Covered Litigation definition

Covered Litigation means the “U.S. covered litigation” described under the caption “U.S. Retrospective Responsibility Plan” and certain existing and potential litigation relating to the setting of multilateral interchange fee rates in the Visa Europe territory described under the caption “Europe Retrospective Responsibility Plan”, in each case appearing in Note 3 to Visa Inc.’s Consolidated Financial Statements for the fiscal year ended September 30, 2016 included in the Form 10-K filed by Visa Inc. with the Securities and Exchange Commission on November 15, 2016.

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Covered Litigation means any claim by a Stockholder against Investor or any Investor Related Party arising out of or related to the Contemplated Transactions.

Covered Litigation has the meaning given such term in the Form 10-K filed by Visa Inc. with the Securities and Exchange Commission on November 21, 2014.

Examples of Covered Litigation in a sentence

• The Consenting OEMs have claims against Takata, including without limitation, for liabilities incurred by the Consenting OEMs in connection with the Covered Litigation and any other liabilities arising out of or relating to the PSAN Inflators and the Subject Takata Airbags, including, without limitation, Customer Recall Costs and Expenses and Customer Recall Claims (collectively, the “Customer Indemnification Claims”).

• To the extent that there is a recovery by the Company or Seller under the counterclaims or countersuits relating to the Covered Litigation, such recovery shall be applied first to reimburse the parties for their Covered Litigation Costs and Covered Litigation Damages pro rata based on the amount of Covered Litigation Costs and Covered Litigation Damages incurred, and any net recovery after such reimbursement shall be paid to the Company.

• Seller shall use its best efforts to defend or settle the Covered Litigation in the same manner, and to the same extent, as if Seller continued to own the Company and operate the Business following the Closing with the objective of mitigating any damages to or cost to the Company as a result of the Covered Litigation.

• Seller shall pay the percentage of the Covered Litigation Costs set forth on Schedule 10.8 and, subject as hereinafter set forth, the Company shall pay the percentage of the Covered Litigation Costs set forth on Schedule 10.8.

• In connection with a settlement of the Covered Litigation, the Company shall agree to take the actions set forth on Schedule 10.8.

More Definitions of Covered Litigation

Covered Litigation means the “U.S. covered litigation” described under the caption “U.S. Retrospective Responsibility Plan” and certain existing and potential litigation relating to the setting of multilateral interchange fee rates in the Visa Europe territory described under the caption “Potential Visa Europe Liabilities”, in each case appearing in Note 3 to Visa Inc.’s Consolidated Financial Statements for the fiscal year ended September 30, 2015 included in the Form 10-K filed by Visa Inc. with the Securities and Exchange Commission on November 20, 2015.

Covered Litigation means the “U.S. covered litigation” described under the caption “U.S. Retrospective Responsibility Plan” and certain existing and potential litigation relating to the setting of multilateral interchange fee rates in the Visa Europe territory described under the caption “Europe Retrospective Responsibility Plan”, in each case appearing in Note 2 to Visa Inc.’s Consolidated Financial Statements for the fiscal year ended September 30, 2018 included in the Form 10-K filed by Visa Inc. with the Securities and Exchange Commission on November 16, 2018, in Note 4 to Visa Inc.’s Consolidated Financial Statements for the fiscal quarter ended March 31, 2019 included in the Form 10-Q filed by Visa Inc. with the Securities and Exchange Commission on April 26, 2019, in Note 5 and Note 20 to Visa Inc.’s Consolidated Financial Statements for the fiscal year ended September 30, 2022 included in the Form 10- K filed by Visa Inc. with the Securities and Exchange Commission on November 16, 2022 and in Note 4 and Note 12 to Visa Inc.’s Consolidated Financial Statements (Unaudited) for the fiscal quarter ended March 31, 2023 included in the Form 10-Q filed by Visa Inc. with the Securities and Exchange Commission on April 27, 2023.

Covered Litigation has the meaning given such term in Amendment No. 3 to the Form S-1 Registration Statement filed by Visa Inc. with the Securities and Exchange Commission on February 13, 2008.

Covered Litigation means the specific lawsuits listed on Exhibit A attached hereto, including any and all cross-claims or counter-claims that have or may in the future arise in such litigation and any additional litigation that arises asserting claims that were raised or that could have been raised in the litigation listed on Exhibit A.

Covered Litigation means the “U.S. covered litigation” described under the caption “U.S. Retrospective Responsibility Plan” and certain existing and potential litigation relating to the setting of multilateral interchange fee rates in the Visa Europe territory described under the caption “Europe Retrospective Responsibility Plan”, in each case appearing in Note 2 to Visa Inc.’s Consolidated Financial Statements for the fiscal year ended September 30, 2018 included in the Form 10-K filed by Visa Inc. with the Securities and Exchange Commission on November 16, 2018 and in Note 4 to Visa Inc.’s Consolidated Financial Statements for the fiscal quarter ended March 31, 2019 included in the Form 10-Q filed by Visa Inc. with the Securities and Exchange Commission on April 26, 2019.

Covered Litigation means any Proceeding pending against the Company and/or any Company Subsidiary as of the date hereof, including, without limitation, those Proceedings listed in Section 3.22(a) of the Company Disclosure Schedule.

Covered Litigation shall have the meaning set forth in Section 10.2(b).