The Settlement. Following mediation with a neutral party, a Settlement has been reached. As part of the Settlement, a Qualified Settlement Fund of $39,500,000 will be established to resolve the Class Action. The Net Settlement Amount is $39,500,000 minus any Administrative Expenses (including taxes and tax expenses), Court-approved Attorneys’ Fees and Costs, and Class Representative Compensation. The Net Settlement Amount will be allocated to Class Members according to a Plan of Allocation to be approved by the Court.
The Settlement. The Settlement was reached on January 16, 2019. Class Counsel filed the Xxxxx case on August 10, 2016 and the Xxxxx case on August 20, 2018. Since the filing of the Xxxxx case and for a period of almost three years, the parties engaged in substantial litigation. During the course of the litigation, over 760,000 pages of documents were produced, which required Class Counsel to devote substantial time and effort to review and analyze those documents to support their underlying claims. Class Counsel took over 15 depositions of fact and expert witnesses, and also retained experts intimately familiar with the retirement plan industry and prudent practices of fiduciaries for defined contribution plans to provide their opinions based on the record and their experience. The Settling Parties participated in mediation before a nationally recognized mediator who has extensive experience in resolving similar claims involving other retirement plans. The Settling Parties also engaged in substantial settlement discussions without a mediator. Only after months of extensive arm’s length negotiation following the mediation were the Settling Parties able to agree to the terms of the Settlement. As part of the Settlement, a Qualified Settlement Fund or Gross Settlement Amount of $10,650,000 will be established to resolve the Class Actions. The Net Settlement Amount is $10,650,000 minus any Administrative Expenses, taxes, tax expenses, Court-approved Attorneys’ Fees and Costs, Class Representatives’ Compensation, and other approved expenses of the litigation. The Net Settlement Amount will be allocated to Class Members according to a Plan of Allocation to be approved by the Court. In addition to the monetary component of the Settlement, the Settling Parties have agreed to certain additional terms: (1) within 30 calendar days after the end of the first and second year of the Settlement Period, Duke will provide to Class Counsel a list of the Plan’s investment options and fees, and a copy of the Plan’s Investment Policy Statement (if any); (2) no later than January 1, 2020, Duke shall communicate, in writing, with current Plan participants and inform them of the investment options available in the new lineup, including the annuity option, and provide a link to a webpage containing the fees and performance information for the new investment options and the contact information for the individual or entity that can facilitate a fund transfer for participants who seek to transfer th...
The Settlement. System Administrator shall be responsible for the installation and maintenance of central collector stations.
The Settlement. 3.1 Subject to and in accordance with the terms and conditions set out in this Agreement, the Lender agrees to subscribe for 45,072,000 Settlement Shares at the Settlement Price and the Company agrees to allot and issue 45,072,000 Settlement Shares to the Lender in the full and final settlement of all the Settlement Amount, subject to the provisions of the Memorandum and the Articles on Completion.
3.2 The Lender and the Company confirm and acknowledge that immediately after the Settlement, they agreed to set-off the Settlement Amount indebted and owed by the Company to the Lender against the Settlement Price payable by the Lender to the Company under the Settlement, such that after the Settlement the Company has been discharged and released from all obligations for repayment of the Settlement Amount.
3.3 Nothing herein contained shall prejudicially affect the right of the Lender to recover from the Company in respect of the remaining balance of the Outstanding Debts and interest thereon and such outstanding amount shall be fully repaid in cash upon Completion.
3.4 Subject to the Completion taking place on or before the Long Stop Date, the Lender and the Company further confirm and acknowledge that (i) no interest will accrue and be payable on the Settlement Amount from and after 15 September 2021; (ii) the Lender will not make any demand or take steps to enforce the repayment of the whole or any part of the Settlement Amount from the date of this Agreement and up to the date of the Completion or the Termination of this Agreement; and (iii) the Lender will waive at the Completion of the Settlement any of the Settlement Amount due as at the of this Agreement which exceeds the aggregate Settlement Price of the Settlement Shares issuable to her.
3.5 The Settlement Shares shall be issued free from all charges, liens, options, encumbrances, equities and other claims and interests and with all rights attaching thereto and shall rank pari passu in all respects inter se and with all existing Shares in issue as at the date of the Completion, including all rights as to dividends, voting and return of capital.
The Settlement. Intercreditor Settlement In accordance with and subject to the terms and conditions of the PSA, the PSA and the chapter 11 plan described herein (the “Plan”) shall be proposed and supported by the Company in its Chapter 11 Cases and shall incorporate and implement the terms of the intercreditor settlement (the “Settlement”) among the Company, the Administrative Agent, the 2012 Credit Facility Lenders, the members of the Second Lien Group, and the members of the Cross-Over Group as described below: · agreement among the Parties on a valuation allocation with respect to the Company’s assets that are encumbered by valid, perfected and enforceable liens (the “Prepetition Collateral”) and any of the Company’s assets that are unencumbered as of the Petition Date (as defined below) (the “Unencumbered Assets”), such that the New Midstates Equity (as defined below) will be allocated ninety-two and nine-tenths percent (92.9%) on account of Prepetition Collateral and seven and one-tenth percent (7.1%) on account of Unencumbered Assets, which valuation allocation reflects the Debtors good faith determination of their encumbered and unencumbered assets as of August 23, 2016; provided that the Administrative Agent, on behalf of the 2012 Credit Facility Lenders, and the Second Lien Trustee, on behalf of the Second Lien Noteholders, shall be granted a provisional claim and lien on the Unencumbered Assets as part of their respective adequate protection packages under the cash collateral order to be entered by the Court at the outset of the Chapter 11 Cases, which adequate protection claim and lien shall be waived only if the Settlement is consummated. · agreement by the Administrative Agent, the 2012 Credit Facility Lenders, the Second Lien Trustee and the Second Lien Lenders to waive any adequate protection claim, under section 507(b) of the Bankruptcy Code or otherwise, as it relates to any diminution in value with respect to the Prepetition Collateral, solely to the extent that such adequate protection claim would otherwise be satisfied through a claim against and lien on the Unencumbered Assets (the “Diminution in Value Claim”); provided, however, that in the event of any challenge to the Settlement and/or the Plan by the statutory committee of unsecured creditors appointed in the Company’s Chapter 11 Cases (the “Committee”), any Unsecured Noteholder or any General Unsecured Creditor (and together with the Committee and the Unsecured Noteholders, the “General Unsecured...
The Settlement. System Administrator shall not enter on the Register a Registrant in respect of which evidence of consent of the Equipment Owner has not been provided in accordance with the relevant Agreed Procedure.
The Settlement. The Settlement was reached on April 5, 2019p. Class Counsel filed this action on December 29, 2015. Since the filing of this action and for a period of three years, the Parties engaged in substantial litigation. The Parties participated in mediation before a nationally recognized mediator who has extensive experience in resolving similar claims involving other 401(k) plans. Only after extensive arm’s length negotiation following the mediation were the parties able to agree to the terms of the Settlement. As part of the Settlement, a Qualified Settlement Fund with a Gross Settlement Amount of $23,650,000 will be established. The Net Settlement Amount is $23,650,000 minus Attorneys’ Fees and Costs paid to Class Counsel; all Class Representatives’ Compensation and Individual Plaintiff Compensation as authorized by the Court; all Administrative Expenses; and a contingency reserve not to exceed an amount to be mutually agreed upon by the Settling Parties that is set aside by the Settlement Administrator for: Administrative Expenses incurred before the Settlement Effective Date but not yet paid, Administrative Expenses estimated to be incurred after the Settlement Effective Date but before the end of the Settlement Period, and an amount estimated for adjustments of data or calculation errors. The Net Settlement Amount will be allocated to Class Members according to a Plan of Allocation to be approved by the Court.
The Settlement. 6. The parties wish to settle and resolve all of Plaintiff’s claims to avoid the uncertainties and risks of trial, to avoid further expense, inconvenience, and the distraction of burdensome and protracted litigation, and to obtain the releases, orders, and judgments contemplated by the Settlement Agreement dated October 28, 2014 so as to put to rest totally and finally the matters raised by Plaintiff.
7. The Settlement was reached after arms-length negotiations occurring over the course of several years, including multiple mediation sessions before Professor Xxxx Xxxxx. Further, the Settlement was reached only after counsel litigated this case for more than a decade by: (a) engaging in extensive fact and expert discovery; (c) litigating two efforts by Plaintiff to certify a class in 2007 and 2010, including a full evidentiary hearing in connection with Plaintiff’s second effort at class certification and a successful appeal by Comcast to the United States Supreme Court; and (d) litigating Comcast’s motion for summary judgment, which was granted in part and denied in part in April 2012.
The Settlement. Following negotiations, a Settlement has been reached. As part of the Settlement, a Qualified Settlement Fund of $10,000,000 will be established to resolve the Class Action. The Net Settlement Amount is $10,000,000 minus any Administrative Expenses (including taxes and tax expenses), Court-approved Attorneys’ Fees and Costs, and Class Representatives’ Compensation. The Net Settlement Amount will be allocated to Class Members according to a Plan of Allocation to be approved by the Court. S tatement of Attorneys’ Fees and Costs, Administrative Expenses, and Class R epresentatives’ Compensation Sought in the Class Action Class Counsel has devoted many hours to investigating the facts, prosecuting the lawsuit, reviewing documents obtained from Defendants and third parties, and negotiating the Settlement. They also have advanced all costs necessary to pursue the case, and have not been paid for any of their time while this case has been pending. Class Counsel will apply to the Court for payment of Attorneys’ Fees for their work in the case. The amount of fees that Class Counsel will request will not exceed one-third of the Qualified Settlement Fund ($3,333,333.33). In addition, Class Counsel will also seek to recover their costs and the administrative expenses associated with the settlement. Any Attorneys’ Fees and Costs and Administrative Expenses awarded by the Court will be paid from the Qualified Settlement Fund. Class Counsel also will ask the Court to approve payments, not to exceed $10,000 each, for the Class Representatives who took on the risk of litigation and committed to spend the time necessary to bring the case to conclusion. Any Class Representatives’ Compensation awarded by the Court also will be paid from the Qualified Settlement Fund. A full and formal application for Attorneys’ Fees and Costs, Administrative Expenses, and Class Representatives’ Compensation will be filed with the Court on or before [DATE]. This application will be made available at [xxx.xxxxxxxxxxxxxxxxx.xxx]. You may also obtain a copy of this application through the Public Access to Court Electronic Records System (PACER) at xxxx://xxx.xxxxx.xxx.
The Settlement. On [date] the Plaintiffs and Defendants executed a Settlement Agreement providing for the settlement of the Action (“Settlement”), which is subject to approval by the Court. The Settlement Agreement provides for the payment of USD$2,125,000 (“Settlement Amount”) in consideration of the full and final settlement of the claims of Class Members. The Settlement Amount includes all legal fees, disbursements, taxes and administration expenses. The Settlement provides that if it is approved by the Court, the claims of all Class Members asserted or which could have been asserted in the Action will be fully and finally released, and the Action will be dismissed. The Settlement is not an admission of liability, wrongdoing or fault on the part of the Defendants, all of whom have denied, and continue to deny, the allegations against them. If you are a Class Member, you will be bound by the outcome of the Action, including the terms of the Settlement if approved, unless you opt out of the Action. Class Members who do not opt out will (i) be entitled to participate in the Settlement; (ii) be bound by the terms of the Settlement; and (iii) not be permitted to bring other legal proceedings in relation to the matters alleged in the Action against the Defendants, or any person released by the approved Settlement. Conversely, if you are a Class Member who opts out of the Action (an “Opt Out Party”), you will not be able to make a claim to receive compensation from the Settlement Amount but will maintain the right to pursue your own claim against the Defendants relating to the matters alleged in the Action. If you are a Class Member and wish to opt out, you must submit a written election to do so, together with required supporting documentation (“Opt Out Election”), to [Administrator] (“Administrator”). To be a valid, the Opt Out Election: (a) must contain a statement of intention to opt out of the Action by you or a person authorized to bind you; (b) for Class Members who acquired Northern Dynasty securities during the period from and including [date] to and including [date], must provide a listing of all transactions during that period showing, for each transaction, the type of transaction (purchase or sale), the number of securities and the date of the transaction, and state the number of Northern Dynasty securities held at the close of trading on the TSX Venture Exchange on [date]; (d) must be supported by documents to evidence such transactions, in the form of trade conf...
