Bankruptcy Actions. The Company and the Union shall take the following actions to seek the approval of this Letter of Agreement by the bankruptcy court in In Re UAL Corporation et al., Case No. 02-B-48191 (Bankr. N.D. Ill.) (the "Bankruptcy Cases"):
Bankruptcy Actions. No later than five (5) Business Days after the date hereof, Seller will file a motion with an attached proposed order, reasonably acceptable to Seller and Purchaser, seeking approval of the terms of this Agreement.
Bankruptcy Actions. (a) [RESERVED].
Bankruptcy Actions. (a) Prior to or within five (5) Business Days after the execution of this Agreement, the Seller shall file with the Bankruptcy Court a motion (the “Sale Motion”) seeking, among other things, entry of (i) an order approving (A) the bidding protections described and/or set forth in Section 7.2 of this Agreement or otherwise set forth in the Sale Motion, and (B) certain bidding procedures for alternative offers for the Shares and Purchased Assets, which proposed order shall be substantially in the form of Exhibit K hereto (the “Bidding Procedures Order”), and (ii) an order approving this Agreement and the transactions contemplated thereby (including the sale of the Purchased Assets to the Purchaser free and clear of all Encumbrances) should the purchase offer made by this Agreement constitute the highest and best offer for the Shares and Purchased Assets pursuant to the Bidding Procedures Order, which order shall be substantially in the form of Exhibit L hereto (the “Approval Order”); provided, however, that the Bidding Procedures Order and the Approval Order may include changes and amendments as agreed to by the Seller and the Purchaser.
Bankruptcy Actions. No Loan Party shall seek, consent to, or permit to exist, without the prior written consent of the Administrative Agent, any order granting authority to take any action that is prohibited by the terms of this Agreement, the Orders or the other Loan Documents or refrain from taking any action that is required to be taken by the terms of this Agreement, the Orders or any of the other Loan Documents.
Bankruptcy Actions. Immediately following the Auction, Sellers shall file with the Bankruptcy Court the Sale Order approving this Agreement, Sellers' performance under this Agreement and the assumption and the assignment of the Assumed Executory Contracts. Sellers shall provide appropriate notice as is required by the Bankruptcy Code to all parties entitled to notice including, but not limited to, all parties to Assumed Executory Contracts and all taxing and environmental authorities in jurisdictions applicable to the Business. The Assumed Executory Contracts shall be identified (by the date of the Assumed Executory Contract (if available), the other party to the contract or lease and the address of such party) on an exhibit attached to a Motion for Order Authorizing the Assumption and Assignment of Executory Contracts and Unexpired Leases (which may be included in the Sale Order). Such exhibit shall set forth the amounts necessary to cure defaults under each of such Assumed Executory Contracts as determined by Sellers based on Sellers' books and records. Sellers shall, at the written direction of Purchaser delivered any time prior to the Sale Hearing, remove Assumed Executory Contracts from the exhibit. In cases in which Sellers are unable to establish that a default exists, the relevant cure amount shall be set at $0.00. The Sale Order shall reflect that Purchaser's promise to perform from and after the Closing under the Assumed Executory Contracts shall be the only adequate assurance of future performance necessary to satisfy the requirements of section 365 of the Bankruptcy Code in respect of the assignment to Purchaser of such Assumed Executory Contracts. Sellers will provide Purchaser with a reasonable opportunity to review and comment upon all motions, applications and supporting papers prepared by Sellers relating to this Agreement (including forms of Orders and notices to interested parties) prior to the filing thereof in the Chapter 11 Cases. All motions, applications and supporting papers prepared by Sellers relating to the approval of this Agreement (including forms of Orders and notices to interested parties) to be filed on behalf of Sellers after the Auction must be acceptable in form and substance to Purchaser, in its reasonable discretion. ENVIRONMENTAL PERMITS AND APPROVALS. Sellers shall, at their sole cost and expense, promptly and diligently seek to obtain any required Permits, consents, approvals or waivers under Environmental Laws necessary to consummate...
Bankruptcy Actions. Buyer acknowledges that it or the relevant Designated Buyers, as applicable, must provide adequate assurance of future performance under the Assumed Contracts and the Assumed Leases and agrees that it shall, and shall cause its Affiliates to, cooperate with the Sellers in connection with furnishing information or documents to the Sellers to satisfy the requirements of section 365(f)(2)(B) of the Bankruptcy Code.
Bankruptcy Actions. Seller shall use its commercially reasonable efforts to obtain the entry of the Bidding Procedures Order and the Sale Order on the Bankruptcy Court’s docket. Purchaser covenants and agrees that it shall cooperate with Seller in connection with furnishing information or documents to Seller to satisfy the requirements of adequate assurance of future performance under section 365(f)(2)(B) of the Bankruptcy Code.
Bankruptcy Actions. (a) Within three (3) days following the execution of this Agreement, the Seller shall file or cause to be filed (such filing date referred to as the "363/365 Filing Date") with the Bankruptcy Court, the Section 363/365 Motion and all necessary supporting papers, seeking, inter alia, (i) entry of an order substantially in the form of Exhibit D hereto approving the terms of Section 5.2 of this Agreement, including, without limitation the procedures relating to alternative offers and the payment of the Termination Fee and Expense Reimbursement (the "Bidding Procedures Order"), and (ii) entry of the Section 363/365 Order substantially in the form of Exhibit E hereto, approving this Agreement, the Seller's performance hereunder, and the sale of the Acquired Assets and assumption of the Assumed Liabilities, free and clear of all liens, claims (as defined by Section 101(5) of the Bankruptcy Code), interests, and encumbrances (except for Permitted Exceptions).
Bankruptcy Actions. (a) The bidding procedures to be employed with respect to this Agreement shall be those reflected in the Bidding Procedures Order. Xxxxx agrees and acknowledges that Sellers, including through their representatives, are and may continue soliciting inquiries, proposals or offers from third parties in connection with any Alternative Transaction pursuant to the terms of the Bidding Procedures Order.
