363 Order definition

363 Order means an order of the Bankruptcy Court pursuant to sections 105, 363 and 365 of the Bankruptcy Code, which satisfies the requirements of Section 5.11 and authorizes and approves the portion of the Transaction not consummated pursuant to the Plan or the JV Plan.
363 Order means an order of the Bankruptcy Court, substantially in the form set forth on Exhibit 7.1(a) hereto.
363 Order means an order of the Bankruptcy Court pursuant to sections 105, 363 and 365 of the Bankruptcy Code, which satisfies the requirements of Section 5.13 and authorizes and approves the 363 Sale.

Examples of 363 Order in a sentence

  • Item 363 Order Notify ShipmentsCarrier does not provide order/notify service, also referred to as negotiable bill of lading.

  • Any motion for rehearing or reconsideration of the 363 Order or 365 Order shall have been denied or withdrawn.

  • The form of Section 363 Order attached hereto in Exhibit A is in form and substance satisfactory to the Purchaser.

  • The Section 363 Order shall have been entered by the Bankruptcy Court and such order shall not have been stayed, modified, reversed or amended in any manner materially adverse to the Seller; and the Seller shall have received from the Bankruptcy Court all other orders, approvals and consents required to transfer the Purchased Shares and to consummate the transactions contemplated by this Agreement.

  • The Section 363 Order will be substantially in the form annexed hereto as Exhibit A and the motion relating to the Section 363 Order will be in form and substance reasonably satisfactory to the Purchaser.


More Definitions of 363 Order

363 Order means an order of the Bankruptcy Court, in form attached hereto as EXHIBIT C, with the substance of any changes thereto in the sole discretion of the Purchaser, approving the sale of the Assets, including the assignment of all Assumed Contracts and Assumed Leases, except Excluded Contracts and other Excluded Assets, by the Sellers to the Purchaser under this Agreement pursuant to Sections 105 and 363 of the Bankruptcy Code, in each case free and clear of any Encumbrances (other than Permitted Encumbrances) except as specifically set forth in this Agreement as an Assumed Liability, and finding that the Purchaser is a "good faith purchaser," including for purposes of Section 363(m) of the Bankruptcy Code.
363 Order means an order of the Bankruptcy Court, in form and substance reasonably satisfactory to the Purchaser and the Seller, approving the sale of the Business, including all Assets and the assignment of all Assumed Contracts and Assumed Leases except Excluded Contracts and other Excluded Assets, by Seller to Purchaser under this Agreement pursuant to sections 105 and 363 of the Bankruptcy Code, in each case free and clear of any Encumbrances except as specifically set forth in this Agreement as an Assumed Liability, and finding that Purchaser is a good faith purchaser including for purposes of Section 363(m) of the Bankruptcy Code, in substantially the form of Exhibit E. "365 Order" means an order or orders of the Bankruptcy Court (which may be included in the 363 Order), in form and substance reasonably satisfactory to the Purchaser and the Seller, approving the assumption and assignment of all Assumed Contracts and Assumed Leases by the Seller pursuant to section 365 of the Bankruptcy Code. The 365 Order shall provide that all defaults of Seller under the Assumed Contracts arising or accruing prior to the date of the 365 Order (without giving effect to any acceleration clauses or any default provisions in such contracts of a kind specified in section 365(b)(2) of the Bankruptcy Code) have been cured or will be promptly cured by Seller such that Purchaser shall have no liability or obligation with respect to any default or obligation arising or accruing prior to the date of the 365 Order, except as may otherwise be specifically agreed as set forth in this Agreement; and that the Assumed Contracts and Assumed Leases (other than Excluded Contracts) will be transferred to, and remain in full force and effect for the benefit of the Purchaser, notwithstanding any provision in such Assumed Contracts except Excluded Contracts and other Excluded Assets or in applicable law (including those described in sections 365(b)(2) and (f) of the Bankruptcy Code) that prohibits, restricts, or limits in any way such assignment or transfer. "Top Customers" has the meaning set forth in Section 3.19. "Total Ohio Consideration" has the meaning set forth in Section 1.6. "Trade Receivables" has the meaning set forth in Section 1.1(b). "Transfer Taxes" has the meaning set forth in Section 5.13. "Transitioned Employee" has the meaning set forth in Section 6.5(b). "USN" has the meaning set forth in the Preamble. "USN Audited Financial Statements" has the meaning set forth in Section 3.5. ...
363 Order means an order of the Bankruptcy Court, in form and substance reasonably satisfactory to the Purchasers and the Sellers, approving the sale of the Business by the Sellers to the Purchasers under this Agreement pursuant to sections 105 and 363 of the Bankruptcy Code. The 363 Order shall provide that the transfer of the Assets by the Sellers to the Purchasers (a) is or will be a legal, valid, and effective transfer of the Assets; (b) vests or will vest the Purchasers with good title to the Assets free and clear of all claims and Encumbrances (including without limitation claims and Encumbrances (i) that purport to give to any party a right or option to effect any forfeiture, modification, right of first refusal, repurchase or termination of Sellers' or Purchasers' interest in the Assets or any similar rights or (ii) in respect of Taxes) except those expressly assumed by the Purchasers hereunder; (c) constitutes reasonably equivalent value and fair consideration under the Bankruptcy Code and under the laws of the United States, any state, territory, possession, or the District of Columbia; (d) does not and will not subject the Purchasers to any liability by reason of such transfer under the laws of the United States, any state, territory or possession thereof or the District of Columbia based, in whole or in part, directly or indirectly, on any theory of law, including, without limitation, any theory of successor or transferee liability; (e) the Bankruptcy Court retains jurisdiction to enforce the provisions of this Agreement in all respects, including retaining jurisdiction to protect Purchasers against any of the Excluded Liabilities; (f) the provisions of the 363 Order are nonseverable and mutually dependent; and (g) the transactions contemplated by this Agreement are undertaken by the Purchasers in good faith, as that term is used in section 363(m) of the Bankruptcy Code.
363 Order means an order of the Bankruptcy Court, in form and --------- substance reasonably satisfactory to the Purchaser and Sellers, approving the sale of the Business by Fox Corp and the Subsidiaries to the Purchaser under this Agreement pursuant to sections 105 and 363 of the Bankruptcy Code. The 363 Order shall provide that the transfer of the Assets by the Sellers to Purchaser (a) is or will be legal, valid and effective transfer of the Assets; (b) subject to the satisfaction in full of all Obligations (as such term is defined in the GECC Credit Agreement) under the GECC Credit Agreement and all Borrower Secured Obligations (as such term is defined in the GECC Receivables Funding and Servicing Agreement) under the GECC Receivables Funding and Servicing Agreement, vests or will vest Purchaser with good title to the Assets free and clear of all claims and Encumbrances except for Permitted Encumbrances and those expressly assumed by Purchaser hereunder; (c) constitutes reasonably equivalent value and fair consideration under the Bankruptcy Code or under the laws of the United States, any State, territory, possession, or the District of Columbia; (d) does not and will not subject Purchaser to any liability by reason of such transfer under the laws of the United States, any State, territory or possession thereof or the District of Columbia based, in whole or in part, directly or indirectly, on any theory of law, including, without limitation, any theory of successor or transferee liability; (e) the Bankruptcy Court retains jurisdiction to enforce the provisions of this Agreement in all respects, including retaining jurisdiction to protect Purchaser against any of the Excluded Liabilities or otherwise in accordance with the provisions of this Agreement; (f) the provisions of the 363 Order are nonseverable and mutually dependent and (g) the transactions contemplated by this Agreement are undertaken by the Purchaser in good faith, as that term is used in section 363(m) of the Bankruptcy Code.
363 Order means the Order of the United States Bankruptcy Court for the District of Delaware, Case No. 15-11761 (MFW), in respect of Santa Fe Gold Corp., et al. dated February 5, 2016 approving the sale of certain assets, as more particularly set forth therein, and including the asset purchase agreement dated as of February 2016 attached thereto and all schedules, appendixes, exhibits and attachments thereto;
363 Order means an order of the Bankruptcy Court, in form and substance reasonably satisfactory to the Purchaser and the Seller, approving the sale of the Assets, including the assignment of all Assumed Contracts and Assumed Leases, except Excluded Contracts and other Excluded Assets, by the Seller to the Purchaser under this Agreement pursuant to Sections 105 and 363 of the Bankruptcy Code, in each case free and clear of any Encumbrances (other than Permitted Encumbrances) except as specifically set forth in this Agreement as an Assumed Liability, and finding that the Purchaser is a "good faith purchaser," including for purposes of Section 363(m) of the Bankruptcy Code.
363 Order means an order of the Bankruptcy Court, in substance and form satisfactory to Buyer under this Agreement pursuant to sections 105 and 363 of the Bankruptcy Code and not inconsistent with the terms of this Agreement, unless otherwise agreed among Buyer and Seller Parties. Subject, in the case of clauses (a)(ii)(A) and (b) below to changes that are reasonably acceptable to Buyer, the 363 Order shall provide, among other things: (a) that the transfer of the Acquired Assets by Seller Parties to Buyer and the assumption of the Assumed