Terms of the Settlement. A. By execution of this Settlement Agreement (the “Agreement”), the Union voluntarily withdraws its August 7, 2020 National Grievance (“NG-08/07/2020”), and waives any and all actions, claims, complaints, grievances, appeals, or proceedings of whatever nature, arising from the allegations contained in NG-08/07/2020, with the exception of a grievance which may arise by reason of breach of any term of this Agreement.
Terms of the Settlement. 17. In consideration of the complete and final settlement of the Action, and under the terms and conditions herein, the Settling Parties agree as follows.
Terms of the Settlement. The Company and Network 1 agree that Network 1 will settle the Advisory Fee and will relinquish any and all other rights he may have under the Advisory Agreement with regards to payment of consideration deriving thereof with the issuance of Preferred Shares worth of the three per cent (3%) of the Converted Company Debt, whereby each Preferred Share shall be convertible, at the option of the Holder, into USD 10,000 (United States Dollars ten thousand) worth shares of fully paid and non-assessable Common Shares as provided for in the Certificate of Designations (the “Preferred Shares”, and such Preferred Shares as converted into Common Shares, the “Conversion Shares”, and together the Conversion Shares with the Preferred Shares, the “Securities”) as set forth on Schedule B, annexed hereto.
Terms of the Settlement. In full and complete satisfaction of the claims which have or could have been asserted in this Action, and subject to the terms and conditions of the Stipulation, Google has paid $20,000,000 into 24 escrow on behalf of the Class (the “Settlement Proceeds”), which has been earning interest since on or about , 2009. The Settlement Proceeds, which are inclusive of any Fee and Expense Award and incentive compensation award to Representative Plaintiffs, shall be distributed by Google (with
Terms of the Settlement. As of the Effective Date, Plaintiff on behalf of himself, Partners Fund and all shareholders of Partners Fund during the time of the events alleged in the Complaint releases all Defendant Released Claims against the Defendant Released Parties, and also releases all claims against Defendants’ Counsel related to their defense of this Action. As of the Effective Date, the Defendants release all Plaintiff Released Claims against the Plaintiff Released Parties, and also release all claims against Plaintiff’s Counsel related to their bringing and prosecuting the Action. As a result of substantial negotiation by and among the parties to and counsel representing the parties to the Stipulation, and on the basis of the representations, warranties and agreements set forth therein and subject to performance by Plaintiff of his covenants and other obligations thereunder and the other conditions set forth therein, pursuant to the Stipulation: (a) Partners Fund covenants and agrees to commence a tender offer prior to June 30, 2006 for up to 10% of the then outstanding common shares of Partners Fund at a price equal to at least 98% of the net asset value of Partners Fund’s common shares as determined as of the close of the regular trading session of the New York Stock Exchange on the date the tender offer expires and (b) Partners Fund covenants and agrees to (i) commence a tender offer prior to December 31, 2006 for up to 5% of the then outstanding common shares of Partners Fund at a price equal to at least 98% of the net asset value of Partners Fund’s common shares as determined as of the close of regular trading sessions of the New York Stock Exchange on the date the tender offer expires, if during the 12 calendar weeks prior to the end of the third calendar quarter of 2006, the common shares of Partners Fund have traded on the New York Stock Exchange at an average discount from net asset value of more than 5% as of the last trading day in each week during such 12-week period and (ii) commence a tender offer in each of the second and fourth calendar quarters of 2007 and the second calendar quarter of 2008 for up to 5% of the then outstanding common shares of Partners Fund at a price equal to at least 98% of the net asset value of Partners Fund’s common shares as determined as of the close of regular trading sessions of the New York Stock Exchange on the date the tender offer expires, if during the 12 calendar weeks prior to the end of the first and third calendar quarte...
Terms of the Settlement. As of the Effective Date, Plaintiff on behalf of himself, Partners Fund II and all shareholders of Partners Fund II during the time of the events alleged in the Complaint releases all Defendant Released Claims against the Defendant Released Parties, and also releases all claims against Defendants’ Counsel related to their defense of this Action. Upon the Effective Date, the Defendants release all Plaintiff Released Claims against the Plaintiff Released Parties, and also release all claims against Plaintiff’s Counsel related to their bringing and prosecuting the Action. As a result of substantial negotiation by and among the counsel representing the parties to the Stipulation, and on the basis of the representations, warranties and agreements set forth therein and subject to performance by XXX of its covenants and other obligations thereunder and the other conditions set forth therein, the Board of Directors of Partners Fund II, subject to compliance with applicable laws, rules and regulations (including without limitation Section 17 of the Investment Company Act of 1940, as amended, and Rule 17a-8 thereunder), has preliminarily determined to recommend a merger (the “Merger”) between Partners Fund II and Salomon Brothers Municipal Partners Fund Inc. (“Partners Fund”) to the shareholders of Partners Fund II at the annual meeting of shareholders of Partners Fund II to be held in or before April 2007. Shareholders of the merging fund shall receive shares in the acquiring fund with an aggregate net asset value equal to the aggregate net asset value of their shares in the merging fund at the time of the Merger. The Merger shall be on such other terms and conditions as, in the judgment of the Board of Directors of Partners Fund II, are appropriate, including that the Merger will qualify as a “tax free reorganization” under the Internal Revenue Code of 1986, as amended, and provided there has been no material change in circumstances that causes the Board of Directors of Partners Fund II to believe that the Merger is no longer in the best interest of shareholders. The Merger, if approved by the Board of Directors and the shareholders of Partners Fund II and by the Board of Directors and shareholders of Partners Fund, will be completed on, or as soon as practicable after, July 7, 2007. Further, Defendants acknowledge that Plaintiff’s counsel may have a claim for attorneys’ fees and reimbursement of expenses in this Action based upon the benefits which the Settlement...
Terms of the Settlement. 2.1 The benefit of the Settlement is the Corporate Governance Reforms, which are fully set forth in Exhibit A attached hereto. Impinj and its Board acknowledge and agree that the filing, pendency, and settlement of the Derivative Action was the primary factor in the Company’s decision to adopt and implement the Corporate Governance Reforms. Impinj and its Board further acknowledge and agree that the Corporate Governance Reforms confer substantial benefits upon Impinj and its stockholders.
Terms of the Settlement. 1. The Settling Parties, intending for this Agreement to constitute a full and final settlement of the Class Actions and release of the Released Claims, agree as follows:
Terms of the Settlement. The Defendants and Xxxxxxxx Xxxx Xxxxxxxx will pay the Settlement Amount in full and final settlement of all claims, including class counsel fees and administration costs. Additionally, SWR will pay, as a supplement to the Settlement Amount, 50% of the net after tax proceeds actually recovered by SWR through its prosecution of the Southwestern Resources Corp. v.
Terms of the Settlement. Under the proposed voluntarysettlement of the Plaintiff States’ case, Nine Xxxx has agreed to pay the Plaintiff States the total sum of $34 million. Nine West has also agreed to an injunction which prohibits future violations of the antitrust laws and requires notification to Nine West Dealers that they are free to price Nine West Products independently at whatever level they choose. In view of the difficulty in identifying the millions of purchasers of the Nine West Products involved in the settlement and the relatively small alleged overcharge per pair of shoes purchased, the Plaintiff States have proposed utilizing the $34 million settlement amount in the following manner: An amount not to exceed $3.5 million of the settlement fund will be used to administer the settlement. This amount shall be used to pay expenses associated with investigating, negotiating and administering the Settlement Agreement, including an award of attorneys’ fees and costs incurred by the Attorneys General of the Plaintiff States of not more than $ 1.6 million, representing 4.7% of the total cash value of the settlement. The remaining $30.5 million or more shall be allocated among the Plaintiff States according to each State’s percentage share of the cumulative population of the Plaintiff States. Each Plaintiff State’s share shall be distributed to that State, a political subdivision thereof, a not-for-profit corporation and/or a charitable organization to fund women's health, women’s educational, women’s vocational, and women’s safety programs. In this manner the class of purchasers covered by the lawsuit (persons who bought Nine West women’s footwear) would benefit from the settlement funds. Nine West has agreed to settle but without admitting any wrongdoing or liability. The proposed settlement must be finally approved by the Court, which has preliminarily approved the settlement. This notice does not express any opinion of the Court as to the merits of the claims or the defenses asserted by either side on the lawsuit.
