DOJ Settlement Clause Samples

DOJ Settlement. On or before February 28, 2010, or such later date as Bank and Borrower may, in their good faith business judgment, mutually agree, Borrower shall have entered into the DOJ Settlement. Borrower shall keep Bank informed, no less than two times per month or more frequently as Bank shall require, of the status of the negotiations with the Department of Justice with respect to the definitive DOJ Settlement. Borrower shall ensure that such DOJ Settlement provides, at a minimum, that, until the termination of the Loan Agreement when all Obligations of Borrower to Bank are paid-in-full and Bank has no obligation to make any further Credit Extensions to Borrower, the DOJ Obligations shall (i) be payable in accordance with scheduled terms with a present value of and in a maximum amount of principal and interest not to exceed the present value and the amount provided by Borrower to Bank, listed on Exhibit A attached hereto; and (ii) be unsecured and remain free and clear of any and all Liens or encumbrances, whether consensual, involuntary, contractual, statutory or otherwise, other than the right of set-off retained against any amounts due and owing to the Borrower by the Department of Justice or other agencies or instrumentalities of the United States of America. Borrower shall deliver to Bank, as soon as available, an executed copy of such definitive DOJ Settlement. Failure of Borrower to comply with any portion of this Section 5 shall result in an immediate Event of Default under the Loan Agreement, for which there shall be no cure period available.

DOJ Settlement. (a) Each of LBFC and New Long Beach agrees that it shall, and it shall cause its subsidiaries and affiliates to, comply in all respects with the terms and conditions set forth in Old Long Beach's settlement agreement with the United States Department of Justice, dated September 6, 1996 (the "DOJ Settlement") (excluding Sections 12 and 17 through 23 of the DOJ Settlement). The parties agree to cooperate with each other in good faith with (b) To the extent of its rights therein, effective as of the Effective Time, Old Long Beach hereby grants to LBFC, New Long Beach and their respective subsidiaries a non-transferable (other than by operation of law), perpetual, royalty-free and nonexclusive license to use the statistical model (the "DOJ Model") that Old Long Beach has developed to monitor direct-sourced mortgage loan prices as part of the DOJ Settlement. Old Long Beach will provide LBFC with a copy of the DOJ Model as it exists at the Effective Time. Old Long Beach shall have no obligation (a) to provide LBFC with updates of the DOJ Model, (b) to make modifications to the DOJ Model or (c) to otherwise correct any deficiencies in the DOJ Model that may exist or that Old Long Beach may later discover. Old Long Beach specifically disclaims any and all express and implied warranties with respect to the DOJ Model, including without limitation the implied warranties of merchantability and fitness for a particular purpose. Each of LBFC and New Long Beach acknowledges and agrees that Old Long Beach has not made any representation or warranty or provided any other assurance that the DOJ Model complies with the terms of the DOJ Settlement. The Company shall not be required to use the DOJ Model, but may instead develop its own statistical functions for the purpose of complying with the DOJ Settlement. The Company shall not be required to provide to Old Long Beach copies of or a license to use any such statistical function that is independently developed by the Company.

DOJ Settlement. To Agent, promptly upon execution thereof, fully executed copies of any settlement agreement, corporate integrity agreement or other material document evidencing the Indebtedness permitted under Section 6.3(viii) or otherwise executed in connection with the DOJ Settlement.

DOJ Settlement. At or prior to the Second Closing, Sellers and Parent shall have paid all amounts due and owing to the U.S. Department of Justice in connection with its investigation of Sellers’ billing practices.