Common use of Later Litigating Subdivisions Clause in Contracts

Later Litigating Subdivisions. A. Released Claims against Released Entities. Subject to Section XI.B, the following shall apply in the event a Later Litigating Subdivision in a Settling State maintains a lawsuit for a Released Claim against a Released Entity after the Reference Date: 1. The Released Entity shall take ordinary and reasonable measures to defend the action, including filing a Threshold Motion with respect to the Released Claim. The Released Entity shall further notify the Settling State and Settlement Fund Administrator immediately upon notice of a Later Litigating Subdivision bringing a lawsuit for a Released Claim, and shall not oppose a Settling State's submission in support of the Threshold Motion. 2. If the lawsuit asserting a Released Claim is resolved with finality on terms requiring payment by the Released Entity, Walgreens shall receive a dollar-for-dollar offset against Incentive Payment D for the amount paid. The offset shall be applied against the relevant portion of the Annual Remediation Payments starting in Payment Year 15 and working backwards. 3. For the avoidance of doubt, any offset pursuant to this Section XI in a Settling State if it at the time is not eligible for Incentive Payment A shall continue to apply even if the Settling State at issue subsequently becomes eligible for Incentive Payment A.