Common use of Effect of Exceeding the Opt Clause in Contracts

Effect of Exceeding the Opt. Out Threshold, Conditions Precedent and Right to Terminate (1) Notwithstanding any other provision in this Agreement, the Settling Defendants in their sole discretion, may elect to terminate this Agreement if the total number of Eligible Shares held by Opt-Out Parties exceed the Opt-Out Threshold, provided that their election is made within twenty (20) days of Class Counsel notifying them of the number of Opt-Outs pursuant to Section 9.2 after which date their right to terminate this Agreement will have expired. (2) The right of termination provided in Section 10.2(1) shall be effected only in the event that all of the Settling Defendants elect to terminate in accordance with the terms of that provision. (3) If the Opt-Out Threshold is not exceeded, the Settling Defendants’ right to terminate this Agreement pursuant to the provisions of this Section is inoperative and of no force and effect. (4) The Opt-Out Threshold shall be stated in the Collateral Agreement signed contemporaneously with the execution of this Agreement. The Collateral Agreement will state the Opt-Out Threshold shall be kept confidential by the Parties and their counsel, and may be shown to the Court but shall not be otherwise disclosed, unless disclosure is ordered by the Court.

Effect of Exceeding the Opt. Out Threshold, Conditions Precedent and Right to TerminateThreshold‌ (1) Notwithstanding any other provision in this the Agreement, the Settling Defendants Defendants, in their sole discretion, may elect to terminate this the Agreement if the total number of Eligible Shares held by Opt-Out Parties exceed the Opt-Out Threshold, Threshold is exceeded provided that their its election is made within twenty ten (2010) days of receiving notice from the Administrator or Class Counsel notifying them of the number information described in section 11.3 of Opt-Outs pursuant the Agreement. If the Defendants do not elect to Section 9.2 after which date terminate the Agreement within this period, their right to terminate the Agreement pursuant to the provisions of this Agreement section will have expiredexpire. (2) The right of termination provided in Section 10.2(1) shall be effected only in the event that all of the Settling Defendants elect to terminate in accordance with the terms of that provision. (3) If the Opt-Out Threshold is not exceeded, the Settling Defendants’ right to terminate this the Agreement pursuant to the provisions of this Section section is inoperative and of no force and effectinoperative. (43) The Opt-Out Threshold shall be stated in the Collateral Agreement signed contemporaneously with the execution of this Agreement. The Collateral Agreement will state the Opt-Out Threshold shall be kept confidential by the Parties and their counsel, and may be shown to the Court solely for the purposes of the Second Motion but shall not be otherwise discloseddisclosed by the Parties and their counsel, unless disclosure is ordered by the CourtCourt or the Defendants provide prior written consent to disclosure.