Final Adjudication Clause Samples
The Final Adjudication clause establishes that a particular decision, judgment, or resolution is considered conclusive and binding on the parties involved, typically after all appeals or dispute resolution processes have been exhausted. In practice, this means that once a court or arbitrator issues a final ruling, the parties must accept the outcome and cannot further contest the matter within the agreed forum. This clause ensures legal certainty and closure by preventing ongoing disputes over the same issue, thereby providing a clear endpoint to litigation or arbitration.
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Final Adjudication. “Final Adjudication” shall have the meaning prescribed to it in Section 43(4)(d) of the Regulations.
Final Adjudication. If indemnification arises as a result ------------------ of a third party claim against the Indemnifying Party, no indemnification shall be made effective pursuant to this Article 7 until such time as the Indemnifying Party shall have been finally adjudicated or otherwise bound to be liable hereunder to such third party.
Final Adjudication. (i) After any final, non-appealable determination of any litigation on whether the Disputed Product continues to be an Other Licensed Product, if PDL prevails in such litigation and Alexion paid royalties into an interest-bearing escrow account, then PDL shall, as its sole and exclusive remedy with respect to the subject matter of the litigation, recover the escrowed royalties plus the accrued interest from escrow and reasonable attorneys’ fees and costs incurred because of the litigation without any additional relief available.
(ii) If Alexion prevails in such litigation, it shall, as its sole and exclusive remedy with respect to the subject matter of the litigation, recover the escrowed royalties plus the accrued interest from escrow and reasonable attorneys’ fees and costs incurred because of the litigation without any additional relief available. If Alexion paid any royalties payable to PDL pursuant to the License Agreement on any Disputed Product instead of paying royalties on each such Disputed Product into an interest-bearing escrow account, then PDL shall [*] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Commission. immediately refund to Alexion all such royalties paid to PDL from the date Alexion provided the Written Notice regarding such Disputed Product to PDL through the date of the final, non-appealable determination (or a final decision from which no appeal was timely taken) of such litigation plus the accrued interest.
(iii) For the avoidance of doubt, if a Disputed Product adjudicated in the litigation no longer constitutes an Other Licensed Product, then Alexion would no longer have an obligation to pay a royalty to PDL under Section 3.2 of the License Agreement with respect to such Disputed Product. In the event that Alexion fails to pay royalties to PDL pursuant to the License Agreement or to deposit royalties into an interest-bearing escrow as set forth herein, then PDL may argue in any such litigation that it is entitled to additional damages, including treble the amount of such royalties (although the presence of the foregoing provision is not an admission by Alexion that PDL would be entitled to any treble or other damages). In addition, the Parties agree that the prevailing Party shall be awarded reasonable attorney’s fees and costs.
Final Adjudication. Council may, diligently and in good faith, challenge, disclaim or contest the application or imposition of any such tax, fee, lien, debt, or obligation, in which case the City shall not considered due, owing or imposed for the purposes of this Agreement until final adjudication of validity. Council may likewise, diligently and in good faith, appeal any judgment, execution, or adjudication of bankruptcy, in which case the same shall not be regarded as impairing the City’s rights until final adjudication.
Final Adjudication. Upon the signing of this Agreement, the Sierra Club and FHWA will jointly seek an order from the Court of Appeals that conditionally remands the case to the District Court for consideration of a joint motion requesting that the Court enter an order approving this Settlement Agreement, retaining jurisdiction over this matter for the purpose of enforcing this Agreement, as set forth in subparagraph 7.b. of Part I, and dismissing this action with prejudice pursuant to Federal Rule of Civil Procedure 41(a)(2). Upon entry by the District Court of an order in accord with this Agreement, the Sierra Club shall forthwith file a notice of voluntary dismissal in the Court of Appeals pursuant to Federal Rule of Appellate Procedure 42. All injunctions and/or stays pending appeal currently preventing work on U.S. 95 in Las Vegas, Nevada, will be lifted upon dismissal by the Court of Appeals. By being a signatory to this Agreement, NDOT does not waive its Eleventh Amendment sovereign immunity.
Final Adjudication. EMD may, diligently and in good faith, resist or contest the application or imposition of any such tax, fee, lien, debt, or obligation, in which case the same shall not be considered due, owing or imposed for the purposes of this Agreement until final adjudication of validity. EMD may likewise, diligently and in good faith, appeal any judgment, execution, or adjudication of bankruptcy, in which case the same shall not be regarded as impairing Denver’s rights until final adjudication.