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IN RE QUADRAMED CORPORATION SECURITIES LITIGATION

August 3, 2004.

IN RE QUADRAMED CORPORATION SECURITIES LITIGATION. THIS DOCUMENT RELATES TO: ALL ACTIONS.


The opinion of the court was delivered by: SAMUEL CONTI, Senior District Judge

CLASS ACTION

ORDER FOR REIMBURSEMENT OF ATTORNEYS' FEES AND EXPENSES

This matter, having come before the Court on July 30, 2004, on the application of plaintiffs and their counsel for an award of attorneys' fees and reimbursement of expenses incurred in the Litigation, and the Court, having considered all papers filed and proceedings conducted herein, having found the Settlement of this action for $5,250,000.00 to be fair, reasonable and adequate and otherwise being fully informed in the premises and good cause appearing therefor,
IT IS HEREBY ORDERED, ADJUDGED AND DECREED that:
  1. All of the capitalized terms used herein shall have the same meaning as set forth in the Stipulation of Settlement (the "Stipulation").

  2. This Court has jurisdiction over the subject matter of this application and all matters relating thereto, including all Members of the Settlement Class who have not timely and validly requested exclusion.

  3. The Court hereby awards Lead Counsel attorneys' fees of 25% of the Settlement Fund in the amount of $1,312,500.00 and reimbursement of litigation expenses in the amount of $117,053.00, together with the interest earned thereon for the same time period and at the same rate as that earned on the Settlement Fund until paid. After an extensive settlement hearing, the Court finds that the percentage is appropriate and that the amount of fees awarded is fair and reasonable under the "percentage-of-recovery" method.

  4. An award of 25% is appropriate in this case in light of: the complex issues presented by the Litigation; the heightened pleading requirements imposed by the Private Securities Litigation Reform Act; the fact that Plaintiffs' Counsel took this case on an entirely contingent basis; the law and motion work; the informal discovery conducted; the lengthy settlement negotiations conducted by Plaintiffs' Counsel; the risk that Defendants may not be able to pay a judgment at some future date; and the fact that there were no objections to the Settlement or plaintiffs' request for attorney's fees and expenses.

  5. The fees and expenses shall be allocated among Plaintiffs' Counsel by plaintiffs' Lead Counsel in a manner which, in plaintiffs' Lead Counsel's good-faith judgment, reflects each such Plaintiffs' Counsel's contribution to the institution, prosecution and successful resolution of the Litigation.

  6. The awarded attorneys' fees and expenses and interest earned thereon, shall be paid to plaintiffs' Lead Counsel within three (3) business days after the date this Order is signed subject to the terms, conditions and obligations of the Stipulation which terms, conditions and obligations are incorporated herein.

  7. Lead Plaintiff Richard Patterson, in reimbursement for his time and effort in representing the Class and aiding the prosecution of this case, shall also be awarded, out of the Settlement Fund, $2,500.00.

  IT IS SO ORDERED. CLASS ACTION

  [SECOND REVISED] ORDER AND FINAL JUDGMENT

  This matter came for hearing on July 30, 2004 (the "Settlement Hearing"), upon the application of the parties for approval of the Settlement for $5,250,000.00 on the terms set forth in the Stipulation of Settlement dated May 3, 2004 (the "Stipulation"). Due and adequate notice having been given to the Members of the Class, and the Court having considered all papers filed and proceedings had herein and otherwise being fully informed in the premises and good cause appearing therefor, IT IS HEREBY ORDERED, ADJUDGED AND DECREED that:

  1. This Final Judgment hereby incorporates by reference the definitions in the Stipulation, and all terms used herein shall have the same meanings as set forth in the Stipulation.

  2. As previously stipulated to by the Settling Parties, the Court hereby certifies a Class, pursuant to Rule 23 of the Federal Rules of Civil Procedure, as follows:
All Persons who purchased or acquired the common stock of QuadraMed Corporation ("QuadraMed" or the "Company") during the period from April 19, 1999 through August 14, 2002, inclusive. Excluded from the Class are Defendants, the officers and directors of the Company, the members of their immediate families and their legal representatives, heirs, successors or assigns and any entity in which any Defendant has or had a majority equity interest. The Class shall also exclude those Persons who have timely requested exclusion in Exhibit 1 attached hereto.
  3. This Court has ...

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