Common use of Submission for Bankruptcy Court Approval Clause in Contracts

Submission for Bankruptcy Court Approval. (a) All of the Parties shall use their respective commercially reasonable efforts to have the Sale Hearing no later than May 24, 2023 and to have the Sale Order entered no later than 3 Business Days after the conclusion of the Sale Hearing. The Buyer agrees that it will promptly take such actions as are reasonably requested by the Debtor Entities to assist in obtaining entry of such orders, including 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 the Buyer under this Agreement and the Assumed Real Property Lease and demonstrating that the Buyer is a “good faith” purchaser under section 363(m) of the Bankruptcy Code. The Debtor Entities shall give notice under the Bankruptcy Code of the request for entry of the Sale Order to all Persons entitled to such notice, including all Persons that have asserted Encumbrances in the Purchased Assets and all non-debtor parties to the Assumed Real Property Lease, and other appropriate notice, including such additional notice as the Bankruptcy Court shall direct or as the Buyer may reasonably request, and provide appropriate opportunity for hearing, to all parties entitled thereto, of all motions, orders, hearings, or other Proceedings in the Bankruptcy Court relating to this Agreement or the Transactions. The Debtor Entities shall be responsible for making all appropriate filings relating to this Agreement or the Transactions with the Bankruptcy Court, which filings shall be submitted, to the extent practicable, to the Buyer prior to their filing with the Bankruptcy Court for the Buyer’s prior review.

Submission for Bankruptcy Court Approval. (a) All of the Parties shall use their respective commercially reasonable efforts to have the Sale Hearing no later than May 2431, 2023 2023, and to have the Sale Order entered no later than 3 Business Days after the conclusion of the Sale Hearing. The Buyer agrees that it will promptly take such actions as are reasonably requested by the Debtor Entities to assist in obtaining entry of such orders, including 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 the Buyer under this Agreement and the Assumed Real Property Lease and demonstrating that the Buyer is a “good faith” purchaser under section 363(m) of the Bankruptcy Code. The Debtor Entities shall give notice under the Bankruptcy Code of the request for entry of the Sale Order to all Persons entitled to such notice, including all Persons that have asserted Encumbrances in the Purchased Assets and all non-debtor parties to the Assumed Real Property LeaseAssets, and other appropriate notice, including such additional notice as the Bankruptcy Court shall direct or as the Buyer may reasonably request, and provide appropriate opportunity for hearing, to all parties entitled thereto, of all motions, orders, hearings, or other Proceedings in the Bankruptcy Court relating to this Agreement or the Transactions. The Debtor Entities shall be responsible for making all appropriate filings relating to this Agreement or the Transactions with the Bankruptcy Court, which filings shall be submitted, to the extent practicable, to the Buyer prior to their filing with the Bankruptcy Court for the Buyer’s prior review.

Submission for Bankruptcy Court Approval. (a) On the Petition Date (or as soon thereafter as is reasonably practicable), the Sellers, other than TAT, shall file a motion or motions and supporting papers seeking (i) the entry of an order substantially in the form of Exhibit G approving the Overbid Procedures (the "Bidding Procedures Order") and (ii) entry of an order substantially in the form of Exhibit H approving this Agreement (the "Sale Order"), all in a form and substance reasonably acceptable to the Buyer. The Bidding Procedures Order and the Sale Order may, at the Sellers' option, be sought under one combined set of motion papers, which shall be in form and substance reasonably acceptable to the Buyer. All of the Parties parties hereto shall use their respective commercially reasonable efforts to have the Sale Hearing no later than May 24, 2023 and to have Bankruptcy Court enter the Sale Bidding Procedures Order entered no later than 3 Business Days after as soon as practicable following the conclusion filing of the Sale Hearingmotion therefor. The Buyer agrees that it will promptly take such actions as are reasonably requested by the Debtor Entities to assist in obtaining entry of such ordersSellers, including furnishing affidavits or other documents or information for filing with the Bankruptcy Court for the purposesthan TAT, among others, of providing necessary assurances of performance by the Buyer under this Agreement and the Assumed Real Property Lease and demonstrating that the Buyer is a “good faith” purchaser under section 363(m) of the Bankruptcy Code. The Debtor Entities shall give appropriate notice under the Bankruptcy Code of the request for entry of the Sale Order to all Persons entitled to such notice, including all Persons that have asserted Encumbrances in the Purchased Assets and all non-debtor parties to the Assumed Real Property Lease, and other appropriate noticerelief, including such additional notice as the Bankruptcy Court shall direct or as the Buyer may reasonably requestdirect, and provide appropriate opportunity for hearing, to all parties entitled thereto, of all motions, orders, hearings, or other Proceedings proceedings relating to this Agreement or the transactions contemplated hereby. 41 <PAGE> (b) The Sellers, other than TAT, and the Buyer shall consult with one another regarding pleadings which any of them intend to file, or positions any of them intend to take before the Bankruptcy Court in connection with, or which might reasonably affect the Bankruptcy Court's approval of, the Bidding Procedures Order or the Sale Order. The Sellers, other than TAT, shall promptly (and, in any event, within one (1) Business Day after the receipt of any written request from the Buyer) provide the Buyer and its counsel with copies of all notices, filings and orders of the Bankruptcy Court (and other courts) that the Sellers, other than TAT, have in their possession pertaining to the motion for approval of the Bidding Procedures Order, the Sale Order or any other order related to any of the transactions contemplated by this Agreement. (c) If the Bidding Procedures Order, the Sale Order or any other orders of the Bankruptcy Court relating to this Agreement or the Transactions. The Debtor Entities transactions contemplated hereby, shall be responsible appealed by any Person (or if any petition for making all appropriate filings relating to this Agreement certiorari or the Transactions with the Bankruptcy Courtmotion for reconsideration, which filings amendment, clarification, modification, vacation, stay, rehearing or reargument shall be submitted, filed with respect to the extent practicableBidding Procedures Order, Sale Order or other such order), subject to rights otherwise arising from this Agreement, the Sellers, other than TAT, and the Buyer prior will cooperate in taking such steps to prosecute diligently such appeal, petition or motion and each of the Sellers, other than TAT, and the Buyer shall use their filing with the Bankruptcy Court for the Buyer’s prior review.reasonable best efforts to obtain an expedited resolution of any such appeal, petition or motion. Section 7.11

Submission for Bankruptcy Court Approval. (a) All On the Petition Date (or as soon thereafter as is reasonably practicable), the Sellers shall file a motion or motions and supporting papers (including, a form of order substantially in the form of the Parties Bidding Procedures Order) seeking (i) the entry of an order by the Bankruptcy Court approving the Overbid Procedures and granting related relief (substantially in the form of Exhibit F hereto, the "Bidding Procedures Order") and (ii) approval of this Agreement and supporting papers (including the Sale Order) seeking entry of the Sale Order, all in a form and substance reasonably acceptable to the Buyer. The Bidding Procedures Order and the Sale Order may, at the Sellers' option, be sought under one combined set of motion papers, which shall be in form and substance reasonably acceptable to the Buyer. All parties hereto shall use their respective commercially reasonable efforts to have the Sale Hearing no later than May 24, 2023 and to have Bankruptcy Court enter the Sale Bidding Procedures Order entered no later than 3 Business Days after as soon as practicable following the conclusion filing of the Sale Hearingmotion therefor. The Buyer agrees that it will promptly take such actions as are reasonably requested by the Debtor Entities to assist in obtaining entry of such orders, including 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 the Buyer under this Agreement and the Assumed Real Property Lease and demonstrating that the Buyer is a “good faith” purchaser under section 363(m) of the Bankruptcy Code. The Debtor Entities Sellers shall give appropriate notice under the Bankruptcy Code of the request for entry of the Sale Order to all Persons entitled to such notice, including all Persons that have asserted Encumbrances in the Purchased Assets and all non-debtor parties to the Assumed Real Property Lease, and other appropriate noticerelief, including such additional notice as the Bankruptcy Court shall direct or as the Buyer may reasonably requestdirect, and provide appropriate opportunity for hearing, to all parties entitled thereto, of all motions, orders, hearings, or other Proceedings in the Bankruptcy Court proceedings relating to this Agreement or the Transactions. The Debtor Entities shall be responsible for making all appropriate filings relating to this Agreement or the Transactions with the Bankruptcy Court, which filings shall be submitted, to the extent practicable, to the Buyer prior to their filing with the Bankruptcy Court for the Buyer’s prior reviewtransactions contemplated hereby.

Submission for Bankruptcy Court Approval. (a) All of the Parties shall use their respective commercially reasonable efforts to have the Sale Hearing As promptly as practicable, but in no event later than May 24, 2023 and to have the Sale Order entered no later than 3 two (2) Business Days after the conclusion of the Sale Hearing. The Buyer agrees that it will promptly take such actions as are reasonably requested by the Debtor Entities to assist in obtaining entry of such ordersdate hereof, including 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 the Buyer under this Agreement and the Assumed Real Property Lease and demonstrating that the Buyer is a “good faith” purchaser under section 363(m) of the Bankruptcy Code. The Debtor Entities Sellers shall give notice under the Bankruptcy Code of the request for entry of the Sale Order to all Persons entitled to such notice, including all Persons that have asserted Encumbrances in the Purchased Assets and all non-debtor parties to the Assumed Real Property Lease, and other appropriate notice, including such additional notice as the Bankruptcy Court shall direct or as the Buyer may reasonably request, and provide appropriate opportunity for hearing, to all parties entitled thereto, of all motions, orders, hearings, or other Proceedings in the Bankruptcy Court relating to this Agreement or the Transactions. The Debtor Entities shall be responsible for making all appropriate filings relating to this Agreement or the Transactions file with the Bankruptcy Court, which filings and seek an expedited hearing on, a motion seeking (a) entry of an order of the Bankruptcy Court approving the bidding procedures described in Exhibit G and otherwise in form and substance satisfactory to Sellers and Buyer and authorizing the observance and performance of the terms of Section 7.02(b) hereto (the “Bidding Procedures Order”) and (b) the approval of this Agreement and the sale of the Acquired Assets to Buyer on the terms and conditions hereof if determined to be the “highest and best offer” in accordance with the Bidding Procedures Order. Sellers agree to provide to Buyer a draft of the Bidding Procedures Order, and Buyer agrees to promptly advise Sellers in writing of any changes that it requires for such draft Bidding Procedures Order to be in form and substance satisfactory to Buyer. Sellers and Buyer shall thereafter cooperate to reach agreement on a form of Bidding Procedures Order that is satisfactory to each party (and any other parties in interest) and such agreed form of Bidding Procedures Order shall be submitted, submitted to the extent practicable, Bankruptcy Court for its approval. Sellers shall deliver to the Buyer prior to their filing filing, and as early in advance as is practicable to permit adequate and reasonable time for Buyer and its counsel to review and comment, a draft of the motion seeking approval of the form of Bidding Procedures Order, and such motion when filed by Sellers with the Bankruptcy Court shall be reasonably acceptable to Buyer. If, after the filing of such motion, Sellers propose any changes to the form of Bidding Procedures Order, Sellers shall promptly notify Buyer. If prior to, during or after the hearing on the motion seeking approval of the form of Bidding Procedures Order, the Bankruptcy Court makes any such changes or any other modifications to such form of Bidding Procedures Order, Sellers and Buyer shall be required to raise any objections thereto in writing prior to entry of the Bidding Procedures Order, so long as they are provided an adequate opportunity to do so. Unless Sellers or Buyer raise any such objections in writing prior to entry of the Bidding Procedures Order (provided that Sellers and Buyer are provided with an adequate opportunity to do so), such Bidding Procedures Order shall be deemed to be in form and substance satisfactory to each party for the Buyer’s prior reviewall purposes, including Sections 6.01(c)(i) and 7.01(d) hereto.

Submission for Bankruptcy Court Approval. (a) All of the Parties shall use their respective commercially reasonable efforts to have the Sale Hearing no later than May 2431, 2023 and to have the Sale Order entered no later than 3 Business Days after the conclusion of the Sale Hearing. The Buyer agrees that it will promptly take such actions as are reasonably requested by the Debtor Entities to assist in obtaining entry of such orders, including 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 the Buyer under this Agreement and the Assumed Real Property Lease and demonstrating that the Buyer is a “good faith” purchaser under section 363(m) of the Bankruptcy Code. The Debtor Entities shall give notice under the Bankruptcy Code of the request for entry of the Sale Order to all Persons entitled to such notice, including all Persons that have asserted Encumbrances in the Purchased Assets and all non-debtor parties to the Assumed Real Property LeaseAssets, and other appropriate notice, including such additional notice as the Bankruptcy Court shall direct or as the Buyer may reasonably request, and provide appropriate opportunity for hearing, to all parties entitled thereto, of all motions, orders, hearings, or other Proceedings in the Bankruptcy Court relating to this Agreement or the Transactions. The Debtor Entities shall be responsible for making all appropriate filings relating to this Agreement or the Transactions with the Bankruptcy Court, which filings shall be submitted, to the extent practicable, to the Buyer prior to their filing with the Bankruptcy Court for the Buyer’s prior review.