Common use of Effect of Failure of Approval Clause in Contracts

Effect of Failure of Approval. In the event the Court fails to enter an Order Granting Final Approval in accordance with the terms of this Agreement, the Parties shall proceed as follows: 7.7.1. If the Court declines to enter the Order Granting Final Approval as provided for in this Agreement, the Litigation will resume unless within thirty (30) calendar days the Parties mutually agree in writing to: seek reconsideration or appellate review of the decision denying entry of the Order Granting Final Approval; or attempt to re- negotiate the Settlement and seek Court approval of the renegotiated settlement. 7.7.2. In the event the Litigation resumes or the Parties seek reconsideration and/or ap- pellate review of the decision denying entry of the Order Granting Final Approval and such reconsideration and/or appellate review is denied, the Escrow Agent shall, within seven (7) calendar days of receiving written notice of the resumption of the Litigation or the denial of reconsideration or appellate review, repay to Syngenta Crop Protection, LLC the Termination Refund and this Agreement shall thereupon terminate. 7.7.3. If, for any reason, the Settlement is not approved by the Court or does not be- come subject to Final Approval, then no class will be deemed certified as a result of this Agreement, and the Litigation for all purposes will revert to its status as of March 30, 2012. In such event, Defendants will not be deemed to have consented to certification of any class, and will retain all rights to oppose, appeal, or otherwise challenge, legally or procedurally, class certification or any other issue in this case. Likewise, if the Settlement is not approved by the Court or does not become subject to Final Approval, then the participation in the Settlement by any Plaintiff or Class Member cannot be raised as a defense to their claims. 7.7.4. It shall not be deemed a failure to enter the Order Granting Final Approval for the Court to deny, all or in part, the attorneys’ fees and cost award requested by Class Counsel. In such case, this Agreement shall be deemed valid and enforceable, not- withstanding the Court’s order awarding less than the requested amount of attor- neys’ fees and costs. However, Class Counsel shall retain all rights of appellate re- view to such an order without affecting the finality of any award to the Settlement Class.

Effect of Failure of Approval. In the event If the Court declines or fails to enter an Order Granting Preliminary Approval or an Order Granting Final Approval in accordance with and in the terms of this Agreementreasonable time specified in Paragraphs 9.1.1 and 9.1.2, the Parties shall proceed as follows: 7.7.19.9.1. If the Court declines to or does not enter the Order Granting Preliminary Approval or the Order Granting Final Approval as provided for in this Agreementaccordance with Paragraphs 9.1.1 and 9.1.2, the Litigation against the Released Persons will resume unless within thirty (30) calendar days of such event the Parties mutually agree in writing to: to either (a) seek reconsideration or appellate review of the any decision denying entry of the Order Granting Final Approvalsuch order; or (b) attempt to re- negotiate renegotiate the Settlement settlement and seek Court approval of the renegotiated settlement; and/or (c) comply with other guidance or directives the Court has provided. 7.7.29.9.2. In the event If the Litigation against the Released Persons resumes pursuant to Paragraph 9.9.1, or the Parties seek reconsideration and/or ap- pellate appellate review of the any decision denying entry of the Order Granting Preliminary Approval or Order Granting Final Approval and such reconsideration and/or appellate review is denied, : (a) the Escrow Agent shall, within seven (7) calendar days of receiving written notice of the such resumption of the Litigation or the denial of further reconsideration or appellate review, repay to Syngenta Crop ProtectionSettling Defendants any unused portion of the Settlement Funds, LLC including interest accrued thereon, as of the date on which notice is received (the “Termination Refund”), and (b) this Settlement Agreement shall terminate upon payment of the Termination Refund and this Agreement shall thereupon terminateRefund. 7.7.39.9.3. If, for any reason, the Settlement is not approved by the Court or does not be- come subject to Final ApprovalCourt, then no class will be deemed certified as a result of this Settlement Agreement, and the Litigation against the Released Persons for all purposes will revert to its status as of March 30, 2012the Settlement Date. In such event, Settling Defendants will not be deemed to have consented to certification of any class, and will retain all rights to oppose, appeal, or otherwise challenge, legally or procedurally, class certification or any other issue in this case. Likewise, if the Settlement is not approved by the Court or does not become subject to Final ApprovalCourt, then the participation in the Settlement by any Plaintiff Class Representative or Settlement Class Member cannot be raised as a defense to their claimsClaims. 7.7.4. It shall not be deemed a failure to enter the Order Granting Final Approval for the Court to deny, all or in part, the attorneys’ fees and cost award requested by Class Counsel. In such case, this Agreement shall be deemed valid and enforceable, not- withstanding the Court’s order awarding less than the requested amount of attor- neys’ fees and costs. However, Class Counsel shall retain all rights of appellate re- view to such an order without affecting the finality of any award to the Settlement Class.