TERMINATION OF THE SETTLEMENT Clause Samples

TERMINATION OF THE SETTLEMENT. 66. The Settlement is conditioned upon Preliminary Approval and Final Approval of the Settlement Agreement, and all terms and conditions thereof without material change, material amendments, or material modifications by the Court (except to the extent such changes, amendments, or modifications are agreed to in writing between the Parties). All exhibits attached hereto are incorporated into this Settlement Agreement. Accordingly, any Party may elect to terminate and cancel this Settlement Agreement within ten (10) days of any of the following events: a. This Settlement Agreement is changed in any material respect to which the Parties have not agreed in writing; b. The Court refuses to grant Preliminary Approval of this Agreement even after the renegotiation process described in Paragraph 47(c) of this Agreement; c. The Court refuses to grant Final Approval of this Agreement in any material respect; or d. The Court refuses to enter a Final judgment in this Action in any material respect. 67. In the event the Settlement Agreement is not approved or does not become Final, or is terminated consistent with this Settlement Agreement, the Parties, pleadings, and proceedings will return to the status quo ante as if no settlement had been negotiated or entered into, and the Parties will negotiate in good faith to establish a new schedule for the Action.

TERMINATION OF THE SETTLEMENT. 64. The Settlement is conditioned upon preliminary and final approval of the Parties’ written Settlement Agreement, and all terms and conditions thereof, without material change, material amendments, or material modifications by the Court (except to the extent such changes, amendments or modifications are agreed to in writing between the Parties). All Exhibits attached hereto are incorporated into this Settlement Agreement. Accordingly, this Settlement Agreement shall be terminated and cancelled within ten (10) days of any of the following events: a. This Settlement Agreement is changed in any material respect (except where otherwise agreed to by the Parties in writing). b. The Court refuses to grant Preliminary Approval of this Agreement in any material respect; c. The Court refuses to grant final approval of this Agreement in any material respect; or d. The Court refuses to enter a final judgment in this Litigation in any material respect. 65. The Settlement Agreement may be terminated and cancelled, at the sole and exclusive discretion of Defendant, if more than 10% of the Settlement Class Members timely and validly exclude themselves from the Settlement. 66. In the event the Settlement Agreement is not approved or does not become final, or is terminated consistent with this Settlement Agreement, the Parties, pleadings, and proceedings will return to the status quo ex ante as if no settlement had been negotiated or entered into, and the Parties will negotiate in good faith to establish a new schedule for the Litigation.

TERMINATION OF THE SETTLEMENT. (a) Class Plaintiffs, through OTC Plaintiffs’ Counsel, and Barclays, through Barclays’ Counsel, shall, in each of their separate discretions, have the right to terminate the settlement set forth in this Agreement by providing written notice of their election to do so (“Termination Notice”) to all other Parties hereto within thirty (30) days of the date on which any of the following occur: (i) The Court enters an order declining to enter the Preliminary Approval Order in any material respect; (ii) The Court enters an order refusing to approve this Agreement or any material part of it; (iii) The Court enters an order declining to enter the Final Judgment and Order of Dismissal in any material respect; (iv) The Court enters an Alternative Judgment; (v) The Final Judgment and Order of Dismissal is modified or reversed by a court of appeal or any higher court in any material respect; or (vi) An Alternative Judgment is modified or reversed by a court of appeal or any higher court in any material respect. (b) Notwithstanding this paragraph, the Court’s determination as to the Fee and Expense Application or any Plan of Distribution, or any determination on appeal from any such order, shall not provide grounds for termination of this Agreement or settlement. (c) Except as otherwise provided herein, in the event the settlement is terminated in accordance herewith, is vacated, is not approved, or the Effective Date fails to occur for any reason, then the Parties to this Agreement shall be deemed to have reverted to their respective status in the OTC Action as of the Execution Date, and, except as otherwise expressly provided herein, the Parties shall proceed in all respects as if this Agreement and any related orders had not been entered, and any portion of the Settlement Fund previously paid by or on behalf of Barclays, together with any interest earned thereon (and, if applicable, repayment of any Fee and Expense Award referred to in Paragraph 9(a) hereof), less any Taxes due, if any, with respect to such income, and less costs of administration and notice actually incurred and paid or payable from the Settlement Fund (not to exceed $500,000 without the prior approval of the Court) shall be returned to Barclays within ten (10) business days from the date of the Termination Notice. At the request of Barclays’ Counsel, the Escrow Agent shall apply for any tax refund owed on the Settlement Fund and pay the proceeds to Barclays. (d) Upon application to the Mediator, th...

TERMINATION OF THE SETTLEMENT. 76. The Settlement is conditioned upon preliminary and final approval of the Parties’ written Settlement Agreement, and all terms and conditions thereof without material change, material amendments, or material modifications by the Court (except to the extent such changes, amendments or modifications are agreed to in writing between the Parties). All Exhibits attached hereto are incorporated into this Settlement Agreement.

TERMINATION OF THE SETTLEMENT. 8.1. This Settlement is contingent upon Court approval. If the Court fails to grant Final Approval of the Settlement in any material respect, the Settlement will be subject to termination by either Party. Notwithstanding this paragraph, the Court’s determination as to the motion for Fee and Cost Award and Service Award and/or any plan of distribution, or any determination on 8.2. If this Settlement is terminated, then the Settlement and the relevant portions of this Agreement shall be canceled and terminated without prejudice, and this Agreement shall be null and void and shall have no further force or effect. 8.3. Except as otherwise provided herein, in the event the Agreement is terminated in accordance herewith, is vacated, is not approved, or the Effective Date fails to occur for any reason, then the Parties to this Agreement shall be deemed to have reverted to their respective status prior to the Settlement. In such circumstances, the Parties shall thereafter work together to arrive at a mutually agreeable schedule for resuming the Action. 8.4. Except as otherwise expressly provided herein, in the event the Agreement is terminated in accordance herewith, is vacated, not approved, or the Effective Date fails to occur for any reason, the Parties shall proceed in all respects as if this Settlement Agreement and any related orders had not been entered, and any portion of the Settlement Amount previously paid by or on behalf of Popular Bank, together with any interest earned thereon (and, if applicable, re-payment of any Fee and Cost Award, or Service Award) shall be returned to Popular Bank within 10 days from the date of the event causing such termination. However, Popular Bank agrees to cover any Settlement Administration Costs incurred or charged by the Settlement Administrator prior to the termination of this Agreement. 8.5. No Party hereto or its counsel shall directly or indirectly solicit or encourage any Person to opt-out from the Settlement Class.

TERMINATION OF THE SETTLEMENT. (a) Lender Plaintiffs, through Lender Plaintiffs’ Counsel, and the Settling Defendant, through the Settling Defendant’s Counsel, shall have the right to terminate the settlement set forth in this Agreement by providing written notice of their election to do so (“Termination Notice”) to all other Parties hereto within thirty (30) days of the date on which any of the following occur: (i) The Court enters an order declining to enter the Preliminary Approval Order in any material respect adverse to the terminating party; (ii) The Court enters an order refusing to approve this Agreement or any material part of it adverse to the terminating party; (iii) The Court enters an order declining to enter the Final Judgment and Order of Dismissal in any material respect adverse to the terminating party; (iv) The Court enters an Alternative Judgment; (v) The Final Judgment and Order of Dismissal is vacated, modified or reversed by a court of appeal or any higher court in any material respect adverse to the terminating party; or (vi) An Alternative Judgment is vacated, modified or reversed by a court of appeal or any higher court in any material respect adverse to the terminating party. (b) Further, in addition to the provisions contained in Paragraph 13(a) herein, the Settling Defendant shall have the right to terminate this Settlement Agreement pursuant to the terms and conditions of the supplemental agreement (the “Supplemental Agreement”) executed at the same time as this Settlement Agreement. The Supplemental Agreement shall not be filed with the Court unless ordered by the Court, and, in such event, Lender Plaintiffs and the Settling Defendant shall request that the Supplemental Agreement, along with any other material submitted, be filed and maintained with the Court under seal. The Supplemental Agreement is expressly incorporated into this Settlement Agreement. (c) Notwithstanding this Paragraph 13, the Court’s determination as to the Fee and Expense Application, any application for service awards to any plaintiff, or any Plan of Distribution, or any determination on appeal from any such order, shall not provide grounds for termination of this Agreement or settlement. Without limiting the foregoing, Settling Defendant shall have, in its sole and absolute discretion, the option to terminate the Settlement in its entirety in the event that the Judgment, upon becoming Final, does not provide for the dismissal with prejudice of the Action as to UBS and a full discharg...

TERMINATION OF THE SETTLEMENT. This Order shall become null and void and shall be without prejudice to the rights of the Parties, all of whom shall be restored to their respective positions existing immediately before this Court entered this Order, if the Settlement is not finally approved by the Court or is terminated in accordance with the Settlement Agreement. In such event, the Settlement and Settlement Agreement shall become null and void and be of no further force and effect, and neither the Settlement Agreement nor the Court’s orders, including this Order, relating to the Settlement shall be used or referred to for any purpose whatsoever.

TERMINATION OF THE SETTLEMENT. 75. The settlement is conditioned upon preliminary and final approval of the Parties’ written Settlement Agreement, and all terms and conditions thereof without material change, amendments, or modifications by the Court (except to the extent such changes, amendments or modifications are agreed to in writing between the Parties). All Exhibits attached hereto are incorporated into this Settlement Agreement. Accordingly, this Settlement Agreement shall be terminated and cancelled, at the option of any Party, upon any of the following events: a. This Settlement Agreement is changed in any material respect to which the Parties have not agreed in writing. b. The Court declines to enter the Preliminary Approval Order; c. The Final Approval Order approving the Settlement and certifying the Settlement Classes for the Class Period as provided in this Agreement is not entered by the Court or is reversed by a higher court; or d. Another party to this Settlement Agreement materially breaches the Settlement Agreement and such breach materially frustrates the purposes of this Agreement; 76. This Settlement Agreement shall be terminated and cancelled, at the sole and exclusive discretion of Uber, upon any of the following events: a. The notice required by the Court is inconsistent with Section IX; b. The bar order and permanent injunction as provided in Section XIV are not entered by the Court as provided in that Section; c. If at any time prior to final approval of the Settlement Agreement any governmental entity files or indicates its intention to investigate or file or bring a claim, cause of action, complaint, petition, or other action in any administrative, legal, equitable or governmental proceeding against Uber relating to potential violations of the Telephone Consumer Protection Act; or d. Greater than 5% of the Settlement Class Members Opt-Out; or e. The Court does not permit the amendment of the operative complaint as set forth in Exhibit 1 prior to its order on preliminary approval of this Settlement Agreement. 77. In the event the Settlement Agreement is not approved or does not become final, or is terminated consistent with this Settlement Agreement, the Parties, pleadings, and proceedings will return to the status quo ante as if no settlement had been negotiated or entered into, and the Parties will negotiate in good faith to establish a new schedule for the Litigation.

TERMINATION OF THE SETTLEMENT. 80. Defendant shall have the right to unilaterally terminate this Agreement by providing written notice of its election to do so (“Termination Notice”) to all other Parties hereto within ten (10) calendar days of any of the following occurrences: a. the Court rejects, materially modifies, materially amends or changes, or declines to preliminarily or finally approve the Settlement Agreement; b. an appellate court reverses the Final Approval Order, and the Settlement Agreement is not reinstated without material change by the Court on remand; c. any court incorporates into, or deletes or strikes from, or modifies, amends, or changes, the Preliminary Approval Order, Final Approval Order, or the Settlement Agreement in a way that is material, unless such modification or amendment is accepted in writing by all Parties; d. More than 1,000 of the Class Members Opt-Out. e. the Effective Date does not occur; or f. any other ground for termination provided for elsewhere in this Agreement occurs. 81. In the event the Settlement Agreement is not approved or does not become final, or is terminated consistent with this Settlement Agreement, the Parties, pleadings, and proceedings will return to the status quo ante as if no settlement had been negotiated or entered into, and the Parties will negotiate in good faith to establish a new schedule for the Litigation.