Settlement Payment. If the resulting net amount is positive, it shall be payable by the Defaulting Party to the Non-Defaulting Party, and if it is negative, then the absolute value of such amount shall be payable by the Non-Defaulting Party to the Defaulting Party.
Settlement Payment. If and only if Final Court Approval is obtained, Bank of America and/or Countrywide shall pay or cause to be paid eight billion five hundred million dollars ($8,500,000,000.00) (the “Settlement Payment”) within one-hundred and twenty (120) days of the Approval Date, in accordance with the following provisions.
Settlement Payment. Provided that you sign and return this Agreement, and it thereafter becomes effective as described below, you will receive a settlement payment equivalent to ___________________of your base salary, for a total amount of $__________________ (“Settlement Payment”). Payment shall be made in bi-weekly installments in accordance with the Company’s normal payroll schedule, less applicable federal, state, and local taxes and other authorized deductions and shall be started within 15 days of the Termination Date.
Settlement Payment. (a) At any time from the first anniversary of the Completion Date, the Payor may, upon written notice to the Payee (the “Settlement Notice”), elect to pay the Settlement Payment to the Payee as full and final settlement of all amounts payable under this deed. Upon payment of the Settlement Payment, this deed shall terminate with no further actions required by the parties.
(b) The Settlement Payment shall be calculated as follows:
(1) Within 30 calendar days of receipt of the Settlement Notice, the Payor and the Payee shall mutually appoint two Independent Valuers to determine the current value of the Deferred Contingent Payment Amount that has not yet been paid as of the date of the Settlement Notice; provided, that if the parties cannot mutually agree to the two Independent Valuers within 30 calendar days, each of the Payor and the Payee shall be entitled to appoint one Independent Valuer and shall notify the other party of the identity and contact information of the Independent Valuer it has appointed within 40 calendar days from the date of the Settlement Notice; however, if either party fails to appoint an Independent Valuer within such time period then the other party shall be entitled to appoint the two Independent Valuers.
(2) Each of the Payor and the Payee shall instruct the Independent Valuers to use a Black-Scholes option pricing model to value the unpaid Deferred Contingent Payment Amount in light of the facts and circumstances in existence immediately prior to the date of the Settlement Notice. The Independent Valuers will be instructed to prepare and directly send the valuation to each of the Payor and the Payee within 60 calendar days of receipt of the instruction (the “Settlement Valuation Deadline Date”).
(3) The Payor and the Payee agree that the average of the valuations prepared by the Independent Valuers will determine the amount owing by the Payor to the Payee (the “Settlement Payment”); provided that if a party’s appointed Independent Valuer has not submitted its valuation by the Settlement Valuation Deadline Date, the Payor and the Payee agree that the Settlement Payment shall be the valuation submitted by the Independent Valuer appointed by the other party, and if no Independent Valuer has submitted its valuation by the Settlement Valuation Deadline Date, the Payor and the Payee agree that the Settlement Payment shall be the first valuation submitted by an Independent Valuer following the Settlement Valuation Deadline Date.
(c) The...
Settlement Payment a. In the event and only upon the achievement of the “Threshold” level of performance with respect to the Performance Goals as described in the table(s) set forth in Exhibit A to this Agreement during the Performance Period, which achievement must be certified in writing by the Committee following the expiration of the Performance Period, you will receive such amount in cash up to your Maximum Potential Payout under this Annual Performance Award as determined pursuant to Section 3 and Exhibit A to this Agreement and subject to applicable withholding. If none of the Performance Goals are achieved at the “Threshold” level of performance or above, then this Annual Performance Award will be forfeited and canceled and you will receive no payment in settlement thereof. You may not receive a greater amount in cash than your Maximum Potential Payout.
b. In the event this Annual Performance Award is forfeited or cancelled for any reason pursuant to Sections 3, 5, 6 or 7 of this Agreement or otherwise, no payment shall be made in settlement of this Annual Performance Award.
c. Except as provided in paragraph (d) below, in no event will Toro make payment to you later than March 15 of the calendar year following the calendar year in which the Performance Period ends.
d. Notwithstanding any of the foregoing or any other provision of this Agreement, in the event you have properly elected to defer your receipt of any payment pursuant to this Annual Performance Award under The Toro Company Deferred Compensation Plan, as such plan may be amended from time to time, or any similar successor plan, you will receive such payment in accordance with your deferral election.
e. The payment pursuant to this Annual Performance Award shall be subject to all applicable laws, rules and regulations, and to such approvals by any governmental agencies or national securities exchanges as may be required.
Settlement Payment. Within fourteen (14) days of receipt of a copy of this Agreement executed by all Parties, the Defendant shall deliver to KCC a check, money order, or cashier’s check in the amount of [settlement amount in words] ($ ) (the “Settlement Payment”) payable to the order of “KCC, Tribune MDL Settlement Administrator.” The amount of the Settlement Payment equals the sum of (i) the Step One transfer amount times 0.1625 and (ii) the Step Two transfer amount times 0.315. Plaintiffs agree that payment to KCC in accordance with this Agreement constitutes payment to Plaintiffs, and Defendant shall have no obligation for the delivery or distribution of the Settlement Payment from KCC to Plaintiffs.
Settlement Payment. If the resulting net amount is positive, it shall be payable by the Defaulting Party to the Non-Defaulting Party, and if it is negative, then the absolute value of such amount shall be payable by the Non- Defaulting Party to the Defaulting Party.
Settlement Payment. (A) Deutsche Bank shall pay or cause to be paid the Settlement Amount into a mutually acceptable escrow account within fifteen (15) days of executing this Agreement. The terms of such account shall be negotiated by the Parties in good faith. All interest earned by any portion of the Settlement Amount paid into the Settlement Fund shall be added to and become part of the Settlement Fund. The settlement is non-recapture, i.e., it is not a “claims-made” settlement and, if this Settlement Agreement receives Final Approval, Deutsche Bank shall not be entitled to return of any of the consideration paid under any circumstances. Except in the event of termination pursuant to Section 21(A), Deutsche Bank shall not have a reversionary interest in the Settlement Fund.
(B) The Escrow Agent shall only act in accordance with instructions mutually agreed upon by the Parties in writing, except as otherwise provided in this Agreement or by Order of the Court.
(C) Deutsche Bank has denied any liability, fault, or wrongdoing of any kind in connection with the allegations in the Action, and as such neither the Settlement Agreement, nor any of its terms or provisions, nor any of the negotiations, term sheets, or proceedings connected with it, shall be construed as an admission or concession by Deutsche Bank of the truth of any of the allegations in the Action, or of any liability, fault, or wrongdoing of any kind. Other than payment of the Settlement Amount in accordance with the provisions of Section 3(A) above, neither Deutsche Bank nor any of the DB Released Parties shall have any liability, responsibility, or obligation to pay or reimburse any other amounts to any Person, including but not limited to Representative Plaintiffs, Interim Co-Lead Counsel, any member of the Settlement Class, or any Plaintiff Releasing Parties in connection with, relating to, or arising out of the Action, the Plaintiff Released Claims, or this Settlement Agreement. Deutsche Bank shall have no liability, obligation or responsibility whatsoever for making a payment into the Settlement Fund for any other Non-Settling Defendant. Deutsche Bank shall have no liability, obligation, or responsibility with respect to the investment, allocation, use, disbursement, administration, or oversight of the Settlement Fund.
Settlement Payment. Southfield Corporation, on behalf of itself, Xxxxxx and all other Releasees, shall pay or cause to be paid the Settlement Amount in settlement of the Action. The Settlement Amount shall initially be paid on the Execution Date to Xxxxx Fargo Bank, N.A., as escrow agent (the "Escrow Agent"), to be held in an interest-bearing escrow account in accordance with the terms and conditions of an escrow agreement in the form and substance of Exhibit "E" attached hereto (the " Escrow Account"). Within three (3) business days after the Court's entry of the Preliminary Approval Order, Class Counsel shall deliver to the Escrow Agent and Southfield Corporation a certified copy of the Preliminary Approval Order and wire transfer instructions for payment of funds to the Settlement Fund Account. Within five (5) business days after a copy of the Preliminary Approval Order is delivered to the Escrow Agent, the Escrow Agent shall remit the sum of the $19,000,000 by wire-transfer from the Escrow Account into the Settlement Fund account at the financial institution designated in the Preliminary Approval Order in accordance with instructions from Class Counsel, to be administered in accordance with the provisions of Section F of this Agreement. All interest earned on the Settlement Amount while on deposit in the Escrow Account shall be remitted to Southfield Corporation by wire transfer to an account designated by Southfield Corporation. In the event the Court declines to enter the Preliminary Approval Order, the Escrow Agent shall, within five (5) business days after receiving notification of the Court's decision not to enter the Preliminary Approval Order, remit the entire Settlement Amount, together with all interest earned thereon while held in the Escrow Account, to Southfield Corporation by wire transfer to an account designated by Southfield Corporation.
Settlement Payment. In consideration for the release of the Released Claims and the dismissal with prejudice of the Action, within fourteen business days of the Court’s grant of Preliminary Approval, Xxxxx Farms shall pay or cause to be paid $31,500,000 (thirty-one million five hundred thousand U.S. dollars) into the Settlement Fund.
a. Wayne Farms’ payment to the Escrow Agent described herein shall be by wire transfer pursuant to instructions from the Escrow Agent or Interim Co-Lead Counsel.
b. The payment described in Section II(A)(1) shall constitute the total Settlement Amount and Xxxxx Farms shall have no other payment obligations to the Settlement Class or owe any further amount under this Settlement Agreement of the Action, and the obligations described in Section II(A)(2) shall continue so long as this Settlement Agreement remains in effect.
