Retained Litigation definition

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

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

Examples of Retained Litigation in a sentence

• The Seller shall bear the expense of all Retained Litigation Liability.

• It is understood and agreed that (i) effective at Closing, the Company and its Subsidiaries shall assign to Seller or an Affiliate designated by Seller all of their rights with respect to the Retained Litigation and (ii) at and after the Closing, Buyer shall cause the Company and its Subsidiaries to execute such additional written assignments or other agreements as Seller shall reasonably request to implement or evidence the assignment of the Retained Litigation.

• If Seller is unable to pursue the Retained Landlord Claims or the Retained Litigation without involving Buyer, its controlled Affiliates or the Company or its Subsidiaries, Buyer and its controlled Affiliates will, and Buyer will cause the Company and any Subsidiary to, execute all complaints and other court or similar papers reasonably requested in order to assist Seller and its Affiliates in their efforts to pursue the Retained Landlord Claims and the Retained Litigation.

• The Buyer shall, and shall cause the Target Companies to, provide the Seller with full cooperation and assistance in the defense of the Retained Litigation, including without limitation, full access to the records and personnel of Buyer and the Target Companies as requested by Seller in connection with the defense of the Retained Litigation.

• Without limiting the generality of the foregoing, it is understood and agreed that Seller (i) at its expense, shall control the pursuit and defense of any and all Retained Litigation and shall be entitled to pursue and control the prosecution and defense of any such Retained Litigation and (ii) shall be entitled to all proceeds, awards, judgments and settlements in respect of, and shall be responsible for all Damages arising out of, any Retained Litigation.

More Definitions of Retained Litigation

Retained Litigation as defined in Section 6.2.1.

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

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 given such term in Section 2.7(c).

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

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.