Full opinion text
MEMORANDUM OPINION AND ORDER ROBERT M. DOW, JR., District Judge. Before the Court is the settling parties’ motion for final approval of the settlement and Class Counsel’s motion for approval of attorneys’ fees, costs, and expenses, and for approval of incentive awards for the Class Representatives [103]. For the reasons explained below, the motion is granted in part and denied in part. Specifically, the Court (1) grants final approval of the settlement, finding that the settlement is fair, reasonable, and adequate; (2) approves Class Counsel’s request for attorneys’ fees of $3,166,666; (3) denies Class Counsel’s request for cost and expense reimbursement without prejudice; and (4) approves an incentive award of $1,000 each for the Class Representatives, Shannon Schulte and Marlene Willard. 1. Factual Background A. History of the Litigation Plaintiff filed her class action complaint in this case [1] on November 21, 2009. In their complaints, Plaintiffs allege that they were Fifth Third accountholders and had used a debit card in connection with their accounts. Plaintiffs further allege that Fifth Third improperly assessed them (and other Fifth Third customers) overdraft fees for insufficient funds on debit card purchases and ATM withdrawals by “re-sequencing” transactions in order to maximize the number of overdraft fees. To explain, Fifth Third did not process debit card and ATM transactions in strict chronological order; rather, within a given posting period, the bank processed the transactions in high-to-low order. If a customer overdrew his account, posting transactions in a high-to-low order sometimes resulted in Fifth Third charging the customer a higher number of overdraft fees than it would have charged had it posted the transactions chronologically. Plaintiffs allege that Fifth Third’s practice was unlawful and caused them and others similarly situated to suffer financial injury. On February 16, 2010, Defendant filed a motion to dismiss the Schulte case [17], On March 2, 2010, the United States Judicial Panel on Multidistrict Litigation (“JPML”), entered a Conditional Transfer Order (“CTO 13”) conditionally transferring the Actions to the Southern District of Florida, where the Multidistrict Litigation, In re Checking Account Overdraft Litigation, MDL No. 2036 (the “Overdraft MDL”), was and remains pending. Shortly thereafter, Plaintiffs and Defendant filed oppositions to CTO 13 and, on April 2, 2010, Fifth Third filed a motion with the JPML requesting that the Actions be transferred to this Court for coordinated or consolidated pretrial proceedings. That same day, Objector Michelle Keyes, who is represented, inter alia, by various counsel from the Overdraft MDL, filed a complaint against Fifth Third in the United States District Court for the Southern District of Florida. See Keyes v. Fifth Third Bank, Case No. 10-cv-21283 (S.D.Fla.). Less than a week later, on April 7, 2010, Objector Keyes requested that her case be consolidated into the Overdraft MDL; that request was granted on April 19, 2010. On April 19, 2010, an attorney representing Objector Keyes sent a letter to the JPML arguing that Defendant’s motion to transfer the Actions was inappropriate, because it would create a new MDL and Objector Keyes’ case had already been consolidated into the Overdraft MDL. On May 27, 2010, the parties entered into the Settlement Agreement, the terms of which are discussed below. That day, the parties filed a motion for preliminary approval of the settlement [35]. Later that day, counsel for the settling parties notified the JPML that the parties had entered into the Settlement Agreement and, on June 3, 2010, the JPML vacated CTO 13. The JPML reasoned that in light of the settlement reached between Plaintiffs and Defendant, the Schulte and Willard cases should not be transferred into the Overdraft MDL. The Panel further ruled that the Schulte and Willard cases should not be centralized as a separate and new MDL in this district. The Panel noted that its ruling does not bar either the creation of a new MDL, or the transfer of the Actions to the Overdraft MDL, in the event that the settlement here was not approved or did not fully resolve those actions. On June 9, 2010, Objectors Michelle Keyes, Amanda Ratliff and Verdel Ratliff appeared and filed objections to the motion for preliminary approval of the proposed settlement [39]. The Court postponed ruling on the motion for preliminary approval to allow the parties time to respond in writing to the objections. See [45, 46]. Objectors Keyes and the Ratliffs subsequently filed a copy of the Findings of Fact and Conclusions of Law After Bench Trial issued in Gutierrez v. Wells Fargo Bank, 730 F.Supp.2d 1080 (N.D.Cal.2010)[53], another case involving overdraft fees resulting from debit reordering, which the Objectors argued supported their position that the settlement here should not be preliminarily approved. The parties each responded to that filing [54, 57]. After considering the arguments from the parties and from the Keyes and Ratliff Objectors, on September 10, 2010, the Court entered an order addressing the various objections and (1) preliminarily approving the settlement; (2) approving the notice plan; (3) appointing a notice specialist and claims administrator; (4) certifying the Settlement Class for settlement purposes only; (5) appointing Class Counsel; and (6) scheduling a final fairness hearing to consider final approval of the settlement [59]. The Court subsequently reset the final fairness hearing to March 3, 2011[70]. Beginning in January, 2010, a number of Class Members submitted objections to the settlement. On March 7, the parties each filed their memoranda in support of final approval [102, 103], which, inter alia, responded to the various objections. After denying a request by the parties to conduct discovery on some of the objectors (see [111]), the Court held a fairness hearing on March 16, 2011[112], at which time the Court heard argument from counsel for the parties and from a number of objectors. Subsequently, the Court requested additional briefing on one issue raised at the fairness hearing [117], and the parties provided that briefing shortly thereafter [118]. Finally, on June 3, 2011, the Keyes and Ratliff Objectors filed a Notice of Recent Developments in Support of Objections, in which they notified the Court of an order preliminarily approving a settlement in MDL 2036. B. Terms of the Settlement The Court here briefly summarizes the more important provisions of the Settlement Agreement. The Agreement and Preliminary Approval Order define the relevant class as follows: All persons in the United States who hold or held a Fifth Third Account who at any time during the Class Period incurred at least one Overdraft Fee (as defined in the Settlement Agreement) associated with at least one Fifth Third Debit Card Transaction. Excluded from the Settlement Class are Fifth Third Bank, any parent, subsidiary, affiliate or sister company of Fifth Third Bank, and all officers or directors of Fifth Third Bank, or any parent, subsidiary, affiliate or sister company at any time during the Class Period, and the legal representatives, heirs, successors, and assigns of any of the foregoing. The Court presiding over any motion to approve the Settlement Agreement is excluded from the Settlement Class. Also excluded from the Settlement Class is any person who timely submits a valid request to be excluded from this Settlement. ¶ 7; Preliminary Approval Order [59] at 10. The class period is from October 21, 2004 through July 1, 2010. ¶ 1(d). The term “Overdraft Fee” means an “insufficient funds fee, overdraft fee, or other similar fee, incurred as a result of the ‘re-sequencing’ of a Fifth Third Debit Card Transaction in non-chronologieal order that was not previously reversed, refunded, or returned to the Settlement Class Member by Defendant.” ¶ 1(s). The term “re-sequencing” is not defined in the Agreement or elsewhere. A “Fifth Third Debit Card Transaction” is a transaction that is “effectuated with or relating to such Fifth Third Debit Card(s), including but not limited to automatic teller machine (“ATM”) transactions and point of sale (“POS”) transactions.” ¶ 1(1). Accordingly, the settlement covers overdraft fees that result from debit card purchases and ATM transactions, but not fees that are the result of the payment of checks or other transfers. The settlement provides for the creation of a $9,500,000 settlement fund from which Class Members may receive reimbursement for overdraft charges incurred during any one continuous forty-five day period within the Class Period. ¶¶ 9, 23-24. There is no cap on the amount that an individual Class Member may recover. If, after fees, costs, expenses, and incentive awards are paid, the amount claimed by Class Members is less than the remaining amount, the remainder will be distributed to claimants on a pro rata basis, with each such Class Member receiving up to (but not exceeding) three times the amount claimed on his or her claim form. After that, any remaining amounts will be distributed under the cy pres doctrine to one nonprofit credit counseling organization in each of the twelve states in which Fifth Third has branches. See ¶¶ 30, 31. In order to obtain these benefits, Class Members are required to fill out a claim form. Dissatisfaction with the claim form (in fact, with the entire claims process) has been the subject of many of the objections submitted to the Court. Following the preliminary approval order, in which the Court expressed some skepticism regarding the claims process ([59] at 8-9), the parties submitted a revised claim form [62], which the Court approved [64]. On the revised form, Class Members must provide their name, address, social security or tax identification number, and account number(s) with Fifth Third. Class Members can then choose one of two options for submitting a claim. “Option 1” is the option for customers who “do not have all of [their] records,” and allows the Class Member to make a claim “to the best of [his or her] knowledge or belief.” Class Members are asked to identify a year, and then estimate the number of Overdraft Fees incurred during any 45-day period within that year, along with the aggregate amount of fees charged during that 45-day period. Class Members are not asked to identify the specific 45-day period for which they are making a claim, only the year. “Option 2” is for customers who “used [their] bank statements and/or other records to determine the information” that they were providing. Under that option, the Class Member was to identify the number and amount of “Overdraft Fees” incurred in a particular 45-day period. Under both options, the Class Member was asked to “declare under penalty of perjury that I believe that the information I am providing is true and correct to the best of my knowledge and belief” (emphasis in original). The settlement also provides for non-monetary consideration. By entering into the settlement, Fifth Third agrees to modify its business practices to no longer re-sequence debits from highest to lowest amount; instead, it will process all charges in the order that they are presented to Defendant for payment. ¶ 10(a). Fifth Third further agrees to train its call center telephone operators on issues related to overdraft charges and to authorize those operators to waive any overdraft fee for good cause (including an automatic waiver of one overdraft fee per year, plus those resulting from errors in account reporting and other hardship situations such as hospitalization or illness causing an inability to examine account balances). ¶ 10(b). In addition to paying Class Members, the $9.5 million settlement fund was also intended to be used to pay all attorneys’ fees, costs and expenses, incentive payments, and the costs of claims administration and notice. ¶ 9; see also ¶¶ 14; 20. To date, $1,000,984.18 had been paid from the fund to cover such costs. Further, in a letter to the Court, the parties indicated that as of May 18, 2011, they “have agreed that the Settlement Fund will not be required to pay any more of the notice and claims administration costs * * * ” [119]. It appears that Defendant has paid at least an additional $668,580.52 out of pocket to cover notice and claims administration costs. See [113]. The Agreement provides that Class Counsel will “seek approval of the Court for payment of not more than one-third of the Settlement Fund for attorneys’ fees.” ¶ 11. The Agreement also provides for an incentive award not to exceed $1,000 for Plaintiffs Schulte and Willard. ¶ 12. In their motion [103], Class Counsel requests $3,166,666 (which is 33.3% of the settlement fund) in attorneys’ fees, and $54,281.32 as reimbursement for costs and expenses. Counsel also requests an incentive award of $1,000 for Plaintiffs Schulte and Willard. Once the settlement becomes final (see ¶ 32), Class Members will be bound to a broad release. ¶ 34. The Agreement provides that Defendant “expressly denies any and all liability” in the lawsuits. ¶ 33. As of May 13, 2011, the claims administrator had received “over 100,000 claims.” Parties Supplemental Mem. [118] at 1. In contrast to this high participation rate, 342 Class Members excluded themselves from the settlement, and 15 Class Members submitted 13 separate objections to the settlement. C. Plaintiffs’ Expert Report As explained in detail below, before the Court can finally approve the settlement, it must first quantify the “net expected value of continued litigation to the class.” Synfuel Techs., Inc. v. DHL Express (USA), Inc., 463 F.3d 646, 653 (7th Cir.2006). For that reason, in its order preliminarily approving the settlement, the Court called for the parties to provide at the final approval stage “evidence that would enable the Court to determine the potential value of Class Members’ claims.” [59] at 5. In response to that directive, Plaintiffs have attached to their memorandum in support of final approval an expert report prepared by Mr. Thomas A. Tarter, an expert in banking and financial institutions. Class Counsel retained Mr. Tarter to estimate: (1) the amount of excess overdraft fees caused by Defendant’s practice of re-sequencing debit card and ATM transactions from the highest to lowest amount during the class period; and (2) the present value of Defendant’s change in business practices, required under the settlement, to no longer re-sequence debit card and ATM transactions. Tarter Expert Report at 6. Mr. Tarter estimates that during the class period, Defendant collected approximately $97.7 million as a result of its re-sequencing policy. Id. at 15. Mr. Tarter also estimates that the present value of Fifth Third’s agreement to end its practice of re-sequencing is $58.8 million over the next five years, or $108.8 million over the next ten years (computed at a 3.5% discount rate). Id. at 15-16. In order to reach his opinions, Mr. Tarter reviewed various documents including the complaint, settlement-related documents, Defendant’s public filings and web site, and information provided by Defendant including non-public and confidential documents and data. Id. at 5. To estimate total “Excess OD Fees” (Mr. Tarter’s term for earnings from overdraft fees resulting from re-sequencing), Mr. Tarter multiplied the net overdraft fees attributable to debit card and ATM transactions by the probability that the fees collected by FTB were the result of re-sequencing. First, using data provided by Defendant, Mr. Tarter took the total amount of overdraft fees received from customers for each month during the class period (adjusted for waivers, reversals and charge offs). He then multiplied these monthly charge amounts by .57, to reflect that approximately 57% of overdraft fees were generated by debit card and ATM transactions. See id. at 8. These monthly totals gave Mr. Tarter an estimation of the total monthly amounts of overdraft fees collected by Defendant that resulted from debit card or ATM transactions. Mr. Tarter then attempted to estimate how much of these totals were “Excess OD Fees.” Defendant provided Mr. Tarter with the average number of overdraft fees charged to customers who incurred one or more overdraft fee for each month during the class period. Id. at 9. (Over the class period, the average number of overdraft fees for this customer population ranged between 3.12 and 4.24 fees per month). Mr. Tarter recognized that there was a direct relationship between the number of overdraft fees charged to a customer in any given day and the likelihood that one or more of the fees was the result of re-sequencing. When a fee was the result of re-sequencing, Mr. Tarter called it a “mismatch.” Using a set of matrices, Mr. Tarter calculated that the probability of mismatch was 0% where there was only one overdraft transaction, 10% for two, 17.65% for three, and 20.21% for four. Id. at 11. These probabilities were plotted on a graph, and a “best-fit” curve was created, which enabled Mr. Tarter to calculate the probability of “mismatch” for average numbers of overdraft transactions that were not whole numbers. Mr. Tarter calculated the total amount of Excess OD Fees for three different scenarios, assessing the likely total Excess OD Fees depending on whether the average number of fees assessed per month all occur on one day, or are spread over two or three days. Mr. Tarter reasoned that if overdrafts were spread over two or three days, the percentage of OD fees that were “mismatched” would be lower. To calculate Excess OD Fees, assuming the average number of fees assessed per month all occur on one day, Mr. Tarter multiplied 57% of the total amount of overdraft fees collected for a given month by the mismatch probability for that month. Each month’s totals were then summed, giving Fifth Third’s total Excess OD Fee earnings for the entire class period, assuming the average number of fees assessed per month all occurred on one day. The calculation assuming the average number of fees assessed per month occurred on two or three days was identical, except that Mr. Tarter divided the probability of a “mismatch” by two or three, respectively, to reflect the chance that overdrafts within a particular month were spread over two or three days. Ultimately, Mr. Tarter concluded, based on his experience in banking, that the average number of overdraft fees assessed per month would likely be spread over two or three days. This assumption was based on the fact that most people are paid by their employers either twice or three times per month, and individuals are most likely to overdraft their accounts the day before they are paid. Id. at 9. Thus, to calculate Excess OD Fees for the class period, Mr. Tarter averaged the total Excess OD Fees collected, where the average number of overdraft fees assessed per month would likely be spread over two or three days. This resulted in a figure of $97.7 million. Mr. Tarter then estimated the present value of Defendant’s change in business practices, required under the settlement, to no longer re-sequence debit card and ATM transactions. In determining this figure, Mr. Tarter had to account for Regulation E, which became effective in July and August of 2010. This regulation provided that accountholders can only be assessed overdraft fees for debit and ATM transactions if they have affirmatively authorized a bank to allow them to overdraft their account — otherwise, the transaction is simply declined. Id. at 13. Analysis of data provided by Defendant indicated that Regulation E is associated with a 36% decrease in overdraft fee revenue. Thus, to estimate the present value of the settlement’s requirement that Defendant no longer re-sequence, Mr. Tarter used the most recent completed calendar year for which data was available, 2009, to calculate Defendant’s likely theoretical future earnings from re-sequencing. In this calculation, the estimated Excess OD Fees for 2009 were reduced by 36% to take into account Regulation E. Id. at 14. The resulting figure was discounted at a rate of 3.50% (to correlate with the 10-year U.S. Treasury Bond) for five and ten years, resulting in a net present value of $58.8 million over five years or $108.3 million over ten years in losses to Defendant resulting from the settlement’s requirement that it no longer engage in re-sequencing. D. Defendant’s Damage Calculation Attached to their memorandum in support of final approval of the settlement (Ex. 1 to [102]), Defendant includes its own damage calculation that estimates that “the impact of high-to-low posting on debit and ATM transactions during the Class Period was $16,752,710 annually.” See Affidavit of Kevin Sullivan, Senior Vice President, CFO-Retail, Banking (“Sullivan Aff.”), ¶ 9. Extrapolated out over the entire class period, that figure amounts to approximately $95,281,038. Mr. Sullivan explains that over the class period, Fifth Third realized an average total of approximately $244,922,667 per year in overdraft fees. This figure represents all overdraft fees, not just those that resulted from debit card or ATM transactions. Fifth Third determined that “approximately 57% of the yearly realized overdraft fees were the result of a debit card or ATM transaction.” Id. ¶ 8. Thus, multiplying the above figure by .57 resulted in average yearly overdraft fees of $139,605,920 that were the result of debit card and ATM transactions. Using financial models that Fifth Third prepared for its periodic regulatory filings, Fifth Third estimated that approximately 12% of the overdraft fees relating to debit card and ATM transactions were attributable to its use of a high-to-low posting order. Id. ¶ 9. Thus, the “estimated impact of high-to-low posting on debit and ATM transactions during the Class Period was $16,752,710 annually,” id., which is $1,396,059 per month, or $95,281,038 over a 68.25-month class period. Fifth Third’s data further showed that approximately 72% of the overdraft fee revenue was generated by the approximately 7% of Fifth Third’s customers who overdrafted six or more times a month. Id. ¶ 10. Adjusting for these “chronic overdrafters,” the “total estimated impact of high-to-low posting on debit card and ATM transactions for the 93% ’non-frequent overdrafters’ was * * * $26,711,266” over the entire class period. Id. ¶ 11. E. Objections to the Settlement As noted above, construing the term “objection” broadly, 15 Class Members filed 13 separate objections to the settlement. The Court summarizes each of the objections below. 1. Keyes and Ratliff, and Kannapel Objections Objectors Michelle Keyes, Amanda Ratliff, Verdel Ratliff, and Laura Kannapel are each represented by members of the Plaintiffs’ Executive Committee (“PEC”) in the Overdraft MDL. Objectors Keyes, Amanda Ratliff, and Verdel Ratliff filed an objection [90] that challenges the settlement on numerous grounds. Objector Kannapel filed a separate objection [91]. In further support of their objection, the Keyes/Ratliff Objectors filed the preliminary approval order of a settlement agreement reached between the plaintiffs and defendant Bank of America in the Overdraft MDL [121], The Court will discuss these objections together and will refer to the two groups of objectors collectively as the “PEC Objectors.” a. Amount of Settlement Fund and Criticism of Expert Report The PEC Objectors argue that given the potentially high value of Class Members’ claims, the amount that the settlement fund provides to reimburse Class Members is inadequate. Before discussing this objection, the Court should note that pursuant to the schedule set by the Court, the PEC Objectors’ filed their objections before the parties filed their briefs in support of the settlement. As discussed in detail above, Plaintiffs’ brief attached and discussed the Tarter Expert Report and Defendant provided its own damages calculation. In their opening objections, the PEC Objectors argued that the Court could not grant final approval because the settling parties had, at the time those objections were filed, failed to provide evidence that would enable the Court to determine the value of Class Members’ claims. See, e.g. Keyes/Ratliff Objection at 3-4; Kannapel Objection at 4-5. The filing of the Tarter Report and Sullivan Affidavit corrected this deficiency, and so, the Court need not discuss these arguments further. After receiving the parties’ memoranda in support of final approval, the PEC Objectors did not seek leave to file a reply brief to attack the Tarter Report or Sullivan Affidavit (or to address any other issues with the parties’ memoranda). However, at the fairness hearing, counsel for Objectors Keyes and Ratliff did offer two specific criticisms of the way in which Mr. Tarter calculated the value of the class’s claims. See Fairness Hearing Tr. at 96-100. First, the Keyes/Ratliff Objectors note that while Mr. Tarter recognized that those individuals who incurred only one overdraft fee in a month could not be Class Members, the population from which he obtained his average number of fees charged per month was customers who incurred one or more overdraft fees for each month during the class period. Tarter Report at 9. Counsel argues that there is no way to know how much this “mistake” skewed Mr. Tarter’s results. Second, Mr. Tarter assumed that because 57 percent of all transactions were debit card or ATM transactions, 57 percent of overdraft fees were attributable to debit card or ATM transactions. Counsel argues that this is a non sequitur. In fact, according to counsel, a customer would probably be more likely to overdraft when making a debit card transaction than when writing a check. Fairness Hearing Tr. at 98-99 (“Debit cards probably account for 95 percent of the overdraft fees.”). Because the PEC Objectors could not challenge the Tarter Report or Sullivan Affidavit in their opening objections, the PEC Objectors instead pointed to settlements and verdicts in other cases involving claims similar to those at issue in this lawsuit as proof that the settlement amount here is inadequate. Specifically, the objectors argue that the decision in Gutierrez v. Wells Fargo Bank, 730 F.Supp.2d 1080 (N.D.Cal.2010), where a judge excoriated Wells Fargo for its debit reordering practices and ordered it to pay $203 million in restitution to its California customers and cease its reordering practices, is evidence of the inadequacy of this settlement. Keyes/Ratliff Obj. at 5-6. The Court discussed the Gutierrez decision in its preliminary approval order ([59] at 6 n. 4) and will do so again below. Further, the objectors point to a settlement reached in the Overdraft MDL between the plaintiffs there and Bank of America, in which Bank of America agreed to pay class members $410 million to resolve the claims pending against it in that litigation. See Ex. A to [121]. The Court will address the objection about the size of the $9.5 million fund in detail below, along with each of the other objections raised. b. Benefits Allocation The PEC Objectors argue that the distribution of the settlement proceeds is arbitrary and capricious, resulting in unwarranted inequitable treatment of Class Members. Keyes/Ratliff Obj. at 7-9; Kannapel Obj. at 7-10. Objectors argue that by forcing Class Members to choose a single 45-day period in which to claim a refund of overdraft charges, the settlement will unfairly “benefit[] a Class Member who incurred the brunt of his or her overdraft fees over a short period of time at the expense of another Class Member who accumulated a larger amount of impermissible fees over a greater period of time.” Kannapel Obj. at 8. For instance, a customer who incurred a total amount of overdraft fees of $100, but incurred them all in one month, may be entitled to a full refund. However, a customer who incurred $1,000 in total fees, spread out evenly over a two-year period, could only recover approximately $63. Further, the Objectors take issue with the fact that funds left over after the initial distribution are to be used to pay up to treble damages to Class Members who have already been compensated, instead of being used to refund Class Members for charges from outside the 45-day period. c. Claims Process The PEC Objectors argue that the claims process is unnecessary and that it is unduly burdensome on Class Members and deters claims. First, the Objectors have a fundamental disagreement with the need for a claims process. The Objectors argue that because the identity of Class Members and the amount that each has been overcharged can be determined from Fifth Third’s records, there is no need for customers to submit a claim form. Instead, argue the Objectors, Fifth Third should simply send payments directly to Class Members. The Keyes/Ratliff Objectors argue that “[t]he Bank of America settlement demonstrates the feasibility of a direct distribution of settlement benefits to class members without the requirement of self identification.” [121] at 1. “There, the settlement administrator will identify class members and the harm they incurred for the [class period] and then class members will have a credit posted to their account, or in the case of former customers, have a check sent to their most recent address.” Id. Next, the Objectors identify problems with the claims process as it is employed in this case. First, as the Court explained in its order calling for additional briefing [117], the Objectors argued that it would be impossible for any Class Member to submit a claim in good faith on the basis of the settlement documents as they currently are written. Id.; see also Kannapel Obj. at 12; Fairness Hearing Tr. at 73-78. As the Court also explained in its prior order, under both options in the claim form, a Class Member must identify an amount of “Overdraft Fees” that he or she incurred during a particular time period. Again, the term “Overdraft Fee” means “an insufficient funds fee, overdraft fee, returned item fee, daily overdraft fee, overlimit fee, or other similar fee, incurred as a result of the ‘re-sequencing’ of a Fifth Third Debit Card Transaction in non-chronological order that was not previously reversed or refunded.” According to the Objectors, a major problem with the settlement is that Class Members have no way of knowing which fees were the “result of [* * *] ‘re-sequencing’ ” such that they could accurately fill out the form and make a claim. The Objectors argue that Defendant has not disclosed how it determines the order in which charges are posted to customers’ accounts. Counsel further submitted that a Class Member viewing his or her statement would not be able to determine which fees were “Overdraft Fees” in part because the statements do not indicate the date on which charges were posted within a posting period — they only indicate the date on which a purchase was made. Next, the Objectors vociferously object to Fifth Third’s refusal to make Class Members’ statements over the 69-month class period available for free so that Class Members can accurately fill out claim forms. The Settlement Agreement only provides free statements for a period going back 16 months from the date of request by the Class Member. A customer must pay $5 per month for additional statements. The 16-month period of “free statements” does not appear to be a concession to Class Members as part of the settlement; rather, it appears to be Fifth Third’s standard practice with regard to making past statements available to customers. The Objectors argue that the requirement that Class Members pay Fifth Third for the records that they need to determine the value of their claims is unfair and intended to deter claims. d. Amount of Discovery Conducted at Time of Settlement Finally, the PEC Objectors argue that the absence of pre-settlement discovery demonstrates that Class Counsel failed to properly evaluate the merits of the claims at issue in this litigation. Keyes/Ratliff Obj. at 3; 10-11; Kannapel Obj. at 6. The Objectors point out that the “docket reflects that no formal or informal discovery was conducted, and the settlement reached at the early stage of the proceedings suggests that none was conducted.” Keyes/Ratliff Obj. at 10. Further, the Objectors argue that the 30-day period of “confirmatory discovery” provided for in the Settlement Agreement is “an inadequate substitute for adversary discovery.” Id. at 11. 2. Vitali Objection Aaron Vitali raises a number of objections to the settlement. See Vitali Obj. [88]. First, Mr. Vitali takes issue with the fact that Defendant “[has] not admitted guilt.” To Mr. Vitali, this “is much more important than any nominal fee or recovery.” Next, Mr. Vitali argues that the class period ends on July 1, 2010, and Defendant will have no “repercussions” and Class Members will have no recovery “for the months post July 2010.” In recognition of lost interest and “emotional and financial hardship” suffered by customers as a result of Defendant’s conduct, Mr. Vital proposes that interest “be taken into account when repaying the fees incurred.” Next, Mr. Vitali objects that “Fifth Third is only willing to refund a 45 day window of fees” — Mr. Vitali feels that Fifth Third should refund all fees wrongfully obtained. Furthermore, Mr. Vitali argues that the “online data provided only goes back 16 months” and “the only ones who can bring up past data about closed accounts or older accounts is Fifth Third.” Mr. Vitali asserts that Fifth Third (or rather, an independent agency working with Fifth Third) should determine the amount of refund owed to each Class Member. Mr. Vitali appeared at the fairness hearing and reiterated these objections. 3. Katz Objection Joshua K. Katz raises three objections to the settlement. See Katz Obj. [93]. First, Mr. Katz argues that the proposed settlement fund is too small. Second, Mr. Katz argues that the court in the Overdraft MDL has already “considered and rejected” some of the arguments that Defendant makes in its motion to dismiss. Mr. Katz argues that this shows that the “plaintiffs case rests on very solid ground [* * * and therefore] there is no justification for accepting such a small amount in comparison to the amount of money ■wrongfully realized by the defendant.” Katz Obj. at 1. Mr. Katz’s third objection is “that the settlement contains a provision whereby the defendants will actually make money from the class members if they need to obtain their banking records in order to submit a claim.” Id. In this settlement, because a Class Member “may not be aware of what specific 45-day period should be used in submitting his or her claim,” there is a “legitimate need to examine 5 years’ worth of records to make this decision.” Mr. Katz argues that Defendant should provide customer records for the entire class period to those who request them at no charge. 4.Scyoc Objection David R. Scyoc identifies three problems with the proposed settlement and makes three proposals as to how Defendant’s business practices should be changed going forward. See Scyoc Obj. [96], First, Mr. Scyoc argues that the class period should extend through December 31, 2010. Scyoc also objects that a “45 continuous days claim period is too restrictive;” instead, a Class Member should choose “any 45 [presumably non-eontiguous] days during [the] claim period.” Finally, like Objector Katz, Mr. Scyoc argues that “16 months [of] free statements is too restrictive.” With regard to the change in Defendant’s business practices, Mr. Scyoc believes that instead of agreeing to process charges chronologically, Defendant should “process all charges from lowest to highest unless requested otherwise by [the] customer in writing.” Further, the bank should “reject/deny all prospective charges if [there are] insufficient funds in [the] customer’s account unless [the] customer has requested otherwise in writing.” Finally, Mr. Scyoc argues that Defendant should “credit deposits first, before processing debits.” Mr. Scyoc appeared at the fairness hearing and reiterated these objections. 5. Ackerson Objection Objector Roger Ackerson did not file his objection; instead it was mailed directly to the Court and to Class Counsel. Class Counsel attached Mr. Ackerson’s objections to Exhibit I to Plaintiffs’ memorandum in support of final approval [103], Mr. Ackerson objects that the settlement only covers customers who utilized debit cards or ATMs. Further, Mr. Ackerson argues that “[i]f indeed wrongdoing was done, then a single period of 45 days seems to be of little value.” Ackerson Obj. at ¶ 5. Mr. Ackerson argues that claims period should be “expanded to the amount of time that I held accounts with Fifth Third Bank.” Portions of Mr. Ackerson’s objection relate to a dispute that he had with Fifth Third about his particular account, and not to the settlement generally. In addition to his objection, Mr. Ackerson has included some correspondence with the Better Business Bureau and Fifth Third executives that relates to this dispute. The Court has not considered this material. 6. Cannata Objection Objector Sam P. Cannata also did not file his objection; instead it was mailed directly to Class Counsel. Class Counsel also included Mr. Cannata’s objection in Exhibit I to Plaintiffs’ memorandum [103]. First, Mr. Cannata argues that the fees sought by Class Counsel (1/3 of the entire settlement fund) are excessive. Mr. Cannata notes that much of this fund will not be paid out to Class Members; some may be distributed in a cy pres and other amounts will go towards covering administrative costs. Mr. Cannata argues that the issue of attorney’s fees should be “deferred until such time as the Court has received reports indicating the amount of monetary relief that has actually been delivered to the Class.” Cannata Obj. at 2. Second, Mr. Cannata takes issue with the cy pres distribution itself. Mr. Cannata argues that distributions to Class Members should be “large enough so as to exhaust the fund,” such that no cy pres is needed. Further, Mr. Cannata questions how the charity that will be the recipient of the distribution will be chosen. Cannata Obj. at 3-4. 7. Albright Objection The Court received a letter dated March 9, 2011 from Patrick Albright. In it, Mr. Albright includes receipts and account statements and argues that these materials show that he was improperly assessed overdraft charges. With respect to the instant settlement, Mr. Albright argues that it “astounds [him] that [* * * the settlement] [l]imits the period of questionable transactions to 45 days.” Further, Mr. Albright questions the need for a claims process — instead the amounts owed to customers “should be determined by Fifth Third’s own records [because] * * * [t]hey know exactly how much they took.” Third, Mr. Albright objects that the settlement “[a]llows for no admission of guilt or punitive damages, and has no deterrent value.” Mr. Albright argues that “$9.5M is an insulting sum from a bank that may have profited ten times that amount by their fraudulent practices.” 8. Other Objections and Submissions The Court has received the following additional communications from Class Members. Some of these are not “objections” in the formal sense; however in the interest of completeness, the Court will summarize them below. On February 14, 2011, Elizebeth Stackel filed a packet of material with the Court [89]. The Court has closely read Ms. Stackel’s filing and concludes that it does not identify any specific objection to the settlement. In a handwritten letter to Class Counsel dated February 23, 2011, Andrew Kelly states only that he is “an objector to this settlement [and is] hiring my own lawyer!” Mr. Kelly’s letter was included in Exhibit I to Plaintiffs’ memorandum. Mr. Kelly identifies no specific grounds for his objection. In a handwritten letter to the Court dated December 27, 2010 and filed with the Court [84], Christopher Basie states that he “object[s] to the settlement” and gives the Court permission to use “[t]he history of my checking account and phone calls [to the Goodlettsville, TN Branch]” in support of his objection. Mr. Basie identifies no specific grounds for his objection. On February 24, 2011, Teresa and Timothy Drew filed a “declaratory affidavit” with the Court [95]. The Drews report that on February 15, 2011, they attempted to obtain records that they needed in order to prepare their claim form, and were told that they could not obtain the records free of charge. The Drews argue that the “requirement to pay for the records necessary to establish [their] claim create[s] a hardship and [is] divisive to just and equitable discovery of the facts to settle damages and is directly contrary to the findings & Settlement Order of Judge Robert M. Dow, Jr.” Further, the Drews attach various of their bank account records and identify instances where transactions “were posted out of sequence with obvious results.” The Drews state that “[i]f it is found that mine or my sons credit record was in some way impugned, and or I do not receive at least the amount of recovery per my claim herein, I may seek additional damages and hereby give Notice that I reserve the right to do so and to be conditionally excluded* * *.” Because the Drews’ affidavit attempts to reserve certain claims that would otherwise be released in the settlement and purports to seek “conditional” exclusion, the Court interprets the Drews’ affidavit as a request for exclusion. The Court received two letters from R. McKinley Elliot, Esq. The first, dated March 2, 2011, informs the Court that Defendant “continues to reorder the posting of checks to customer accounts.” The second letter, dated March 11, 2011, complains that the implementation date for Fifth Third’s change in business practices was twice pushed back, finally to March 25, 2011. II. Legal Standard A court may approve a settlement that would bind class members only if it determines after a hearing that the proposed settlement is “fair, reasonable, and adequate.” Fed.R.Civ.P. 23(e)(2). To evaluate the fairness of a settlement, a court must consider “the strength of plaintiffs’ case compared to the amount of defendants’ settlement offer, an assessment of the likely complexity, length and expense of the litigation, an evaluation of the amount of opposition to settlement among affected parties, the opinion of competent counsel, and the stage of the proceedings and the amount of discovery completed at the time of settlement.” Synfuel Techs., Inc. v. DHL Express (USA), Inc., 463 F.3d 646, 653 (7th Cir.2006) (quoting Isby v. Bayh, 75 F.3d 1191, 1199 (7th Cir.1996)). “The ‘most important factor relevant to the fairness of a class action settlement’ is the first one listed: ‘the strength of plaintiffs case on the merits balanced against the amount offered in the settlement.’ ” Synfuel, 463 F.3d at 653 (quoting In re Gen. Motors Corp. Engine Interchange Litig., 594 F.2d 1106, 1132 (7th Cir.1979)). Furthermore, “[i]n conducting this analysis, the district court should begin by ‘quantifying the net expected value of continued litigation to the class.’ To do so, the court should ‘estimate the range of possible outcomes and ascribe a probability to each point on the range.’ ” Id. (quoting Reynolds v. Beneficial Nat’l Bank, 288 F.3d 277, 284-85 (7th Cir.2002)). Although the Seventh Circuit has recognized that “a high degree of precision cannot be expected in valuing a litigation,” the court should nevertheless “insist that the parties present evidence that would enable possible outcomes to be estimated,” so that the court can at least come up with a “ballpark valuation.” Id. (quoting Reynolds v. Beneficial Nat. Bank, 288 F.3d 277, 285 (7th Cir.2002)). In essence, a court must weigh the value of the proposed settlement against the total amount that the class could recover, discounted by the weaknesses and risks inherent in the class’ claims. “Federal courts naturally favor the settlement of class action litigation.” Isby, 75 F.3d at 1196. Nevertheless, the Seventh Circuit has warned that “the structure of class actions under Rule 23 * * * gives class action lawyers an incentive to negotiate settlements that enrich themselves but give scant reward to class members, while at the same time the burden of responding to class plaintiffs’ discovery demands gives defendants an incentive to agree to early settlement that may treat the class action lawyers better than the class.” Thorogood v. Sears, Roebuck & Co., 627 F.3d 289, 293 (7th Cir.2010) (emphasis omitted). District courts must therefore “exercise the highest degree of vigilance in scrutinizing proposed settlements of class actions.” Synfuel, 463 F.3d at 652; see also Reynolds, 288 F.3d at 280. III. The Settlement Satisfies Rule 23 Because It Is Fair, Reasonable, and Adequate Applying the five factors identified in Synfuel, 463 F.3d at 653, the Court concludes that the settlement is “fair, reasonable, and adequate” and thus meets the requirements of Rule 23. A. Strength of Plaintiffs’ Case Balanced Against Amount of Settlement As noted above, the “most important factor” in determining whether a proposed settlement satisfies Rule 23 is the “strength of plaintiffs case on the merits balanced against the amount offered in the settlement.” Synfuel, 463 F.3d at 653. Because the Settlement promises to yield benefits to the class that are significant in light of Defendant’s potentially strong defenses should the case proceed to trial, the first factor under Synfuel counsels approval. 1. Potential Value of the Class’s Claims The Court begins its task by “ ‘quantifying] the net expected value of continued litigation to the class.’ ” Synfuel, 463 F.3d at 653 (quoting Reynolds, 288 F.3d at 284-85). Setting aside the specter of punitive damages, the evidence introduced by the settling parties established that the top of “the range of possible outcomes,” id., is a recovery by the class of between $95.2 million (Defendant’s number) and $97.7 million (Plaintiffs’ expert’s number). The potential exposure calculations put forward by the parties went essentially unchallenged, and no objector sought to introduce his own analysis of the class’s potential recovery in this ease. The evidence before the Court therefore conclusively establishes that around $96.5 million (the average of parties’ top-end damage calculations) is the most that the class could hope to recover. The next step in determining the fairness of the settlement is to discount the value of the class’s claims based on the various defenses available to the defendant. See Synfuel, 463 F.3d at 653. The record in this case establishes that Plaintiffs would face considerable hurdles if they proceeded toward trial. Were this litigation to proceed absent settlement, Fifth Third’s memorandum in support of its motion to dismiss [23] shows that it would argue that Fifth Third was contractually authorized to re-sequence Class Members’ debit card transactions from the highest to lowest amount, and that the terms of the Deposit Agreement preclude a finding that Fifth Third engaged in any deception or unfair conduct. Id. at 2-3. All customers signed a signature card when opening a personal deposit account, which provides that the terms and conditions contained in the card, “together with resolutions or authorizations which accompany this signature card, if applicable, and the Rules, Regulations, Agreements and Disclosures of Bank constitute the Deposit Agreement (“Agreement”) between individual(s) or entity(ies) named hereon (“Depositor”) and the Bank.” Id. at 2. Fifth Third’s Rules and Regulations state, inter alia: In the ease of overdraft or overpayment of any account, whether such by error, mistake, inadvertence, or otherwise, the amount of such overdraft shall immediately be paid to [Fifth Third]. An overdraft fee may be assessed by [Fifth Third] whether [Fifth Third] pays the item or not. If multiple items are presented to [Fifth Third] and there are not sufficient collected funds to pay all of those items, [Fifth Third] (not customer) has the right to decide the order of the items that will be paid and which items will be returned, if any. [Fifth Third] may select any payment order at any time, which may include paying the largest items first such as your mortgage, rent or car payment. Id. at 2. While Plaintiffs would oppose a contract-based defense, a number of courts have accepted similar arguments when made by bank defendants in cases where the plaintiff was alleging that the defendant bank’s re-sequencing practices were unlawful. Most notably, in Hassler v. Sovereign Bank, 374 Fed.Appx. 341 (3d Cir.2010), where a New Jersey plaintiff alleged that the defendant bank’s practice of re-sequencing debit card transactions from highest-to-lowest amount was unlawful, the Third Circuit affirmed the dismissal of the plaintiffs breach of contract for violation of the duty of good faith and fair dealing, consumer fraud, and unjust enrichment claims based on its determination that the account agreement at issue (which Fifth Third has argued is similar to the language of the Deposit Agreement) allowed the defendant bank to reorder overdraft fees and “explicitly provided for the reordering of charges.” Id. at 344; see also Fetter v. Wells Fargo Bank, N.A., 110 S.W.3d 683, 691 (Tex.App.Ct.2003) (affirming summary judgment against breach of implied duty of good faith and fair dealing claim because the deposit agreement “specifically permitted] high to low posting in addition to the authorization provided in UCC section 4-303(b)”); Daniels v. PNC Bank, N.A., 137 Ohio App.3d 247, 738 N.E.2d 447, 449 (2000) (dismissing breach of implied duty of good faith and fair dealing claim because the deposit agreement that authorized the defendant bank to post items “in any order convenient to [the bank]” authorized the bank to post items from highest-to-lowest); Smith v. First Union Nat’l Bank, 958 S.W.2d 113, 114 (Tenn.Ct.App.1997). Fifth Third has also argued that federal and Illinois law authorized it to re-sequence debit card transactions from highest to lowest amount, and accordingly, Plaintiffs could not establish a violation of the Illinois Consumer Fraud Act (Count I) or other similar state consumer fraud statutes. See, e.g. 815 ILCS 505/10b(l) (“Nothing in this Act shall apply to * * * [a]ctions or transactions specifically authorized by laws administered by any regulatory body or officer acting under statutory authority of this State or the United States.”). In its memorandum in support of its motion to dismiss, Fifth Third relied on an Illinois decision affirming the dismissal of claims alleging that a bank’s practice of reordering checking transactkms was unlawful. See Hill v. St. Paul Fed. Bank for Savings, 329 Ill.App.3d 705, 263 Ill.Dec. 562, 768 N.E.2d 322, 328 (Ill.App.Ct. 1st Dist.2002). Citing to 815 ILCS 505/10b(l), the Hill Court held that “a bank’s failure to disclose the posting order of checks in its schedule of fees comes under the Act’s exemption for conduct authorized by law.” Id., 263 Ill.Dec. 562, 768 N.E.2d at 328. The court explained that the portion of the federal Truth in Savings Act addressing bank fees specifies that a bank “need not include” in its disclosures “any information not specified” in applicable regulations. Id., 263 Ill.Dec. 562, 768 N.E.2d at 327-328 (quoting 12 U.S.C. § 4303(a)). That regulation, 12 C.F.R. Pt. 230, Supp. I, § 230.4(b)(4), requires only that the bank state the fee amount and the conditions under which a fee may be imposed, such as by stating a “$4.00 monthly service fee.” Id., 263 Ill.Dec. 562, 768 N.E.2d at 328. Because the order in which overdrawn checks are posted “is not a ‘condition’ under which overdraft fees are assessed within the meaning of section 4303(b)(1),” the court concluded that “federal law does not require banks to disclose in their schedules of fees the posting order of checks and other items.” Id. Furthermore, under the Illinois Uniform Commercial Code, banks are expressly authorized to post “items” to a customer’s account “in any order.” 810 ILCS 5/4-303(b) (UCC § 4-303(b)). An “item” is defined in the UCC as “an instrument or a promise or order to pay money handled by a bank for collection or payment.” 810 ILCS 5/4-104(9) (UCC § 4-104(9)). Paragraph 7 of the Official Comments to 810 ILCS 5/4-303 (UCC § 4-303) provides the rationale for allowing banks to pay “items” in any order: As between one item and another no priority rule is stated. This is justified because of the impossibility of stating a rule that would be fair in all cases, having in mind the almost infinite number of combinations of large and small checks in relation to the available balance on hand in the drawer’s account; the possible methods of receipt; and other variables. Further, the drawer has drawn all of the checks, the drawer should have funds available to meet all of them and has no basis for urging one should be paid before another; and the holders have no direct right against the payor or bank in any event, unless of course, the bank has accepted, certified or finally paid a particular item, or has become liable for it under Section 4-302. Under subsection (b) the bank has the right to pay items for which it is itself liable ahead of those for which it is not. Id., Official Comment ¶ 7 (emphasis added); see also Hill, 263 Ill.Dec. 562, 768 N.E.2d at 325 (discussing 810 ILCS 5/4-303(b)). While Hill concerned the re-sequencing of checks, Defendant would argue that the same rationale would apply to re-sequencing of debit card and ATM transactions. In their memorandum, Plaintiffs acknowledged that Defendant’s contract-based defenses and arguments that its conduct was authorized by law would be difficult to overcome. With regard to Plaintiffs’ unjust enrichment claims, in addition to the foregoing arguments, Fifth Third would argue that such claims are barred because Fifth Third’s relationship with each Class Member was governed by the express terms of the Deposit Agreement. Although some exceptions exist, Plaintiffs acknowledge that each of twelve states in which Fifth Third has offices recognizes that a cause of action for unjust enrichment does not lie when an express contract governs the relationship between parties. See Unjust Enrichment Chart, Exhibit D to PL Mem. [103]. Plaintiffs concede that “this issue would necessitate briefing and review, further complicating this matter absent settlement.” Pl. Mem. at 15. Plaintiffs would also be required to face arguments relating to the voluntary payment doctrine. As a general matter, the voluntary payment doctrine provides that “[ajbsent fraud, coercion or mistake of fact, monies paid under a claim of right to payment but under a mistake of law are not recoverable.” Spivey v. Adaptive Mktg. LLC, 622 F.3d 816, 822 (7th Cir.2010) (discussing Illinois’ interpretation of the voluntary payment doctrine). According to Plaintiffs, each of the states where Fifth Third has offices recognizes a similar form of the voluntary payment doctrine. See Voluntary Payment Doctrine Chart, Exhibit E to PI. Mem. As attested to in the Affidavit of Kevin Sullivan, Fifth Third estimates that approximately 72% of its overdraft fee revenue was generated from the approximately 7% of Fifth Third customers who overdrafted six or more times a month. Sullivan Aff. ¶ 10. Fifth Third would likely argue that, at some point, such persons had actual or constructive notice of Fifth Third’s practice of re-sequencing debit card and ATM transactions, potentially rendering such Class Members’ claims barred (or greatly reduced) by the voluntary payment doctrine. In addition to these defenses on the merits, absent settlement, Plaintiffs would be required to overcome a contested class certification proceeding. There is no guarantee that Plaintiffs would prevail at this stage. See Pella Corp. v. Saltzman, 606 F.3d 391, 393 (7th Cir.2010) (“Class treatment of consumer fraud cases can certainly present difficulties, and courts should consider these concerns before deciding to grant class certification”). At such a proceeding, Plaintiffs would have to demonstrate the manageability of the case; a requirement absent in a class certified for settlement purposes only. Amchem Prods., Inc. v. Windsor, 521 U.S. 591, 620, 117 S.Ct. 2231, 138 L.Ed.2d 689 (1997) (“Confronted with a request for settlement-only class certification, a district court need not inquire whether the case, if tried, would present intractable management problems for the proposal is that there be no trial.”) (citations omitted). Additionally, any ruling on class certification would likely be appealed pursuant to Rule 23(f), further lengthening and complicating the matter. While Plaintiffs maintain that their claims would ultimately succeed, the above discussion establishes that Fifth Third has a number of potentially meritorious defenses. Absent settlement, Class Members would face the real risk that they would win little or no recovery. What is assured is that any victory would come only after many months (or years) of hard-fought litigation. For these reasons, the use of a significant discount percentage is appropriate. In fact, Mr. Sullivan’s calculations show that if the Court accepted just one of Defendant’s defenses — the “chronic overdrafter”/voluntary payment argument — the value of the Class’s claims would fall approximately 72% (from $95.3 million to $26.7 million). Sullivan Aff. ¶ 11. 2. Value of the Settlement to Class Members On the other side of the ledger, the evidence presented to the Court establishes that Class Members will realize significant benefits from the settlement. In addition to paying $9.5 million to the settlement fund, Fifth Third has also expended over $416,000 in fulfilling its notice obligations under the agreement. Also, Fifth Third has paid at least an additional $668,580.52 out of pocket to cover other notice and claims administration costs. See [113]. This amounts to a total expenditure of at least $10.58 million. It must also be remembered that “a dollar today is worth a great deal more than a dollar ten years from now,” Reynolds, 288 F.3d at 284, and a major benefit of the settlement is that Class Members may obtain these benefits much more quickly than had the parties not settled. If the Class Members were “required to await the outcome of a trial and inevitable appeal, [* * *] they would not receive benefits for many years, if indeed they received any at all.” In re AT & T Mobility Wireless Data Services Sales Tax Litig., 789 F.Supp.2d 935, 961, 2011 WL 2204584, at *24 (N.D.Ill. June 2, 2011). Further, the prospective relief agreed to by Defendant, including its agreement to cease its practice of re-sequencing transactions from the highest to lowest amount, is an important and valuable benefit for the numerous Class. Members who inevitably will continue to bank with Fifth Third. For those customers, the prospective relief will reduce the number of overdraft fees that they will pay in the future. Plaintiffs expert has estimated the value of this relief to be $58.8 million over the next five years, and $108.3 million over the next ten years. Tarter Rep. at 16. Class Counsel represents that it is his belief that “this relief is groundbreaking, in that no other bank defendant has agreed to that concession in a case settlement related to the re-sequencing of debit card transactions.” PI. Mem. at 5. 3. The Amount of the Benefits Offered in the Settlement is Fair “The uncertain nature of the legal issues implicated by proceeding to trial makes it difficult to calculate a precise probability of success.” In re AT & T Mobility Wireless Data Services Sales Tax Litig., 789 F.Supp.2d at 963, 2011 WL 2204584, at *25 (citing Synfu