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NOTICE OF PROPOSED CLASS ACTION SETTLEMENT_ SETTLEMENT HEARING AND

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NOTICE OF PROPOSED CLASS ACTION SETTLEMENT_ SETTLEMENT HEARING AND Powered By Docstoc
					                                            UNITED STATES DISTRICT COURT
                                               DISTRICT OF NEW JERSEY


IN RE: INSURANCE BROKERAGE ANTITRUST LITIGATION
                                                                      Hon. Garrett E. Brown, Jr.
APPLIES TO ALL ACTIONS
                                                                      MDL No. 1663
________________________________________
                                                                      Civil Action No: 04-5184 (GEB)
IN RE: EMPLOYEE-BENEFIT INSURANCE BROKERAGE
ANTITRUST LITIGATION
                                                                      Civil Action No: 05-1079 (GEB)
APPLIES TO ALL ACTIONS




                              NOTICE OF PROPOSED CLASS ACTION SETTLEMENT,
                                SETTLEMENT HEARING AND RIGHT TO APPEAR
TO:    All individuals or entities who, from August 26, 1994 through September 1, 2005, inclusive
       (the “Settlement Class Period”):

       engaged or retained Marsh & McLennan Companies, Inc. or any of its affiliates (“Marsh”) to provide
       insurance brokerage and any insurance-related administrative, advisory or claims services with
       respect to the purchase or renewal of insurance or reinsurance coverage where the coverage incepted
       or renewed during the Settlement Class Period;

       and/or

       engaged the services of any other Broker (as defined below) to provide insurance brokerage and any
       insurance-related administrative, advisory or claims services with respect to the purchase or renewal
       of insurance or reinsurance coverage where the coverage incepted or renewed during the Settlement
       Class Period.

                                    PLEASE READ THIS NOTICE CAREFULLY.
                  IT HAS BEEN SENT TO YOU TO ADVISE YOU ABOUT THE PROPOSED SETTLEMENT
                        OF THIS CLASS ACTION AS TO MARSH (THE “MARSH SETTLEMENT”)
                         AND YOUR RIGHTS WITH RESPECT TO THE MARSH SETTLEMENT.

                   IF YOU DETERMINE YOU DO NOT WANT TO PARTICIPATE IN THIS SETTLEMENT,
                        YOU MUST (AS DISCUSSED MORE FULLY BELOW) REQUEST EXCLUSION
                       FROM THE MARSH SETTLEMENT BY NO LATER THAN OCTOBER 20, 2008.

                      THIS NOTICE IS NOT AN OPINION BY THE COURT AS TO THE MERITS OF
                            ANY OF THE CLAIMS OR DEFENSES IN THIS CLASS ACTION.
                    THE STATEMENTS MADE IN THIS NOTICE ARE NOT FINDINGS OF THE COURT.




                If you have any questions, please call 1-888-356-0266, e-mail info@insurancebrokeragemarsh.com
                                            or visit www.insurancebrokeragemarsh.com.
                                                               Page 1
                                                                               WHAT THIS NOTICE CONTAINS
                                                                                                                                                                                                             Page No
I.    BASIC INFORMATION................................................................................................................................................................... 2
      1. Who is Marsh?.................................................................................................................................................................................................2
      2. Who are the Brokers? ......................................................................................................................................................................................2
      3. Who are the Insurer Defendants?....................................................................................................................................................................3
      4. Why did you receive this Notice?......................................................................................................................................................................5
      5. What is a class action? .....................................................................................................................................................................................5
      6. What is this Class Action about? ......................................................................................................................................................................5
      7. What is the status of this Class Action? ............................................................................................................................................................5
      8. Will your participation in the Marsh Settlement affect your ability to obtain relief from other brokers or from insurers?...............................6
      9. Will Settlement Class Members have to give up anything to participate in the Marsh Settlement?...................................................................6
II. SETTLEMENT BENEFITS ............................................................................................................................................................. 6
    10. What relief will be provided under the Marsh Settlement Agreement?.............................................................................................................6
    11. What costs or expenses will be deducted from the Settlement Fund Amount? ................................................................................................6
    12. Who will pay the costs of implementing and administering the Marsh Settlement? ........................................................................................6
    13. What amount will you receive under the Marsh Settlement Agreement? .........................................................................................................6
    14. How and when will the Class Fund Amount described above be distributed?..................................................................................................7
    15. Will the settlement have tax consequences for you? ........................................................................................................................................7
III. RELATED SETTLEMENTS.............................................................................................................................................................. 7
      16. Are there other settlements involving Marsh that relate to the claims made in this Class Action? ...................................................................7
      17. Will any of the settlements of the Investigations affect your participation in the Marsh Settlement? ...............................................................7
IV. LEGAL EFFECT OF THE SETTLEMENT ........................................................................................................................................ 7
    18. What will be the legal effect of the Marsh Settlement if it is approved by the Court?........................................................................................7
    19. Can the parties terminate the Marsh Settlement or change its terms? ............................................................................................................7
V. LEGAL RIGHTS AND OPTIONS..................................................................................................................................................... 8
   20. What are your options as to the Marsh Settlement?.........................................................................................................................................8
   21. If the Marsh Settlement Agreement is finally approved, what must Settlement Class Members do to
       receive a distribution from the Class Fund Amount?.......................................................................................................................................8
   22. Who must complete and submit a Claim Form? .............................................................................................................................................8
   23. What if you want to object to the proposed settlement?...................................................................................................................................8
   24. What must you do if you wish to exclude yourself from the Settlement Class? ................................................................................................9
VI. THE COURT’S FAIRNESS HEARING.............................................................................................................................................. 9
    25. Will there be a Court hearing about the Marsh Settlement?.............................................................................................................................9
VII. COUNSEL REPRESENTING SETTLEMENT CLASS MEMBERS ........................................................................................................ 9
     26. Who is the counsel representing Settlement Class Members? .........................................................................................................................9
     27. How will counsel for Settlement Class Members be paid? ...............................................................................................................................9
     28. Do you need to hire your own attorney in connection with the Marsh Settlement?.......................................................................................10
VIII. GETTING MORE INFORMATION ............................................................................................................................................... 10
     29. Where can you get additional information? ...................................................................................................................................................10
APPENDIX A – RELEASES AND WAIVER ........................................................................................................................................... 11
APPENDIX B – PLAN OF ALLOCATION ............................................................................................................................................. 12

                                                          I. BASIC INFORMATION
1. Who is Marsh?
    “Marsh” is an insurance broker which is a defendant in the above-captioned lawsuit (the “Class Action”) and includes Marsh & McLennan
Companies, Inc.; Marsh Inc.; Marsh USA, Inc.; Marsh USA Inc. (Connecticut); Mercer, Inc.; Mercer Human Resource Consulting LLC; Mercer Human
Resource Consulting of Texas, Inc.; and Seabury & Smith, Inc.
2. Who are the Brokers?
     The “Brokers” include Marsh and other insurance brokers who provided insurance brokerage and any related administrative, advisory or claims
services in connection with the coverage that is discussed in this Notice.


                          If you have any questions, please call 1-888-356-0266, e-mail info@insurancebrokeragemarsh.com
                                                      or visit www.insurancebrokeragemarsh.com.
                                                                         Page 2
       In addition to insurance policy purchases and renewals as to which Marsh provided insurance brokerage and related services, purchases and
renewals of insurance through any Broker (including its subsidiaries and affiliates) — even if such Broker is not named as a defendant in this Class
Action but is a direct or indirect, current or former parent, predecessor, successor, affiliate, division, business unit or subsidiary of a Broker listed
below — may also be covered by the Marsh Settlement if the policies were purchased or renewed within the Settlement Class Period.
       The names of the Brokers are:
ACO Brokerage Holdings, Inc.                       Gallagher Benefit Services, Inc.                       Mercer Human Resource Consulting, Inc.
Acordia, Inc.                                      Gallagher Healthcare Insurance Services, Inc.          Mercer Human Resource Consulting LLC
Affinity Insurance Services, Inc.                  Guy Carpenter & Company, Inc.                          Mercer Human Resource Consulting of
Aon Broker Services, Inc.                          Hilb, Rogal & Hobbs Company                              Texas, Inc.
Aon Consulting Inc.                                Hub International Group Northeast, Inc. f/k/a          Mercer, Inc.
Aon Corporation                                      Kaye Group, Inc.                                     O’Neill, Finnegan & Jordan Insurance
Aon Group, Inc.                                    Hub International Limited                                Agency, Inc.
Aon Limited                                        Hub International Midwest                              Risk Placement Services, Inc.
Aon Re, Inc.                                       Hub International of California Insurance              Seabury & Smith, Inc.
Aon Re Worldwide, Inc.                               Services, Inc.                                       Stewart Smith Group
Aon Risk Services Companies, Inc.                  J&H Marsh & McLennan of Utah, Inc.                     Summit Global Partners of Florida, Inc.
Aon Risk Services, Inc. of Louisiana               Marsh & McLennan Companies, Inc.                       Talbot Financial Corporation
Aon Risk Services, Inc. of Maryland                Marsh & McLennan Incorporated                          ULR Insurance Services, Inc.
Aon Risk Services, Inc. of Michigan                Marsh Canada Limited                                   Universal Life Resources
Aon Risk Services, Inc. of Texas                   Marsh Inc.                                             USI Consulting Group
Aon Risk Services Inc. U.S.                        Marsh Global Broking Inc.                              U.S.I. Holdings Corporation
Aon Services Group, Inc.                           Marsh Global Broking, Inc. (Missouri)                  U.S.I. Holdings, Inc.
Arthur J. Gallagher & Co.                          Marsh Global Broking, Inc. (New Jersey)                USI Insurance Services Corporation
Arthur J. Gallagher Brokerage & Risk               Marsh Global Markets (Bermuda) Ltd.                    USI Insurance Services of Florida, Inc.
  Management Services, LLC                         Marsh Global Placement, Inc.                             (d/b/a USI Florida)
Arthur J. Gallagher Risk Management                Marsh Ltd. (London)                                    USI Mid Atlantic
  Services, Inc.                                   Marsh Limited UK                                       USI Midwest
BB&T Corporation                                   Marsh Placement, Inc.                                  USI Northeast
BB&T Insurance Services, Inc.                      Marsh Private Client Services                          Wells Fargo & Company
Benefits Commerce                                  Marsh Risk & Insurance Services, Inc.                  Willis Group Holdings Limited
Branch Banking and Trust Company                   Marsh Risk Consulting                                  Willis Group Limited
Brown & Brown, Inc.                                Marsh USA Inc.                                         Willis Group North America, Inc.
Brown & Brown Insurance Benefits, Inc.             Marsh USA Inc. (Connecticut)                           Willis North America, Inc.
CRC Insurance Services, Inc.                       Marsh USA Inc. (Michigan)                              Willis of Michigan, Inc.
Frank F. Haack & Associates                        McGriff, Seibels & Williams, Inc.                      Willis of New York, Inc.
                                                                                                          Willis Re Inc.
3. Who are the Insurer Defendants?
       The insurance companies that have been named as defendants in this Class Action and other related actions are:
ACE American Insurance Co.                           American Guarantee and Liability                      AWA Holdings
ACE Bermuda Insurance Company, Ltd.                    Insurance Company                                   AXA Art Insurance Corp.
ACE Bermuda Insurance Ltd.                           American Home Assurance Co.                           AXIS Capital Holdings Limited
ACE Group Holdings, Inc.                             The American Insurance Company                        AXIS Reinsurance Company
ACE INA Holdings, Inc.                               American International Companies                      AXIS Specialty Insurance Company
ACE Limited                                          American International Group, Inc.                    AXIS Surplus Insurance Company
ACE Property and Casualty Insurance Company          American International Insurance Co.                  Berkshire Hathaway, Inc.
ACE Tempest Reinsurance USA, LLC                     American International South Insurance                Berkshire Hathaway Insurance Group
ACE USA, Inc.                                          Company                                             Birmingham Fire Insurance Co. of
ACE US Holdings, Inc.                                American International Specialty Lines                  Pennsylvania
Aetna, Inc.                                            Insurance Co.                                       Brookwood Insurance Company
Affiliated FM                                        American Protection Insurance Co.                     Chicago Insurance Co.
AIG Environmental                                    American Re Corporation                               Chubb & Son, Inc.
AIG Life Insurance Company                           American Re-Insurance Co.                             Chubb Atlantic Indemnity, Ltd.
AIU Insurance Co.                                    ARCH Capital Group                                    The Chubb Corporation
Allianz Global Risks U.S. Insurance Company          ARCH Capital Group Ltd.                               Chubb Custom Insurance Co.
Allianz of America, Inc.                             Arch Insurance (Bermuda) Ltd.                         The Chubb Insurance Corporation
Allianz SE                                           Arch Insurance Company                                CIGNA Health Care
Allied World Assurance Company                       Arch Reinsurance limited                              Citicorp Life Insurance Company
American Alternative Insurance Corp.                 Arch Specialty Insurance Co.                          CNA Financial Corp.
American Bankers Insurance Group, Inc.               Arrowpoint Capital Corp.                              Commerce and Industry Insurance Co.
American Casualty Co. of Reading, PA                 Assurance Company of America                          Commonwealth Insurance Company
American General Corporation                         Athena Assurance Co.                                  Connecticut General Life Insurance Company


                   If you any have questions, please call 1-888-356-0266, e-mail info@insurancebrokeragemarsh.com
                                               or visit www.insurancebrokeragemarsh.com.
                                                                  Page 3
Continental Casualty Co.                             INA Holdings Corporation                      Royal & Sun Alliance Insurance plc
The Continental Insurance Company                    Indemnity Insurance Co. of North America      Royal Indemnity Co.
   f/k/a The Fidelity and Casualty                   Indian Harbor Insurance Co.                   Royal Insurance Co. of America
   Company of New York                               Insurance Company of North America            Royal Lloyds of Texas
The Continental Insurance Corp.                      The Insurance Company of the State of         The Standard Insurance Company
Crum & Forster Holdings Corp.                          Pennsylvania                                Starr Excess Liability Ins. Co., Ltd.
Crum & Forster Indemnity Company                     Kemper Auto and Home Group, Inc.              Starr Excess Liability Insurance
Crum and Forster Insurance Company                   Lexington Insurance Company                     International Limited
Crum & Forster Specialty Insurance Company           Liberty Insurance Underwriters Inc.           St. James Insurance Company Ltd.
CV Starr & Company                                   Liberty Mutual Fire Insurance Co.             St. Paul Companies, Inc.
Cypress Insurance Company                            Liberty Mutual Group Inc.                     St. Paul Fire & Marine Insurance Co.
Discover Managers, Inc.                              Liberty Mutual Holding Company, Inc.          St. Paul Guardian Insurance Co.
Discover Managers, Ltd.                              Liberty Mutual Insurance Co.                  St. Paul Mercury Insurance Co.
Discover Reinsurance Co.                             Life Insurance Company of North America       St. Paul Travelers Companies, Inc.
Empire Fire and Marine Insurance Company             Lumbermens Mutual Casualty                    Steadfast Insurance Company
Empire Indemnity Insurance Company                   Marine Insurance Company Limited              Transatlantic Reinsurance Company
Employers Insurance Company of Wausau                Max Re Limited                                Transcontinental Insurance Company
Employers Insurance of Wausau                        Metropolitan Life Inc.                        Travelers Casualty & Surety Co. of America
Employers Reinsurance Corp.                          Metropolitan Life Insurance Company           The Travelers Companies, Inc.
Endurance Specialty Insurance Limited                Mt. Hawley Insurance Co.                      Travelers Excess & Surplus Insurance
Essex Insurance Company (DE)                         Munich Reinsurance Co.                        Travelers Indemnity Company
Executive Risk Indemnity Inc.                        Munich-American Risk Partners, Inc.           The Travelers Indemnity Company of America
Factory Mutual Insurance Co.                         Mutual Marine Office, Inc.                    Travelers Insurance Company
Fairfax Financial Holdings Limited                   National Indemnity Company                    Travelers Life and Annuity Company
Fairfield Insurance Company                          National Indemnity Company of Mid-America     Travelers Property Casualty Company of America
Federal Insurance Co.                                National Indemnity Company of the South       Travelers Property Casualty Corp.
Fidelity and Deposit Company of Maryland             National Reinsurance Corporation              Travelers Property Casualty Insurance Co.
Fidelity and Guaranty Insurance Co.                  National Surety Corp.                         Twin City Fire Insurance Co.
Fireman’s Fund Insurance Co.                         National Union Fire Insurance Co. of          United States Fidelity & Guaranty Company
First Unum Life Insurance Company                      Louisiana                                   United States Fidelity and Guaranty Specialty
General American Life Insurance Company              National Union Fire Insurance Co. of            Insurance Company
General Re Corporation                                 Pennsylvania                                United States Fire Insurance Co.
General Reinsurance Corp.                            National Union Fire Insurance Co. of          United States Life Insurance Company
Great American Alliance Insurance Company              Pittsburgh, Pa.                               in the City of New York
Great American Assurance Co., Ltd.                   Navigators Group Inc.                         Unum Life Insurance Company of America
Great American Insurance Co.                         Navigators Insurance Services of Texas, Inc.  UnumProvident Corporation
Great American Property Casualty                     New England Life Insurance Company            Valley Forge Insurance Company
   Insurance Group                                   New Hampshire Insurance Co.                   Vigilant Insurance Co.
Greenwich Insurance Co.                              New York Marine and General                   Wausau Business Insurance Company
Gulf Insurance Co.                                     Insurance Company                           Wausau General Insurance Company
Hartford Accident & Indemnity Co.                    North River Insurance Company                 Wausau Insurance Company
Hartford Casualty Insurance Co.                      Northstar Reinsurance Corporation             Wausau Underwriters Insurance Co.
The Hartford Fidelity & Bonding Co.                  Nutmeg Insurance Co.                          Westchester Fire Insurance Company
The Hartford Financial Services Group, Inc.          Oak River Insurance Company                   Westchester Surplus Lines Insurance Co.
Hartford Fire Insurance Co.                          Omni Indemnity Co.                            Wuerttembergische Versicherrungs A.G.
Hartford Insurance Co. of the Midwest                Omni Insurance Co.                            X.L. America, Inc.
Hartford Insurance Co. of the Southeast              Pacific Employees Insurance Company           XL Capital Ltd.
Hartford Life & Accident Insurance Company           Pacific Insurance Co.                         XL Insurance America, Inc.
Hartford Life Group Insurance Company                Paragon Life Insurance Company                XL Insurance (Bermuda) Ltd.
Hartford Life Insurance Company                      The Paul Revere Life Insurance Company        XL Insurance Company Ltd.
Hartford Steam Boiler Inspection and                 Provident Life and Accident Insurance Company XL Specialty Insurance Company
   Insurance Co.                                     Provident Life and Casualty Insurance Company XL Winterthur International
Hartford Underwriters Insurance Co.                  Prudential Financial, Inc.                    Zurich American Insurance Company
HCC Insurance Holdings                               Prudential Insurance Company of America       Zurich American of Illinois
HCC Insurance Holdings, Inc.                         Putnam Reinsurance Company                    Zurich Financial Services Group
Houston Casualty Company                             Reinsurance Group of America, Inc.            Zurich Insurance Company
Illinois National Insurance Co.                      RLI Corporation                               Zurich North America
Illinois Union Insurance Co.                         RLI Insurance Co.                             Zurich Specialties London Limited
INA Corporation                                      Royal & Sun Alliance Insurance Agent, Inc.
INA Financial Corporation                            Royal & Sun Alliance Insurance Group plc
Certain Underwriters at Lloyd’s, London; Syndicate Nos.: 0033; 0102; 0382; 0435; 0510; 0570; 0609; 0623; 0727; 0958; 1003; 1084; 1096; 1183;
1245; 1886; 2001; 2003; 2010; 2020; 2488; 2623; 2791; 2987
                       If you any have questions, please call 1-888-356-0266, e-mail info@insurancebrokeragemarsh.com
                                                   or visit www.insurancebrokeragemarsh.com.
                                                                          Page 4
Certain Underwriters at Lloyd’s London; Syndicate Nos.: 0033 HIS; 0079 PJG; 0190 FRW; 0282 LSM; 0318 MSP; 0435 FDY; 0588 NKB; 0623 AFB;
0861 NJM; 1003 SJC; 1096 RAS; 1183 TAL; 1200 ROC; 1209 MEB; 1209 XL; 1211 SPL; 1225 AES; 1243 EUL; 1414 RTH; 1511 MEP; 2000 HAR; 2001
AML; 2003 SJC; 2020 WEL; 2027 COX; 2323 NLU; 2488 AGM; 2623 AFB; 2791 MAP; 3000 MKL; 5000 SPL
4. Why did you receive this Notice?
      You have received this Notice because it appears that during the Settlement Class Period (August 26, 1994 through September 1, 2005, inclusive)
you may have engaged the services of:
      (i) Marsh (or a subsidiary or affiliate of Marsh) in connection with one or more purchases or renewals of insurance or reinsurance;
                                                                      and/or
      (ii) any other Broker in connection with one or more purchases or renewals of insurance or reinsurance.
      The term “insurance” means insurance or reinsurance coverage and includes any form of commercial insurance as well as any employee
benefits insurance provided through an ERISA (Employee Retirement Income Security Act of 1974) or non-ERISA employee benefit plan, whether paid
for, in full or in part, by employees or employers as part of such plan.
      Because you may fall within one or both of these groups, you might be a member of a group of individuals and entities (the “Settlement Class”)
on whose behalf a settlement with Marsh has been reached in this Class Action.
      The Settlement Class specifically excludes persons or entities affiliated with Marsh, or who have released Marsh from any further claims
concerning their purchase of insurance, including, but not limited to, any participating policyholders in the Settlement Agreement between Marsh and
the Office of the Attorney General for the State of New York and the Superintendent of the New York State Department of Insurance (the “NYAG
Settlement”), pursuant to which a settlement fund of $850,000,000 was created for distribution to certain policyholders who were clients of Marsh.
The Settlement Class also excludes any Insurer Defendant or Broker.
      Under the Federal Rules of Civil Procedure and an August 20, 2008 Order entered by the United States District Court for the District of New Jersey
— the “Court” in which this Class Action is pending — the parties to the Marsh Settlement are required to send this Notice to you to (i) describe the
claims against Marsh, (ii) describe the proposed settlement agreement (the “Marsh Settlement Agreement”) executed by Plaintiffs (the entities and
individuals that brought the Class Action) and Marsh, (iii) describe the process by which the Court will consider whether to approve the proposed
settlement, (iv) tell you how your participation in the Marsh Settlement will affect your legal rights, (v) tell you what you must do if you wish to object
to any of the terms of the Marsh Settlement, and (vi) tell you what you must do if you wish to exclude yourself from the Marsh Settlement.
      If the Marsh Settlement is finally approved by the Court — and if you do not exclude yourself from it — you will be eligible to receive monetary
relief if you are a member of the Settlement Class. As more fully explained below (at paragraph 24), if you wish to exclude yourself from the Marsh
Settlement you must follow the procedures described in this Notice — including meeting the October 20, 2008 deadline for requesting exclusion from
the Settlement Class.
5. What is a class action?
     A class action is a lawsuit in which one or more persons and/or entities sue on behalf of other persons and/or entities that have similar claims.
In this case, the Plaintiffs have decided to settle their claims against Marsh. The persons and entities on whose behalf this settlement has been made
are those within the Settlement Class that the Court has preliminarily certified in its August 20, 2008 Order. Those persons and entities — i.e., the
“Settlement Class Members” — are described above (at paragraph 4).
     Because the settlement of a class action determines the rights of all members of the settlement class, the Court in which the class action is
pending — in this case the United States District Court for the District of New Jersey — must approve the settlement.
6. What is this Class Action about?
     Plaintiffs in this case allege, among other things, that Marsh engaged in an insurance brokerage scheme involving the receipt by it of undisclosed
payments or kickbacks from insurance carriers, steering insurance policyholders to carriers paying the most in so-called “contingent commissions,”
and rigging bids for insurance, all in violation of the law and to the detriment of insurance policyholders. Marsh denies the allegations made against it.
7. What is the status of this Class Action?
      In August 2005, two consolidated amended class action complaints were filed in the New Jersey Federal District Court (one on behalf of a
purported class of “commercial” policyholders and the second on behalf of a purported class of “employee benefit” policyholders), which as against
Marsh and against various other Brokers and Insurer Defendants alleged statutory claims for violations of the federal Racketeering Influenced and
Corrupt Organizations Act (“RICO”) and federal and state antitrust laws, together with state common law claims for breach of fiduciary duty and
unjust enrichment. The complaints sought a variety of remedies, including unspecified monetary damages, treble damages, disgorgement,
restitution, punitive damages, declaratory and injunctive relief, and attorneys’ fees and costs. Defendants, including Marsh, moved to dismiss
Plaintiffs’ complaints and a series of Court orders resulted in the dismissal, with prejudice, of all federal claims against all defendants, including
Plaintiffs’ claims under the federal antitrust laws and the federal RICO statute. The Court also declined to exercise jurisdiction over Plaintiffs’ state law
claims. Plaintiffs are now appealing the dismissal of their claims.
      Without regard to the outcome of Plaintiffs’ appeal, if the Marsh Settlement is approved, there will be no determination as to the merits of
Plaintiffs’ claims against Marsh or Marsh’s defenses to those claims by the Court. This Notice does not imply that there has been or would be any
finding of violation of the law, or that any relief or recovery would be awarded against Marsh if the claims against it were not settled. Nor does this
Notice imply that Marsh could have successfully defended the claims. Both sides have agreed to the settlement to ensure a resolution and to provide
benefits to Settlement Class Members.
      If approved by the Court (and such approval becomes final), the Marsh Settlement will resolve and dismiss with prejudice all claims that have
been made or that could have been made in the Class Action as against Marsh.
                    If you any have questions, please call 1-888-356-0266, e-mail info@insurancebrokeragemarsh.com
                                                or visit www.insurancebrokeragemarsh.com.
                                                                   Page 5
     Court approval of the Marsh Settlement will also lead to the dismissal of a putative class action lawsuit commenced in New York State Supreme
Court entitled In re Marsh & McLennan Contingent Commission Litigation, Index No. 603711/2004 (the “State Court Class Action”), which is based
on allegations similar to those made in this Class Action.
8. Will your participation in the Marsh Settlement affect your ability to obtain relief from other brokers or from insurers?
      Participation in the Marsh Settlement will only affect your ability to obtain further relief from Marsh and will not affect your ability to obtain relief
from any insurer or any other broker in this or any other lawsuit or class action. If plaintiffs in this or any other class action reach a settlement with
or if a judgment resulting in a damages award is entered against any of the brokers other than Marsh or against insurers in this or any other class
action, you will be able to participate in that settlement or award (as long as you are within any class or settlement class the Court might certify in that
case) even if you participate in the Marsh Settlement.
9. Will Settlement Class Members have to give up anything to participate in the Marsh Settlement?
     If the Marsh Settlement is finally approved, Settlement Class Members will release all claims that have been raised or that could have been raised
in the Class Action as set out in the release contained in the Marsh Settlement Agreement (the “Release”), against all of the people and entities that
are included in the definition of “Releasee” in the Marsh Settlement Agreement (generally, Marsh and its subsidiaries, affiliates, directors, officers and
employees). The Class Action will be dismissed with prejudice as to Marsh. The effect of the Release is further discussed below (at paragraph 18). In
addition, a complete copy of the Release is attached as Appendix A to this Notice and is also available at www.insurancebrokeragemarsh.com.

                                                            II. SETTLEMENT BENEFITS
10. What relief will be provided under the Marsh Settlement Agreement?
     Approximately sixty-nine million dollars ($69,000,000) (the “Settlement Fund Amount”) has been deposited in an interest-bearing escrow
account. If the Court approves the Marsh Settlement and that approval becomes final, the Settlement Fund Amount will be distributed as follows:
     • Sixty-two million dollars ($62,000,000) (the “Class Fund”), together with any interest, but less administrative expenses associated with
            the settlement, expenses incurred to maintain the escrow account, and tax liabilities, if any (the “Class Fund Amount”) shall be distributed to
            Settlement Class Members consistent with the Plan of Allocation, with up to five million dollars ($5,000,000) of that amount available for
            use by Marsh to resolve and settle the claims of state officials representing insurance policyholders who are potential Settlement Class
            Members. Approximately seven million dollars ($7,000,000) – the $69 million Settlement Fund Amount less the $62 million Class Fund
            – will be available for use by Marsh to resolve and settle the claims of plaintiffs in certain existing and pending actions relating to the same
            matters that are the subject of this Notice.
     • If the Class Fund Amount exceeds one hundred percent (100%) of the total amount of eligible premiums Settlement Class Members report
            on their Claim Forms, such excess amount may also be used by the Marsh Defendants to resolve and settle the claims of state officials.
     • No more than ten percent (10%) of the amount distributed to Settlement Class Members will go to Settlement Class Members who are not
            and were not policyholders that purchased insurance or reinsurance through Marsh.
     • In the event that any portion of the Settlement Fund Amount has not been distributed five years after the Preliminary Approval Order
            entered by the Court in this Class Action (i.e., five years from August 20, 2008), such amount shall be distributed to the Settlement Class.
     Finally, as described below, Marsh must pay certain additional amounts — the amounts awarded to cover attorneys’ fees and expenses for
Plaintiffs’ counsel (“Class Counsel”) and for counsel in the State Court Class Action described below (“State Court Class Counsel”) — in addition to
the Settlement Fund Amount described above. Thus, these amounts will not be paid out of the Settlement Fund Amount.
11. What costs or expenses will be deducted from the Settlement Fund Amount?
    There will be deductions from the Class Fund to cover any taxes due on the monies in the escrow account, any fees or expenses incurred to
maintain the escrow account and the administrative costs associated with administering the Marsh Settlement. The balance after deducting such
expenses and calculating the interest due will be distributed to Settlement Class Members if the Court approves the Marsh Settlement and that
approval becomes final.
12. Who will pay the costs of implementing and administering the Marsh Settlement?
     The costs of implementing and administering the Marsh Settlement, including the costs of printing and mailing this Notice, publishing a
summary notice in agreed-upon publications, and setting up and maintaining the toll-free telephone number, website and e-mail address that is
identified in this Notice for Settlement Class Members’ questions will be deducted from the Class Fund.
13. What amount will you receive under the Marsh Settlement Agreement?
     Attached to this Notice as Appendix B is a proposed Plan of Allocation that, if finally approved by the Court, will be used to allocate the Class Fund
Amount to Settlement Class Members. This Plan of Allocation was prepared by Class Counsel and State Court Class Counsel. The Plan of Allocation is
subject to final Court approval. Neither the Plaintiffs nor Marsh can tell you exactly what amount you will receive under the Plan of Allocation — which
amount may vary depending on, among other things, the number of eligible policyholders who participate in the Marsh Settlement.
     If you wish to discuss how the Plan of Allocation will work, you may visit the website of the Court-approved Administrator of the Marsh Settlement
at www.insurancebrokeragemarsh.com, call the Administrator at 1-888-356-0266 (Monday through Friday from 9:00 a.m. to 5:00 p.m.
Eastern Time) or e-mail the Administrator at info@insurancebrokeragemarsh.com.


                    If you any have questions, please call 1-888-356-0266, e-mail info@insurancebrokeragemarsh.com
                                                or visit www.insurancebrokeragemarsh.com.
                                                                   Page 6
14. How and when will the Class Fund Amount described above be distributed?
      If the Court approves the Marsh Settlement and that approval becomes final, the Class Fund Amount will be allocated among all Settlement Class
Members pursuant to the Court-approved Plan of Allocation. To obtain a distribution from the Class Fund Amount you will have to submit a Claim
Form — as discussed in more detail below (at paragraphs 21-22).
      Distributions pursuant to the Plan of Allocation will not occur until the Court approves both the Marsh Settlement Agreement and the Plan of
Allocation, and that approval becomes final and no longer subject to appeal. Neither the Plaintiffs nor Marsh can predict when (or whether) the Court
will approve the Marsh Settlement Agreement and the Plan of Allocation or when (or whether) such approval will become final.
15. Will the settlement have tax consequences for you?
     Your receipt of monetary relief under the Marsh Settlement Agreement might have tax consequences for you. Those tax consequences might
vary, depending upon individual circumstances. Neither the Plaintiffs nor Marsh can advise you about any tax consequences that might arise from
your receipt of a portion of the Class Fund Amount. You might wish to consult a tax advisor to determine whether any potential federal, state, local,
foreign or other tax consequences will arise from receipt of monies from the Marsh Settlement.

                                                           III. RELATED SETTLEMENTS
16. Are there other settlements involving Marsh that relate to the claims made in this Class Action?
     The alleged conduct that gave rise to the claims made in this Class Action was also the focus of investigations by certain state officials (the
“Investigations”). Marsh, along with other brokers and insurers, was a subject of such Investigations. A number of these Investigations have already
been resolved as to Marsh.
17. Will any of the settlements of the Investigations affect your participation in the Marsh Settlement?
      As noted above (at paragraph 4), Marsh entered into the NYAG Settlement, pursuant to which it created a fund of $850,000,000 to distribute to
eligible policyholders who were Marsh clients (“Participating Policyholders”), in exchange for which the Participating Policyholders released Marsh
from any further claims or liabilities relating to the matters that are the subject of this Class Action. Participating Policyholders who executed such
releases are excluded from the Settlement Class in this Class Action and will not be entitled to receive any distributions from the Settlement Fund
Amount.

                                                  IV. LEGAL EFFECT OF THE SETTLEMENT
18. What will be the legal effect of the Marsh Settlement if it is approved by the Court?
     If the Court approves the Marsh Settlement, the parties will seek the entry of an Order Approving Settlement and accompanying Judgment that,
among other things, will:
     • find that the Marsh Settlement is fair, reasonable and adequate;
     • finally certify the class for settlement purposes;
     • dismiss the Class Action with prejudice as to Marsh, meaning that no Settlement Class Member — including you (unless you timely exclude
           yourself) — will be able to bring or pursue another lawsuit or proceeding against any of the Releasees (as that term is defined in the Marsh
           Settlement Agreement, which term includes Marsh and any of its subsidiaries and affiliates) based upon the claims that have been raised or
           that could have been raised in the Class Action;
       • incorporate the Release as part of the Order Approving Settlement;
       • permanently bar Settlement Class Members from filing or participating in or benefiting from any lawsuit or other legal action against any or
           all Releasees arising from or relating to any and all claims that have been raised or that could have been raised in this Class Action;
       • enter a bar order that will:
           • prevent any person or entity from commencing, pursuing or asserting any claim against any Releasee where the alleged injury to that
                 person or entity is, is measured by, arises out of or relates to that person’s or entity’s alleged liability to the Settlement Class or a
                 Settlement Class Member, and
           • prevent any Releasee from commencing, pursuing or asserting any claim against any person or entity (or any other Releasee) where
                 the Releasee’s alleged injury is, is measured by, arises out of or relates to the Releasee’s alleged liability to the Settlement Class or a
                 Settlement Class Member;
     • award attorneys’ fees and expenses to Class Counsel and State Court Class Counsel (as defined at paragraphs 26 and 27 below); and
     • retain jurisdiction over all matters relating to the administration, enforcement and interpretation of the Marsh Settlement.
     As noted, if the Court approves the Marsh Settlement, the Release will be incorporated into the Court’s Order Approving Settlement. The Release
describes the claims that Settlement Class Members will give up. The full text of the Release is attached as Appendix A to this Notice and can be found
at www.insurancebrokeragemarsh.com. YOU ARE ENCOURAGED TO CAREFULLY REVIEW THE TERMS OF THE RELEASE.
19. Can the parties terminate the Marsh Settlement or change its terms?
      Either the Plaintiffs or Marsh (or both) may terminate the Marsh Settlement Agreement if (i) the Court (or any appellate court) rejects, modifies
or denies approval of any portion of the Marsh Settlement that the party seeking to terminate the Marsh Settlement Agreement reasonably and in good
faith determines is material or (ii) the Court (or any appellate court) does not enter or completely affirm, or alters or expands, any portion of any
order or judgment requested by the parties and the party seeking to terminate the settlement reasonably and in good faith believes that the Court’s (or
                    If you any have questions, please call 1-888-356-0266, e-mail info@insurancebrokeragemarsh.com
                                                or visit www.insurancebrokeragemarsh.com.
                                                                   Page 7
appellate court’s) action is material. However, Plaintiffs may not terminate the Marsh Settlement Agreement based on the amount of attorneys’ fees
and expenses awarded to Class Counsel. Marsh may terminate the Settlement Agreement (i) if the Settlement Class Members requesting exclusion
from the Marsh Settlement hold claims against Marsh that have a value exceeding fifteen percent (15%) of the Class Fund Amount; or (ii) if the
remaining monies from the NYAG Settlement cannot be used as the consideration for the Marsh Settlement.
      If the Marsh Settlement Agreement is terminated, each of the Plaintiffs, Settlement Class Members and Marsh will be in the same position as he,
she or it was in before the Marsh Settlement Agreement was executed, the Marsh Settlement Agreement will have no legal effect, and Plaintiffs and
Marsh will continue to litigate the case in the Court. If the Marsh Settlement Agreement is terminated, you will not receive any benefits under the
Marsh Settlement Agreement.
      If the Marsh Settlement is approved, Plaintiffs and Marsh will not be able to change the terms of the Marsh Settlement Agreement without further
Court approval unless (i) Plaintiffs and Marsh agree in writing to do so, (ii) the change is not materially inconsistent with the Order Approving
Settlement and accompanying Judgment entered by the Court, and (iii) the change does not materially limit the rights of Settlement Class Members
under the Marsh Settlement Agreement.

                                                      V. LEGAL RIGHTS AND OPTIONS
20. What are your options as to the Marsh Settlement?
      If you are within the definition of Settlement Class Member (see paragraphs 4 and 5 above), you may either (i) participate in the Marsh
Settlement (and receive a distribution from the Class Fund Amount if the Court approves the Marsh Settlement and such approval becomes final) or
(ii) request exclusion from the Marsh Settlement.
      If you want to participate in the Marsh Settlement, but you object to any term of the Marsh Settlement, you may submit an objection to the Court.
The procedures for objecting to the Marsh Settlement or for requesting exclusion from it are described in detail below at paragraph 23 (objecting) and
at paragraph 24 (requesting exclusion).
      If you are within the definition of Settlement Class Member, you may be entitled to receive a distribution from the Class Fund Amount under the
terms of the Marsh Settlement Agreement if the Marsh Settlement is finally approved and you have filed a valid Claim Form.
21. If the Marsh Settlement Agreement is finally approved, what must Settlement Class Members do to receive a distribution
from the Class Fund Amount?
    To receive a distribution from the Class Fund Amount, Settlement Class Members will have to submit a Claim Form, as discussed below.
22. Who must complete and submit a Claim Form?
      Settlement Class Members will have to fill out the enclosed Claim Form and submit it to the Administrator at Marsh Insurance Brokerage
Settlement, c/o Complete Claim Solutions, LLC, P.O. Box 24704, West Palm Beach, FL 33416 by no later than March 31, 2009. Claim Forms may also
be downloaded at www.insurancebrokeragemarsh.com or obtained by calling 1-888-356-0266.
23. What if you want to object to the proposed settlement?
     If you are a Settlement Class Member (described above, at paragraphs 4 and 5) and do not exclude yourself from the Settlement Class, you may
object to the Marsh Settlement, any term of the Marsh Settlement Agreement, the Plan of Allocation or the applications for attorneys’ fees and
expenses. Such objection must be in writing and must provide evidence of your membership in the Settlement Class. The written objection also
should state the specific reason(s), if any, for the objection, including any legal support you wish to bring to the Court’s attention and any evidence
you wish to introduce in support of the objection. A written objection (and any support for it) must be received by the Court and the following counsel
by no later than October 20, 2008:
            For Marsh:                                                  For Plaintiffs and the Settlement Class:
            Mitchell J. Auslander, Esq.                       Edith M. Kallas, Esq.                        Bryan L. Clobes, Esq.
            Willkie Farr & Gallagher LLP                      Whatley, Drake & Kallas, LLC                Cafferty Faucher LLP
            787 Seventh Avenue                                1540 Broadway, 37th Floor          and       1717 Arch Street, Suite 3610
            New York, NY 10019                                New York, NY 10036                           Philadelphia, PA 19103
            Telephone: (212) 728-8201                         Telephone: (212) 447-7070                    Telephone: (215) 864-2800
            Facsimile: (212) 728-8111                         Facsimile: (212) 447-7077                    Facsimile: (215) 864-2810
      If you hire an attorney in connection with making an objection, that attorney must file with the Court and serve on the counsel identified above a
notice of appearance. The notice of appearance must be received by the Court and the counsel identified above by no later than
October 20, 2008. If you hire an attorney in connection with making an objection (or for any other purpose relating to the Marsh Settlement), you
will be responsible for all fees and expenses that the attorney incurs on your behalf.
      If (and only if) you make a written objection to the Marsh Settlement as set out above, you may choose to speak — either in person or through
an attorney hired at your own expense — at the hearing (described below at paragraph 25) the Court has set to consider whether to approve the
Marsh Settlement. You are not required to attend the hearing. Lack of attendance at the hearing will not prevent the Court from considering your
objection. If you have not hired counsel but intend to speak at the hearing, you must file with the Court and serve on the counsel identified above a
notice of intention to appear. The notice of intention to appear must be received by the Court and by the identified counsel by no
later than October 20, 2008.

                   If you any have questions, please call 1-888-356-0266, e-mail info@insurancebrokeragemarsh.com
                                               or visit www.insurancebrokeragemarsh.com.
                                                                  Page 8
24. What must you do if you wish to exclude yourself from the Settlement Class?
    If you are included within the definition of Settlement Class Member, you may ask to be excluded from the Settlement Class. A request for
exclusion must be sent to the Clerk of the Court at the following address and must be postmarked by no later than October 20, 2008:
                                                                   The Clerk of the Court
                                                           c/o Complete Claim Solutions, LLC
                                                                      P.O. Box 24704
                                                               West Palm Beach, FL 33416
      The request for exclusion must include the following information: (i) the policyholder’s name, (ii) the policyholder’s address, (iii) the
policyholder’s telephone number, and (iv) information describing why said individual or entity believes that he, she or it is a Settlement Class
Member, including, specifically, (a) which Broker(s) the policyholder has engaged or retained, (b) the type of coverage and policy numbers for any
insurance purchased through a Broker, (c) the insurer(s) that issued such coverage, (d) the face amount of each policy, (e) the annual premium
associated with each policy, and (f) the effective date and expiration date for each policy.
      If you are included within the definition of Settlement Class Member and do not file a timely written request for exclusion as provided by this
paragraph 24, and the Marsh Settlement is finally approved, you will be bound by the Release in the Marsh Settlement Agreement and by all
proceedings, orders and judgments relating to the Court’s approval of the Marsh Settlement, even if you now have pending, or later file, any litigation,
arbitration or any other action regarding the claims that have been made or that could have been made in this Class Action. You will not be able to
pursue such claims in any forum, and your only relief as to these claims will be a distribution from the Class Fund Amount provided for by this Marsh
Settlement.
      Your participation in this Marsh Settlement will not affect your ability to pursue claims against any other broker or against any insurer.

                                                    VI. THE COURT’S FAIRNESS HEARING
25. Will there be a Court hearing about the Marsh Settlement?
     In its August 20, 2008 order, the Court set a hearing for December 15, 2008 at 12:00 p.m., when the Court will consider whether to approve the
Marsh Settlement. The hearing will take place in Courtroom 1, in the United States District Court for the District of New Jersey, 402 East State Street,
Trenton, New Jersey 08608. The Court may choose to change the date and/or time of the hearing without further notice of any kind. If you intend to
attend the hearing, you should confirm the date and time by calling the toll-free number set out in this Notice.
     In ruling on the Marsh Settlement, the Court will consider, among other things, whether to approve the proposed settlement as fair, reasonable
and adequate, whether to approve the proposed Plan of Allocation and whether (and in what amount) to grant the applications for attorneys’ fees and
expenses. The Court will consider any objections that have been made by Settlement Class Members. If the Court finds the settlement to be fair,
reasonable and adequate, it will enter an Order Approving Settlement and accompanying Judgment.
     You may choose to attend the hearing, either in person or through an attorney hired at your own expense, but attendance is not required. If you
have made a written objection, either you (or your attorney) may appear at the hearing to present the objection, but you are not required to do so. If
you choose to attend the hearing and intend to make a presentation to the Court, you must file a notice of your intention to appear. A notice of
intention to appear must be received by the Court and the counsel identified above (at paragraph 23) by October 20, 2008.

                                    VII. COUNSEL REPRESENTING SETTLEMENT CLASS MEMBERS
26. Who is the counsel representing Settlement Class Members?
    The Court has appointed the law firms of Whatley, Drake & Kallas, LLC and Cafferty Faucher LLP to represent Settlement Class Members as Co-
Lead Counsel, along with other counsel in the Class Action. Class Counsel will not charge any fees or expenses to Settlement Class Members. If you
want to be represented by your own counsel, you may hire an attorney at your own expense.
27. How will counsel for Settlement Class Members be paid?
     Class Counsel will file an application with the Court for attorneys’ fees and expenses in connection with their representation of Settlement Class
Members in this Class Action. Separately, State Court Class Counsel (the law firm of Kirby McInerney LLP) will file an application with the Court for
attorneys’ fees and expenses.
     The Court will consider these applications at the hearing described above (at paragraph 25), and the Court will decide the amount of fees and
expenses to be awarded to counsel.
        Class Counsel has agreed that it will apply for fourteen million five hundred thousand dollars ($14,500,000) in fees and expenses and State
Court Class Counsel has agreed that it will apply for four million five hundred thousand dollars ($4,500,000) in fees and expenses. Marsh has agreed
that it will pay these amounts and will not object to either application. Class Counsel and State Court Class Counsel have agreed that they will not
oppose each other’s applications. Class Counsel intends to apply to the Court for permission to pay ten thousand dollars ($10,000) to each of the
class representative plaintiffs in the Class Action based upon the effort that Plaintiffs have devoted to the lawsuit, to be paid from the amount awarded
to Class Counsel.
        As set out above (at paragraph 10), Marsh will pay the attorneys’ fees and expenses in addition to the Settlement Fund Amount. Thus, the
attorneys’ fees and expenses awarded to Class Counsel and State Court Class Counsel will not reduce the Settlement Fund Amount.


                   If you any have questions, please call 1-888-356-0266, e-mail info@insurancebrokeragemarsh.com
                                               or visit www.insurancebrokeragemarsh.com.
                                                                  Page 9
28. Do you need to hire your own attorney in connection with the Marsh Settlement?
    A Settlement Class Member does not need to hire his, her or its own attorney, but may choose to do so. If you decide to hire your own attorney,
you will be responsible for paying any fees and expenses that he or she incurs. If you do not hire your own attorney, you will be represented by Class
Counsel. As described in paragraph 26 above, if you choose to be represented by Class Counsel, you will not incur any fees and expenses in
connection with that representation.

                                                    VIII. GETTING MORE INFORMATION
29. Where can you get additional information?
     You may obtain a copy of the Marsh Settlement Agreement, and information about the Marsh Settlement by visiting the website of the Court-
approved Administrator of the Marsh Settlement at www.insurancebrokeragemarsh.com, by calling 1-888-356-0266, Monday through Friday
from 9:00 a.m. to 5:00 p.m. Eastern Time, by writing to Marsh Insurance Brokerage Settlement, c/o Complete Claim Solutions, LLC, P.O. Box 24704,
West Palm Beach, FL 33416, or by sending an e-mail to info@insurancebrokeragemarsh.com.
     You may also visit the following websites of Class Counsel: Whatley Drake & Kallas, LLC – www.whatleydrake.com; Cafferty Faucher LLP –
www.caffertyfaucher.com; and Marsh’s website, www.marsh.com.
     If you wish to communicate with or obtain information directly from Class Counsel, you may do so by contacting the attorneys listed below:
                                Edith M. Kallas, Esq.                                     Bryan L. Clobes, Esq.
                                Whatley, Drake & Kallas, LLC                              Cafferty Faucher LLP
                                1540 Broadway, 37th Floor               and               1717 Arch Street, Suite 3610
                                New York, NY 10036                                        Philadelphia, PA 19103
                                Telephone: (212) 447-7070                                 Telephone: (215) 864-2800
                                Facsimile: (212) 447-7077                                 Facsimile: (215) 864-2810
     You may also examine the Marsh Settlement Agreement, Court orders, and the other papers filed in the Class Action at the Office of the Clerk,
United States District Court for the District of New Jersey, 402 East State Street, Trenton, New Jersey 08608, from 9:00 a.m. to 4:00 p.m. Eastern Time.

                      PLEASE DO NOT CONTACT THE COURT OR THE CLERK’S OFFICE FOR INFORMATION
Dated: September 29, 2008                                                        BY ORDER OF THE UNITED STATES DISTRICT COURT
                                                                                 FOR THE DISTRICT OF NEW JERSEY




                   If you any have questions, please call 1-888-356-0266, e-mail info@insurancebrokeragemarsh.com
                                               or visit www.insurancebrokeragemarsh.com.
                                                                  Page 10
                                                       APPENDIX A - RELEASES AND WAIVER
1. Pursuant to the Order Approving Settlement and the Judgment, without further action by anyone, and subject to Paragraph 5 below, on and after the
Final Settlement Date, any and all Settlement Class Members (including Settlement Class Members who are parties to any other litigation, arbitration or other
proceedings pending on the Final Settlement Date to the extent such litigation, arbitration or other proceeding is based upon a Released Claim and is brought
against any or all of the Releasees) on behalf of themselves, each of their present and former heirs, executors, administrators, parents, subsidiaries, affiliates,
predecessors, successors, insurers, co-insurers, representatives and assigns, any person or entity claiming by or through a Settlement Class Member, and any
person or entity representing any or all Settlement Class Members, for good and sufficient consideration the receipt and adequacy of which are hereby
acknowledged, shall be deemed to have, and by operation of law and of the Judgment shall have, fully, finally, and forever released, relinquished, settled and
discharged all Released Claims against each and every one of the Releasees, Plaintiffs, Class Counsel, State Court Class Counsel, and the Marsh Defendants’
Counsel, including such Released Claims as already have been, could have been or could be asserted in any pending litigation, arbitration or other
proceeding, whether formal or informal.
2. Pursuant to the Order Approving Settlement and the Judgment, without further action by anyone, and subject to Paragraph 5 below, on and after the
Final Settlement Date, each of Plaintiffs, Settlement Class Members (including Settlement Class Members who are parties to any other litigation, arbitration or
other proceedings pending on the Final Settlement Date to the extent such litigation, arbitration or other proceeding is based upon a Released Claim and is
brought against any or all of the Releasees), Class Counsel, State Court Class Counsel, the Marsh Defendants, the Marsh Defendants’ Counsel, or any agents or
experts of the foregoing, on behalf of themselves, each of their present and former heirs, executors, administrators, parents, subsidiaries, affiliates,
predecessors, successors, insurers, co-insurers, representatives and assigns, any person or entity claiming by or through any of the Plaintiffs, Settlement Class
Members, Class Counsel, State Court Class Counsel, the Marsh Defendants, the Marsh Defendants’ Counsel or any agents or experts of the foregoing, and any
person or entity representing any or all Settling Parties, for good and sufficient consideration, the receipt and adequacy of which are hereby acknowledged,
shall be deemed to have, and by operation of law and of the Judgment shall have, fully, finally, and forever released, relinquished, settled and discharged any
and all Settled Parties’ Claims.
3. Subject to Paragraph 5 below, with respect to any and all Released Claims, any and all Settlement Class Members (including Settlement Class Members
who are parties to any other litigation, arbitration or other proceedings pending on the Final Settlement Date to the extent such litigation, arbitration or other
proceeding is based upon a Released Claim and is brought against any or all of the Releasees) on behalf of themselves, each of their present and former heirs,
executors, administrators, parents, subsidiaries, affiliates, predecessors, successors, insurers, co-insurers, representatives and assigns, any person or entity
claiming by or through a Settlement Class Member, and any person or entity representing any or all Settlement Class Members, shall have and be deemed to
have waived and relinquished, to the fullest extent permitted by law, any and all provisions, rights and benefits conferred by Section 1542 of the California
Civil Code or any federal, state or foreign law, rule, regulation or common law doctrine that is similar, comparable, equivalent or identical to, or which has the
effect of, Section 1542 of the California Civil Code, which provides:
          A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the
          release, which if known by him must have materially affected his settlement with the debtor.
     Notwithstanding the provisions of Section 1542 and any similar provisions, rights and benefits conferred by any law, rule, regulation or common law
doctrine of California or in any federal, state or foreign jurisdiction, Settlement Class Members understand and agree that, subject to Paragraph 5 below, the
Release is intended to include all Released Claims that Settlement Class Members have or may have, including Released Claims that are Unknown Claims.
4. Subject to Paragraph 5 below, with respect to any and all Settled Party Claims, each of Plaintiffs, Settlement Class Members (including Settlement Class
Members who are parties to any other litigation, arbitration or other proceedings pending on the Final Settlement Date to the extent such litigation, arbitration
or other proceeding is based upon a Released Claim and is brought against any or all of the Releasees), Class Counsel, State Court Class Counsel, the Marsh
Defendants, the Marsh Defendants’ Counsel or any agents or experts of the foregoing, on behalf of themselves, each of their present and former heirs,
executors, administrators, parents, subsidiaries, affiliates, predecessors, successors, insurers, co-insurers, representatives and assigns, any person or entity
claiming by or through any of Plaintiffs, Settlement Class Members, Class Counsel, State Court Class Counsel, the Marsh Defendants, the Marsh Defendants’
Counsel or any agents or experts of the foregoing, and any person or entity representing any or all of Plaintiffs, Settlement Class Members, Class Counsel, State
Court Class Counsel, the Marsh Defendants, the Marsh Defendants’ Counsel or any agents or experts of the foregoing shall have and be deemed to have
waived and relinquished, to the fullest extent permitted by law, any and all provisions, rights and benefits conferred by Section 1542 of the California Civil
Code or any federal, state or foreign law, rule, regulation or common law doctrine that is similar, comparable, equivalent or identical to, or which has the
effect of, Section 1542 of the California Civil Code, which provides:
          A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the
          release, which if known by him must have materially affected his settlement with the debtor.
     Notwithstanding the provisions of Section 1542 and any similar provisions, rights and benefits conferred by any law, rule, regulation or common law
doctrine of California or in any federal, state or foreign jurisdiction, Plaintiffs, Settlement Class Members, Class Counsel, State Court Class Counsel, the Marsh
Defendants, the Marsh Defendants’ Counsel or any agents or experts of the foregoing understand and agree that, subject to Paragraph 5 below, the Release is
intended to include all Settled Party Claims that Plaintiffs, Settlement Class Members, Class Counsel, State Court Class Counsel, the Marsh Defendants, the
Marsh Defendants’ Counsel or any agents or experts of the foregoing have or may have, including Settled Party Claims that are Unknown Claims.
5. Notwithstanding Paragraphs 1 through 4 above, nothing in the Judgment shall bar any action or claim by the Settling Parties to enforce the terms of this
Settlement Agreement or the Judgment.
6.   The releases and waivers contained in this Section were separately bargained for and are essential elements of this Settlement Agreement.


                    If you any have questions, please call 1-888-356-0266, e-mail info@insurancebrokeragemarsh.com
                                                or visit www.insurancebrokeragemarsh.com.
                                                                   Page 11
                                                         APPENDIX B - PLAN OF ALLOCATION
     On June 19, 2008, the Marsh Defendants1, and the Plaintiffs in the Action entered into a Settlement Agreement, subject to approval of the Court, that
proposes to settle the claims of Plaintiffs and the Settlement Class Members against the Marsh Defendants and Releasees. Co-Lead Counsel and State Court
Class Counsel have designed this Plan of Allocation pursuant to Section IV.C.3. of the Settlement Agreement.
      Pursuant to the Settlement Agreement, the Class Fund Amount will be distributed to Settlement Class Members (“Claimants”) in accordance with the
Settlement Agreement and Plan of Allocation set forth below.
I.    Settlement Class Claimants
      The Plan of Allocation provides for two separate claimant groups of Settlement Class Members as follows:
      1.   All Settlement Class Members who in connection with a Settlement Class Policy Purchase used the services of a Marsh Entity (the “Marsh
           Claimants”); and
      2.   All Settlement Class Members who in connection with a Settlement Class Policy Purchase used the services of a Broker other than a Marsh Entity
           (the “Non-Marsh Claimants”).
II.   Allocation of the Class Fund Amount
     For purposes of calculating and making initial distributions from the Class Fund Amount, the State Fund shall first be deducted from the Class Fund
Amount and such amount, up to a maximum of one hundred percent (100%) of the total amount of premiums Settlement Class Members report on their
Claim Forms (the “Allocable Settlement Fund”), will be available for initial distribution to Settlement Class Members and shall be allocated as follows:
                                   Claimant                                 Allocable Settlement Fund Percentage
                                   Marsh Claimants                                           90%
                                   Non-Marsh Claimants                                       10%
To the extent that a Claimant has a Settlement Class Policy Purchase(s) made using the services of one of the Marsh Entities and another Settlement Class
Policy Purchase(s) made using the services of a Broker other than a Marsh Entity, the Allocable Settlement Fund Percentage applied to the latter will be ten
percent (10%). The above Allocable Settlement Fund Percentage shall also apply to any further distributions of the Settlement Fund Amount to Settlement
Class Members, as provided for in the Settlement Agreement.

III. Calculations of Claimants’ Distributable Amount
      The Court has authorized the retention of an Administrator to, among other things, calculate the distribution for each Settlement Class Member within
the two groups of Claimants described above. The information required to make the calculations will be provided by the Claimants to the Administrator in the
Claim Form(s).
     For each Marsh Claimant, the distributable amount from the Allocable Settlement Fund will be calculated by dividing the premium paid by each Marsh
Claimant for the applicable policies by the total of premiums paid by all Marsh Claimants for the applicable policies.
    For each Non-Marsh Claimant, the distributable amount from the Allocable Settlement Fund will be calculated by dividing the premium paid by each
Non-Marsh Claimant for the applicable policies by the total of premiums paid by all Non-Marsh Claimants for the applicable policies.




1
  Unless otherwise specifically defined herein, the capitalized terms in this Plan of Allocation have the same meaning as attributed to them in the Settlement
Agreement.
                    If you any have questions, please call 1-888-356-0266, e-mail info@insurancebrokeragemarsh.com
                                                     or visit www.insurancebrokeragemarsh.com.
                                                                             Page 12