Litigation Backstop Clause Samples

Litigation Backstop. Upon the occurrence of the Effective Date (as defined in the New Sterlite Plan), Plan Sponsor shall enter into a definitive agreement (the “Put Option”) pursuant to which the Asbestos Trust shall be entitled to sell, and Plan Sponsor shall be obligated to purchase the pro rata share of the interest in the Brownsville litigation which is distributed for the benefit of holders of Asbestos Claims1 and is expected to be approximately 27% (the “Asbestos Litigation Interest”). Ø Put Option is exercisable one time only. Ø The Asbestos Trust may exercise the Put Option at any time after the end of the second year from the Effective Date through the end of the fourth year from the Effective Date, even if the Brownsville litigation has been reversed on appeal or has been determined adversely to the Debtors or to the interests of the Litigation Trust (the “Exercise Period”). Ø Base purchase price for the pro rata share shall be $160 million less the amount of any receipt or other recovery on account of the Asbestos Litigation Interest that shall have been achieved prior to exercise of such right. Ø Asbestos Representatives may sell a portion of their Asbestos Litigation Interest on or prior to the Effective Date, in which case the adjusted purchase price shall be ratably reduced in proportion to the percentage of the Litigation Interest distributed to the Asbestos Trust (as defined in the New Sterlite Plan) which shall have been sold. Ø Put Option may be partially exercised and the pro rata share of the adjusted purchase price shall be ratably adjusted. Ø Any receipt or other recovery on account of the Asbestos Litigation Interest that shall have been achieved prior to the date of the exercise of the Put Option shall be retained by the Asbestos Trust or the holders of Asbestos Claims, as applicable, and deducted from the $160 million purchase price payable upon exercise of the Put Option.
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Related to Litigation Backstop

  • Litigation, etc The Fund shall give prompt notice in writing to the Purchaser of any litigation, administrative proceeding or business development which is reasonably expected to materially adversely affect its business, properties or affairs or to impair the ability of the Fund to perform its obligations as set forth hereunder or under any of the other Related Documents. All information, reports and other papers, documentation and data with respect to the Fund furnished to the Purchaser pursuant to this Section 6.9 shall be, at the time the same are so furnished, complete and correct in all material respects and, when considered with all other material delivered to the Purchaser under this Agreement or made available pursuant to the Due Diligence Request, will not contain untrue statements of material facts or omit to state material facts necessary to make the statements contained therein, in light of the circumstances under which they were made, not misleading.

  • Litigation Matters If the FDIC Party and the Assuming Institution do not agree to submit the Dispute Item to arbitration, the Dispute Item may be resolved by litigation in accordance with Federal or state law, as provided in Section 13.10 of the Purchase and Assumption Agreement. Any litigation shall be filed in a United States District Court in the proper district.

  • Litigation and Claims No litigation, claim, investigation, administrative proceeding or similar action (including those for unpaid taxes) against Borrower is pending or threatened, and no other event has occurred which may materially adversely affect Borrower’s financial condition or properties, other than litigation, claims, or other events, if any, that have been disclosed to and acknowledged by Lender in writing.

  • Litigation; Decrees Except as set forth in Schedule 4.5, there are no lawsuits, arbitrations or other legal proceedings pending, or to its knowledge threatened, by or against or affecting it or any of its Affiliates or any of their respective properties that (a) are reasonably likely, based on information known to it as of the date hereof, to have a material adverse effect on the conduct of the business of Flash Forward following the Closing as contemplated by the Master Operative Documents or (b) relate to any of the transactions contemplated by the Master Operative Documents in a manner which is material to it, any of its Affiliates’ or Flash Forward’s ability to carry out the transactions contemplated hereby and in the FF Operative Documents or which could have a material adverse effect on the conduct of the business of Flash Forward following the Closing as contemplated in the Master Operative Documents.

  • Litigation; Claims Any rights (including indemnification) and claims and recoveries under litigation of Seller against third parties attributable to the period on or prior to the Closing except to the extent relating to the Assumed Liabilities;