Send us Feedback

LG Display (LPL)
Analysis
SUMMARY
BULLS
BEARS
TOPICS
Data
DATA CENTRAL
STOCK CHART
Financials
SEC FILINGS
BALANCE
INCOME
CASH FLOW

LPL » Topics » Article 17. Consequences of Termination

This excerpt taken from the LPL 20-F filed Apr 11, 2005.

Article 17. Consequences of Termination

 

17.1 Termination of this Agreement shall be without prejudice to the accrued rights and liabilities of the Parties at the date of termination, unless waived in writing by mutual agreement of the Parties.

 

17.2 If this Agreement is terminated by a Party (“Terminating Party”) in consequence of a material breach of this Agreement by the other Party (“Breaching Party”), and the Terminating Party is not itself in material breach of this Agreement at the time notice of termination is given, or if this Agreement is terminated by NEG pursuant to Article 16.1 (i), in this case NEG is a Terminating Party and LPL is a Breaching Party, then

 

  (a) the Terminating Party shall have the following rights (without prejudice to any right it may have to receive damages in consequence of the breach of this Agreement) and the Breaching Party shall have corresponding obligations:

 

  (i) the right to require the Breaching Party to sell all of its shares of the JVC to the Terminating Party or to any designees of the Terminating Party at 90% of the Fair Market Value thereof; provided that if the Terminating Party shall not be in a position to purchase the shares due to laws and government regulations, such Party shall have a right to designate a third party who may purchase the shares subject to the written consent of the Breaching Party, which consent shall not be unreasonably withheld;

 

  (ii) the right to require the Breaching Party to purchase all or any portion of the Terminating Party’s shares of the JVC at 110% of the Fair Market Value thereof; provided that if the Breaching Party shall not be in a position to purchase the shares due to laws and government regulations, such Party shall have a right to designate a third party who may purchase the shares subject to the written consent of the Terminating Party, which consent shall not be unreasonably withheld; or

 

  (iii) the right to require the Breaching Party to join with the Terminating Party to cause the JVC to go into liquidation.

 

  (c) a contract for the sale and purchase of shares shall be deemed to have been entered into upon the dispatch of written notice to the Breaching Party of the selection of the Terminating Party to exercise the option given above, and the sale of, and payment for, the shares shall be due within sixty (60) days of the completion of the appraisal of the shares.

 

17.3 In the event that this Agreement is terminated by either Party (“Terminating Party A”) pursuant to Article 16.1 (c) or (d), the Terminating Party A shall have the right to purchase the shares of the JVC held by the other Party or to sell the shares of the JVC

held by the Terminating Party A to the other Party at 100% of the Fair Market Value at the time of the termination determined by the Independent Appraiser. In the event that this Agreement is terminated by either Party (“Terminating Party B”) pursuant to Article 16.1 (e), the Terminating Party B shall have the right to purchase the shares of the JVC held by the other Party at 100% of the Fair Market Value at the time of the termination determined by the Independent Appraiser. In the event that this Agreement is terminated by LPL pursuant to Article 16.1 (f), LPL shall have the right to sell the shares of the JVC held by LPL to NEG at 100% of the par value or the Fair Market Value at the time of the termination whichever is higher. In the event that this Agreement is terminated by NEG pursuant to Article 16.1 (g), NEG shall have the right to buy the shares of the JVC held by LPL at 100% of the par value or the Fair Market Value at the time of the termination, whichever is lower. A contract for the sale and purchase of shares shall be deemed to have been entered into upon the dispatch of written notice by LPL or NEG to the other party to exercise the Option given above, and the sale of, and payment for, the shares shall be due within sixty (60) after the determination of the Fair Market Value of the shares.

 

17.4 For the purpose of Articles 16, 17 and 18 hereof, the Party means NEG or LPL as the case may be.

 

Wikinvest © 2006, 2007, 2008, 2009, 2010, 2011, 2012. Use of this site is subject to express Terms of Service, Privacy Policy, and Disclaimer. By continuing past this page, you agree to abide by these terms. Any information provided by Wikinvest, including but not limited to company data, competitors, business analysis, market share, sales revenues and other operating metrics, earnings call analysis, conference call transcripts, industry information, or price targets should not be construed as research, trading tips or recommendations, or investment advice and is provided with no warrants as to its accuracy. Stock market data, including US and International equity symbols, stock quotes, share prices, earnings ratios, and other fundamental data is provided by data partners. Stock market quotes delayed at least 15 minutes for NASDAQ, 20 mins for NYSE and AMEX. Market data by Xignite. See data providers for more details. Company names, products, services and branding cited herein may be trademarks or registered trademarks of their respective owners. The use of trademarks or service marks of another is not a representation that the other is affiliated with, sponsors, is sponsored by, endorses, or is endorsed by Wikinvest.
Powered by MediaWiki