YOU MUST ALSO READ THE RELEASE AND SIGN THE CERTIFICATION
SUBMISSION TO JURISDICTION OF THE COURT
By submitting this Proof of Claim Form and Release, I/we, and every Settlement Class Member I/we represent, submit to the jurisdiction of the United States District Court for the Northern District of Illinois for purposes of this Action and the Settlement of the Action, as reflected in the Stipulation of Settlement (the “Stipulation”). I/We further agree to be bound by the orders of the Court, agree that this Proof of Claim Form, my/our status or the status of the Settlement Class Member I/we represent as a Claimant, and the allowable amount of this claim will be subject to review and further inquiry, and that I/we will furnish such additional documentation with respect to this Proof of Claim as may be required.
RELEASE
1. By signing this Proof of Claim and Release Form, and in consideration of the establishment of the Settlement Consideration, as of the effective date thereof, the undersigned claimant (“Claimant”) on behalf of himself/herself/itself, his/her/its successors, heirs, executors, administrators, predecessors, and assigns, hereby releases and forever discharges (a) Defendant Orphazyme A/S, (b) Defendant Christophe Bourdon, (c) Defendant Anders Vadsholt, (d) Defendant Kim Stratton, (e) Defendant Thomas Blaettler, (f) Defendant Molly Painter, (g) Defendant Georges Gemayel, (h) Defendant Bo Jesper Hansen, (i) Defendant Martin Bonde, (j) Defendant Rémi Droller, (k) Defendant Sten Verland, (l) Defendant Martijn Kleijwegt, (m) Defendant Anders Hedegaard, (n) Defendant Catherine Moukheibir, (o) Defendant Carrolee Barlow, (p) each Defendant and his, her or its respective past, present or future directors, officers, employees, parents, partners, members, principals, agents, owners, fiduciaries, shareholders, related or affiliated entities, subsidiaries, divisions, accountants, auditors, attorneys, associates, consultants, advisors, insurers, co-insurers, reinsurers, trustees, estates, beneficiaries, administrators, foundations, underwriters, banks or bankers, personal or legal representatives, divisions, joint ventures, spouses, domestic partners, family members, heirs, executors, or any other person or entity acting or purporting to act for or on behalf of any of the Defendants, and each of their respective predecessors, successors and assigns, and any trusts for which any of them are trustees, settlors, or beneficiaries, (q) all other current and former officers and directors of Orphazyme, (r) all other employees of Orphazyme, and (s) any persons or entities listed on the Settlement Exclusion List, as defined in the Stipulation (altogether the “Released Parties”), from any and all claims and causes of action of every nature and description, whether known or unknown, whether arising under federal, state, local, common, statutory, administrative or foreign law, or any other law, rule or regulation, at law or in equity, whether class or individual in nature, whether accrued or unaccrued, whether liquidated or unliquidated, whether matured or unmatured, that Plaintiffs or any other member of the Settlement Class: (i) asserted in Busic v. Orphazyme A/S, et al., No. 1:21-cv-03640 (N.D. Ill.) (the “Action”); or (ii) could have asserted in any court or forum that arise out of or are based on the allegations, transactions, facts, matters, occurrences, representations, or omissions in any of Plaintiffs’ pleadings in the Action and that relate to the purchase or acquisition of shares of Orphazyme ADS: (a) pursuant and/or traceable to Orphazyme’s Registration Statement issued in connection with its September 2020 IPO; and/or (b) during the Settlement Class Period (the “Released Settlement Class Claims”). The Released Settlement Class Claims exclude any claims relating to the enforcement of the Settlement.
2. Conversely, Defendants and the other Released Parties, on behalf of themselves, their successors, heirs, executors, administrators, and assigns, hereby fully, finally, and forever release, relinquish, and discharge any and all claims or causes of action of every nature and description, whether known or unknown, whether asserted or unasserted, whether arising under federal, state, local, common, statutory, administrative or foreign law, or any other law, rule or regulation, at law or in equity, whether class or individual in nature, whether accrued or unaccrued, whether liquidated or unliquidated, whether matured or unmatured, that arise out of or relate in any way to the institution, prosecution, or settlement of the claims against Defendants, including without limitation any claims under Fed. R. Civ. P. 11, except for claims relating to the enforcement of the Settlement (the “Released Defendant Claims”).
3. For purposes of these release provisions, “Unknown Claims” means and includes: (i) any and all Released Settlement Class Claims that Plaintiffs or any Settlement Class Member do not know or suspect to exist in his, her or its favor at the time of the release of the Released Parties which, if known by him, her or it, might have affected his, her or its decision(s) with respect to the Settlement; and (ii) any and all Released Defendant Claims that any Defendant or other Released Party does not know or suspect to exist in his, her, or its favor, which if known by him, her, or it might have affected his, her, or its decision(s) with respect to the Settlement. With respect to any and all Released Claims, the Parties stipulate and agree that, upon the Effective Date of the Settlement, Plaintiffs and Defendants shall expressly waive, and each of the Settlement Class Members shall be deemed to have, and by operation of the Judgment, shall have, expressly waived, the provisions, rights, and benefits conferred by any law of any state or territory of the United States, or principle of common law or foreign law, which is similar, comparable, or equivalent to California Civil Code § 1542, which provides: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.” The Parties acknowledge, and Settlement Class Members and the other Released Parties by operation of law shall be deemed to have acknowledged, that the inclusion of “Unknown Claims” in the definition of Released Settlement Class Claims and Released Defendant Claims was separately bargained for and was a key element of the Settlement.
REPRESENTATIONS
I/We acknowledge that I/we have read the Notice, and that pursuant thereto I/we file this claim to participate in the Settlement.
I/We hereby warrant and represent that neither I/we, nor any person I/we represent, is a Defendant (as defined in the Notice) with respect to any of the claims asserted in the Action, a member of the immediate family of any of the Defendants, or anyone excluded from the Settlement Class as it is defined in the Stipulation, or a person or entity who has requested exclusion from the Settlement Class.
I/We hereby warrant and represent that I am/we are authorized to execute and deliver this Proof of Claim and Release Form.
CERTIFICATION
I/We certify that I am/we are not subject to backup withholding. (If you have been notified by the IRS that you are subject to backup withholding, strike out the previous sentence.).
I/We certify that I/we purchased Orphazyme ADS listed in the above Schedule during the period between September 29, 2020 and November 4, 2021 both dates inclusive.
I/We declare and affirm under penalties of perjury that the foregoing information and the documents attached hereto, including the Social Security or Taxpayer Identification Number shown on this Proof of Claim, are true, correct and complete to the best of my/our knowledge, information and belief.
I/We hereby warrant and represent that I am/we are authorized to execute and deliver this Proof of Claim and Release Form.