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`UNITED STATES DISTRICT COURT
`FOR THE DISTRICT OF COLUMBIA
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`UNITED STATES OF AMERICA,
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`Plaintiff,
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`v.
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`ACTIVISION BLIZZARD, INC.,
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`Defendant.
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`Case No.: 1:23-cv-00895
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`FINAL JUDGMENT
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`WHEREAS, Plaintiff, the United States of America, filed its Complaint on April 3, 2023,
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`alleging that Defendant Activision Blizzard, Inc. violated Section 1 of the Sherman Act, 15
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`U.S.C. § 1;
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`AND WHEREAS, the United States and Defendant have consented to the entry of this
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`Final Judgment (“Final Judgment”) without the taking of testimony, without trial or adjudication
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`of any issue of fact or law, without the Final Judgment constituting any evidence against or
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`admission by any party relating to any issue of fact or law, and without Defendant admitting
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`liability, wrongdoing, or the truth of any allegations in the Complaint;
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`AND WHEREAS, Defendant represents that it ceased enforcement of the “Competitive
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`Balance Tax,” a rule in the Call of Duty League and Overwatch League that required any Team
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`that exceeded an upper threshold of Compensation to pay a tax to be distributed to all other
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`Teams not exceeding that threshold, and agrees to undertake certain additional actions and
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`refrain from certain conduct for the purpose of remedying the anticompetitive effects alleged in
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`the Complaint;
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`AND WHEREAS, Defendant represents that the relief required by the Final Judgment
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`can and will be made and that Defendant will not later raise a claim of hardship or difficulty as
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`grounds for asking the Court to modify any provision of the Final Judgment;
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`NOW THEREFORE, it is ORDERED, ADJUDGED, AND DECREED:
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`I.
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`JURISDICTION
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`This Court has jurisdiction over the subject matter of this action and each of the parties to
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`this action. The Complaint states a claim upon which relief may be granted against Defendant
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`under Section 1 of the Sherman Act, 15 U.S.C. § 1.
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`II.
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`DEFINITIONS
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`As used in the Final Judgment:
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`A.
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`“Activision” and “Defendant” mean Activision Blizzard, Inc., a Delaware
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`corporation with its headquarters in Santa Monica, California, its successors and assigns, and its
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`subsidiaries (including The Overwatch League, LLC and The Call of Duty League, LLC),
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`divisions, groups, affiliates, partnerships, and joint ventures, and their owner(s) and operator(s),
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`directors, officers, managers, agents, representatives, and employees.
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`B.
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`“Agreement” means any contract, arrangement, or understanding, formal or
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`informal, oral or written, between two or more persons.
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`C.
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`“Compensation” means all forms of wages, bonuses, and other payment for work
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`rendered, and benefits, including housing and meal payments, insurance coverage, paid time off,
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`vacation or personal leave, and annual or sick leave, but not including any (i) prize pool to be
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`awarded by Defendant or Defendant’s licensee to any Teams or players in any Professional
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`Esports League, or (ii) marketing or promotional funding to be provided by Defendant or
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`Defendant’s licensee to any Teams or players in any Professional Esports League.
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`D.
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`“Esports Personnel” means all officers of Defendant, and anyone employed by
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`Defendant who is involved in the business or operations of any Professional Esports League.
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`E.
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`F.
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`“Including” means including, but not limited to.
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`“Non-statutory Labor Exemption” means the common law exemption from
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`scrutiny under the antitrust laws that applies to concerted action or agreements imposed through
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`the collective bargaining process between unions and nonlabor parties, as set forth in Brown v.
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`Pro Football, Inc., 518 U.S. 231 (1996), and related decisional law.
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`G.
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`“Person” means any natural person, corporation, firm, company, sole
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`proprietorship, partnership, joint venture, association, institute, governmental unit, or other legal
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`entity.
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`H.
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`“Professional Esports League” means any league in which video game players
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`receive Compensation to compete for teams against other teams in a league format, where such
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`league (i) is owned or controlled by Defendant, including the Call of Duty League and the
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`Overwatch League; or (ii) features any video game owned or controlled by Defendant and as to
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`which Defendant determines the rules regarding player Compensation, but excluding any
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`amateur tournament or any league that operates entirely outside the United States.
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`I.
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`“Team” means any team in any Professional Esports League, including its
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`owner(s) and operator(s), directors, officers, managers, agents, representatives, and employees.
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`J.
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`The “Call of Duty League” means the Professional Esports League featuring the
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`video game Call of Duty (including all versions, sequels, and offshoots of the game), its owner(s)
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`and operator(s), directors, officers, managers, agents, representatives, and employees.
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`K.
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`The “Overwatch League” means the Professional Esports League featuring the
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`video game Overwatch (including all versions, sequels, and offshoots of the game), its owner(s)
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`and operator(s), directors, officers, managers, agents, representatives, and employees.
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`III. APPLICABILITY
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`The Final Judgment applies to Defendant and all other Persons in active concert or
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`participation with Defendant who receive actual notice of the Final Judgment.
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`IV.
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`PROHIBITED CONDUCT
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`A.
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`Defendant must not impose any rule that would, directly or indirectly, impose an
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`upper limit on Compensation for any player or players in any Professional Esports League,
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`including any rule that requires or incentivizes any Team to impose an upper limit on its players’
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`Compensation or imposes a tax, fine, or other penalty on any Team as a result of exceeding a
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`certain amount of Compensation for its players.
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`V.
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`CONDUCT NOT PROHIBITED
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`A.
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`Nothing in Section IV prohibits Defendant from implementing any rule or
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`engaging in any conduct covered by any applicable labor exemption (e.g., the Non-statutory
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`Labor Exemption).
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`B.
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`Nothing in Section IV prohibits Defendant from determining the Compensation to
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`be paid to its own employees, including player employees of Teams in any Professional Esports
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`League in which Defendant owns all of the Teams.
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`VI. REQUIRED CONDUCT
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`A. Within 20 days of entry of the Final Judgment, Defendant must certify in an
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`affidavit from a senior legal officer that it has ended and will not implement or reinstate any rule
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`that, directly or indirectly, imposes an upper limit on Compensation for any player or players in
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`any Professional Esports League, including any rule that requires or incentivizes any Team to
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`impose an upper limit on its players’ Compensation or imposes a tax, fine, or other penalty on
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`any Team as a result of exceeding a certain amount of Compensation for its players.
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`B.
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`Within 20 days of entry of the Final Judgment, Defendant must (i) identify or
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`appoint a senior legal officer responsible for the supervision of Defendant’s compliance with the
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`terms and conditions of the Final Judgment and communicate to the United States all
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`certifications and reports required by the Final Judgment, and (ii) provide to the United States
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`the officer’s name, business address, telephone number, and email address. Within 30 days of the
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`departure of the designated senior legal officer or within 30 days of a decision by Defendant to
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`identify or appoint a replacement, Defendant must provide to the United States the replacement
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`officer’s name, business address, telephone number, and email address. Defendant’s initial
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`identification or appointment of a senior legal officer, and identification or appointment of any
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`replacement senior legal officer, are subject to the approval of the United States, in its sole
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`discretion.
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`C.
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`Any senior legal officer identified or appointed in accordance with this Section VI
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`must be an active member in good standing of the bar in any U.S. jurisdiction and must have, or
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`must retain outside counsel who has, at least five years of legal experience, including experience
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`with antitrust matters.
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`D.
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`The Defendant and senior legal officer must:
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`1.
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`within 30 days of entry of the Final Judgment, provide to all Esports
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`Personnel, a director, officer, or manager of each Team, and, to the extent
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`roster and contact information is known to Defendant, all players in all
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`Professional Esports Leagues (i) a copy of the Final Judgment and the
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`Case 1:23-cv-00895-JMC Document 10 Filed 07/11/23 Page 6 of 13
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`Competitive Impact Statement filed in this action, and (ii) in a manner to
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`be devised by Defendant and approved by the United States, in its sole
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`discretion, notice of the meaning and requirements of the Final Judgment;
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`2.
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`within 30 days of entry of the Final Judgment, implement (i) a revised
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`antitrust compliance policy, which must be approved by the United States,
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`in its sole discretion, and (ii) a whistleblower protection policy, which
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`must be approved by the United States, in its sole discretion, and which
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`provides that any Person may disclose information concerning any
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`violation or potential violation of the Final Judgment or the antitrust laws
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`to the senior legal officer identified or appointed under this Section VI,
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`without reprisal for such disclosure;
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`3.
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`annually provide to all Esports Personnel notice of the meaning and
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`requirements of the Final Judgment, in a manner to be devised by
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`Defendant and approved by the United States, in its sole discretion, and
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`the antitrust compliance and whistleblower protection policies
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`implemented pursuant to Paragraph VI(D)(2);
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`4.
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`provide any Person who becomes an Esports Personnel, within 30 days of
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`their assuming such role, (i) a copy of the Final Judgment and the
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`Competitive Impact Statement filed in this action, (ii) notice of the
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`meaning and requirements of the Final Judgment, in a manner to be
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`devised by Defendant and approved by the United States, in its sole
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`discretion, and (iii) the antitrust compliance and whistleblower protection
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`policies implemented pursuant to Paragraph VI(D)(2);
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`5.
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`obtain from all Esports Personnel, within 30 days of each such Person’s
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`receipt of the Final Judgment, a written certification that each such Person
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`(i) has read and understands and agrees to abide by the terms of the Final
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`Judgment, (ii) is not aware of any violation of the Final Judgment that has
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`not been reported to Defendant, and (iii) understands that any failure to
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`comply with the Final Judgment may result in an enforcement action for
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`civil or criminal contempt of court against Defendant or any Person who
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`violates the Final Judgment;
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`6.
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`annually provide to a director, officer, or manager of each Team (i) a copy
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`of the Final Judgment and the Competitive Impact Statement filed in this
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`action, and (ii) notice of the meaning and requirements of the Final
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`Judgment, in a manner to be devised by Defendant and approved by the
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`United States, in its sole discretion;
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`7.
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`in the event of a change of control of any Team, provide to a director,
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`officer, or manager of that Team, within 30 days of any such change of
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`control, (i) a copy of the Final Judgment and the Competitive Impact
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`Statement filed in this action, and (ii) notice of the meaning and
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`requirements of the Final Judgment, in a manner to be devised by
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`Defendant and approved by the United States, in its sole discretion; and
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`8.
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`certify in writing to the United States annually 30 days after the
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`anniversary date of the entry of the Final Judgment that Defendant has
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`complied with the provisions of the Final Judgment, with such writing
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`including: (i) a list identifying all Esports Personnel and other Persons
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`Case 1:23-cv-00895-JMC Document 10 Filed 07/11/23 Page 8 of 13
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`who received the materials required by Paragraphs VI(D)(3)-(7); and (ii)
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`copies of all certifications obtained under Paragraph VI(D)(5).
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`E.
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`Upon learning of any violation or potential violation of any of the terms and
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`conditions contained in the Final Judgment, Defendant must:
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`1.
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`2.
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`3.
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`promptly take appropriate action to terminate or modify the activity so as
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`to comply with the Final Judgment;
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`maintain all documents related to any violation or potential violation of
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`the Final Judgment for the duration of the Final Judgment;
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`within 30 days of learning of any violation or potential violation of any of
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`the terms and conditions contained in the Final Judgment, file with the
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`United States a statement describing the violation or potential violation
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`and any steps Defendant has taken to address the violation or potential
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`violation; and
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`4.
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`at the United States’ request, furnish to the United States a log of all
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`documents maintained under Paragraph VI(F)(2), including identifying
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`any such documents for which Defendant claims protection under the
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`attorney-client privilege or the attorney work product doctrine.
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`VII. COMPLIANCE INSPECTION
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`A.
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`For the purposes of determining or securing compliance with the Final Judgment
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`or of determining whether the Final Judgment should be modified or vacated, upon written
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`request of an authorized representative of the Assistant Attorney General for the Antitrust
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`Division, and reasonable notice to Defendant, Defendant must permit, from time to time and
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`subject to legally recognized privileges, authorized representatives, including agents retained by
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`the United States:
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`1.
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`to have access during Defendant’s office hours to inspect and copy, or at
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`the option of the United States, to require Defendant to provide electronic
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`copies of all books, ledgers, accounts, records, data, and documents in the
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`possession, custody, or control of Defendant relating to any matters
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`contained in the Final Judgment; and
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`2.
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`to interview, either informally or on the record, Defendant’s officers,
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`employees, or agents, who may have their individual counsel present,
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`relating to any matters contained in the Final Judgment. The interviews
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`must be subject to the reasonable convenience of the interviewee and
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`without restraint or interference by Defendant.
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`B.
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`For the purposes of determining or securing compliance with the Final Judgment
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`or of determining whether the Final Judgment should be modified or vacated, upon the written
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`request of an authorized representative of the Assistant Attorney General for the Antitrust
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`Division, Defendant must submit written reports or respond to written interrogatories, under oath
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`if requested, relating to any matters contained in the Final Judgment.
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`VIII. PUBLIC DISCLOSURE
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`A.
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`No information or documents obtained pursuant to any provision the Final
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`Judgment may be divulged by the United States to any person other than an authorized
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`representative of the executive branch of the United States, except in the course of legal
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`proceedings to which the United States is a party, including grand-jury proceedings, for the
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`purpose of securing compliance with the Final Judgment, or as otherwise required by law.
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`B.
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`In the event of a request by a third party, pursuant to the Freedom of Information
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`Act, 5 U.S.C. § 552, for disclosure of information obtained pursuant to any provision of the Final
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`Judgment, the Antitrust Division will act in accordance with that statute, and the Department of
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`Justice regulations at 28 C.F.R. part 16, including the provision on confidential commercial
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`information, at 28 C.F.R. § 16.7. When submitting information to the Antitrust Division,
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`Defendant should designate the confidential commercial information portions of all applicable
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`documents and information under 28 C.F.R. § 16.7. Designations of confidentiality expire 10
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`years after submission, “unless the submitter requests and provides justification for a longer
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`designation period.” See 28 C.F.R. § 16.7(b).
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`C.
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`If at the time that Defendant furnishes information or documents to the United
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`States pursuant to any provision of the Final Judgment, Defendant represents and identifies in
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`writing information or documents for which a claim of protection may be asserted under Rule
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`26(c)(1)(G) of the Federal Rules of Civil Procedure, and Defendant marks each pertinent page of
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`such material, “Subject to claim of protection under Rule 26(c)(1)(G) of the Federal Rules of
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`Civil Procedure,” the United States must give Defendant 10 calendar days’ notice before
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`divulging the material in any legal proceeding (other than a grand jury proceeding).
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`IX. RETENTION OF JURISDICTION
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`This Court retains jurisdiction to enable any party to the Final Judgment to apply to this
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`Court at any time for further orders and directions as may be necessary or appropriate to carry
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`out or construe the Final Judgment, to modify any of its provisions, to enforce compliance, and
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`to punish violations of its provisions.
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`X.
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`ENFORCEMENT OF FINAL JUDGMENT
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`A.
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`The United States retains and reserves all rights to enforce the provisions of the
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`Final Judgment, including the right to seek an order of contempt from the Court. Defendant
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`agrees that in a civil contempt action, a motion to show cause, or a similar action brought by the
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`United States relating to an alleged violation of the Final Judgment, the United States may
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`establish a violation of the Final Judgment and the appropriateness of a remedy therefor by a
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`preponderance of the evidence, and Defendant waives any argument that a different standard of
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`proof should apply.
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`B.
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`The Final Judgment should be interpreted to give full effect to the procompetitive
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`purposes of the antitrust laws and to restore the competition the United States alleges was
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`harmed by the challenged conduct. Defendant agrees that it may be held in contempt of, and that
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`the Court may enforce, any provision of the Final Judgment that, as interpreted by the Court in
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`light of these procompetitive principles and applying ordinary tools of interpretation, is stated
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`specifically and in reasonable detail, whether or not it is clear and unambiguous on its face. In
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`any such interpretation, the terms of the Final Judgment should not be construed against either
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`party as the drafter.
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`C.
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`In an enforcement proceeding in which the Court finds that Defendant has
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`violated the Final Judgment, the United States may apply to the Court for an extension of the
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`Final Judgment, together with other relief that may be appropriate. In connection with a
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`successful effort by the United States to enforce the Final Judgment against Defendant, whether
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`litigated or resolved before litigation, Defendant agrees to reimburse the United States for the
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`fees and expenses of its attorneys, as well as all other costs including experts’ fees, incurred in
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`connection with that effort to enforce the Final Judgment, including in the investigation of the
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`potential violation.
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`D.
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`For a period of four years following the expiration of the Final Judgment, if the
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`United States has evidence that Defendant violated the Final Judgment before it expired, the
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`United States may file an action against Defendant in this Court requesting that the Court order:
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`(1) Defendant to comply with the terms of the Final Judgment for an additional term of at least
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`four years following the filing of the enforcement action; (2) all appropriate contempt remedies;
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`(3) additional relief needed to ensure Defendant complies with the terms of the Final Judgment;
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`and (4) fees or expenses as called for by this Section X.
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`XI.
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`EXPIRATION OF FINAL JUDGMENT
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`Unless this Court grants an extension, the Final Judgment will expire five years from the
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`date of its entry, except that the Final Judgment may be terminated earlier upon notice by the
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`United States to the Court and Defendant that continuation of the Final Judgment is no longer
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`necessary or in the public interest. All requirements, including all notice, certification, and
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`reporting requirements imposed by Section VI.D, shall terminate automatically upon the
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`expiration of this Final Judgment.
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`XII. RESERVATION OF RIGHTS
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`The Final Judgment terminates only the claims expressly stated in the Complaint. The
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`Final Judgment does not in any way affect any other charges or claims filed by the United States
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`subsequent to the commencement of this action.
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`XIII. NOTICE
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`For purposes of the Final Judgment, any notice or other communication required to be
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`filed with or provided to the United States must be sent to the address set forth below (or such
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`other address as the United States may specify in writing to Defendant):
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`Chief
`Civil Conduct Task Force
`U.S. Department of Justice
`Antitrust Division
`450 Fifth Street
`Washington, DC 20530
`ATRJudgmentCompliance@usdoj.gov.
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`XIV. PUBLIC INTEREST DETERMINATION
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`Entry of the Final Judgment is in the public interest. The parties have complied with the
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`requirements of the Antitrust Procedures and Penalties Act, 15 U.S.C. § 16, including by making
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`available to the public copies of the Final Judgment and the Competitive Impact Statement,
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`public comments thereon, and any response to comments by the United States. Based upon the
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`record before the Court, which includes the Competitive Impact Statement and, if applicable, any
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`comments and response to comments filed with the Court, entry of the Final Judgment is in the
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`public interest.
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`Date: July 11, 2023
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`______________________________
`Jia M. Cobb
`United States District Judge
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