Common use of MODIFICATION OR TERMINATION OF THIS AGREEMENT Clause in Contracts

MODIFICATION OR TERMINATION OF THIS AGREEMENT. A. The terms and provisions of this Agreement may be amended, modified, or expanded by written agreement of the Parties and approval of the Court; provided, however that, after entry of the Final Order and Final Judgment, the Parties may by written agreement effect such amendments, modifications, or expansions of this Agreement and its implementing documents (including all exhibits hereto) without further notice to the Class or approval by the Court if such changes are consistent with the Court’s Final Order and Final Judgment and do not limit the rights of Class Members under this Agreement. B. This Agreement shall terminate at the discretion of either ▇▇▇, through ▇▇▇’▇ Counsel, or Plaintiffs, through Class Counsel, if: (1) the Court, or any appellate court(s), rejects, modifies, or denies approval of any portion of this Agreement that the terminating Party in his or her sole judgment and discretion reasonably determines is material, including, without limitation, the terms of relief, the findings, or conclusions of the Court, the provisions relating to Notice, the definition of the Class, and/or the terms of the Release; or (2) the Court, or any appellate court(s), does not enter or completely affirm, or alters or expands, any portion of the Final Order and Final Judgment, or any of the Court’s findings of fact or conclusions of law, that the terminating Party in his or her sole judgment and discretion reasonably determines is material. Except as otherwise provided in this Agreement, the terminating Party must exercise the option to withdraw from and terminate this Agreement, as provided in this Section XI.B, by a signed writing served on the other Parties no later than twenty (20) calendar days after receiving notice of the event prompting the termination. In the event that a terminating Party exercises his or her option to withdraw from and terminate this Agreement, this Agreement and the Settlement proposed in this Agreement shall become null and void and the Parties will be returned to their respective positions existing immediately before the execution of this Agreement. C. If an option to withdraw from and terminate this Agreement arises under Section IX.B above, neither Plaintiffs nor ▇▇▇ is required for any reason or under any circumstance to exercise that option and any exercise of that option shall be in good faith. D. If this Agreement is terminated pursuant to Section IX.B, above, then: 1. This Agreement shall be null and void and shall have no force or effect, and no Party to this Agreement shall be bound by any of its terms, except for the terms of this Section XI.D; 2. The Parties will petition to have any stay orders entered pursuant to this Agreement lifted; 3. All of the provisions of this Agreement, and all negotiations, statements, and proceedings relating to it shall be without prejudice to the rights of ▇▇▇, Plaintiffs or any Class Member, all of whom shall be restored to their respective positions existing immediately before the execution of this Agreement, except that the Parties shall cooperate in requesting that the Court set a new scheduling order such that neither party’s substantive or procedural rights is prejudiced by the attempted Settlement; 4. Released Parties expressly and affirmatively reserve all defenses, arguments, and motions as to all claims that have been or might later be asserted in the Action, including, without limitation, the argument that the Action may not be litigated as a class action; 5. Plaintiffs and all other Class Members, on behalf of themselves and their heirs, assigns, executors, administrators, predecessors, and successors, expressly and affirmatively reserve and do not waive all motions as to, and arguments in support of, all claims, causes of actions or remedies that have been or might later be asserted in the Action including, without limitation, any argument concerning class certification, consumer fraud, and treble, punitive, or other damages; 6. Neither this Agreement, the fact of it having been made, nor the negotiations leading to it, nor any discovery or action taken by a Party or Class Member pursuant to this Agreement, or any documents or communications pertaining to this Agreement shall be admissible or entered into evidence for any purpose whatsoever in the Action or in any proceeding, other than to enforce the terms of this Agreement; 7. The Parties stipulate that any Settlement-related order(s) or judgment(s) entered in this Action after the date of execution of this Agreement shall be deemed vacated and shall be without any force or effect; 8. All costs incurred by the Settlement Adminstrator prior to the termination of this Agreement pursuant to this Section XI, including but not limited to, Notice, publication, and administration costs will be paid from the Settlement Fund. Neither the Class, Plaintiffs nor Class Counsel shall be responsible for any of these costs or other Settlement-related costs, other than their Attorneys’ Fees and Expenses; 9. Notwithstanding the terms of this Section IX.D, if the Settlement is not consummated, Class Counsel may include any time spent in Settlement efforts as part of any statutory fee petition filed at the conclusion of the case, and ▇▇▇ reserves the right to object to the reasonableness of such requested fees and/or that the fees for such time and costs related thereto are not recoverable and should not be awarded; and E. Notwithstanding any provision herein, the amount of any award by the Court, if any, for the Service Award or the Attorneys’ Fees and Expenses, or the denial of the Service Award or Attorneys’ Fees and Expenses, shall not operate to serve as a basis to terminate or cancel this Agreement.

MODIFICATION OR TERMINATION OF THIS AGREEMENT. A. The terms and provisions of this Agreement may be amended, modified, or expanded by written agreement of the Parties and approval of the Court; provided, however thathowever, that after entry of the Final Order Judgment and Final JudgmentOrder, the Parties may by written agreement effect such amendments, modifications, or expansions of this Agreement and its implementing documents (including all exhibits hereto) without further notice to the Class or approval by the Court if such changes are consistent with the Court’s Final Order Judgment and Final Judgment Order and do not limit the rights of Class Members under this Agreement. B. This Agreement shall terminate at the discretion of either ▇▇▇, through ▇▇▇’▇ Counsel, Sony or the Named Plaintiffs, through Plaintiffs’ Class Counsel, if: (1) the Court, or any appellate court(s), rejects, modifies, or denies approval of any portion of this Agreement or the Settlement that the terminating Party party in his its (or her their) sole judgment and discretion reasonably determines determine(s) is material, including, without limitation, the terms of relief, the findings, or conclusions of the Court, the provisions relating to Noticenotice, the definition of the Class, and/or the terms of the Release; or (2) the Court, or any appellate court(s), does not enter or completely affirm, or alters alters, narrows or expands, any portion of the Final Order and Final Judgment, or any of the Court’s findings of fact or conclusions of law, that the terminating Party party in his its (or her their) sole judgment and discretion reasonably determines determine(s) is material. Except as otherwise provided in this Agreement, the The terminating Party party must exercise the option to withdraw from and terminate this Agreement, as provided in this Section XI.BX, by a signed writing served on the other Parties no later than twenty (20) calendar 20 days after receiving notice of the event prompting the termination. In the event that a terminating Party exercises his or her option to withdraw from and terminate this Agreement, this Agreement and the Settlement proposed in this Agreement shall become null and void and the The Parties will be returned to their respective positions existing immediately before the execution of this Agreementstatus quo ante. C. Sony shall have the right, but not the obligation, to terminate this Agreement if the total number of timely and valid requests for exclusion exceed 1.5% of the putative class members. D. If an option to withdraw from and terminate this Agreement arises under Section IX.B X(B) above, neither Sony nor Named Plaintiffs nor ▇▇▇ is are required for any reason or under any circumstance to exercise that option and any exercise of that option shall be in good faith. D. If E. If, but only if, this Agreement is terminated pursuant to Section IX.BX(B), above, then: 1. This Agreement shall be null and void and shall have no force or effect, and no Party to this Agreement shall be bound by any of its terms, except for the terms of this Section XI.DX(D) herein; 2. The Parties will petition the Court to have any stay orders entered pursuant to this Agreement lifted; 3. All of the provisions of this Agreementits provisions, and all negotiations, statements, and proceedings relating to it shall be without prejudice to the rights of ▇▇▇Sony, Plaintiffs or any Class Member, all of whom shall be restored to their respective positions existing immediately before the execution of this Agreement, except that the Parties shall cooperate in requesting that the Court set a new scheduling order such that neither partyno Party’s substantive or procedural rights is prejudiced by the attempted Settlementsettlement negotiations and proceedings; 4. Released Parties expressly and affirmatively reserve all defenses, arguments, and motions as to all claims that have been or might later be asserted in the Action, including, without limitation, the argument that the Action may not be litigated as a class action; 5. Named Plaintiffs and all other Class Members, on behalf of themselves and their heirs, assigns, executors, administrators, predecessors, and successors, expressly and affirmatively reserve and do not waive all motions as to, and arguments in support of, all claims, causes of actions or remedies that have been or might later be asserted in the Action including, without limitation, any argument concerning class certification, consumer fraud, and treble, punitive, treble or other damages; 6. Sony, and the other Released Parties expressly and affirmatively reserve and do not waive all motions and positions as to, and arguments in support of, all defenses to the causes of action or remedies that have been sought or might be later asserted in the actions, including without limitation, any argument or position opposing class certification, liability or damages; 7. Neither this Agreement, the fact of it its having been made, nor the negotiations leading to it, nor any discovery or action taken by a Party or Class Member pursuant to this Agreement, or any documents or communications pertaining to this Agreement shall be admissible or entered into evidence for any purpose whatsoever in the Action or in any proceeding, other than to enforce the terms of this Agreementwhatsoever; 78. The Parties stipulate that any SettlementAny settlement-related order(s) or judgment(s) entered in this Action after the date of execution of this Agreement shall be deemed vacated and shall be without any force or effect; 89. All costs incurred by in connection with the Settlement Adminstrator prior to the termination of this Agreement pursuant to this Section XISettlement, including including, but not limited to, Noticenotice, publication, and administration costs customer communications, will be paid from the Settlement Fund. Neither the Class, Plaintiffs nor Plaintiffs’ Class Counsel shall be responsible for any of these costs or other Settlementsettlement-related costs, other than their Attorneys’ Fees and Expenses; 910. Any attorneys’ fees and expenses previously paid to Plaintiffs’ Class Counsel shall be returned to Sony; and 11. Notwithstanding the terms of this Section IX.Dparagraph, if the Settlement is not consummated, Plaintiffs’ Class Counsel may include any time spent in Settlement efforts as part of any statutory fee petition filed at the conclusion of the case, and ▇▇▇ Sony reserves the right to object to the reasonableness of such requested fees and/or that the fees for such time and costs related thereto are not recoverable and should not be awarded; and E. Notwithstanding any provision herein, the amount of any award by the Court, if any, for the Service Award or the Attorneys’ Fees and Expenses, or the denial of the Service Award or Attorneys’ Fees and Expenses, shall not operate to serve as a basis to terminate or cancel this Agreementfees.

MODIFICATION OR TERMINATION OF THIS AGREEMENT. A. The terms and provisions of this Agreement may be amended, modified, or expanded by written agreement of the Parties and approval of the Court; provided, however that, after entry of the Final Order and Final Judgment, the Parties may by written agreement effect such amendments, modifications, or expansions of this Agreement and its implementing documents (including all exhibits hereto) without further notice to the Class or approval by the Court if such changes are consistent with the Court’s Final Order and Final Judgment and do not limit the rights of Class Members under this Agreement.expanded B. This Agreement shall terminate at the discretion of either ▇▇▇, through ▇▇▇’▇ Counsel, or Plaintiffs, through Class Counsel, if: (1) the Court, or any appellate court(s), rejects, modifies, or denies approval of any portion of this Agreement that the terminating Party in his or her sole judgment and discretion reasonably determines is material, including, without limitation, the terms of relief, the findings, or conclusions of the Court, the provisions relating to Notice, the definition of the Class, and/or the terms of the Release; or (2) the Court, or any appellate court(s), does not enter or completely affirm, or alters or expands, any portion of the Final Order and Final Judgment, or any of the Court’s findings of fact or conclusions of law, that the terminating Party in his or her sole judgment and discretion reasonably determines is material. Except as otherwise provided in this Agreement, the terminating Party must exercise the option to withdraw from and terminate this Agreement, as provided in this Section XI.B, by a signed writing served on the other Parties no later than twenty (20) calendar days after receiving notice of the event prompting the termination. In the event that a terminating Party exercises his or her option to withdraw from and terminate this Agreement, this Agreement and the Settlement proposed in this Agreement shall become null and void and the Parties will be returned to their respective positions existing immediately before the execution of this Agreement. C. If an option to withdraw from and terminate this Agreement arises under Section IX.B above, neither Plaintiffs nor ▇▇▇ is required for any reason or under any circumstance to exercise that option and any exercise of that option shall be in good faith. D. If this Agreement is terminated pursuant to Section IX.B, above, then: 1. This Agreement shall be null and void and shall have no force or effect, and no Party to this Agreement shall be bound by any of its terms, except for the terms of this Section XI.D;no 2. The Parties will petition to have any stay orders entered pursuant to this Agreement lifted; 3. All of the provisions of this Agreement, and all negotiations, statements, and proceedings relating to it shall be without prejudice to the rights of ▇▇▇, Plaintiffs or any Class Member, all of whom shall be restored to their respective positions existing immediately before the execution of this Agreement, except that the Parties shall cooperate in requesting that the Court set a new scheduling order such that neither party’s substantive or procedural rights is prejudiced by the attempted Settlement; 4. Released Parties expressly and affirmatively reserve all defenses, arguments, and motions as to all claims that have been or might later be asserted in the Action, including, without limitation, the argument that the Action may not be litigated as a class action; 5. Plaintiffs and all other Class Members, on behalf of themselves and their heirs, assigns, executors, administrators, predecessors, and successors, expressly and affirmatively reserve and do not waive all motions as to, and arguments in support of, all claims, causes of actions or remedies that have been or might later be asserted in the Action including, without limitation, any argument concerning class certification, consumer fraud, and treble, punitive, or other damages; 6. Neither this Agreement, the fact of it having been made, nor the negotiations leading to it, nor any discovery or action taken by a Party or Class Member pursuant to this Agreement, or any documents or communications pertaining to this Agreement shall be admissible or entered into evidence for any purpose whatsoever in the Action or in any proceeding, other than to enforce the terms of this Agreement; 7. The Parties stipulate that any Settlement-related order(s) or judgment(s) entered in this Action after the date of execution of this Agreement shall be deemed vacated and shall be without any force or effect; 8. All costs incurred by the Settlement Adminstrator prior to the termination of this Agreement pursuant to this Section XI, including but not limited to, Notice, publication, and administration costs will be paid from the Settlement Fund. Neither the Class, Plaintiffs nor Class Counsel shall be responsible for any of these costs or other Settlement-related costs, other than their Attorneys’ Fees and Expenses;and 9. Notwithstanding the terms of this Section IX.D, if the Settlement is not consummated, Class Counsel may include any time spent in Settlement efforts as part of any statutory fee petition filed at the conclusion of the case, and ▇▇▇ reserves the right to object to the reasonableness of such requested fees and/or that the fees for such time and costs related thereto are not recoverable and should not be awarded; and E. Notwithstanding any provision herein, the amount of any award by the Court, if any, for the Service Award or the Attorneys’ Fees and Expenses, or the denial of the Service Award or Attorneys’ Fees and Expenses, shall not operate to serve as a basis to terminate or cancel this Agreement.

MODIFICATION OR TERMINATION OF THIS AGREEMENT. A. 89. The terms and provisions of this Agreement may be amended, modified, or expanded by written agreement of the Parties and approval of the Court; provided, however thathowever, that after entry of the Final Order and Final Judgment, the Parties may by written agreement effect such amendments, modifications, or expansions of this Agreement and its implementing documents (including all exhibits attached hereto) without further notice to the Class or approval by the Court if such changes are consistent with the Court’s Final Order and Final Judgment and do not limit the rights of Class Members under this Agreement. B. This Agreement shall terminate at 90. In the discretion of either ▇▇▇, through ▇▇▇’▇ Counsel, or Plaintiffs, through Class Counsel, if: (1) the Court, or any appellate court(s), rejects, modifies, or denies approval of any portion of this Agreement that the terminating Party in his or her sole judgment and discretion reasonably determines is material, including, without limitation, event the terms or conditions of relief, the findings, or conclusions of the Court, the provisions relating to Notice, the definition of the Class, and/or the terms of the Release; or (2) the Court, or any appellate court(s), does not enter or completely affirm, or alters or expands, any portion of the Final Order and Final Judgment, or any of the Court’s findings of fact or conclusions of law, that the terminating Party in his or her sole judgment and discretion reasonably determines is material. Except as otherwise provided in this Agreement, other than terms pertaining to the terminating Attorneys’ Fees and Expenses and/or Service Awards, are materially modified by any court, either party in its sole discretion to be exercised within twenty-one (21) days after such a material modification may declare this Agreement null and void. In the event that a Party must exercise the exercises his/her/its option to withdraw from and terminate this Agreement, as provided in this Section XI.B, by a signed writing served on then the other Parties no later than twenty (20) calendar days after receiving notice of the event prompting the termination. In the event that a terminating Party exercises his or her option to withdraw from and terminate this Agreement, this Agreement and the Settlement proposed in this Agreement herein shall become null and void and shall have no force or effect, the Parties shall not be bound by this Agreement, and the Parties will be returned to their respective positions existing immediately before the execution of this Agreement. C. If an option to withdraw from and terminate this Agreement arises under Section IX.B above. Notwithstanding the foregoing, neither Plaintiffs nor ▇▇▇ is required for any reason or under any circumstance to exercise that option and any exercise of that option shall be in good faith. D. If the event this Agreement is terminated pursuant to Section IX.B, above, then: 1. This Agreement shall be null and void and shall have no force or effect, and no Party to this Agreement shall be bound not approved by any of its terms, except for the terms of this Section XI.D; 2. The Parties will petition to have any stay orders entered pursuant to this Agreement lifted; 3. All of the provisions of this Agreement, and all negotiations, statements, and proceedings relating to it shall be without prejudice to the rights of ▇▇▇, Plaintiffs or any Class Member, all of whom shall be restored to their respective positions existing immediately before the execution of this Agreement, except that the Parties shall cooperate in requesting that the Court set a new scheduling order such that neither party’s substantive or procedural rights is prejudiced by the attempted Settlement; 4. Released Parties expressly and affirmatively reserve all defenses, arguments, and motions as to all claims that have been or might later be asserted in the Action, including, without limitation, the argument that the Action may not be litigated as a class action; 5. Plaintiffs and all other Class Members, on behalf of themselves and their heirs, assigns, executors, administrators, predecessors, and successors, expressly and affirmatively reserve and do not waive all motions as to, and arguments in support of, all claims, causes of actions or remedies that have been or might later be asserted in the Action including, without limitation, any argument concerning class certification, consumer fraud, and treble, punitive, or other damages; 6. Neither this Agreement, the fact of it having been made, nor the negotiations leading to it, nor any discovery or action taken by a Party or Class Member pursuant to this Agreement, or any documents or communications pertaining to this Agreement shall be admissible or entered into evidence for any purpose whatsoever in the Action or in any proceeding, other than to enforce the terms of this Agreement; 7. The Parties stipulate that any Settlement-related order(s) or judgment(s) entered in this Action after the date of execution of this Agreement shall be deemed vacated and shall be without any force or effect; 8. All costs incurred by the Settlement Adminstrator prior to the termination of this Agreement pursuant to this Section XI, including but not limited to, Notice, publication, and administration costs will be paid from the Settlement Fund. Neither the Class, Plaintiffs nor Class Counsel shall be responsible for any of these costs or other Settlement-related costs, other than their Attorneys’ Fees and Expenses; 9. Notwithstanding the terms of this Section IX.D, if the Settlement is not consummated, Class Counsel may include any time spent in Settlement efforts as part of any statutory fee petition filed at the conclusion of the case, and ▇▇▇ reserves the right to object to the reasonableness of such requested fees and/or that the fees for such time and costs related thereto are not recoverable and should not be awarded; and E. Notwithstanding any provision herein, the amount of any award by the Court, if any, for the Service Award or the Attorneys’ Fees and Expensescourt, or the denial Agreement set forth in this Agreement is declared null and void, or in the event that the Effective Date does not occur, one or both Parties may petition the Court for allocation of the Service Award costs of notice and administration associated with this Agreement to that date in the event the Parties cannot agree on a method for allocation. In that case, each Party shall bear its own attorneys’ fees and costs associated with the Agreement not being approved, the Agreement being declared null and void, or Attorneys’ Fees and Expenses, shall the event that the Effective Date does not operate to serve as a basis to terminate or cancel this Agreementoccur.

MODIFICATION OR TERMINATION OF THIS AGREEMENT. A. The terms and provisions of this Agreement may be amended, modified, or expanded by written agreement of the Parties and approval of the Court; provided, however that, after entry of the Final Order and Final Judgment, the Parties may by written agreement effect such amendments, modifications, or expansions of this Agreement and its implementing documents (including all exhibits hereto) without further notice to the Class or approval by the Court if such changes are consistent with the Court’s Final Order and Final Judgment and do not limit the rights of Class Members under this Agreement. B. This Agreement shall terminate at the discretion of either ▇▇▇Inventure, through ▇▇▇’▇ Inventure’s Counsel, or PlaintiffsPlaintiff, through Class Counsel, if: (1) the Court, or any appellate court(s), rejects, modifies, or denies approval of any portion of this Agreement that the terminating Party in his or her sole judgment and discretion reasonably determines is material, including, without limitation, the terms of relief, the findings, or conclusions of the Court, the provisions relating to Notice, the definition of the Class, and/or the terms of the Release; or (2) the Court, or any appellate court(s), does not enter or completely affirm, or alters or expands, any portion of the Final Order and Final Judgment, or any of the Court’s findings of fact or conclusions of law, that the terminating Party in his or her sole judgment and discretion reasonably determines is material. Except as otherwise provided in this Agreement, the terminating Party must exercise the option to withdraw from and terminate this Agreement, as provided in this Section XI.B, by a signed writing served on the other Parties no later than twenty (20) calendar days after receiving notice of the event prompting the termination. In the event that a terminating Party exercises his or her option to withdraw from and terminate this Agreement, this Agreement and the Settlement proposed in this Agreement shall become null and void and the Parties will be returned to their respective positions existing immediately before the execution of this Agreement. C. If an option to withdraw from and terminate this Agreement arises under Section IX.B XI.B above, neither Plaintiffs Plaintiff nor ▇▇▇ Inventure is required for any reason or under any circumstance to exercise that option and any exercise of that option shall be in good faith. D. If this Agreement is terminated pursuant to Section IX.BXI.B, above, then: 1. This Agreement shall be null and void and shall have no force or effect, and no Party to this Agreement shall be bound by any of its terms, except for the terms of this Section XI.D; 2. The Parties will petition to have any stay orders entered pursuant to this Agreement lifted; 3. All of the provisions of this Agreement, and all negotiations, statements, and proceedings relating to it shall be without prejudice to the rights of ▇▇▇Inventure, Plaintiffs Plaintiff or any Class Member, all of whom shall be restored to their respective positions existing immediately before the execution of this Agreement, except that the Parties shall cooperate in requesting that the Court set a new scheduling order such that neither party’s substantive or procedural rights is prejudiced by the attempted Settlement; 4. Released Parties expressly and affirmatively reserve all defenses, arguments, and motions as to all claims that have been or might later be asserted in the Action, including, without limitation, the argument that the Action may not be litigated as a class action; 5. Plaintiffs Plaintiff and all other Class Members, on behalf of themselves and their heirs, assigns, executors, administrators, predecessors, and successors, expressly and affirmatively reserve and do not waive all motions as to, and arguments in support of, all claims, causes of actions or remedies that have been or might later be asserted in the Action including, without limitation, any argument concerning class certification, consumer fraud, and treble, punitive, or other damages; 6. Neither this Agreement, the fact of it having been made, nor the negotiations leading to it, nor any discovery or action taken by a Party or Class Member pursuant to this Agreement, or any documents or communications pertaining to this Agreement shall be admissible or entered into evidence for any purpose whatsoever in the Action or in any proceeding, other than to enforce the terms of this Agreement; 7. The Parties stipulate that any Settlement-related order(s) or judgment(s) entered in this Action after the date of execution of this Agreement shall be deemed vacated and shall be without any force or effect; 8. All costs incurred by the Settlement Adminstrator prior to the termination of this Agreement pursuant to this Section XI, including but not limited to, Notice, publication, and administration costs will be paid from the Settlement Fund. Neither the Class, Plaintiffs Plaintiff nor Class Counsel shall be responsible for any of these costs or other Settlement-related costs, other than their Attorneys’ Fees and Expenses; 9. Notwithstanding the terms of this Section IX.DXI.D, if the Settlement is not consummated, Class Counsel may the Parties reserve their respective rights to include any time spent in Settlement efforts as part of any statutory fee petition filed at the conclusion of the case, and ▇▇▇ reserves the right to object to the reasonableness of such requested fees and/or that the fees for such time and costs related thereto are not recoverable and should not be awarded; and E. Notwithstanding any provision herein, the amount of any award by the Court, if any, for the Service Award or the Attorneys’ Fees and Expenses, or the denial of the Service Award or Attorneys’ Fees and Expenses, shall not operate to serve as a basis to terminate or cancel this Agreement.