Extent of Cooperation. (1) Within sixty (60) days of the Effective Date, or at a time mutually agreed upon by the Parties, subject to the other provisions of this Settlement Agreement, the Settling Defendants will use reasonable efforts to:
(a) Produce the Sony Disclosure. To the extent that Plaintiffs later wish to obtain video recordings of past and/or future depositions and live testimony, the Plaintiffs agree that the Settling Defendants may edit (or retain a third party to edit) such video recordings before disclosing them in order to comply with the Settling Defendants’ confidentiality and disclosure obligations. Plaintiffs further agree that the Settling Defendants shall have control over that editing process, and Plaintiffs agree to promptly reimburse the Settling Defendants for the reasonable costs of such editing;
(b) Identify by way of Xxxxx stamp numbers, if such numbering already exists, any specific Documents within the Sony Disclosure that the Settling Defendants believe may support the Plaintiffs’ claims;
(c) provide the same letters of assistance to Class Counsel as were provided to US Class Counsel in the US Litigation in understanding the transactional, production and cost data produced by the Settling Defendants; and
(d) provide electronic copies of any Documents relating to Canadian sales which were considered by the Settling Defendants in the negotiation of this Settlement Agreement, and that are not included in the Sony Disclosure.
(2) Subject to the rules of evidence, any Court order with regard to confidentiality and the other provisions of this Settlement Agreement, and upon at least eight (8) weeks’ notice to the Settling Defendants, the Settling Defendants agree to use reasonable efforts to provide affidavits for use at trial or otherwise in the Proceedings for the purpose of supporting the submission into evidence in the Proceedings of the Sony Disclosure provided by the Settling Defendants in accordance with this Settlement Agreement and/or any Documents produced by the Parties in the Proceedings that were created by, sent to, or received by the Settling Defendants. If, and only if, a Court should determine that affidavits are inadequate for the purpose of submitting into evidence of such information or documents, the Settling Defendants agree to use reasonable efforts to make available for testimony at trial or otherwise appropriate current employees of the Settling Defendants, as is reasonably necessary for the prosecution of the Proceedings and, ...
Extent of Cooperation. (1) Within ninety (90) days of the Effective Date, or at a time mutually agreed upon by the Parties, and subject to any confidentiality order in these Proceedings and the other provisions of this Settlement Agreement, the Settling Defendants shall provide an evidentiary proffer, at a meeting between Counsel for the Settling Defendants and Class Counsel in Canada, or at a location mutually agreed to by the Parties, limited to relevant information with respect to Non- Settling Defendants, of up to seven (7) hours duration over one calendar day or otherwise as may be agreed, which will not include information originating with the Settling Defendants that is covered by privilege, including solicitor-client, litigation, attorney work product, settlement, common-interest or joint defence privilege, or any other privilege, doctrine or law, relating to the allegations in the Proceedings. The Plaintiffs and Class Counsel agree that they will not use the information provided in the proffer under this paragraph for any purpose other than the prosecution of the Proceedings against Non-Settling Defendants, and will not make public by filing with or disclosing to the court or otherwise any information beyond that which is reasonably necessary for the prosecution of the Proceedings, or as otherwise required by law. Further, absent a Court order, Class Counsel will not attribute any information obtained from the proffer to the Settling Defendants and/or Counsel for the Settling Defendants. The Parties agree that the proffer itself is settlement privileged, does not constitute evidence, that there shall be no audio or video recording or written transcription or record of any statements made or information provided by Counsel for the Settling Defendants at the proffer, and that Class Counsel may only make written notes of their own thoughts and impressions at the proffer for the purpose of formulating legal advice, pursuing litigation and/or for the purpose of advancing settlement discussions in the interests of the Settlement Classes.
(2) Within ninety (90) days of the Effective Date, or at a time mutually agreed upon by the Parties, provided that Class Counsel confirms that the requests are required in good faith as reasonably necessary for the prosecution of the proceeding at trial (or summary judgment), and subject to any confidentiality order in these Proceedings and the other provisions of this Settlement Agreement, the Settling Defendants shall, only insofar as such ...
Extent of Cooperation. (1) To the extent not previously provided to the Plaintiffs and subject to the limitations set forth in this Settlement Agreement, the Settling Defendants agree to provide the cooperation set out in this section of the Settlement Agreement, provided, however, that the Settling Defendants shall not be required to provide cooperation: (i) in violation of any law, including without limiting the generality of the foregoing, any privacy, bank secrecy and other laws, regulations, and policies of Ontario, Quebec or any other jurisdiction, or in contravention of the terms of any protective order in the U.S. Litigation or similar order(s) in the Proceedings or an instruction or directive to the contrary from the United States Department of Justice (“DOJ”) or any other regulatory authority or governmental body in Canada, the United States, the United Kingdom or any other jurisdiction; or (ii) with regard to conduct outside the scope of the Released Claims.
(2) All cooperation shall be coordinated in such a manner so that all unnecessary duplication and expense is avoided.
(3) Subject to the foregoing paragraphs, the Settling Defendants will provide the Plaintiffs and Settlement Class Members the following cooperation:
(a) Within sixty (60) days of the Effective Date, or at a time mutually agreed upon by the Parties, subject to the other provisions of this Settlement Agreement, counsel for the Settling Defendants will meet with Class Counsel in Canada, or at a location mutually agreed to by the Parties, to provide an evidentiary proffer which will include information originating with the Settling Defendants that is not covered by privilege, including solicitor-client, litigation, attorney work product, settlement, common-interest or joint defence privilege, or any other privilege, doctrine or law, relating to the allegations in the Proceedings. The Parties agree that there shall be no audio or video recording or written transcription or record of any statements made or information provided by counsel for the Settling Defendants at the proffer, and that Class Counsel may only make written notes of their own thoughts and impressions at the proffer for the purpose of formulating legal advice, pursuing litigation and/or for the purpose of advancing settlement discussions in the interests of the Settlement Classes. Notwithstanding any other provision of this Settlement Agreement, and for greater certainty, it is agreed that any such written notes, and all statements made ...
Extent of Cooperation. After the termination of Executive's employment hereunder, Executive shall reasonably cooperate with STT in the defense or prosecution of any claims or actions now in existence or which may be brought in the future against or on behalf of STT and which relate to events or occurrences that transpired while Executive was employed by STT, but if and only if such cooperation shall not materially and adversely affect Executive or expose Executive to an increased probability of civil or criminal litigation. Executive's cooperation in connection with such claims or action shall include being available to meet with counsel to prepare for discovery or trial and to act as a witness on behalf of STT at mutually convenient times. After Executive's employment, Executive also shall cooperate fully with STT in connection with any investigation or review of any federal, state or local regulatory authority as any such investigation or review relates to events or occurrences that transpired while Executive was employed by STT, but if and only if such cooperation shall not materially and adversely affect Executive or expose Executive to an increased probability of civil or criminal litigation. However, notwithstanding any of the foregoing, nothing in this paragraph shall be construed to require Executive to cooperate or provide any services to, on or on behalf of STT in excess of four (4) hours in any one day or for a total of more than twenty (20) hours, nor to require Executive to travel more than fifty (50) miles from his home in order to render such cooperation, nor to provide any cooperation under this paragraph after seven (7) years from Executive's Termination Date.
Extent of Cooperation. (1) Subject to the limitations set forth in this Settlement Agreement, the Settling Defendants agree to provide cooperation as set out in this Section of the Settlement Agreement provided, however, that neither the Settling Defendants nor any of the Releasees shall be required, and nothing in this Settlement Agreement shall be construed to require any Settling Defendant or Releasee, to perform any act, provide any cooperation, or to transmit, provide, disclose or produce any documents or information: (i) in violation of any law, regulation or rule of any jurisdiction, including without limiting the generality of the foregoing, any privacy or other laws, regulations or policies of Ontario or any other Canadian or foreign jurisdiction; (ii) in contravention of the terms of any order of a court or tribunal in any jurisdiction, including without limitation the U.S. Protective Order or similar order(s) in the Proceeding; (iii) in contravention of or inconsistent with an instruction or directive from, or any obligations to, the Canadian Competition Bureau, DOJ or any regulatory authority or governmental body in Canada, the United States or any other jurisdiction; (iv) subject to and/or inconsistent with any applicable solicitor client privilege, litigation privilege, settlement privilege, joint defence privilege or any other privilege, doctrine or law; (v) that would disclose or produce any information or documents they obtained on a privileged or co-operative basis from any Person or party to any action or proceeding who is not a Releasee;
Extent of Cooperation. (1) Subject to the limitations set forth in this Settlement Agreement, the Settling Defendants agree to provide cooperation as set out in this Section of the Settlement Agreement provided, however, that neither the Settling Defendants nor any of the Releasees shall be required, and nothing in this Settlement Agreement shall be construed to require any Settling Defendant or Releasee, to perform any act, provide any cooperation, or to transmit, provide, disclose or produce any documents or information: (i) in violation of any law, regulation or rule of any jurisdiction, including without limiting the generality of the foregoing, any privacy or other laws, regulations or policies of Xxxxxxx, Xxxxxx, Xxxxxxx Xxxxxxxx or any other Canadian or foreign jurisdiction; (ii) in contravention of the terms of any order of a court or tribunal in any jurisdiction, including without limitation the U.S. Protective Order or similar order(s) in the Proceedings; (iii) in contravention of or inconsistent with an instruction or directive from, or any obligations to, a Government Entity or any other regulatory authority or governmental body in Canada, the United States or any other jurisdiction; (iv) subject to and/or inconsistent with any applicable solicitor client privilege, litigation privilege, settlement privilege, joint defence privilege or any other privilege, doctrine or law; (v) that would disclose or produce any information or documents they obtained on a privileged or co-operative basis from any Person or party to any action or proceeding who is not a Releasee; (vi) with regard to conduct or matters outside the scope of the Released Claims; or (vii) that is not within the possession, custody or control of the Settling Defendants.
Extent of Cooperation. (1) Within sixty (60) days of the Effective Date, or at a time mutually agreed upon by the Parties, and subject to any confidentiality order in the Proceedings and the other provisions of this Settlement Agreement, the Settling Defendants shall, insofar as such production has not already been made and production is not prohibited by law, use reasonable efforts to:
(a) Produce the LGC Disclosure;
(b) Identify by way of Xxxxx stamp numbers, if such numbering already exists, any Settling Defendants’ Documents within the LGC Disclosure that the Settling Defendants believe may support the claims currently made in the Ontario and Quebec Proceedings and/or that show the Settling Defendants’ Lithium Batteries sales, pricing, capacity or production;
(c) Provide reasonable assistance to Class Counsel in understanding the Lithium Batteries transactional sales, production and cost data produced by the Settling Defendants in the LGC Disclosure, including a reasonable number of written and/or telephonic communications with Class Counsel; and
(d) Provide electronic copies, if available, of any Documents relating to the Settling Defendants’ Canadian sales of Lithium Batteries which were considered by the Settling Defendants in the negotiation of this Settlement Agreement, if not already included in the LGC Disclosure.
(2) The obligation to produce Documents pursuant to section 4.1(1) shall be a continuing obligation to the extent additional Documents are produced in the U.S. Litigation by the Settling Defendants following the initial productions pursuant to this Settlement Agreement.
(3) The Settling Defendants make no representation regarding and shall bear no liability with respect to the accuracy of or that they have, can or will produce a complete set of any of the Documents described in section 4.1(1), and the failure to do so shall not constitute a breach or violation of this Settlement Agreement.
(4) Documents provided to Class Counsel in accordance with section 4.1(1) shall, to the extent possible, be provided in the format agreed upon in the Discovery Plan implemented in the Ontario Proceeding.
(5) The Settling Defendants further agree, at the request of Class Counsel, upon reasonable notice, and subject to any legal restrictions, to make reasonable efforts to make available at a mutually convenient time, up to two (2) current employees of the Settling Defendants who have knowledge of the allegations in the Ontario and Quebec Proceedings to provide information re...
Extent of Cooperation. (1) To the extent not previously provided to the Plaintiffs and subject to the limitations set forth in this Settlement Agreement, the Settling Defendants agree to provide the cooperation set out in this section of the Settlement Agreement, provided, however, that the Settling Defendants shall not be required to provide cooperation: (i) in violation of any law, including without limiting the generality of the foregoing, any privacy, bank secrecy and other laws, regulations, and policies of Ontario, Quebec or any other Canadian or foreign jurisdiction, or in contravention of the terms of any protective order in the U.S. Litigation or similar order(s) in the Proceedings or an instruction or directive to the contrary from the United States Department of Justice (“DOJ”) or any other regulatory authority or governmental body in Canada, the United States, the United Kingdom or any other jurisdiction; or (ii) with regard to conduct outside the scope of the Released Claims.
Extent of Cooperation. (1) Within thirty (30) days after the Execution Date, or at a time mutually agreed upon by the Parties acting reasonably, the Settling Defendants shall provide to Class Counsel:
(a) an oral evidentiary proffer, through a meeting between Class Counsel and Counsel for the Settling Defendants, including their U.S. Litigation counsel, which will set out the Settling Defendants’ relevant and non-privileged information derived from their investigation and factual inquiries in respect of the matters at issue in the Proceedings, including information derived from business records, testimonial transcripts and employee or witness interviews (if applicable), including, without limitation:
(i) their knowledge of how the alleged conspiracy was formed, implemented and enforced;
(ii) the identification of “key” documents relevant to the alleged conspiracy and to the conduct of specific Defendants as requested and to the extent known, and, to the extent in the Settling Defendants’ possession, the provision of copies of those documents to Class Counsel;
(iii) answers to Class Counsel’s questions concerning the conduct and involvement of specific Defendants, to the extent known, in the alleged conspiracy; and
(iv) disclose to Class Counsel the identities and any known particulars of the Settling Defendants’ key former officers, directors and employees who witnessed and/or participated in the alleged conspiracy.
(b) The location of the oral evidentiary proffer shall be San Francisco, California.
(2) Within sixty (60) days after the Execution Date, or at a time mutually agreed upon by the Parties acting reasonably, the Settling Defendants shall provide to Class Counsel:
(a) copies of all Documents, together with any pre-existing translations of those Documents, produced by the Settling Defendants to the Canadian Competition Bureau, the U.S. Department of Justice and/or in the U.S. Litigation, all to be provided in electronic form if available. Such documents will include transaction data produced in the U.S. Litigation, which includes transaction data that has “xxxx to” and “ship to” addresses of customers including those in Canada, as well as evidence concerning the alleged conspiracy as among the defendants;
(b) all deposition transcripts for depositions given by the Settling Defendants in the U.S. Litigation, including deposition transcripts of any future depositions given by the Settling Defendants in the U.S. Litigation, all to be provided in electronic form if available...
Extent of Cooperation. (1) Prior to December 31, 2017, Counsel for the Settling Defendants met with Class Counsel in Canada or the United States, to provide an oral evidentiary proffer which included information originating with the Settling Defendants that was not covered by privilege relating to the allegations in the Proceeding. Notwithstanding any other provision of this Settlement Agreement, and for greater certainty, it is agreed that all statements made and information provided by Counsel for the Settling Defendants are privileged, will be kept strictly confidential, may not be directly or indirectly disclosed to any other Person, unless disclosure is ordered by the Court. Further, absent a Court order, Class Counsel will not attribute any factual information obtained from the proffer to the Settling Defendants and/or Counsel for the Settling Defendants. Notwithstanding the foregoing, Class Counsel may: (i) use information obtained from the proffer in the prosecution of the Proceeding, including for the purpose of developing an allocation plan relating to any settlement or judgment proceeds, except the prosecution of any claims against Releasees: and (ii) may rely on such information to certify that, to the best of Class Counsel’s knowledge, information and belief, such information has evidentiary support or will likely have evidentiary support after reasonable opportunity for further investigation or discovery, but, absent a Court Order, the Plaintiffs shall not introduce any information from a proffer into the record or subpoena any Counsel for the Settling Defendants related to a proffer.
