Retained Litigation definition

Retained Litigation means all litigation and Claims arising or related to events prior to the Closing.

Retained Litigation means any Proceeding initiated by the Stockholders’ Representative against Solectron or by Solectron (whether or not actual litigation has been commenced by either party) reasonably relating to working capital or Solectron’s representations regarding financial statements and/or indebtedness pursuant to that certain Stock Purchase Agreement by and among Solectron Corporation, Stream International, Inc., Stream New York, Inc., Stream International (Bermuda) Ltd., Solectron Global Services Italy S.R.L. and Call Center Holdings, Inc., dated as of March 7, 2004, as amended.

Retained Litigation means the matters set forth on Section 1.01(a) of the Disclosure Schedule.

Examples of Retained Litigation in a sentence

• The Buyer agrees to use its commercially reasonable efforts to reasonably cooperate, and to cause its Affiliates, employees, accountants, counsel and other representatives to reasonably cooperate, with the Sellers, its Affiliates, employees, accountants, counsel and other representatives in connection with the Sellers’ defense of the Retained Litigation.

• For the avoidance of doubt, Seller shall indemnify Buyer with respect to the Retained Litigation in accordance with Section 5.13 and Article VII.

• Buyer and the Sellers acknowledge and agree that the U.S. Conveyed Entity shall retain from and after Closing all rights to pursue in the name of the U.S. Conveyed Entity that certain litigation pending in Case No. 2009-CV-1141 in the Eighteenth Judicial District Court, Sedgwick County, Kansas, Civil Department (the “Retained Litigation”), including the sole and exclusive right to control the prosecution of the Retained Litigation.

• Sellers shall cause the U.S. Conveyed Entity to prosecute the Retained Litigation prior to Closing in good faith and shall not take any material action or any material position with respect thereto without the prior written consent of Buyer, such consent not to be unreasonably withheld.

More Definitions of Retained Litigation

Retained Litigation as defined in Section 6.2.1.

Retained Litigation has the meaning set forth in Section 2.4.8.

Retained Litigation means all suits, actions, demands, proceedings, lawsuits or other litigation that, as of the Effective Time or the Closing Date, are pending with respect to Seller and that relate to the Assets, including without limitation those litigation matters expressly designated as Retained Litigation on Schedule 5.6, but excluding the Assumed Litigation.

Retained Litigation has the meaning set forth in Section 2.02(b)(i).

Retained Litigation has the meaning given such term in Section 2.7(c).

Retained Litigation means all claims and litigation, pending or threatened, against any of Sellers or any of their respective Subsidiaries relating to the Business other than the Transferred Litigation, including any claim or litigation which (i) is based on the plaintiff's exposure to asbestos (including silica or mixed dust if part of or included with an asbestos claim); (ii) arises out of the conduct of the Business at any location other than the Facilities; (iii) arises out of any activities or relationships of any of Sellers or any of their respective Subsidiaries which did not arise from their conduct of the Business; or (iv) is listed in Schedule D-11.

Retained Litigation has the meaning set forth in the definition of "Retained Liabilities."