Treatment of Executory Contracts and Unexpired Leases. A. Assumption and Rejection of Executory Contracts and Unexpired Leases On the Effective Date, except as otherwise provided herein, all Executory Contracts or Unexpired Leases shall be deemed assumed by the applicable Reorganized Debtor pursuant to sections 365 and 1123 of the Bankruptcy Code, other than those Executory Contracts and Unexpired Leases that (i) are identified on the Rejected Executory Contracts and Unexpired Leases Schedule; (ii) have been previously rejected by a Final Order; (iii) have been previously assumed or assumed and assigned by a Final Order; (iv) are the subject of a motion to reject that is pending on the Confirmation Date; (v) the Debtors have, as of the Confirmation Date, received authority to reject pursuant to an order of the Bankruptcy Court with the effective date of such rejection occurring after the Effective Date; (vi) provide for payment of severance or other benefits to former employees of the Debtors (other than retiree benefits within the meaning of such term in section 1114(a) of the Bankruptcy Code), whether in the form of a plan or individual agreement; and (vii) are solely with a Donlen Debtor, which to the extent not previously assumed by a Final Order shall be deemed to be rejected; provided, that, nothing in the Plan or Confirmation Order shall constitute an admission or finding that any plan or agreement referenced in the immediately preceding clause (vi) constitutes an Executory Contract; and provided further, that the Debtors reserve the right to seek enforcement of or other relief with respect to an assumed or assumed and assigned Executory Contract or Unexpired Lease following the Confirmation Date, including but not limited to seeking an order of the Bankruptcy Court for the rejection of such Executory Contract or Unexpired Lease for cause. Notwithstanding anything to the contrary contained herein, the Plan Support Agreement and the Stock Purchase Agreement shall be assumed by the Debtors or the Reorganized Debtors, as applicable, on the Effective Date pursuant to the Plan. The terms of any Final Order entered by the Court prior to the entrance of the Confirmation Order that provide for the assumption and assignment of nonresidential real property shall control over the terms of the Plan and Confirmation Order. Entry of the Confirmation Order shall constitute an order of the Bankruptcy Court approving the assumptions and rejections of such Executory Contracts or Unexpired Leases as set forth in the Plan,...
Treatment of Executory Contracts and Unexpired Leases. 28 A. Assumption and Rejection of Executory Contracts and Unexpired Leases. 28
Treatment of Executory Contracts and Unexpired Leases. The Plan shall schedule any executory contracts and unexpired leases that will be assumed, if any, which will only be upon agreement by Persistency. The Company shall provide to Persistency a schedule of all contracts so that Persistency can determine whether any of them should be assumed and assigned. All other executory contracts and unexpired leases shall be rejected. Conditions to Plan Support Agreement and Plan Confirmation: • The Plan and related documentation, including related motions and orders, exhibits, and the disclosure statement, shall be in form and substance acceptable to Persistency and the other terms and conditions set forth in the draft Plan Support and Lock-Up Agreement and Plan of Reorganization. Conditions to the Effective Date: • Allowed General Unsecured Claims (including Xxxxxxxxxxx) are not more than $2,000,000. • The Confirmation Order shall be in form and substance reasonably acceptable to Persistency and it shall contain provisions, among others: o Exculpating Persistency pursuant to section 1125(e) of the Bankruptcy Code. o All creditors and their affiliates being released from any and all claims in connection with the Company’s bankruptcy case. o Customary releases for directors and officers of the Company. o Transfers free of stamp and similar taxes pursuant to section 1146 of the Bankruptcy Code. • Appropriate representations and warranties regarding the Company and its subsidiaries shall be provided to Persistency; however, claims related thereto will expire on the Effective Date in the absence of fraud, willful misconduct or gross negligence. • Other customary conditions for a transaction of this type. • Confirmation Order entered within 80 days of the Bankruptcy Filing and becoming final 10 days thereafter (unless the Final Maturity of the DIP Loan is extended to 120 days in which case the Confirmation Order is entered within 110 days of the Bankruptcy Filing and becomes final 10 days thereafter).
Treatment of Executory Contracts and Unexpired Leases. 26 A. Assumption of Executory Contracts and Unexpired Leases 26 B. Indemnification 26 C. Cure of Defaults and Objections to Cure and Assumption 26 D. Contracts, Intercompany Contracts, and Leases Entered Into After the Petition Date 27 E. Insurance Policies 27 F. Nonoccurrence of Effective Date. 27 G. Reservation of Rights 27
Treatment of Executory Contracts and Unexpired Leases. A. Assumed Contracts And Leases As of effective date of Plan, each Debtor will be deemed to have assumed each executory contract and unexpired lease to which it is a party, unless such contract or lease (i) was previously assumed or, with concurrence of Investors, rejected by such Debtor, (ii) previously expired or terminated pursuant to its own terms, or (iii) is subject of motion to reject filed on or before confirmation date. Investors shall provide payment for rejection damages to the extent provided for in the Purchase Agreement.
Treatment of Executory Contracts and Unexpired Leases. 24 11.1. Assumption and Rejection of Executory Contracts and Unexpired Leases. 24 11.2. Cure. 25 11.3. Claims Arising from Rejection, Expiration or Termination. 26 ARTICLE XII. RETENTION OF JURISDICTION 26 ARTICLE XIII. MISCELLANEOUS PROVISIONS 28 13.1. Payment of Statutory Fees. 28 13.2. Satisfaction of Claims. 28 13.3. Special Provisions Regarding Insured Claims. 29 13.4. Subrogation. 29 13.5. Third Party Agreements; Subordination. 29 13.6. Exculpation. 30 13.7. Discharge of Liabilities. 30 13.8. Discharge of Debtors. 30 13.9. Notices. 31 13.10. Headings. 32 13.11. Governing Law. 32 13.12. Expedited Determination. 32 13.13. Exemption from Transfer Taxes. 32 13.14. Retiree Benefits. 32 13.15. Notice of Entry of Confirmation Order and Relevant Dates. 32 13.16. Interest and Attorneys’ Fees. 33 13.17. Modification of the Plan. 33 13.18. Revocation of Plan. 33 13.19. Setoff Rights. 34 13.20. Compliance with Tax Requirements. 34 13.21. Rates; Currency. 34 13.22. Injunctions. 34 13.23. Binding Effect. 35 13.24. Severability. 35 13.25. No Admissions. 35 13.26. Senior Notes Settlement. 36
Treatment of Executory Contracts and Unexpired Leases. 40 A. Assumption of Executory Contracts and Unexpired Leases 40 B. Rejection of Executory Contracts and Unexpired Leases 40 C. Effect of Confirmation Order 40 D. Cure of Defaults for Assumed Executory Contracts and Unexpired Leases 41 E. Claims Based on Rejection of Executory Contracts and Unexpired Leases 41 F. Preexisting Obligations to the Debtors Under Executory Contracts and Unexpired Leases 42 G. PoJo Modifications and Assumption of PoJo Leases and Documents 42 H. IBEW Local 15 Collective Bargaining Agreement 42 I. Modifications, Amendments, Supplements, Restatements, or Other Agreements 42 J. Reservation of Rights 43 K. Nonoccurrence of Effective Date 43 ARTICLE VI. PROVISIONS GOVERNING DISTRIBUTIONS 43 A. Timing and Calculation of Amounts to Be Distributed 43 B. Distribution of Net Sale Proceeds 44 C. Distributions on Account of Obligations of Multiple Debtors 44 D. Distributions Generally 44 E. Rights and Powers of Disbursing Agent 44 F. Distributions on Account of Claims Allowed After the Effective Date 45 G. Delivery of Distributions and Undeliverable or Unclaimed Distributions 45 H. Compliance with Tax Requirements/Allocations 47 I. Claims Paid or Payable by Third Parties 47
Treatment of Executory Contracts and Unexpired Leases. The Plan shall provide that the Company shall accept the contracts set forth on Schedule 3.A., and shall reject with the intent to renegotiate the contracts set forth on Schedule 3.B. As more specifically set forth on the foregoing schedules, the Company shall:
Treatment of Executory Contracts and Unexpired Leases. A. Assumption of Executory Contracts and Unexpired Leases On the Effective Date, all Executory Contracts and Unexpired Leases of the Debtors will be assumed by the Debtors in accordance with, and subject to, the provisions and requirements of sections 365 and 1123 of the Bankruptcy Code, except for those Executory Contracts and Unexpired Leases that, in each case, with the consent of the Required Consenting Term Lenders:
Treatment of Executory Contracts and Unexpired Leases. 33 A. Assumption and Rejection of Executory Contracts and Unexpired Leases if the Debtors Do Not Consummate the Sale Transaction on or before the Effective Date. 33
