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MORGAN STANLEY CLAIMS ADMINISTRATOR (STEINBERG) C/O RUST CONSULTING, INC. PO BOX 129 MINNEAPOLIS, MN 55440-0129 IMPORTANT LEGAL NOTICE

IMPORTANT LEGAL NOTICEwhafh.com/modules/case/docs/3324_cid_3_Morgan...New York, NY 10036 Telephone: (212) 757-0400 Fax: (212) 757-2010 Jerry K. Cimmet 177 Bovet Road Suite 600 San

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Page 1: IMPORTANT LEGAL NOTICEwhafh.com/modules/case/docs/3324_cid_3_Morgan...New York, NY 10036 Telephone: (212) 757-0400 Fax: (212) 757-2010 Jerry K. Cimmet 177 Bovet Road Suite 600 San

MORGAN STANLEY CLAIMS ADMINISTRATOR (STEINBERG) C/O RUST CONSULTING, INC. PO BOX 129 MINNEAPOLIS, MN 55440-0129 IMPORTANT LEGAL NOTICE

Page 2: IMPORTANT LEGAL NOTICEwhafh.com/modules/case/docs/3324_cid_3_Morgan...New York, NY 10036 Telephone: (212) 757-0400 Fax: (212) 757-2010 Jerry K. Cimmet 177 Bovet Road Suite 600 San

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NOTICE TO CLASS MEMBERS REGARDING PENDENCY OF A CLASS AND COLLECTIVE ACTION AND NOTICE OF HEARING ON PROPOSED SETTLEMENT

Robert Steinberg, Robert N. Adler, Frank V. Finizia, Brian C. Latz, Gerard Scorziello, Jeff Quinn, John Volpe, Paul Roles, Janemarie Lenihan, David Andrew Gasman, Israel Harman,

John Maskubi, Vernon Brown, Joseph Stowell, Jr., Kyle R. Armitage, Christopher D. Bart, and Eric N. Wulff, on behalf of themselves, the general public, and all others similarly situated

vs. Morgan Stanley & Co. Incorporated and Morgan Stanley DW Inc.,

Case No. 06-CV-2628 BEN (NLS) (S.D. Cal.)

YOU ARE HEREBY NOTIFIED AS FOLLOWS:

A proposed settlement (the “Settlement”) has been reached in the class and collective action lawsuit currently pending in the United States District Court for the Southern District of California entitled Robert Steinberg, et al. v. Morgan Stanley & Co. Incorporated and Morgan Stanley DW Inc., Case No. 06-CV-2628 BEN (NLS) (S.D. Cal.) (the “Litigation”). Because your rights will be affected by this Settlement, it is extremely important that you read this Notice carefully.

As explained in more detail below, you must file a claim so that it is received by the Claims Administrator by September 5, 2008 to receive a portion of the Settlement. If you fail to file and properly submit a timely claim or timely opt- out, you will receive nothing under the Settlement, but you will still be bound by the release of any state law claims described in this Notice.

A. PURPOSE OF THIS NOTICE The Court has certified, for settlement purposes, the following class (the “Class”):

All individuals who were employed by Morgan Stanley & Co. Incorporated and Morgan Stanley DW Inc. (collectively, “Morgan Stanley”) in the United States outside the state of California, including Puerto Rico, in the position of Financial Advisor or Financial Advisor Trainee, and all individuals who were employed by Morgan Stanley in the United States, including Puerto Rico, in the position of Producing Branch Manager, Assistant Branch Manager, or Sales Manager who supervised Financial Advisors or Financial Advisor Trainees, during all or part of the applicable “Class Period” for the state in which the individual was employed by Morgan Stanley (as listed in the Table set forth in Paragraph C.3 below).

The Court has also certified, for settlement purposes, the following Collective Action (the “Collective Action”):

All individuals who were employed by Morgan Stanley in the United States outside the state of California, including Puerto Rico, in the position of Financial Advisor or Financial Advisor Trainee, and all individuals who were employed by Morgan Stanley in the United States, including Puerto Rico, in the position of Producing Branch Manager, Assistant Branch Manager, or Sales Manager who supervised Financial Advisors or Financial Advisor Trainees, during the period between September 1, 2002 through April 21, 2008.

Please be advised that Financial Advisors and Financial Advisors Trainees in the State of California received payment under a previous settlement and, thus, those individuals are not eligible to receive money under this Settlement for service as a Financial Advisor and Financial Advisors Trainee in the State of California.

According to Morgan Stanley’s records, you are a member of the Class and/or Collective Action (“Class Member”). The purpose of this Notice is to inform you about the proposed Settlement and to explain your rights and options with respect to the Litigation and the Settlement.

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B. DESCRIPTION OF THE LITIGATION On September 1, 2005, Class Representative Robert Steinberg commenced a proposed class action against Morgan Stanley in

the Superior Court of New Jersey, Bergen County (“Steinberg action”). Morgan Stanley removed the Steinberg action to the United States District Court for the District of New Jersey. On September 9, 2005, Class Representative David Andrew Gasman commenced a proposed class and collective action against Morgan Stanley in the United States District Court for the Southern District of New York (“Gasman action”). On May 22, 2006, the Complaint in the Gasman action subsequently was amended to add two additional named plaintiffs, John Maskubi and Israel Harman. On September 23, 2005, Class Representative Paul Roles commenced a proposed class and collective action against Morgan Stanley in the United States District Court for the Eastern District of New York (“Roles action”). Also, on May 22, 2006, Class Representative Janemarie Lenihan commenced a proposed class and collective action against Morgan Stanley in the United States District Court for the District of Connecticut (“Lenihan action”). Further, on May 22, 2006, Class Representatives Robert Adler, Frank Finizia, Brian Latz, and Gerard Scorziello commenced a proposed class action against Morgan Stanley in the Superior Court of New Jersey, Bergen County (“Adler action”). On June 23, 2006, Class Representative Kyle R. Armitage commenced an FLSA and Texas state common law claim for unpaid overtime against Morgan Stanley in the United States District Court for the Eastern District of Texas (“Armitage action”). On August 24, 2006, Class Representative Joseph Stowell, Jr. commenced a proposed class and collective action against Morgan Stanley in the United States District Court for the Northern District of Illinois (“Stowell action”). On September 25, 2006, Class Representatives Jeff Quinn and John Volpe commenced a proposed class and collective action against Morgan Stanley in the United States District Court for the District of New Jersey (“Quinn action”). On October 12, 2006, Class Representative Vernon Brown commenced a proposed class and collective action against Morgan Stanley in the United States District Court for the Southern District of California (“Brown action”). On January 19, 2007, Class Representatives Christopher D. Bart and Eric N. Wulff commenced a proposed class and collective action against Morgan Stanley in the United States District Court for the Northern District of Ohio (“Bart action”).

To effectuate a Settlement of the foregoing lawsuits, the Plaintiffs from each of the aforementioned actions (“Class Representatives”) filed a consolidated complaint on November 29, 2006 in the United States District Court for the Southern District of California (the “Litigation”) that they designated as related to another case that was filed in the same Court captioned Garett v. Morgan Stanley, Case No. 04-CIV-1858 (BEN) (“Garett action”). The Class Representatives alleged original federal court jurisdiction on the basis of federal question jurisdiction with respect to their Fair Labor Standards Act claims and Class Action Fairness Act (“CAFA”) diversity jurisdiction and supplemental jurisdiction with respect to their state law claims. On March 7, 2007, the Plaintiffs filed an amended complaint that included the Plaintiff and claims from the Brown action. On December 27, 2007, the Plaintiffs filed a second amended complaint.

In the Litigation, the Class Representatives allege that they and the Class Members were misclassified as exempt from federal and state overtime laws and not paid compensation for overtime hours they worked, including interest and penalties, incurred business related expenses for which Morgan Stanley unlawfully failed to reimburse them, and that Morgan Stanley made unlawful deductions from their compensation. Morgan Stanley denies the Class Representatives’ allegations and maintains that it complied with all applicable state and federal laws with respect to the payment of Class Members.

The parties in this Litigation disagree as to the probable outcome of the Litigation with respect to liability and damages if it were not settled. While the Class Representatives were prepared to proceed with litigating the cases described above, the Class Representatives recognize that litigating is a risky proposition and that they may not have prevailed on any or all of their claims. Likewise, while Morgan Stanley was confident that it had strong legal arguments and factual arguments that would resolve the Class Representatives’ claims in Morgan Stanley’s favor, it recognizes the risks, distractions, and costs involved with litigation.

This Settlement is the result of good-faith, arms-length negotiations between the Class Representatives and Morgan Stanley, through their respective attorneys. Both sides agree that, in light of the risks and expenses associated with continued litigation, this Settlement is fair and appropriate under the circumstances, and in the best interests of the Class Members. Please be advised that the Court has not ruled on the merits of the Class Representatives’ claims or Morgan Stanley’s defenses.

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The attorneys for the Class and Collective Action in the Litigation (“Class Counsel”) are:

Jeffrey G. Smith Wolf Haldenstein Adler Freeman & Herz LLP 270 Madison Avenue New York, NY 10016 Telephone: (212) 545-4600 Fax: (212) 545-4653

John M. Kelson 1970 Broadway # 940 Oakland, CA 94612 Telephone: (510) 465-1326 Fax: (510) 465-0871

Max Folkenflik Folkenflik & McGerity 1500 Broadway, 21st Floor New York, NY 10036 Telephone: (212) 757-0400 Fax: (212) 757-2010

Jerry K. Cimmet 177 Bovet Road Suite 600 San Mateo, CA 94402 Telephone: (650) 866-4700 Fax: (650) 866-4770

Edward P. D’Alessio Winne, Banta, Hetherington, Basralian & Kahn Court Plaza South – East Wing 21 Main Street, Suite 101 Hackensack, NJ 07601 Telephone: (201) 562-1022 Fax: (201) 487-8529

James F. Clapp and J. Kirk Donnelly Dostart Clapp Gordon & Coveney, LLP 4370 La Jolla Village Drive, Suite 970 San Diego, CA 92122 Telephone: (858) 623-4200 Fax: (858) 623-4299

David Strauss Strauss & Asher 1111 Sixth Avenue, Suite 404 San Diego, CA 92101 Telephone: (619) 237-5300 Fax: (619) 237-5311

Charles Watkins John Wylie Futterman Howard Watkins Wylie & Ashley, Chtd. 122 South Michigan Avenue, Suite 1850 Chicago, IL 60603 Telephone: (312) 427-3600 Fax: (312) 427-1850

Richard L. Coffman The Coffman Law Firm 1240 Orleans Street, Suite 200 Beaumont, TX 77701 Telephone: (409) 832-4767 Fax: (866) 835-8250

Wyatt B. Durette, Jr. Durrette Bradshaw, PLC Main Street Centre 600 East Main Street Twentieth Floor Richmond, VA 23219 Telephone: (804) 775-6900 Fax: (804) 775-6900

Jack L. Haan James J. Eccleston Shaheen Novoselsky Staat Filipowski & Eccleston PC 20 North Wacker Drive, Suite 2900 Chicago, IL 60606 Telephone: (312) 621-4400

Bruce H. Nagel Nagel Rice, LLP 103 Eisenhower Parkway Roseland, NJ 07068 Telephone: (973) 618-0400

James E. Hasser Diamond Hasser & Frost 1325 Dauphin Street Mobile, AL 36604 Telephone: (251) 432-3362

Gary Lynch Carlson Lynch Ltd. 36 North Jefferson Street P.O. Box 7635 New Castle, PA 16107 Telephone: (724) 656-1555

The attorneys for Morgan Stanley are:

Mark S. Dichter Morgan Lewis & Bockius LLP 1701 Market Street Philadelphia, PA 19103 Telephone: (215) 963-5000 Fax: (215) 963-5001

Sam S. Shaulson Morgan Lewis & Bockius LLP 101 Park Avenue New York, NY 10178 Telephone: (212) 309-6000 Fax: (212) 309-6001

James F. Basile Kirkland & Ellis, LLP 555 California Street, 27th Floor San Francisco, CA 94104-2878 Telephone: (415) 439-1400 Fax: (415) 439-1500

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On January 8, 2008, the Court granted preliminary approval of the proposed Settlement. The Court will decide whether to give final approval to the proposed Settlement at a hearing scheduled for November 3, 2008 (“Final Approval Hearing”). See Paragraph J below for details.

C. SUMMARY OF TERMS OF THE PROPOSED SETTLEMENT Subject to Court approval, the terms of the Settlement are as follows:

1. Morgan Stanley will pay up to $50,000,000 (the “Maximum Settlement Amount”) to pay: (a) the timely claims of Class Members; (b) Class Counsel’s fees and litigation costs; (c) enhanced awards to the Class Representatives and other key Class Members; (d) an amount to the California Labor and Workforce Development Agency as consideration for the release of California Labor Code Private Attorneys General Act of 2004 (“PAGA”) claims on behalf of the State of California; and (e) the costs of administering the Settlement.

2. After deduction from the Maximum Settlement Amount for attorneys’ fees, litigation costs, enhanced awards to the Class Representatives and other key Class Members, consideration to the State of California for the release of PAGA claims, and the costs of administering the Settlement, from the remaining amount (the “Net Settlement Amount”), Morgan Stanley will make a settlement payment to each Class Member who properly submits a timely Settlement Claim Certification Form (enclosed with this Notice as Form C) and who properly submits a timely Consent To Join Settlement Form (enclosed with this Notice as Form D) according to a formula which is based, in part, on the number of months each Class Member worked as a Financial Advisor and/or Financial Advisor Trainee in the United States outside the state of California, including Puerto Rico, and the number of months each Class Member worked as a Producing Branch Manager, Assistant Branch Manager, and/or Sales Manager in the United States, including Puerto Rico, during the Class Period. The “Class Period” is defined as the period running from the beginning of the applicable statute of limitations periods for the jurisdiction(s) in which the Class Member was employed by Morgan Stanley through April 21, 2008. (The Class Period applicable to each jurisdiction is listed in the Table set forth under Paragraph C.3 below.)

3. In an effort to divide the Settlement Amount fairly among the Class Members, the parties have spent time researching the laws of different jurisdictions that are covered by this Settlement. The parties agree that the laws of certain states are potentially more favorable to employees than the laws of other states and territories. Moreover, certain states allow employees to recover wages over a longer period than other states and territories. For example, New York allows employees to recover up to six years of unpaid wages, whereas the Pennsylvania is limited to three years.

The parties have agreed to an approach that they believe fairly allocates the Settlement Amount between and among the 50+ states and territories. On January 8, 2008, at the parties’ request, the Court appointed a retired federal judge, the Hon. Charles A. Legge, to review this allocation, and also to determine a formula for the allocation of settlement proceeds among the states and territories, and ultimately to make an independent written recommendation to the Court as to a settlement allocation that is fair, reasonable, and in the best interests of the Class. On March 28, 2008, Judge Legge issued his written recommendation, and on May 21, 2008, the Court preliminarily approved Judge Legge’s recommended allocation.

Under Judge Legge’s allocation formula, Class Members who file timely and valid claims pursuant to Paragraph D below will receive the following approximate amounts for each month they were employed by Morgan Stanley as a Financial Advisor (“FA”), Financial Advisor Trainee (“FAT”), Assistant Branch Manager (“ABM”), Producing Branch Manager (“PBM”) or Sales Manager (“SM”) in each state or territory during the applicable “Class Period” listed below:

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State Applicable “Class Period” Monthly Payment for FAs, FATs, and ABMs

Monthly Payment for PBMs and SMs

Alabama November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month Alaska November 29, 2003 through April 21, 2008 $85.57 per month $64.18 per month Arizona November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month Arkansas November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month California (*) October 12, 2002 through April 21, 2008 $85.57 per month $64.18 per month Colorado November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month Connecticut May 22, 2003 through April 21, 2008 $50.93 per month $38.20 per month Delaware November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month District of Columbia November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month Florida June 26, 2003 through April 21, 2008 $50.93 per month $38.20 per month Georgia November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month Hawaii November 29, 2000 through April 21, 2008 $85.57 per month $64.18 per month Idaho November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month Illinois August 24, 2001 through April 21, 2008 $50.93 per month $38.20 per month Indiana November 29, 2003 through April 21, 2008 $85.57 per month $64.18 per month Iowa November 29, 2003 through April 21, 2008 $85.57 per month $64.18 per month Kansas November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month Kentucky November 29, 2001 through April 21, 2008 $85.57 per month $64.18 per month Louisiana November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month Maine November 29, 2000 through April 21, 2008 $85.57 per month $64.18 per month Maryland November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month Massachusetts November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month Michigan November 29, 2003 through April 21, 2008 $85.57 per month $64.18 per month Minnesota November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month Mississippi November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month Missouri November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month Montana November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month Nebraska November 29, 2002 through April 21, 2008 $50.93 per month $38.20 per month Nevada November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month New Hampshire November 29, 2003 through April 21, 2008 $85.57 per month $64.18 per month New Jersey September 1, 1999 through April 21, 2008 $85.57 per month $64.18 per month New Mexico November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month New York September 9, 1999 through April 21, 2008 $85.57 per month $64.18 per month North Carolina November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month North Dakota November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month Ohio November 29, 2000 through April 21, 2008 $50.93 per month $38.20 per month Oklahoma November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month Oregon November 29, 2000 through April 21, 2008 $85.57 per month $64.18 per month Pennsylvania November 29, 2003 through April 21, 2008 $85.57 per month $64.18 per month Puerto Rico November 29, 2003 through April 21, 2008 $85.57 per month $64.18 per month Rhode Island November 29, 2003 through April 21, 2008 $85.57 per month $64.18 per month South Carolina November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month South Dakota November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month Tennessee November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month Texas June 23, 2002 through April 21, 2008 $50.93 per month $38.20 per month Utah November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month Vermont November 29, 2000 through April 21, 2008 $85.57 per month $64.18 per month Virginia November 29, 2003 through April 21, 2008 $50.93 per month $38.20 per month Washington November 29, 2003 through April 21, 2008 $85.57 per month $64.18 per month West Virginia November 29, 2003 through April 21, 2008 $85.57 per month $64.18 per month Wisconsin November 29, 2000 through April 21, 2008 $50.93 per month $38.20 per month Wyoming November 29, 2003 through April 21, 2008 $85.57 per month $64.18 per month

* In California, only Assistant Branch Managers, Producing Branch Managers, and Sales Managers are eligible under this Settlement.

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4. Class Counsel will ask the Court to award attorneys’ fees up to $12.5 million (i.e., 25% of the Maximum Settlement Amount), plus up to $100,000 in costs incurred in prosecuting the Litigation on behalf of the Class. In addition, Class Counsel will ask the Court to authorize an enhanced award of up to $20,000 to each of the 17 Class Representatives and an award of up to $2,500 for key Class Members who submitted their consents to become party plaintiffs prior to May 22, 2006 in the Roles Action.

5. Each Class Member who does not request exclusion from the Settlement in accordance with Paragraph F below is deemed to fully and finally release and discharge Morgan Stanley & Co. Incorporated and Morgan Stanley DW Inc., and each of their affiliates (including without limitation parents and subsidiaries), predecessors, successors, divisions, joint ventures and assigns, and each of these entities’ past or present directors, officers, employees, partners, members, principals, agents, insurers, co-insurers, re-insurers, shareholders, attorneys, personal or legal representatives (“Morgan Stanley Releasees”), from any and all applicable state law wage and hour claims, obligations, demands, actions, rights, causes of action, and liabilities against Morgan Stanley Releasees, of whatever kind and nature, character, and description, whether in law or equity, whether sounding in tort, contract, statute, or other applicable law, whether known or unknown, and whether anticipated or unanticipated, including claims that the Class Member does not know or suspect to exist in his or her favor at the time of the entry of the Court’s Judgment in the Litigation, that accrued during the Class Period through April 21, 2008 for any type of relief, including without limitation claims for wages, damages, premium pay, unpaid costs, penalties (including late payment penalties), liquidated damages, punitive damages, interest, attorneys’ fees, litigation costs, restitution, or equitable relief, based on the following categories of allegations: (a) any and all claims asserted in the Litigation which arise under the law of any state; (b) any and all claims under applicable state laws for the failure to pay any type of overtime compensation or minimum wage; (c) any and all claims under applicable state laws for the failure to provide or pay for meal breaks, and/or rest periods; (d) any and all claims under applicable state laws stemming from or based on the alleged misclassification of employees in Covered Positions as exempt employees, i.e., employees who are exempt under state law from the wage and hour requirements imposed on employees who do not qualify for any exemption, including without limitation the executive, administrative, or professional exemptions set forth in state law; (e) any and all claims, including without limitation state statutory and common law claims, alleging unlawful imposition, deduction, or chargeback from compensation for expenses or costs (including without limitation claims for reimbursement of costs spent on support staff, any advertising or promotional expenses, seminar costs, training costs, telephone charges, ticket charges, mailing costs, subscriptions, office supplies, office equipment, desk fees, license registration fees, trading errors, costs to settle disputes with customers, or account fees for delinquent customer accounts) under applicable state laws; (f) any and all claims, including without limitation state statutory and common law claims, for failure to reimburse, indemnify, cover or pay for business costs and/or deductions (including without limitation claims for reimbursement of costs spent on support staff, any advertising or promotional expenses, seminar costs, training costs, telephone charges, ticket charges, mailing costs, subscriptions, office supplies, office equipment, desk fees, license registration fees, trading errors, costs to settle disputes with customers, or account fees for delinquent customer accounts); and (g) all claims for penalties or additional damages which allegedly arise from the claims described in (a) through (f) above under any applicable law (collectively “Released State Law Claims”). The Released State Law Claims include claims meeting the above definition under any and all applicable statutes, regulations, or common law, including without limitation those set forth in the compendium of state specific wage and hour laws set forth in Form E enclosed with this Notice.

With respect to the Released State Law Claims, each Class Member who does not request exclusion from the Settlement also expressly, knowingly, and intentionally waives the benefits and rights of California Civil Code section 1542, which provides:

A general release does not extend to claims which the creditor [i.e., a Class Member] does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor [i.e., the Morgan Stanley Releasees].

6. In addition, each Class Member who properly submits a timely Consent to Join Settlement Form that is filed with the Court is deemed to fully and finally release and discharge Morgan Stanley Releasees from any and all federal claims, obligations, demands, actions, rights, causes of action, and liabilities against Morgan Stanley Releasees, of whatever kind and nature, character and description, whether known or unknown, and whether anticipated or unanticipated, including claims that are unknown, by the Class Member that accrued between September 1, 2002 through April 21, 2008 for any type of relief, including without limitation claims for wages, damages, unpaid costs, penalties (including late payment penalties), liquidated damages, punitive damages, interest, attorneys’ fees, litigation costs, restitution, or equitable relief, based on any and all claims arising under the Fair Labor Standards Act of 1938 (“FLSA”), as amended, 29 U.S.C. §§201, et seq. (collectively “Released Federal Law Claims”).

With respect to the Released Federal Law Claims, each Class Member who properly submits a timely Consent to Join Settlement Form also expressly, knowingly, and intentionally waives the benefits and rights of California Civil Code section 1542, which provides:

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A general release does not extend to claims which the creditor [i.e., a Class Member] does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor [i.e., the Morgan Stanley Releasees].

D. TO RECEIVE A SETTLEMENT PAYMENT In order to receive a payment under the Settlement, you must do both of the following:

1. Complete, sign, and mail the enclosed Settlement Claim Certification Form (enclosed with this Notice as Form C) to the Claims Administrator at the address listed below. Your Claim Form must be received by the Claims Administrator no later than September 5, 2008. Late or incomplete Claim Forms will not be honored.

The Claims Administrator is Rust Consulting, Inc. Forms sent to it should be addressed as follows:

Morgan Stanley Claims Administrator (Steinberg) c/o Rust Consulting, Inc. PO Box 129 Minneapolis, MN 55440-0129 Phone: 1-866-306-9919

AND

2. Complete, sign, and mail the enclosed Consent To Join Settlement Form (enclosed with this Notice as Form D) to Class Lead Counsel at the following address:

Jeffrey G. Smith Wolf Haldenstein Adler Freeman & Herz LLP 270 Madison Avenue New York, NY 10016

To be effective, the Consent To Join Settlement Form must be completed in full and signed under penalty of perjury. The Consent To Join Settlement Form must be received by the above Class Lead Counsel no later than September 5, 2008.

E. NON-RETALIATION Morgan Stanley understands and acknowledges that it has a legal obligation not to retaliate against any Class Member who

elects to participate in the Settlement.

F. TO REQUEST EXCLUSION FROM THE SETTLEMENT If you do not want to participate in the Settlement and wish to retain your right to pursue your own independent action,

you must complete and mail the enclosed Election To Opt Out Of Settlement And Class Action (enclosed with this Notice as Form B) to the Claims Administrator, and also send copies to Class Lead Counsel and Counsel for Morgan Stanley at their respective addresses. In order to be valid, your completed Election To Opt Out Of Settlement And Class Action must be received by the Claims Administrator no later than September 5, 2008.

If you properly submit a timely Election To Opt Out Of Settlement And Class Action, you will not be eligible to receive any of the benefits under the Settlement. You will, however, retain whatever legal rights you may have against Morgan Stanley with regard to the Released State Law Claims and Released Federal Law Claims.

G. TO OBJECT TO THE SETTLEMENT If you do not request exclusion from the Settlement but believe the proposed Settlement is unfair or inadequate in any

respect, you may object to the Settlement, either personally or through an attorney at your own expense, by filing a written objection with the Court and mailing a copy of your written objection to Class Lead Counsel, Counsel for Morgan Stanley, and the Claims Administrator at the following addresses:

Class Lead Counsel Morgan Stanley Counsel Claims Administrator Jeffrey G. Smith Wolf Haldenstein Adler Freeman & Herz LLP 270 Madison Avenue New York, NY 10016

Sam S. Shaulson Morgan Lewis & Bockius LLP 101 Park Avenue New York, NY 10178

Morgan Stanley Claims Administrator (Steinberg) c/o Rust Consulting, Inc. PO Box 129 Minneapolis, MN 55440-0129

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All objections must be signed and set forth your address, telephone number, and the name of the Litigation (Robert Steinberg, et al. v. Morgan Stanley & Co. Incorporated and Morgan Stanley DW Inc., Case No. 06-CV-2628 BEN (NLS) (S.D. Cal.)). All objections must be filed with the Court, and received by Class Lead Counsel and Counsel for Morgan Stanley, no later than September 5, 2008. If you submit a timely objection, you may appear, either personally or through an attorney, at your own expense, at the Final Approval Hearing, discussed below. Your objection should clearly explain why you object to the proposed Settlement and must state whether you or someone on your behalf intends to appear at the Final Approval Hearing.

Any Class Member who does not object in the manner described above shall be deemed to have waived any objections, and shall forever be foreclosed from objecting to the fairness or adequacy of the proposed Settlement, the payment of attorneys’ fees, litigation costs, the enhanced awards to the Class Representatives, the claims process, and any and all other aspects of the Settlement.

Regardless of whether you file an objection, in order to receive any proceeds under the Settlement, you must properly submit a timely Consent To Join Settlement Form and a timely Settlement Claim Certification Form.

Likewise, regardless of whether you attempt to file an objection, you will be deemed to have released all of the Released State Law Claims against Morgan Stanley as set forth in Paragraph C.5 above unless you request exclusion from the Settlement in accordance with Paragraph F above.

H. IF YOU DO NOTHING If you do nothing in response to this Notice, you will not receive any proceeds under the Settlement, but you will be

deemed to have released all of the Released State Law Claims against Morgan Stanley as set forth in Paragraph C.5 above.

I. TAXES For tax reporting purposes, any payments made pursuant to the Settlement shall be allocated as follows: (a) fifty percent

(50%) shall be deemed payment in settlement of claims for unpaid wages; and (b) fifty percent (50%) shall be deemed payment in settlement of claims for penalties, liquidated damages, interest, and all other non-wage recovery. With respect to the portion of payment allocated to the settlement of claims for unpaid wages, such portion will be subject to required withholdings and deductions and will be reported as wage income on a Form W-2 and such other state or local tax reporting forms as may be required by law. With respect to the portion of payment allocated to the settlement of claims for non-wage recovery, such amounts will not be subject to withholding or deduction and will be reported as non-wage income on a Form 1099 or equivalent and such other state or local tax reporting forms as may be required by law.

If you have any questions regarding the tax treatment of any payments pursuant to the Settlement, you should consult your own tax advisor.

J. FINAL APPROVAL HEARING ON PROPOSED SETTLEMENT The Court will hold a Final Approval Hearing on the fairness and adequacy of the proposed Settlement, the plan of distribution,

Class Counsel’s request for attorneys’ fees and costs, the administrative costs, and the enhanced awards to the Class Representatives on November 3, 2008 at 10:30 a.m. in Courtroom 3, 4th Floor, of the United States District Court, Southern District of California, located at 940 Front Street, San Diego, CA 92101. The Final Approval Hearing may be continued without further notice to Class Members.

K. ADDITIONAL INFORMATION This Notice only summarizes the Litigation, the Settlement, and other related matters. For more information, you may review

the Court’s files, including the detailed Joint Stipulation and Settlement Agreement, which will be on file with the Clerk of the Court. The pleadings and other records in this Litigation, including the Joint Stipulation and Settlement Agreement, may be examined at the Records Office of the Clerk of the United States District Court, located at 880 Front Street, Suite 4290, San Diego, CA 92101, or via the Public Access to Court Electronic Resources System, known as “PACER,” available through the Internet at https://ecf.casd.uscourts.gov/cgi-bin/login.pl.

Any questions regarding this Notice, the Settlement Claim Certification Form, the Consent To Join Suit Form, or the Election To Opt Out Of Settlement And Class Action Form should be directed to the Claims Administrator at the address and telephone number listed in Paragraph D, above. If your address changes, or is different from the one on the envelope enclosing this Notice, please promptly notify the Claims Administrator as instructed in Paragraph L below.

L. IF YOU CHANGE YOUR NAME OR ADDRESS If, for future reference and mailings from the Court or Claims Administrator, you wish to change the name or address

listed on the envelope in which the Class Notice was first mailed to you, then you must fully complete, execute, and mail the Change of Name And/Or Address Information Form (enclosed with this Notice as Form A).

PLEASE DO NOT CALL OR WRITE THE COURT ABOUT THIS NOTICE

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CHANGE OF NAME AND/OR ADDRESS INFORMATION

Robert Steinberg, Robert N. Adler, Frank V. Finizia, Brian C. Latz, Gerard Scorziello, Jeff Quinn, John Volpe, Paul Roles, Janemarie Lenihan, David Andrew Gasman, Israel Harman, John Maskubi, Vernon Brown, Joseph Stowell, Jr., Kyle R. Armitage, Christopher D.

Bart, and Eric N. Wulff, on behalf of themselves, the general public, and all others similarly situated vs.

Morgan Stanley & Co. Incorporated and Morgan Stanley DW Inc., Case No. 06-CV-2628 BEN (NLS) (S.D. Cal.)

Instructions: Please complete this Form only if you wish to change your name and/or mailing address information. Former name and mailing address: Name (first, middle and last):

Home Street Address:

City, State, Zip Code:

Home Telephone Number: ( ___ ___ ___ ) ___ ___ ___ - ___ ___ ___ ___

Social Security Number: __ ___ ___ - ___ ___ - ___ ___ ___ ___ New name and/or mailing address: Name (first, middle and last):

Home Street Address:

City, State, Zip Code:

Home Telephone Number: ( ___ ___ ___ ) ___ ___ ___ - ___ ___ ___ ___

For purposes of verification only, I began working at Morgan Stanley: ______________ , _______ (Month) (Year)

I understand that all future correspondence in this action, including but not necessarily limited to important notices or payments to which I am entitled (if any), will be sent to the new address listed above and not to the address previously used. I hereby request and consent to the use of the address listed above for these purposes.

Dated: _________________ __________________________________________________ (Signature)

__________________________________________________ (Print Name)

PLEASE RETURN THIS FORM VIA UNITED STATES MAIL TO:

Morgan Stanley Claims Administrator (Steinberg) c/o Rust Consulting, Inc.

PO Box 129 Minneapolis, MN 55440-0129

Phone: 1-866-306-9919

THIS FORM MUST BE RECEIVED BY SEPTEMBER 5, 2008 TO CHANGE YOUR ADDRESS

*12345678*

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ELECTION TO OPT OUT OF SETTLEMENT AND CLASS ACTION

Robert Steinberg, Robert N. Adler, Frank V. Finizia, Brian C. Latz, Gerard Scorziello, Jeff Quinn, John Volpe Paul Roles, Janemarie Lenihan, David Andrew Gasman,

Israel Harman, John Maskubi, Vernon Brown, Joseph Stowell, Jr., Kyle R. Armitage, Christopher D. Bart, and Eric N. Wulff, on behalf of themselves, the general public, and all others similarly situated

vs. Morgan Stanley & Co. Incorporated and Morgan Stanley DW Inc.,

Case No. 06-CV-2628 BEN (NLS) (S.D. Cal.) (the “Litigation”)

Instructions: Please complete this Form only if you do not want to participate in the Settlement that is described in the Notice To Class Members Regarding Pendency Of A Class And Collective Action And Notice Of Hearing On Proposed Settlement (“Class Notice”) that accompanies this Form. If you choose to complete this Form, you must submit it so that it is received by the Claims Administrator by September 5, 2008.

I. PERSONAL INFORMATION

Name (first, middle and last):

Home Street Address:

City, State, Zip Code:

Home Telephone Number: ( ___ ___ ___ ) ___ ___ ___ - ___ ___ ___ ___

Social Security Number: __ ___ ___ - ___ ___ - ___ ___ ___ ___

II. REQUEST FOR EXCLUSION

By signing and returning this Form, I certify that I have carefully read the Class Notice and that I wish to be excluded from the Class described therein. I understand this means that I will not receive any money or other benefits under the Settlement and cannot object to the Settlement.

III. MAILING INSTRUCTIONS

If you choose to return this Form, it must be received by the Claims Administrator on or before September 5, 2008, at the address listed below:

Morgan Stanley Claims Administrator (Steinberg) c/o Rust Consulting, Inc.

PO Box 129 Minneapolis, MN 55440-0129

Phone: 1-866-306-9919

(over)

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In addition, copies of this Form must be received by the Class Lead Counsel and Counsel for Morgan Stanley on or before September 5, 2008 at the addresses listed below:

Class Lead Counsel: Counsel for Morgan Stanley Jeffrey G. Smith Wolf Haldenstein Adler Freeman & Herz LLP 270 Madison Avenue New York, NY 10016 Telephone: (212) 545-4600 Fax: (212) 545-4653

Sam S. Shaulson Morgan Lewis & Bockius LLP 101 Park Avenue New York, NY 10178 Telephone: (212) 309-6000 Fax: (212) 309-6001

IV. PLEASE SIGN BELOW

I certify that the foregoing statements made by me are true and correct. I am aware that if any of the foregoing statements made by me are willfully false, I am subject to punishment.

Dated: _________________ __________________________________________________ (Signature)

__________________________________________________ (Print Name)

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SETTLEMENT CLAIM CERTIFICATION FORM

Robert Steinberg, Robert N. Adler, Frank V. Finizia, Brian C. Latz, Gerard Scorziello, Jeff Quinn, John Volpe, Paul Roles, Janemarie Lenihan, David Andrew Gasman, Israel Harman,

John Maskubi, Vernon Brown, Joseph Stowell, Jr., Kyle R. Armitage, Christopher D. Bart, and Eric N. Wulff, on behalf of themselves, the general public, and all others similarly situated

vs. Morgan Stanley & Co. Incorporated and Morgan Stanley DW Inc.,

Case No. 06-CV-2628 BEN (NLS) (S.D. Cal.)

Instructions: Please complete this Settlement Claim Certification Form if you want to participate in the Settlement that is described in the Notice To Class Members Regarding Pendency Of A Class And Collective Action And Notice Of Hearing On Proposed Settlement (“Class Notice”) that accompanies this Form. In order to participate in the Settlement, you must submit this Form so that it is received by the Claims Administrator by September 5, 2008. In addition, in order to participate in the Settlement, you also must complete and mail the Consent To Join Settlement Class Form that accompanies the Class Notice in accordance with the instructions in the Class Notice.

I. PLEASE PROVIDE THE FOLLOWING INFORMATION:

Name (first, middle and last):

Home Street Address:

City, State, Zip Code:

Home Telephone Number: ( ___ ___ ___ ) ___ ___ ___ - ___ ___ ___ ___

Social Security Number: __ ___ ___ - ___ ___ - ___ ___ ___ ___

II. YOUR WORK HISTORY AT MORGAN STANLEY: The amount of your Settlement Payment is based, in part, on the number of months you were employed by Morgan Stanley & Co. Incorporated and/or Morgan Stanley DW Inc. (collectively, “Morgan Stanley”) as a Financial Advisor and/or Financial Advisor Trainee, and the number of months you were employed by Morgan Stanley as a Producing Branch Manager, Assistant Branch Manager, and/or Sales Manager who supervised Financial Advisors or Financial Advisor Trainees during the applicable time period set forth in the Table under Paragraph C.3 in the Class Notice for the states or territories in which you were employed (the “Class Period”). According to records maintained by Morgan Stanley, the number of months (rounded up to the nearest whole number) you were employed in these positions during the Class Period were as follows:

________ months as a Financial Advisor in the state(s) of

________ months as a Financial Advisor Trainee before becoming licensed in the state(s) of

________ months as an Assistant Branch Manager in the state(s) of

________ months as a Producing Branch Manager or Sales Manager in the state(s) of

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III. IF YOU DISPUTE MORGAN STANLEY’S PAYROLL RECORDS:

Please complete this Section only if you disagree with the number of months or the state(s) listed in Section II above. If you believe that either or both of these pieces of information are incorrect, please:

1. Write the number of months you were employed by Morgan Stanley as a Financial Advisor, Financial Advisor Trainee, Producing Branch Manager, Assistant Branch Manager, and/or Sales Manager, and in which state(s), during the Class Period (as defined above), rounded up to the nearest whole number:

________ months as a Financial Advisor in the state(s) of

________ months as a Financial Advisor Trainee before becoming licensed in the state(s) of

________ months as an Assistant Branch Manager in the state(s) of

________ months as a Producing Branch Manager or Sales Manager in the state(s) of

If you were employed by Morgan Stanley in any of the positions described above in more than one state, please indicate how many months you were employed in each state in each position:

2. Please attach to this Settlement Claim Certification Form any documents that support the number of months you are claiming (for example, pay stubs or payroll records). Please be advised that Morgan Stanley’s payroll records are presumed to be correct unless the documents you provide prove otherwise.

IV. CERTIFICATION OF OVERTIME HOURS WORKED:

I certify that I worked more than forty (40) hours in a workweek while employed by Morgan Stanley & Co. Incorporated or Morgan Stanley DW Inc. as a Financial Advisor, Financial Advisor Trainee, Producing Branch Manager, Assistant Branch Manager, and/or Sales Manager who supervised Financial Advisors or Financial Advisor Trainees during the Class Period.

(Signature)

V. RELEASE OF CLAIMS:

I hereby release and discharge Morgan Stanley & Co. Incorporated and Morgan Stanley DW Inc. and each of their affiliates (including without limitation parents and subsidiaries), predecessors, successors, divisions, joint ventures and assigns, and each of these entities’ past or present directors, officers, employees, partners, members, principals, agents, insurers, co-insurers, re-insurers, shareholders, attorneys, and personal or legal representatives (“Morgan Stanley Releasees”), from any and all applicable state law wage and hour claims, obligations, demands, actions, rights, causes of action, and liabilities against Morgan Stanley Releasees, of whatever kind and nature, character, and description, whether in law or equity, whether sounding in tort, contract, statute, or other applicable law, whether known or unknown, and whether anticipated or unanticipated, including claims that I do not know or suspect to exist in my favor at the time of the entry of the Court’s Judgment in the Litigation, by me that accrued during the period running from the beginning of the applicable “Class Period” for the jurisdiction in which I was employed by Morgan Stanley (as listed in the Table under Paragraph C.3 in the Class Notice) through April 21, 2008 for any type of relief, including without limitation claims for wages, damages, premium pay, unpaid costs, penalties (including late payment penalties), liquidated damages, punitive damages, interest, attorneys’ fees, litigation costs, restitution, or

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equitable relief, based on the following categories of allegations: (a) any and all claims asserted in the Litigation which arise under the law of any state; (b) any and all claims under applicable state laws for the failure to pay any type of overtime compensation or minimum wage; (c) any and all claims under applicable state laws for the failure to provide or pay for meal breaks, and/or rest periods; (d) any and all claims under applicable state laws stemming from or based on the alleged misclassification of employees in Covered Positions as exempt employees, i.e., employees who are exempt under state law from the wage and hour requirements imposed on employees who do not qualify for any exemption, including without limitation the executive, administrative, or professional exemptions set forth in state law; (e) any and all claims, including without limitation state statutory and common law claims, alleging unlawful imposition, deduction, or chargeback from compensation for expenses or costs (including without limitation claims for reimbursement of costs spent on support staff, any advertising or promotional expenses, seminar costs, training costs, telephone charges, ticket charges, mailing costs, subscriptions, office supplies, office equipment, desk fees, license registration fees, trading errors, costs to settle disputes with customers, or account fees for delinquent customer accounts) under applicable state laws; (f) any and all claims, including without limitation state statutory and common law claims, for failure to reimburse, indemnify, cover or pay for business costs and/or deductions (including without limitation claims for reimbursement of costs spent on support staff, any advertising or promotional expenses, seminar costs, training costs, telephone charges, ticket charges, mailing costs, subscriptions, office supplies, office equipment, desk fees, license registration fees, trading errors, costs to settle disputes with customers, or account fees for delinquent customer accounts); and (g) all claims for penalties or additional damages which allegedly arise from the claims described in (a) through (f) above under any applicable law (collectively “Released State Law Claims”). The Released State Law Claims include claims meeting the above definition under any and all applicable statutes, regulations, or common law, including without limitation those set forth in the compendium of state specific wage and hour laws set forth in Form F enclosed with this Notice.

I additionally hereby release and discharge Morgan Stanley Releasees from any and all federal claims, obligations, demands, actions, rights, causes of action, and liabilities against Morgan Stanley Releasees, of whatever kind and nature, character and description, whether known or unknown, and whether anticipated or unanticipated, including claims that I do not know or suspect to exist in my favor at the time of the entry of the Court’s Judgment in the Litigation, that accrued between September 1, 2002 through April 21, 2008 for any type of relief, including without limitation claims for wages, damages, unpaid costs, penalties (including late payment penalties), liquidated damages, punitive damages, interest, attorneys’ fees, litigation costs, restitution, or equitable relief, based on any and all claims arising under the Fair Labor Standards Act of 1938 (“FLSA”), as amended, 29 U.S.C. §§201, et seq. (collectively “Released Federal Law Claims”). With respect to the Released State Law Claims and Released Federal Law Claims, I also expressly, knowingly, and intentionally waive the benefits and rights of California Civil Code section 1542, which provides:

A general release does not extend to claims which the creditor [i.e., a Class Member] does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor [i.e., the Morgan Stanley Releasees].

VI. MAILING INSTRUCTIONS:

Please mail this completed Settlement Claim Certification Form to the Claims Administrator at the address listed below. Your completed Settlement Claim Certification Form must be received by the Claims Administrator on or before September 5, 2008 or else you will forfeit your benefits under this Settlement. Even if you file an objection to the Settlement, you must submit this Settlement Claim Certification Form by the deadline in order to receive any benefits under the Settlement if your objection is overruled. The address of the Claims Administrator is:

Morgan Stanley Claims Administrator (Steinberg) c/o Rust Consulting, Inc.

PO Box 129 Minneapolis, MN 55440-0129

Phone: 1-866-306-9919

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VII. NON-RETALIATION:

I understand that Morgan Stanley may not retaliate against me in any manner as a result of my submitting this Settlement Claim Certification Form.

VIII. PLEASE SIGN BELOW:

I declare under penalty of perjury under the laws of the United States of America that the foregoing is true and correct.

Dated: _________________ __________________________________________________ (Signature)

__________________________________________________ (Print Name)

If you have any questions about completing this Settlement Claim Certification Form, please call the Claims Administrator at 1-866-306-9919.

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IN THE UNITED STATES DISTRICT COURT FOR THE SOUTHERN DISTRICT OF CALIFORNIA

ROBERT STEINBERG, ROBERT N. ADLER, FRANK V. FINIZIA, BRIAN C. LATZ, GERARD SCORZIELLO, JEFF QUINN, JOHN VOLPE, PAUL ROLES, JANEMARIE LENIHAN, DAVID ANDREW GASMAN, ISRAEL HARMAN, JOHN MASKUBI, VERNON D. BROWN, JOSEPH STOWELL, JR., KYLE R. ARMITAGE, CHRISTOPHER D. BART, and ERIC N. WULFF, on behalf of themselves, the general public, and all others similarly situated, Plaintiffs, vs. MORGAN STANLEY & CO. INCORPORATED and MORGAN STANLEY DW INC., Defendants.

) ) ) ) ) ) ) ) ) ) ) ) )) ) ) )

Case No. 06-CV-2628 BEN (NLS) CONSENT TO JOIN SETTLEMENT CLASS

The undersigned hereby consents in writing to become a party plaintiff in the above action pursuant to Section 16(b) of the

Fair Labor Standards Act, and authorizes Class Counsel (as defined in Section B of the Notice To Class Members Regarding

Pendency of a Class and Collective Action and Notice of Hearing On Proposed Settlement) to act on his/her behalf in all

matters relating to this action, including the settlement of his/her claims.

I declare under penalty of perjury under the laws of the United States of America that the foregoing is true and correct.

___________________________________ Print or Type Name

___________________________________ Signature

Address: ____________________________

____________________________

Date: ______________________________

Telephone #: _________________________

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SPECIFIC STATE STATUTORY CLAIMS INCLUDED AMONG RELEASED CLAIMS

Alaska • Alaska Wage & Hour Act: Alaska Stat. §23.10.050 – 23.10.150 • Alaska Stat. §23.05.140 • Alaska Admin. Code tit. 8, §15.160 – 15.165 Arizona • General Wages Statute: Ariz. Rev. Stat. §§23-350 to -362 Arkansas • Minimum Wage Act of Arkansas: Ark. Code Ann. §11-4-201 et seq. California • Calif. Lab. Code §96 through 98.2 et seq. • California Payment of Wages Law: Calif. Lab. Code §200 et seq., including California Labor Code §§200 through 243, and §§203, 218, 218.5, and 221 • Calif. Lab. Code §300 et seq. • Calif. Lab. Code §400 et seq. • California Working Hours Law: Calif. Lab. Code §500 et seq. • Calif. Lab. Code §1194 • Calif. Lab. Code §§2802 and 2804 • California Unfair Competition Act, including in particular, Calif. Bus. & Prof. Code §17200 et seq. • California Labor Code Private Attorneys General Act of 2004, codified at Calif. Lab. Code §2698 et seq., including without limitation any claim

under this statute on behalf of any individual and/or on behalf of the state of California • California Code of Civil Procedure §1021.5 • Calif. Lab. Code §1174 • Calif. Lab. Code §1194.2 Colorado • Colorado Wage Claim Act: Colo. Rev. Stat. §§8-4-101 et seq. (Specifically Including §§8-4-105(1)(a)-(e), 8-4-110(2)) • Colorado Minimum Wages Of Workers Act: Colo. Rev. Stat. §8-6-101 et seq. • Colorado Minimum Wage Order Number 22, 7 Colo. Code Regs. §1103-1 Connecticut • Conn. Gen. Stat. §§31-60, 31-66, 31-68, • Conn. Gen. Stat. §§31-70 through 31-74, 31-76 through 31-76m • Conn. Agencies Regs. §§31-60-14 & 31-60-15 • Any and all claims under Chapter 558 of the Connecticut General Statutes and any enabling or implementing regulations Delaware • Wage Payment & Collection Act: Del. Code Ann. tit. 19, §1101 et seq. District Of Columbia • Minimum Wage Law: D.C. Code §32-1001, et seq. • Payment and Collection of Wages Law: D.C. Code §32-1301 et seq. • D.C. Mun. Reg. tit. 7, §915. Florida • Fla. Stat. §448.08 Georgia • Ga. Code Ann. §34-7-2 • Ga. Code Ann. §34-2-11 Hawaii • Haw. Rev. Stat. §§387-1 et seq. • Haw. Rev. Stat. §§388-1 et seq. Idaho • Idaho Wage Payment Act: Idaho Code Ann. §§45-601– 45-621 Illinois • Illinois Minimum Wage Act: 820 Ill. Comp. Stat. §105/1 et seq. • Illinois Wage Payment & Collection Act: 820 Ill. Comp. Stat. §115/1 et seq. Indiana • Minimum Wage Law of 1965: Ind. Code §§22-2-2-2, 22-2-2-13 • Indiana Wage Payment Law: Ind. Code §22-2-5-1 et seq. • Ind. Code §22-2-6-1 et seq. • Ind. Code §22-2-8-1 et seq. • Ind. Code §22-2-9-1 et seq. • Ind. Code §22-2-7-1 et seq. • Ind. Code §22-2-4-4 Iowa • Iowa Wage Payment Collection Act: Iowa Code Chapter 91A (including §§91A.1 – 91A.14)

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Kansas • Kansas Minimum Wage Law: Kan. Stat. Ann. §§44-1201 – 44-1213; 44-1202(D) • Kansas Wage Payment Statute: Kan. Stat. Ann. §§44-312 – 44-327 • Kan. Stat. Ann. §§44-341 – 44-343 • Kan. Admin. Regs. §§49-20-1 – 49-21-4 Kentucky • Ky. Rev. Stat. §337.385 • Ky. Rev. Stat. §337.010 et seq. • Ky. Rev. Stat. §337.285 • Ky. Rev. Stat. §337.320(2) Louisiana • La. Rev. Stat. Ann. §23:631 et seq. • La. Rev. Stat. Ann. §23:14 Maine • Me. Rev. Stat. Ann. tit. 26, §664 • Me. Rev. Stat. Ann. tit. 26, §629 • Me. Rev. Stat. Ann. tit. 26, §635 • Me. Rev. Stat. Ann. tit. 26, §603 • Me. Rev. Stat. Ann. tit. 26, §§662, 665 Maryland • Md. Code Ann., Lab. & Empl. §§3-401 - 3-431 • Md. Code Ann., Lab. & Empl. §§3-501 - 3-509 Massachusetts • Mass. Gen. Laws ch. 151, §§1a, 1b, • Mass. Gen. Laws ch. 149, §§150a, 150c, 152 • Mass. Gen. Laws ch. 149 §§148, 148a, 152A, 52C • Mass. Code Regs. 2.02(3) Michigan • Michigan Minimum Wage Act: Mich. Comp. Laws Ann. §408.381 et seq. • Michigan Wages And Fringe Benefits Act: Mich. Comp. Laws Ann. §408.471 et seq. Minnesota • Minnesota Fair Labor Standards Act: Minn. Stat. §§177.21 – 177.44 • Minn. Stat. §181.01 et seq. Missouri • Mo. Rev. Stat. §§290.010 et seq. (including, but not limited to, §§290.080, 290.100, 290.110) Montana • Montana’s Minimum Wage & Overtime Act: Mont. Code Ann. §39-3-201 et seq. • Montana Wage Payment Act: Mont. Code Ann. §39-3-401 et seq. • Montana's Wages & Wage Protection Act: Mont. Code Ann. §39-3-101 et seq. Nebraska • Nebraska Wage Payment and Collection Act: Neb. Rev. Stat. §48-1228 et seq. • Nebraska Wage and Hour Act: Neb. Rev. Stat. §§48-1201 – 48-1209 Nevada • Nev. Rev. Stat. §§608.018, 612.535, 616d.240, 608.110 • Nev. Admin. Code §608.160 • Nev. Rev. Stat. §608.100 New Hampshire • N.H. Rev. Stat. Ann. §275:42 et seq. (including, but not limited to, §§275:43-B, 275:45, 275:48, 275:53 and 275:57) • N.H. Code Admin. R. Ann. Lab. 803.03 New Jersey • N.J. Stat. Ann §34:11-4.1 et seq. • N.J. Stat. Ann §34:11-56a et seq. • New Jersey Wage Collection Law: N.J. Stat. Ann. §34:11-66 • N.J. Admin. Code §§12:56-4.3, 12:56-4.4 New Mexico • N.M. Stat. Ann. §50-4-1 et seq. (including, but not limited to, §§50-4-2(B), 50-4-14) • N.M. Minimum Wage Act: N.M. Stat. Ann. §§50-4-19 – 50-4-30 (including, but not limited to, §50-4-26) New York • 12 N.Y.C.R.R. §142-2.1 et seq. (including, but not limited to, §142-2.2 and § 142.-2.14) • N.Y. Lab. Law §190 et seq. • New York Minimum Wage and Hour Law: NY. Lab. Law §650 et seq. • N.Y. Lab. Law §160

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North Carolina • North Carolina Wage and Hour Act: N.C. Gen. Stat. §95-25.1 et seq. (including, but not limited to, §§95-25.4, 95-24.6, 95.25.8, 94-25.22) • 13 N.C. Admin. Code §12.0305 North Dakota • Title 34 of the North Dakota Central Code (including, but not limited to, N.D. Cent. Code §34-14-04.1) • The North Dakota Minimum Wage and Work Conditions Order • Title 46 of the North Dakota Administrative Code Ohio • Ohio Minimum Fair Wage Standards: Ohio Rev. Code Ann. ch. 4111 (including, but not limited to, §4111.03) • Ohio Rev. Code. Ann. §§4113.15, 4113.16, 4113.19, 4113.21 Oklahoma • Oklahoma Payday Act: Okla. Stat. tit. 40, §165.1 et seq. • Okla. Admin Code §§380.30 1-7, 380-1-8 Oregon • Or. Rev. Stat. Chapters 652 and 653 Pennsylvania • Minimum Wage Act of 1968: 43 Pa. Stat. Ann. §333.101 et seq. • Wage Payment and Collection Law: 43 Pa. Stat. Ann. §260.1 et seq. • 34 Pa. Code §231.41 Puerto Rico • Act No. 17 of April 17, 1931: P.R. Laws Ann. tit. 29, §§171 to 177 • Act No. 80 of May 5, 1931: P.R. Laws Ann. tit. 29, §§289 to 290 • Act No. 289 of April 9, 1946: P.R. Laws Ann. tit. 29, §§295 to 299 • Act No. 379 of May 15, 1948: P.R. Laws Ann. tit. 29, §§271 to 288 • Act No. 180 of July 27, 1998: P.R. Laws Ann. tit. 29, §§250 to 250j Rhode Island • Rhode Island Minimum Wage Act: R.I. Gen. Laws §28-12-1 et seq. (including, but not limited to, §§28-12-4.1, -4.2, -4.3, -4.4, -12, -16, -17, -18) • Rhode Island Payment of Wages Act: R.I. Gen. Laws §§28-14-1 et seq. (including, but not limited to, §§28-14-3.1, -10, -10.1, -10.2, -18.1) • Rhode Island Assignment of Future Wages Act: R.I. Gen. Laws §28-15-1 et seq. (including, but not limited to, §28-15-9) South Carolina • South Carolina Payment of Wages Act: S.C. Code Ann. §41-10-10 et seq. • South Carolina Payment of Post-Termination Claims To Sales Representatives Act: S.C. Code Ann. §39-65-10 et seq. South Dakota • S.D. Codified Laws §60-11-1 et seq. Tennessee • Wage Regulation Act: Tenn. Code Ann. §50-2-101 et seq. Texas • Tex. Lab. Code Ann. §61.001 et seq. (including, but not limited to, §61.018) • Texas Civil Practice & Remedies Code ch. 38 Utah • Utah Payment of Wages Act: Utah Code Ann. §34-28-1 et seq. (including, but not limited to, §34-28-3(5)) Vermont • Vt. Stat. Ann. tit. 21, §§384(b), 395 • Vermont Wages and Medium of Payment Act: Vt. Stat. Ann. tit. 21 §341 et seq. Virginia • Virginia Assignment of Wages Act: Va. Code Ann. §40.1-29 et seq. • Va. Code Ann. §49.1-455 et seq. Washington • Washington Minimum Wage Act: Wash. Rev. Code §49.46.005 et seq. (including, but not limited to, §§49.46.130(1)) • Wash. Rev. Code §49.48.010 et seq. • Wash. Rev. Code §49.52.050-.080 • Wash. Admin. Code 296-126-025 • Wash. Admin. Code 296-126-028 West Virginia • West Virginia Wage Payment and Collection Act: W.Va. Code §21-5C-1 et seq. (including, but not limited to, §21-5C-3) • West Virginia Minimum Wage and Maximum Hour Act: W. Va. Code §21-5-1 et seq. (including, but not limited to, §§21-5-3, 21-5-9(4)) Wisconsin • Wis. Admin. Code DWD §274.01 • Wis. Stat. §§103.01–103.03, 109.01-109.11 • Wis. Stat. §103.455 • Wis. Stat. §103.457 Wyoming • Wyo. Stat. Ann. §27-4-101 et seq. (including, but not limited to, §27-4-101(b))

Page 24: IMPORTANT LEGAL NOTICEwhafh.com/modules/case/docs/3324_cid_3_Morgan...New York, NY 10036 Telephone: (212) 757-0400 Fax: (212) 757-2010 Jerry K. Cimmet 177 Bovet Road Suite 600 San