Settlement Termination. 1. Either Party may terminate the Agreement if the Court declines to enter the Preliminary Approval Order or Final Approval Order (or such other orders that the Court sees fit that preliminarily approves this settlement or provides final approval of the settlement consistent with the terms of this Agreement), except if the Court declines to enter such orders because of the attorneys’ fees sought by Class Counsel. This Agreement is not contingent upon approval by the Court of Class Counsel’s application for attorneys’ fees or the Service Awards, and no order of the Court, or modification or reversal on appeal of any order of the Court, reducing the amount of any attorneys’ fees or costs to be paid to Class Counsel, or reducing the amount of any Service Payment, shall constitute grounds for cancellation or termination of this Agreement or for limiting any other provision of the Agreement or settlement agreed upon by the Parties. If the Court approves the settlement payment amount allocated to the Class Members as set forth in this Agreement, but not the application for attorneys’ fees, or the Service Awards, and after final determination from any motion for reconsideration and/or any appeal that is brought, any Court-required reduction of the attorneys’ fees or Service Award will be treated as part of the Net Settlement Amount and payments to Class Members will be adjusted accordingly.
2. Defendants will not oppose: (a) an application for attorneys’ fees and costs of up to $2,333,333.33 or 33.33% of the Settlement Fund, (b) a motion for reconsideration of such application, and/or (c) an appeal regarding Class Counsels’ application for attorneys’ fees.
3. Notwithstanding any other provision of this Agreement, Class Counsel retains and reserves all rights to appeal or seek reconsideration of any order of the Court reducing the amount of attorneys’ fees or costs to be paid to Class Counsel and/or any order of the Court reducing the amount of any Service Award.
4. Defendants may terminate this Agreement if: (i) the Court will not approve the Settlement Fund amount, (ii) the total amount to be paid by Defendants in connection with settlement exceeds Seven Million Three Hundred Thousand Dollars ($7,300,000); or (iii) more than seven and one-half percent (7.5%) of the total class membership timely opts out of settlement participation. Upon termination, the Litigation will thereafter proceed as if no settlement had been attempted or reached, and this Agreement and t...
Settlement Termination. Requests To Be Excluded From Class.
1 2.1 Class Counsel will immediately inform Defendants' counsel by email, with confirmation by overnight mail or other next day delivery service, if any TPP requests exclusion from the Class.
1 2.2 Defendants have the absolute and unconditional right, in their sole discretion, to terminate the Settlement and Settlement Agreement if the TPPs filing valid requests for exclusion ("TPP Opt-Outs") from the Class represent more than the percentage agreed upon by the parties (as set forth in a side letter dated of even date as this Settlement Agreement) (the Case 1:04-cv-10981-PBS Document 4260-1 Filed 05/30/14 Page 19 of 86 "Opt-Out Termination Percentage" or "OTP") of the total purchases of Neurontin by the third party payor class of trade from January 1, 1 994 to January 1, 2004, exclusive of purchases by Xxxxxx Foundation Health Plan, Inc. and its subsidiaries; Aetna, Inc.; Blue Cross and Blue Shield of Alabama; Municipal Workers Compensation Fund, Inc.; and Union of Operating Engineers, Local No. 68 Welfare Fund, or any entity excluded from the Class pursuant to section 1.2. Alternatively, Defendants can elect to proceed with the Settlement, but the Settlement Amount will be reduced by the percentage of Neurontin purchases represented by the TPP Opt-Outs (as set forth in a side letter of even date). The reduction of the Settlement Amount (the "Pfizer Opt Out Reduction") shall be determined in the first instance by the Claims Administrator and shall be conducted in accordance with the procedures set forth in the Court approved Plan of Distribution.
1 2.3 If the TPP Opt-Outs do not represent more than the OTP, Pfizer shall not have the right to terminate the Settlement Agreement, but the Settlement Amount shall be reduced by the Pfizer Opt-Out Reduction.
1 2.4 Defendants may terminate the Settlement pursuant to Section 1 2.2 above by providing written notice (which may be by electronic mail) to Class Counsel by 5 p.m. eastern time within seven (7) calendar days before the final approval hearing scheduled by the Court.
1 2.5 If Defendants terminate the Settlement, the Settlement Agreement shall be cancelled and terminated pursuant to section 14 herein.
Settlement Termination. The Underwriter shall have the right to terminate this Purchase Contract, without liability therefor, by written notification to the Authority if at any time on or after Closing and on or prior to Settlement:
(a) There shall have been a Change in Law. A “Change in Law” means (i) any change in or addition to applicable federal or state law, whether statutory or as interpreted by the courts or by federal or state agencies, including any changes in or new rules, regulations or other pronouncements or interpretations by federal or state agencies;
Settlement Termination
