determine the Total Claim for all Refund Requested Shipments for each Settlement Class Member. (2) FedEx shall allocate $5 of the Net Settlement Fund for Refund Requested Shipments to each Settlement Class Member that has at least one Refund Requested Shipment, regardless of the Total Claim for all Refund Requested Shipments by that Settlement Class Member. (3) For each Settlement Class Member that has a Total Claim for Refund Requested Shipments of $5 or less, the Settlement Class Member s portion of the Net Settlement Fund for Refund Requested Shipments shall be $5. (4). For each Settlement Class Member that has a Total Claim for Refund Requested Shipments of more than $5, the Settlement Class Member s portion of the Net Settlement Fund for Refund Requested Shipments shall be $5 plus its pro rata share of the Net Settlement Fund for Refund Requested Shipments that remains after all Settlement Class Members eligible for payment from that fund are allocated their $5 minimum. The pro rata share will be based on the amount of the Total Claim for Refund Requested Shipments that exceeds $5. Pro rata share means the proportion each Settlement Class Member s Total Claim for Refund Requested Shipments, above $5, bears to the total of the Net Settlement for Refund Requested Shipments that remains after distribution of the $5 minimum payments described above Settlement Class Members eligible for a distribution from the Net Settlement Fund for Refund Requested Shipments need not submit a Proof of Claim Form in order to receive payment for Refund Requested Shipments from the Net Settlement Fund for Refund Requested Shipments. No Refund Requested Shipments: A No Refund Requested Shipment is any Settlement Shipment where, according to FedEx s data, the Settlement Class Member did not make a Claim for Refund of a Residential Delivery Charge. To calculate the monetary relief provided to Settlement Class Members with No Refund Requested Shipments, FedEx will begin with the amount of $16,000,000, which represents approximately 20% of the Residential Delivery Charges paid by Settlement Class Members for Settlement Shipments where no Claim for Refund was made. From the $16,000,000, FedEx will deduct 97.0% of the Fees, Costs and Expenses awarded by the Court and 97.0% of the Incentive Awards awarded by the Court. The funds remaining after these deductions will constitute the Net Settlement Fund for No Refund Requested Shipments

39 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 39 of The Net Settlement Fund for No Refund Requested Shipments shall be allocated among Settlement Class Members as follows: (1) First, FedEx will determine the Total Claim for all No Refund Requested Shipments for each Settlement Class Member. (2) For each Settlement Class Member that has at least one No Refund Requested Shipment, $5 of the Net Settlement Fund for No Refund Requested Shipments shall be allocated to that Settlement Class Member regardless of its Total Claim for No Refund Requested Shipments. (3) For each Settlement Class Member that has a Total Claim for No Refund Requested Shipments of $5 or less, that Settlement Class Member s portion of the Net Settlement Fund for No Refund Requested Shipments shall be $5. (4) For each Settlement Class Member that has a Total Claim for No Refund Requested Shipments of more than $5, the Settlement Class Member s portion of the Net Settlement Fund for No Refund Requested Shipments shall be $5 plus its pro rata share of the Net Settlement Fund for No Refund Requested Shipments that remains after all Settlement Class Members are allocated their $5 minimum as set forth above. The pro rata share will be based on the amount of the Total Claim for No Refund Requested Shipments that exceeds $5. Pro rata share means the proportion each Settlement Class Member s Total Claim for No Refund Requested Shipments, above $5, bears to the total of the Net Settlement Fund for No Refund Requested Shipments that remains after the distribution of the $5 minimum payments as described above. Settlement Class Members eligible for a distribution from the Net Settlement Fund for No Refund Requested Shipments must submit a timely Proof of Claim Form in order to receive payment from the Net Settlement Fund for No Refund Requested Shipments. Settlement Class Members who are eligible for distributions under both the Net Settlement Fund for Refund Requested Shipments and the Net Settlement Fund for No Refund Requested Shipments must submit a timely Proof of Claim Form in order to receive a distribution from the Net Settlement Fund for No Refund Requested Shipments. If the Settlement is finally approved, all Settlement Class Members who do not timely opt out shall be deemed to have released, relinquished and forever discharged FedEx from all of the Released Claims, as that term is defined in the Settlement Agreement. All Settlement Class Members who do not opt out will agree not to institute, assign, maintain, collect on or prosecute any further action against FedEx arising out of, based upon, or relating in any way to the Released Claims. The Released Claims include all claims, whether known or unknown, that relate to Residential Delivery Charges. You may review the entire release and the definitions of Released Claims in the Settlement Agreement, which you can find at

40 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 40 of How do I get a payment from the Settlement Fund, and when will I get it? If the Settlement is approved by the Court after the Fairness Hearing (see Paragraphs below) and becomes final, the Settlement funds will be distributed to Settlement Class Members under a schedule and distribution procedure approved by the Court. The Settlement will not become final until the time to appeal the Court s approval has expired or any appeals of that approval are resolved. If you are eligible to recover for a No Refund Requested Settlement Shipment, you must complete and mail the Proof of Claim Form enclosed with this Notice- post-marked by December 9, if you wish to receive any funds from the Net Settlement Fund for No Refund Requested Shipments. You must mail the Proof of Claim form in even if you also have Refund Requested Shipments. The enclosed Proof of Claim form includes a full set of instructions. Even if you object to the Settlement, you should still complete and mail the claims form as instructed, so that you can receive a payment if the Court approves the Settlement. YOUR RIGHTS AND OPTIONS IN RESPONSE TO THIS NOTICE 7. How do I opt out of the Settlement? If you wish to remain in the Settlement Class you do not need to do anything at this time. Settlement Class members who do not timely and validly exclude themselves from the Settlement Class in the manner described below will be bound by the proposed Settlements and judgments, including the release of claims described above, and will be entitled to submit a Proof of Claim form. You have the right to exclude yourself from the Settlement Class. If you do so, you will not be bound by the proposed Settlements or judgments, including the release of claims described above, and you will not be entitled to any of the benefits of the proposed Settlement, including any right to receive a share of the Settlement funds. Further, if you exclude yourself from the Settlement Class, you will not be entitled to object to the terms of the proposed Settlements. To exclude yourself from the Settlement Class, you must send or deliver a written request stating your election to do so to Claims Administrator at the following address: postmarked no later than November 15, 2013: 8. How do I object to or comment upon the Settlement? If you are a member of the Settlement Class you may comment upon or object to the Settlement. For example, if you do not believe that the Settlement is fair, reasonable or adequate, you may file an objection to the Settlement. You may also comment upon or object to the motions by Settlement Class Counsel for reimbursement of expenses, for an award of attorneys fees or for

41 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 41 of any Named Plaintiffs incentive awards (see Paragraph 11). If you want your comment or objection to be considered by the Court, you must send a letter that contains all of the following: The name of the lawsuit, Manjunath A. Gokare, P.C., et al v. Federal Express Corporation, No. 2:11-CV-02131; A statement that you object to or wish to comment upon the Settlement or the motions by Settlement Class Counsel for reimbursement of expenses, for an award of attorneys fees or for an award of incentive payments to the Class Representatives (see Paragraph 11); A statement of the reasons for your objection or comment; Copies of any evidence or documents you want the Court to consider; If you (or your lawyer) want to appear and speak at the Fairness Hearing, a statement that you wish to appear and speak; and The identity of any witnesses you want to call to testify at the Fairness Hearing Your objection must be filed with the Court no later than [November 15, 2013]. The Court s address is: Office of the Clerk 167 N. Main Street Memphis, TN Copies of your objection must also be mailed to the following lawyers and postmarked no later than [November 15, 2013]: Steven Rosenwasser BONDURANT, MIXSON & ELMORE, LLP 3900 One Atlantic Center 1201 West Peachtree St., NW Atlanta, Georgia Class Counsel Justin Ross 3620 Hacks Cross Rd. Building B, 3 rd Floor Memphis, TN FedEx s Counsel If you file a timely and valid objection or comment, the Court will consider your views. If the Court overrules your objection and approves the Settlement, you will still be bound by the terms of the Settlement and you may still participate in the Settlement. 9. Can I appear in this lawsuit through my own lawyer? If you are a Settlement Class Member you may (but do not have to) appear in this lawsuit and speak to the Court about the Settlement. This is called making an appearance. You may make an appearance on your own, or you may have your own lawyer do so at your own expense. If you want your own lawyer to appear and speak to the Court about the Settlement, your lawyer must file a Notice of Appearance with the Court no later than November 02, 2013 and send

42 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 42 of copies to the lawyers listed in Paragraph 8 above. 10. Do I have a lawyer in this case? THE LAWYERS REPRESENTING YOU Yes. The Court has appointed the following lawyers to represent you and all Settlement Class Members: Jeffrey O. Bramlett Steven J. Rosenwasser Bondurant Mixson & Elmore 3900 One Atlantic Center 1201 West Peachtree Street Atlanta, GA Frank Watson Bill Burns Watson Burns, PLLC 253 Adams Ave. Memphis, TN Salu Kunnatha Kunnatha Law Firm, PC Clairmont Rd. Suite 905 Atlanta, GA Together, these lawyers are called Settlement Class Counsel. Fees for Settlement Class Counsel s work will be paid from the Settlement in an amount to be approved by the Court. Paragraph 3 above explains how Settlement Class Counsel s fees and expenses will be deducted from the settlement funds. 11. How much will Settlement Class Counsel be paid? What will the Class Representatives Receive? At the Fairness Hearing, Settlement Class Counsel will ask the Court to approve payment of attorneys fees of the lesser of 27.5% of the total value of the Settlement or five million one hundred thousand dollars, which will be deducted from the $16.5 million in total available Settlement funds as set forth in Paragraph 3 above. The Court may approve this amount or a lower amount. Settlement Class Counsel will also ask the Court for reimbursement from the $16.5 million in Settlement funds of the unreimbursed out-of-pocket costs and expenses they have paid and will pay in the lawsuit. To date, Settlement Class Counsel have paid unreimbursed out-of-pocket costs and expenses of approximately five hundred thousand dollars ($500,000), and they expect to pay additional costs and expenses prior to the Court s approval of the Settlement. In return for the Class Representatives contributions to the lawsuit, including reviewing business records, producing documents in discovery, sitting for depositions, providing insight and opinions regarding the case and settlement, and otherwise bearing the burdens of assisting the prosecution of this lawsuit which contributions Settlement Class Counsel believe to be substantial and valuable the Class Representatives intend to ask the Court for an enhanced award not to exceed $5,000 for each Class Representative. Payment of this amount requires Court approval and would be in addition to any payment each Class Representative would receive as a claimant from the settlement funds. The incentive awards would be deducted from the settlement funds as set forth in Paragraph 3 above. The motion of Settlement Class Counsel for an award of attorneys fees and for reimbursement

43 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 43 of of expenses, as well as any motion for incentive awards to the Class Representatives, as described above, will be filed with the Court by October 22, These documents will be available from the PACER website, the Court or Settlement Class Counsel. THE COURT S FAIRNESS HEARING The Court will hold a hearing to consider everyone s views and to decide whether to finally approve the Settlement. You may attend and you may ask to speak, but you don t have to. 12. When and where will the Court decide whether to approve the Settlement? The Court will hold a Fairness Hearing at 10:00 a.m. on November 22, The Court is located at 167 N. Main Street Memphis, TN 38103, and the hearing will be held before Judge John T. Fowlkes, Jr. At the Hearing, the Court will consider all timely and valid objections, and will consider whether the Settlement is fair, adequate and reasonable. The Court will also consider the motions of Settlement Class Counsel for an award of attorneys fees and for reimbursement of expenses, as well as any motion for incentive awards to the Class Representatives. (See Paragraph 11). The Court will listen to people who have timely and validly asked to speak at the Hearing. After the Fairness Hearing, the Court will decide whether to approve the Settlement. 13. Do I have to come to the Fairness Hearing? You don t have to come to the Fairness Hearing. But you and/or your lawyer are welcome to come at your own expense. If you send a timely and valid written objection or comment, you don t have to come to the Hearing for the Court to consider it. 14. Can I speak at the Fairness Hearing? If you send a timely and valid objection, you can ask to speak about it at the Fairness Hearing. To do so, your objection must say that you want to speak at the Hearing. (See Paragraphs 8-9) CHANGE OF ADDRESS 14. What should I do if my address is different or I move? Please remember that you must notify FedEx of any change of address after you receive this Notice. You can contact the Settlement Administrator, Tilghman & Co., P.C. by calling [] or writing to []. GETTING MORE INFORMATION 15. Are more details about the lawsuit and the Settlement available? This Notice summarizes the lawsuit and Settlement. More details are in the pleadings and other

44 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 44 of documents filed in this lawsuit. You can read these documents on the PACER federal court website or at the Office of the Clerk, United States District Court for the Western District of Tennessee, located at167 N. Main Street, Memphis, TN 38103, except to the extent that they are filed under seal, as authorized by the Court. ** If you wish to file a claim and participate in this Settlement, please read and return the Claims Form enclosed with this Notice** Please do not contact the Clerk or the Court, as they cannot answer any questions about the lawsuit or the Settlement

45 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 45 of E X H I B I T 2

46 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 46 of PROOF OF CLAIM FORM FEDEX RESIDENTIAL DELIVERY CHARGE CLASS ACTION SETTLEMENT GOKARE ET AL. V. FEDERAL EXPRESS CORPORATION AND FEDEX CORPORATE SERVICES, INC. UNITED STATES DISTRICT COURT FOR THE WESTERN DISTRICT OF TENNESSEE, CASE NO. 2:11-CV-CV-2131 You may be eligible to receive a payment from FedEx Express pursuant to the proposed Settlement. To collect in the Settlement, you must submit this Proof of Claim Form and provide the information requested. Please see the back of this form, as well as the Settlement Agreement, for information regarding eligibility and instructions for completing this form. FROM: 1. Name and title of person completing Proof of Claim Form ( Claimant s Authorized Representative ): 2. Name of person or entity for whom Claim is being submitted ( Claimant ): 3. Claimant s mailing address to which any payments should be mailed: 4. Telephone number of Claimant s Authorized Representative:. 5. address of Claimant s Authorized Representative:. I hereby verify under the penalty of perjury that the information I am providing is true and correct and that: (i) I am authorized by the Claimant identified above to submit this form; (ii) the information submitted in this form is true and correct; and (iii) Claimant is not a judicial officer of the United States; an employee, officer or director of FedEx or any of its parents, subsidiaries, or affiliated companies; or a person or entity who excluded itself from the Class ( opt out ) in accordance with the procedures set forth in the Settlement. I understand that Claimant must cash any check received in this Settlement within 120 days from the date of issuance. Name of Claimant (please print): Signature of Authorized Representative:

47 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 47 of By (print name): Title: EXPLANATION AND INSTRUCTIONS Capitalized Terms: The capitalized terms used in this Proof of Claim Form and in these instructions are defined in the Settlement Agreement, a copy of which can be found at Deadline for Submitting the Proof of Claim Form: A Proof of Claim Form submitted by mail must be postmarked on or before December 9, You may submit your Proof of Claim anytime between now and that date. If you do not return a completed form on time, you will not receive a payment from the Net Settlement Fund for No Refund Requested Shipments. Eligibility: You may be eligible to recover from the Net Settlement Fund for No Refund Requested Shipments if, according to FedEx s shipping data, at any time during the Class Period while you maintained a FedEx account you had one or more No Refund Requested Shipments and you are not otherwise excluded from the Settlement Class. If your claim is determined to be valid, you will receive the greater of your Total Claim to the Net Settlement Fund for No Refund Requested Shipments or five dollars ($5.00). The manner in which the Net Settlement Fund for No Refund Requested Shipments will be allocated is set forth in the Settlement Agreement. All FedEx accounts belonging to a single entity or organization must submit a single, collective Proof of Claim Form, not separate Proof of Claim Forms. If Claimant s name and address listed on this Proof of Claim form differs from FedEx s records, you may be required to provide additional information. Any settlement checks will be made out in the name of the Claimant listed on this Proof of Claim Form and will be mailed to the Claimant s address listed on this Proof of Claim Form. The following persons or entities are not eligible to submit a Proof of Claim form: (1) all judicial officers in the United States; (2) officers, directors, and employees of FedEx, their parent, subsidiaries and affiliated companies; (3) FedEx s parent, subsidiaries or affiliated companies; (4) Settlement Class Counsel; and (5) those persons or entities who choose to opt out of the Settlement. How Do I Submit the Proof of Claim Form?: Fill out the entire Proof of Claim Form accurately. Leave no blanks. Failure to fill out the entire form may result in denial of your claim. You may submit a Proof of Claim Form by U.S. Mail on the form provided. A postagepaid envelope is provided for this purpose. Alternatively, you may submit the identical Proof of Claim Form electronically at

48 Case 2:11-cv JTF-cgc Document Filed 07/26/13 Page 48 of Additional information: Additional information is contained in the enclosed Notice, as well as in the Settlement Agreement which is available at Direct any questions about the Form to the Claim Administrator, Tilghman & Co. at [address and phone number]