The Settlement Process Clause Samples
The Settlement Process. 23 Between June 18, 2012 and the present, the Parties have participated in four all day 24 and two partial day settlement conferences with Magistrate Judge ▇▇▇▇▇▇ ▇▇▇▇▇▇, as well 25 as several telephone conferences with Judge ▇▇▇▇▇▇ and a separate meeting between 26 plaintiffs’ counsel and the Alameda County defendants. As a result of these extensive 1 settlement negotiations, and with Judge ▇▇▇▇▇▇’▇ assistance, the Parties have now agreed 2 on a complete settlement of this litigation, the terms of which are set forth below.
The Settlement Process. 4.1. A licensee which is facing the prospect of enforcement action(s), may make a request in writing to the Chief Executive, indicating that the licensee wishes to avail itself of an opportunity to resolve matters through Settlement.
4.2. The responsibility for requesting/initiating Settlement discussions rests with the licensee.
4.3. However, the decision to engage in Settlement discussions with any licensee is at the sole discretion of the Chief Executive.
4.4. Where the Chief Executive has determined that Settlement discussions may take place, this will be communicated to the licensee and arrangements will be made by the Commision for discussions to commence.
4.5. There may be circumstances in which the Chief Executive deems that Settlement is not appropriate and that it is necessary to pursue enforcement action(s) by the Commission or that the matter be referred to the Enforcement Committee, as the case may be.
4.6. Any member of the board or senior management of a licensee may attend Settlement discussions. Any person, who is a member of senior management but who is not a member of the board, should obtain prior authorisation in writing by the board to attend Settlement discussions. A licensee may also be accompanied by a law practitioner.
4.7. Settlement discussions are possible at any stage of the enforcement process1 up to the issue of a Decision Notice issued by the Enforcement Committee, as long as the Commission considers that it has sufficient understanding of the nature and gravity of the breach to make a reasonable assessment and can reach an appropriate outcome.
4.8. Settlement discussions may, therefore, take place in parallel with any investigation, inquiry or referral to the Enforcement Committee2, which has already started. Any ongoing investigation inquiry or referral to the Enforcement Committee will continue unless the matter is resolved through Settlement. In this regard, the Commission expects that licensees will continue to cooperate and comply with any request for information raised in connection with an investigation or inquiry. Any response to requests for information concerning an ongoing investigation or inquiry is therefore to be provided in open correspondence.
4.9. Settlement discussions may be halted by the Commission if new information indicates that the matter at hand is more serious or otherwise no longer suitable for Settlement discussions.
4.10. All Settlement outcomes will be approved by the Board of the Commission.
...
The Settlement Process. Upon the filing of Plaintiffs’ Complaint on August 7, 2019, Defendants contacted Plaintiffs, through counsel, and the Parties agreed to engage in settlement negotiations under an abeyance from the Court. See Dkt. #20 and #22. The Parties then proceeded to communicate through multiple telephone calls and e-mails to establish a first draft of the Settlement Agreement. Once a first draft of the Settlement Agreement was complete, the Parties met in-person on October 25, 2019 to discuss the first draft and the changes needed to effectuate settlement and resolve the concerns raised by Plaintiffs. After the adjournment of that conference, the Parties held additional meetings through telephone calls and e-mail communications to redraft the Settlement Agreement based on the October 25th in-person discussions. On December 20, 2019, a second draft Settlement Agreement was circulated among the Parties. On February 4, 2020, the Parties met in-person to finalize the terms of the Settlement Agreement. At the February 4th conference, the Parties agreed to the terms of the Settlement Agreement in principle. On February 12, 2020, after the final draft Settlement Agreement was reviewed fully by all Parties, the Settlement Agreement was executed.
The Settlement Process. As soon as practicable after the execution of this Agreement, and without undue delay after filing the consolidated Complaint, Plaintiffs will seek the Court’s Preliminary Approval of the terms of this Agreement and, upon Final Approval, to seek the Court’s dismissal of the Litigation with prejudice, on the condition that the Court retain jurisdiction to administer and enforce the terms of this Agreement, to the extent allowed by law. Defendants will not oppose either motion as long as they are consistent with the terms of this Agreement. At least three days before the filing of such approval motions, Plaintiffs will provide drafts of all papers supporting the same for review and comments.
The Settlement Process. As detailed below, as a result of the Derivative Actions and as consideration for the Settlement, J&J will agree to implement and adopt the governance, internal control, risk management and compliance provisions set forth at Exhibit A hereto (the “Governance Reforms”). Moreover, during the pendency of and in part in response to the Derivative Actions, J&J implemented enhancements and changes as set forth in Exhibit B hereto (the “Governance Enhancements and Changes”).