Common use of Bankruptcy Court Filings Clause in Contracts

Bankruptcy Court Filings. (i) Provided Buyer is selected as the winning bidder in respect of the Acquired Assets at the Auction, or if no Competing Bid is submitted with respect to the Acquired Assets, Sellers shall diligently seek entry of the Sale Order and any other necessary orders to close the sale of the Acquired Assets (the “Related Orders”) by the Bankruptcy Court in accordance with the terms and conditions of the Bidding Procedures Order. Buyer and Sellers understand and agree that the consummation of the transactions contemplated by this Agreement is subject to approval by the Bankruptcy Court. Buyer agrees that it will promptly take such actions as are reasonably requested by Sellers to assist in obtaining entry of the Sale Order and any Related Orders including a finding of adequate assurance of future performance by Buyer, including by furnishing affidavits or other documents or information for filing with the Bankruptcy Court for the purposes, among others, of providing necessary assurances of performance by Buyer under this Agreement and demonstrating that Buyer is a “good faith” purchaser under section 363(m) of the Bankruptcy Code. Buyer shall not, without the prior written consent of Sellers, file, join 34

Bankruptcy Court Filings. (i) Provided Buyer is selected As promptly as practicable following the winning bidder in respect execution of this Agreement, Seller shall file with the Acquired Assets at Bankruptcy Court the Auction, or if no Competing Bid is submitted with respect to the Acquired Assets, Sellers shall diligently seek Sale Motion seeking entry of the Sale Order and any other necessary orders to close the sale of the Acquired Assets (the “Related Orders”) by the Bankruptcy Court in accordance with the terms Breakup Fee and conditions of the Bidding Procedures Competing Bid Order. Buyer and Sellers understand and agree that the consummation of the transactions contemplated by this Agreement is subject to approval by the Bankruptcy Court. Buyer Purchaser agrees that it will promptly take such actions as are reasonably requested by Sellers Seller to assist in obtaining entry of the Sale Order and any Related Orders including the Breakup Fee and Competing Bid Order and a finding of adequate assurance of future performance by BuyerPurchaser, including by furnishing affidavits or other documents or information for filing with the Bankruptcy Court for the purposes, among others, of providing necessary assurances of performance by Buyer Purchaser under this Agreement and demonstrating that Buyer Purchaser is a “good faith” purchaser under section Section 363(m) of the Bankruptcy Code. Buyer Purchaser shall not, without the prior written consent of SellersSeller, file, join 34in, or otherwise support in any manner whatsoever any motion or other pleading relating to the sale of the Purchased Assets hereunder. In the event the entry of the Sale Order or the Breakup Fee and Competing Bid Order shall be appealed, Seller and Purchaser shall use their respective reasonable efforts to defend such appeal.

Bankruptcy Court Filings. Seller will file the Sale Motion no less than three (i3) Provided Buyer Business Days after the date of this Agreement. After the Sale Motion is selected filed, Seller shall provide Purchaser copies of any additional filings to be made as the winning bidder far as advance as possible (but in respect of the Acquired Assets at the Auction, or if no Competing Bid is submitted with respect event less than twelve (12) hours) and will incorporate into such filing all reasonable comments provided by Purchaser prior to the Acquired Assets, Sellers shall diligently seek entry of the Sale Order filing thereof. Purchaser and any other necessary orders to close the sale of the Acquired Assets (the “Related Orders”) by the Bankruptcy Court in accordance with the terms and conditions of the Bidding Procedures Order. Buyer and Sellers understand and Seller each agree that the consummation of the transactions contemplated by this Agreement is subject to approval by the Bankruptcy Court. Buyer agrees that it will promptly take such actions as are reasonably requested by Sellers necessary to assist in obtaining obtain entry of the Sale Order approving this Agreement and any Related Orders including a finding of adequate assurance of future performance by Buyerauthorizing the Transactions, including by furnishing affidavits or other documents or information for filing with the Bankruptcy Court for the purposes, among others, of (in the case of Purchaser) providing necessary assurances of performance by Buyer Purchaser under this Agreement Agreement, including providing a witness to testify on behalf of Purchaser in the Bankruptcy Court as to Purchaser's ability to pay the Purchase Price, and demonstrating that Buyer Purchaser is a “"good faith” " purchaser under section Section 363(m) of the Bankruptcy Code. Buyer Purchaser shall notconsult with Seller prior to filing, without joining in or otherwise supporting in any manner whatsoever any motion or other pleading relating to the prior written consent sale of Sellersthe Purchased Assets hereunder. In the event the entry of the Sale Order is appealed, file, join 34Seller and Purchaser shall use their respective commercially reasonable efforts to defend such appeal and to oppose any request for a stay pending any such appeal.

Bankruptcy Court Filings. (i) Provided Buyer is selected as the winning bidder in respect of the Acquired Assets at the Auction, or if no Competing Bid is submitted with respect to the Acquired Assets, Sellers shall diligently seek entry of file the Sale Order and any other necessary orders to close the sale of the Acquired Assets (the “Related Orders”) by Motion with the Bankruptcy Court promptly and in accordance with any event within five (5) Business Days after the terms date hereof, and conditions shall use commercially reasonable efforts to have the hearing on approval of the Bidding Procedures OrderOrder held no later than December 15, 2003. Buyer and Sellers understand and agree that the consummation of the transactions contemplated by this Agreement is subject to approval by the Bankruptcy Court. Buyer Purchaser agrees that it will promptly take such actions as are reasonably requested by Sellers to assist in obtaining entry of the Sale Order and any Related Orders including a finding of adequate assurance of future performance by Buyerthe Bidding Procedures Order, including by furnishing affidavits or other documents or information for filing with the Bankruptcy Court for the purposes, among others, of providing necessary assurances of performance by Buyer Purchaser under this Agreement and demonstrating that Buyer Purchaser is a “good faith” purchaser under section Section 363(m) of the Bankruptcy Code. Buyer Prior to the entry of the Bidding Procedures Order, Purchaser shall not, without the prior written consent of SellersTamtron, file, join 34in or otherwise support in any manner whatsoever any motion or other pleading relating to the sale of the Purchased Assets hereunder. After the entry of the Bidding Procedures Order, Purchaser shall use good faith efforts to provide Tamtron, prior to filing, with copies of any such motion or pleading. In the event Purchaser is the successful bidder and the entry of the Sale Order or the Bidding Procedures Order shall be appealed, Sellers and Purchaser, each at their own expense, shall use their respective commercially reasonable efforts to defend such appeal.

Bankruptcy Court Filings. (i) Provided Buyer is selected as the winning bidder in respect of the Acquired Assets at the AuctionOn or before July 23, or if no Competing Bid is submitted with respect to the Acquired Assets2020, Sellers shall diligently seek entry of the Sale Order and any other necessary orders to close the sale of the Acquired Assets (the “Related Orders”) by file with the Bankruptcy Court in accordance with the terms and conditions a supplement to their motion seeking entry of the Bidding Procedures Order. Buyer Order (which shall, among other things, approve and Sellers understand and agree that the consummation authorize payment of the transactions contemplated by Termination Payment in accordance with this Agreement is subject to approval by Section 5.4) (the Bankruptcy Court“Supplemental Motion”). Buyer agrees that it will promptly take such actions as are reasonably requested by Sellers to assist in obtaining entry of the Sale Bidding Procedures Order and any Related Orders the Sale Order, including a finding of adequate assurance of future performance by Buyer, including by furnishing affidavits or other documents or information for filing with the Bankruptcy Court for the purposes, among others, of providing necessary assurances of performance by Buyer under this Agreement and demonstrating that Buyer is a “good faith” purchaser under section 363(m) of the Bankruptcy Code. Buyer shall not, without the prior written consent of Sellers, file, join 34in, or otherwise support in any manner whatsoever any motion or other pleading relating to the sale of the Acquired Assets hereunder. In the event the entry of the Bidding Procedures Order shall be appealed, Sellers and Buyer shall use their respective commercially reasonable efforts to defend such appeal.

Bankruptcy Court Filings. (i) Provided Buyer is selected As promptly as practicable following the winning bidder in respect execution of the Acquired Assets at the Auction, or if no Competing Bid is submitted with respect to the Acquired Assetsthis Agreement, Sellers shall diligently seek file with the Bankruptcy Court the Sale Motion seeking entry of the Procedures Order and Sale Order. Sellers shall use commercially reasonable efforts to obtain entry of the Procedures Order and the Sale Order and any other necessary orders to close the sale of the Acquired Assets (the “Related Orders”) by the Bankruptcy Court in accordance with the terms and conditions of the Bidding Procedures Orderdue course. Buyer and Sellers understand and agree that the consummation of the transactions contemplated by this Agreement is subject to approval by the Bankruptcy Court. Buyer Purchaser agrees that it will promptly take such actions as are reasonably requested by Sellers to assist in obtaining entry of the Procedures Order and Sale Order and any Related Orders including a finding of adequate assurance of future performance by BuyerPurchaser, including by furnishing affidavits or other documents or information for filing with the Bankruptcy Court for the purposes, among others, of providing necessary assurances of performance by Buyer Purchaser under this Agreement and demonstrating that Buyer Purchaser is a “good faith” purchaser under section Section 363(m) of the Bankruptcy Code; provided, however, that Purchaser shall have no obligation or duty to accept any substantive modifications to this Agreement, any related agreements, the form of Procedures Order or the form of Sale Order which are not acceptable to Purchaser. Buyer Purchaser shall not, without the prior written consent of Sellers, file, join 34in, or otherwise support in any manner whatsoever any motion or other pleading relating to the sale of the Purchased Assets hereunder.