Bankruptcy Court Approval of Sale Procedures Sample Clauses

Bankruptcy Court Approval of Sale Procedures. Promptly following the date hereof (and in no event later than one (1) Business Day thereafter), Seller will file a motion (the "SALE PROCEDURE MOTION") with the Bankruptcy Court requesting the entry of the Bidding Procedure Order (i) fixing the time, date, and location of a hearing (the "APPROVAL HEARING") to approve Seller's consummation of this Agreement, (ii) fixing the time and date of an auction (the "AUCTION") to be held one to three days before the Approval Hearing at which higher and better offers may be presented to Seller, (iii) providing that if Seller receives from a third party a higher and better offer at the Auction, and such third party offer is subsequently approved by the Bankruptcy Court and closes as provided by its terms or does not close and Seller is entitled to retain such third party's deposit, then Purchaser will be entitled to receive from Seller (w) a flat fee payment (not dependent on amounts actually expended or incurred by Purchaser) in cash or other immediately available good funds in the amount of $2,000,000, (x) reimbursement of Purchaser for its actual expenses incurred in connection with this transaction, up to a maximum of $500,000, including, without limitation, coach airfare and reasonable travel expenses, outside legal, accounting and other professional fees and expenses, costs incurred in Purchaser's due diligence investigation of Seller's expenses, costs incurred in connection with obtaining financing commitments and (y) all management fees and other amounts owed pursuant to the Interim Management Agreement (including but not limited to outstanding invoices for Merchandise shipped by one or more affiliates of Purchaser to Seller after the Effective Date)(collectively the "BREAK-UP FEE"), which payments shall be made to Purchaser concurrently with the consummation of such third party sale or termination if Seller is permitted to retain their deposit, (iv) no prospective purchaser will be permitted to bid at the Auction unless such party has been deemed "financially qualified" by the Official Committee's investment advisors, BDO Seidxxx XXX (v) no prospective purchaser who bids for the Purchased Assets at Auction shall be entitled to purchase the Purchased Assets unless such prospective purchaser (a) posts a $3 million deposit; (b) offers to purchase the Purchased Assets for consideration which is greater than the consideration set forth in this Agreement (including all cash, non-cash consideration and assumed liabi...
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Bankruptcy Court Approval of Sale Procedures. Promptly following the date hereof (and in no event later than 3 business days hereafter), the Seller shall file a motion (the "Sale Procedure and Sale Motion"), and shall provide Buyer with the opportunity to review such motion before filing, with the Bankruptcy Court requesting, on expedited notice:
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Bankruptcy Court Approval of Sale Procedures. Within three business days of the date hereof, Sellers will file a motion, in form and substance reasonably satisfactory to the Buyer, with the Bankruptcy Court requesting the entry of an order setting forth the procedures for the sale of Sellers’ assets (the “Sale Procedures Order”). Sellers shall use commercially reasonable efforts to ensure that the Sale Procedures Order will:
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Bankruptcy Court Approval of Sale Procedures. The Bankruptcy Court entered an Order Approving Timeline and Procedures for Sale on November 16, 2001, as amended on January 4, 2002 (the "Procedure Order"). Under the Procedure Order (a) January 25, 2002 at 10:30 a.m. is the time and date of a hearing (the "Approval Hearing") to approve Seller's consummation of the Sale of Seller's assets after Auction, (b) January 17, 2002 at 10:00 a.m. is the time and date of an auction (the "Auction") to be held at the offices of Seller's counsel at which higher and better offers may be presented to the Seller; and (c) overbids at the Auction must be in increments of at least $50,000. Buyer shall have the right, but not the obligation, to participate in overbidding at the Auction and to be approved as the overbidder at the Approval Hearing based upon any such overbid.
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Bankruptcy Court Approval of Sale Procedures 
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Related to Bankruptcy Court Approval of Sale Procedures

  • Bankruptcy Court Approval (a) Promptly after the date hereof, CTC shall file the Plan of Reorganization with the Bankruptcy Court in the form of Exhibit B hereto (the "POR") seeking, among other things, the entry of an order of the Bankruptcy Court (the "Bankruptcy Court Order") that authorizes the Merger and the related transactions contemplated by this Agreement and confirmation of the POR. The Bankruptcy Court Order and the POR must be in form and substance satisfactory to NCO; provided, however, that CTC may make non-material changes to the POR without the consent of NCO. Notwithstanding the foregoing and without limiting the foregoing materiality standard contained herein, CTC agrees that each of the following changes to the POR (and the Bankruptcy Court Order to the extent the same effectuates a change in the POR) shall be subject to the prior written approval of NCO: (i) any increases in the payments or distributions to be received by unsecured creditors or equity holders; (ii) any changes to any of the release provisions contained in the POR; (iii) the addition of any class of claims or equity interests, deletion of any class of claims or equity interests or the reclassification of an equity interest or claim; (iv) the assumption or rejection of executory contracts; (v) any changes to the conditions to the Effective Date of the POR or any deadlines relating to the entry of any orders, Confirmation Date or Effective Date under the POR; (vi) any change to the POR which would make the same inconsistent with the terms and provisions of this Agreement; (vii) any material change to the treatment or classification of the beneficiaries under the Litigation Trust; (viii) any changes affecting the Services Agreement or the ability to assume any existing servicing agreements and assignment of the same to NCOFS; or (ix) the treatment of the Secured Claim of Sunrock. Items (i) - (ix) above shall in no way be deemed a limitation on the "materiality" provision contained herein and NCO reserves its rights as to any other changes and as to whether the same are material.

  • Bankruptcy Court Order The Interim Bankruptcy Court Order or the Final Bankruptcy Court Order, as the case may be, is in full force and effect, and has not been reversed, stayed, modified or amended absent the joinder and consent of the Agent and the Borrower.

  • Approval Order The Bankruptcy Court shall have entered the Approval Order and such Order shall be a Final Order.

  • Court Approval No later than the fifth business day after the Effective Date, Purchaser shall file an action (“Action”) against Company in the Superior Court of the State of California for the County of Los Angeles (the “Court”) for collection of the Claim. Purchaser shall seek to settle the Action on terms acceptable to Purchaser in its sole discretion and, by appropriate motion or other pleading, shall seek approval from the Court of such settlement in accordance with Section 3(a)(10) of the Securities Act of 1933, as amended (the “Securities Act”).

  • Sale Order The Bankruptcy Court shall have entered the Sale Order and the Sale Order shall be a Final Order.

  • Bankruptcy Court Matters Promptly, copies of all pleadings, motions, applications, and other documents filed by any Credit Party with the Bankruptcy Court or distributed by any Credit Party to the office of the United States Trustee or to any official committee of creditors or interest holders.

  • Final Order If the Interim Order is obtained and the Arrangement Resolution is passed at the Meeting as provided for in the Interim Order and as required by applicable Law, subject to the terms of this Agreement, the Company shall as soon as reasonably practicable thereafter, and in any event within three Business Days thereafter, take all steps necessary or desirable to submit the Arrangement to the Court and diligently pursue an application for the Final Order pursuant to Division 5 of Part 9 of the BCBCA.

  • Interim Order The notice of motion for the application referred to in Section 2.1(a) shall request that the Interim Order provide, among other things:

  • Disclosure Statement Adviser acknowledges receipt of Subadvisers Disclosure Statement, as required by Rule 204-3 under the Investment Advisers Act of 1940, more than 48 hours prior to the date of execution of this Agreement.

  • Court Orders The Depositary Bank is hereby authorized, in its exclusive discretion, to obey and comply with all writs, orders, judgments or decrees issued by any court or administrative agency affecting any money, documents or things held by the Depositary Bank. The Depositary Bank shall not be liable to any of the parties hereto or any other Secured Party, their successors, heirs or personal representatives by reason of the Depositary Bank's compliance with such writs, orders, judgments or decrees, notwithstanding that such writ, order, judgment or decree is later reversed, modified, set aside or vacated.

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