Bankruptcy Considerations. (a) The prohibitions in this Lease against assignment or sublease by Tenant shall be construed to include assignments by operation of law or by voluntary assignment or for the benefit of creditors or which might otherwise be affected or accomplished by bankruptcy, receivership, attachment, execution or other judicial process or proceeding. If any assignment for the benefit of its creditors shall be made by Tenant, or if a voluntary or involuntary petition in bankruptcy or for reorganization, or for an arrangement shall be filed by or against Tenant, or if Tenant shall be adjudicated a bankrupt or insolvent, or if a receiver is appointed for Tenant or for all or a substantial part of its property, or if any such assignment or transfer by operation or law shall occur, then and in any such event, Landlord shall have the option to immediately terminate this Lease by written notice to Tenant.
(b) Notwithstanding the foregoing, if Tenant, as a debtor in possession (the “DIP”), or a trustee for the estate in bankruptcy of Tenant (the “Trustee”), assumes this Lease and proposes to assign this Lease, or sublet the Premises (or any portion thereof), pursuant to the provisions of the Federal Bankruptcy Code, 11 U.D.C. Sections 101 et seq., as amended from time to time (the “Bankruptcy Code”), to any person, partnership, corporation, or other entity (the “Proposed Assignee”) who shall have made a bona fide offer to accept an assignment of this Lease or a subletting on terms acceptable to the DIP or the Trustee, then such assumption of this Lease and any such assignment or sublease shall be subject to all of the following:
(1) The DIP or the Trustee, as the case may be, shall give Landlord written notice, immediately after receipt by the DIP or the Trustee, as the case may be, of any offer to accept an assignment or subletting of this Lease, but in any event no later than ten (10) days prior to the date that the DIP or the Trustee, as the case may be, shall make application to a court of competent jurisdiction for authority and approval to enter into such assumption and assignment or subletting, which notice shall set forth: (i) the name and address of the Proposed Assignee; (ii) all of the terms and conditions of the Proposed Assignee’s offer; and (iii) the adequate assurance to be provided to Landlord to assure the Proposed Assignee’s future performance under this Lease, including, without limitation, the assurances referred to in Section 365 (b) (3) of the Bankruptc...
Bankruptcy Considerations. Client covenants that it will notify Summit of any voluntary or involuntary bankruptcy petition under the United States Bankruptcy Code filed by or against Client or any guarantor, or any assignment for the benefit of creditors by Client or any guarantor, within Twenty-Four (24) hours of any such filing or assignment. Failure to notify Summit of any such bankruptcy filing or assignment within Twenty-Four (24) hours shall constitute an Event of Default. Client acknowledges that this Agreement is a contract to extend debt financing or financial accommodations to or for the benefit of Client within the meaning of 11 U.S.C. §365(c)(2) and, as such, may not be assumed or assigned. Summit shall be under no obligation to provide any financing under this Agreement from and after the filing of any voluntary or involuntary petition against Client.
Bankruptcy Considerations. The provisions of this Agreement have been approved by the Bankruptcy Court overseeing the Chapter 11 case of the Guarantor. The obligations of the Guarantor and the Landlord shall not be limited, modified or otherwise relieved by any proceedings or orders entered in the Guarantor's bankruptcy case. The Landlord shall be entitled to take all actions it deems appropriate in order that it may exercise its rights and remedies as provided herein without further relief from the Bankruptcy Court so long as the Landlord shall provide the Guarantor with at least five (5) Business Days' written notice of its intention to take any such action, unless the Bankruptcy Court enters an order restricting such action. Except as limited by the foregoing, the Guarantor and the Landlord shall retain their respective rights and remedies as provided in this Agreement. 11.
Bankruptcy Considerations. (a) The prohibitions in this Lease against assignment or sublease by Tenant shall be construed to include assignments by operation of law or by voluntary assignment or for the benefit of creditors or which might otherwise be affected or accomplished by bankruptcy, receivership, attachment, execution or other judicial process or proceeding. If any assignment for the benefit of its creditors shall be made by Tenant, or if a voluntary of involuntary petition in bankruptcy or for reorganization, or for an arrangement shall be filed by or against Tenant, or if Tenant shall be adjudicated a bankrupt or insolvent, or if a receiver is appointed for Tenant or for all or a substantial part of its property, or if any such assignment or transfer by operation or law shall occur, then and in any such event, Landlord shall have the option to immediately terminate this Lease by written notice to Tenant.
(b) Notwithstanding the foregoing, if Tenant, as a debtor in possession (the “DIP”), or a trustee for the estate in bankruptcy of Tenant (the “Trustee”), assumes this Lease and proposes to assign this Lease, or sublet the Premises (or any portion thereof), pursuant to the provisions of the Federal Bankruptcy Code, 11 U.D.
Bankruptcy Considerations. In addition to any other covenants made herein by Client's, Client's covenant that they will notify SUMMIT of any voluntary or involuntary bankruptcy petition filed by or against Client's or any guarantor of this Agreement under the United States Bankruptcy Code, within twenty-four (24) hours of any such filing. Failure to notify SUMMIT of any such bankruptcy filing within twenty-four (24) hours shall constitute an Event of Default. Client's acknowledges that this Agreement is a contract to extend debt financing or financial accommodations to or for the benefit of Client's within the meaning of 11 U.S.C. Section 365(c)(2) and, as such, may not be assumed or assigned. SUMMIT shall be under no obligation to purchase accounts under this Agreement from and after the filing of any voluntary or involuntary petition against Client's. However, SUMMIT may, at its sole option, agree to provide post-petition financing to the debtor and/or debtor-in-possession after the filing of a voluntary or involuntary bankruptcy petition by or against Client's. Any such agreement to provide post-petition financing shall not obligate SUMMIT to purchase accounts until such time as the Bankruptcy Court approves the post-petition financing agreement.
Bankruptcy Considerations. Factor covenants that it will notify Bank of any voluntary or involuntary bankruptcy petition under the United States Bankruptcy Code filed by or against Factor or any Guarantor, or against any Seller or Account Debtor in regards to any Account securing the Obligations, and of any assignment for the benefit of creditors by Factor or any Guarantor or against any Seller or Account Debtor in regards to any Account or other Collateral securing the Obligations, within twenty-four hours of receiving notification of any such filing or assignment. Failure to notify Bank of any such bankruptcy filing or assignment within said twenty-four hour period shall constitute an Event of Default. Factor acknowledges that this Agreement is a contract to extend debt financing or financial accommodations to or for the benefit of Factor within the meaning of 11 U.S.C. §365(c)(2) and, as such, may not be assumed or assigned. Bank shall be under no obligation to provide any financing under this Agreement from and after the filing of any voluntary or involuntary petition against Factor or any Guarantor.
Bankruptcy Considerations. For purposes hereof, the term "Proceeding" shall mean any case, suit, or proceeding or other action for relief, protection, reorganization, liquidation, dissolution or similar relief for debtors under any local, state, federal or other insolvency law or laws providing relief for debtors including, but not limited to a voluntary or involuntary petition under Title 11 of the United States Code (the "Bankruptcy Code"). Petrol agrees that in the event Petrol or any of its subsidiaries shall commence, or be the subject of, any Proceeding (A) under any existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (B) seeking appointment of a receiver, trustee, custodian or other similar official for it or for all or any substantial part of its assets, or shall make a general assignment for the benefit of its creditors, or (C) seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of its assets, or an order of relief is granted, then, in consideration of the promises provided in this Agreement and other good and valuable consideration, the receipt and sufficiency of which Petrol acknowledges, Petrol agrees as follows:
Bankruptcy Considerations. Notwithstanding any other provision of this Agreement to the contrary, in the event TLS becomes subject to any bankruptcy or similar
(i) all of the license rights granted under this Agreement to Licensee, including those set forth in Sections 1.1, 1.2 and 1.3 shall be deemed fully retained by and vested in Licensee as protected intellectual property rights under Section 365(n) of the United States Bankruptcy Code (and similar laws in other jurisdictions) (“Section 365(n)”); and (ii) Licensee shall have all of the rights afforded to non-debtor licensees under Section 365(n). In the event of commencement of bankruptcy proceedings by or against Licensee, Licensee or its trustee in bankruptcy, as applicable, shall be entitled to assume the licenses granted under or pursuant to this Agreement and shall be entitled to retain all such rights hereunder.
Bankruptcy Considerations. The Settlement Agreement is subject to certain Bankruptcy Court approvals.
Bankruptcy Considerations. As used in this Agreement, the “Bankruptcy Code” shall mean 11 U.S.C. §§ 101 et seq., as modified and/or recodified from time to time. Notwithstanding anything to the contrary contained herein with respect to the Ground Lease:
16.1 The Ground Lessor understands and acknowledges that (i) the Borrower’s leasehold interest under the Ground Lease and the leasehold improvements will serve as a portion of the Bank's primary collateral security for the Loan Agreement; (ii) the Bank is relying on obtaining a first position lien on the leasehold estate and the ability to obtain the benefit of the full leasehold term in the event the Bank must exercise its rights to its collateral security; (iii) it is the intention and agreement of the Ground Lessor to allow the Bank to realize upon the Ground Lease as collateral security for the Loan, to allow the Bank notice and the opportunity to cure any default under the Ground Lease before exercising any rights to terminate the Ground Lease as described in Section 6 above, and to allow the Bank to obtain the benefit of the full leasehold term so long as the Bank cures any defaults as described in Section 6 above; and
