Common use of Bankruptcy Court Approvals Clause in Contracts

Bankruptcy Court Approvals. (a) The Buyer shall assist and cooperate with the Debtors in seeking approval of the Disclosure Statement and confirmation of the Plan. The Buyer shall not, without the prior written consent of the Company (which consent shall not be unreasonably withheld) file any pleading or take other action in the Bankruptcy Court with respect to this Agreement, the Plan or the consummation of the transactions contemplated hereby or thereby that is inconsistent with the full performance and implementation of the provisions of this Agreement; provided, however, that nothing contained in the foregoing shall be construed to limit in any way the Buyer's rights under this Agreement, including the Buyer's rights under Article 11 hereof, or to limit the Buyer's or its Affiliates' rights to advocate for the approval of this Agreement and against any alternative transaction or plan of reorganization that does not effectuate the transactions contemplated by this Agreement. (b) All information concerning the Buyer provided in writing to the Company by the Buyer expressly for inclusion in the Disclosure Statement is or shall be accurate in all material respects. The Buyer shall promptly notify the Company and the other Debtors if at any time before the Effective Date it becomes aware that the Disclosure Statement contains any untrue statement of a material fact with respect to the Buyer or omits to state a material fact required to be stated therein or necessary to make the statements contained therein with respect to the Buyer, in light of the circumstances under which they were made, not misleading. (c) If the Confirmation Order or any other Orders of the Bankruptcy Court relating to (i) this Agreement, (ii) the Disclosure Statement, (iii) the solicitation of acceptance of the Plan, or (iv) confirmation of the Plan, shall be appealed by any party (or a petition for certiorari or motion for rehearing or reargument shall be filed with respect thereto), the Buyer agrees to take such steps, if any, as may be reasonable and appropriate to join in and prosecute such appeal, petition or motion or defend against such appeal, petition or motion and to use reasonable efforts to obtain an expedited resolution of any such appeal, petition or motion, with the objective of effecting the transactions contemplated by this Agreement; provided, that such reasonable efforts obligation shall not obligate the Company to expend monies or to pay a disputed claim against the Company.

Bankruptcy Court Approvals. (a) The Buyer Waccamaw shall assist and cooperate with the Debtors in seeking to (i) obtain the approval by the Bankruptcy Court of the Disclosure Statement Statement, (ii) obtain the Confirmation Order and confirmation (iii) obtain from the Bankruptcy Court such other relief as may be necessary or appropriate in connection with this Agreement, the Plan and the consummation of the Plantransactions contemplated hereby and thereby. The Buyer shall not, without the prior written consent of the Company (which consent Waccamaw shall not be unreasonably withheld) file any pleading or take other action in the Bankruptcy Court with respect to this Agreement, Agreement or the Plan or the consummation of the transactions contemplated hereby or thereby in a manner that adversely affects or is inconsistent with the full performance and implementation reasonably likely to adversely affect any rights or interests of the provisions Debtors or the Surviving Corporation, without first obtaining the written consent of this AgreementOld HomePlace, which consent shall not be unreasonably withheld; provided, however, that nothing contained in the foregoing shall be construed to limit in any way the BuyerWaccamaw's rights under this Agreement, including the Buyerincluding, without limitation, Waccamaw's rights under Article 11 X hereof, or to limit the Buyer's or its Affiliates' rights to advocate for the approval of this Agreement and against any alternative transaction or plan of reorganization that does not effectuate the transactions contemplated by this Agreement. (b) All information concerning Waccamaw agrees to assist and cooperate with the Buyer provided in writing Debtors to ensure that the Plan and the Disclosure Statement, as filed with the Court, contains adequate information. Waccamaw shall from time to time furnish to the Company by Debtors all such information about Waccamaw or the Buyer expressly for inclusion Government of Kuwait required to be disclosed in the Disclosure Statement is or shall be accurate in all material respectsStatement. The Buyer Waccamaw shall promptly notify the Company and the other Debtors if at any time before the Plan Effective Date it becomes aware that the Disclosure Statement contains any untrue statement of a material fact with respect to the Buyer or omits to state a material fact required to be stated therein or necessary to make the statements contained therein with respect to the Buyertherein, in light of the circumstances under which they were made, not misleading. In such event, the Debtors shall prepare a supplement or amendment to the Disclosure Statement which corrects such misstatement or omission and shall cause the same to be filed with the Bankruptcy Court and distributed to holders of claims against and interests in the Debtors entitled to vote on the Plan. The information supplied by Waccamaw specifically for inclusion in the Disclosure Statement, at the date such information is supplied or included and at the time of mailing and the vote on the Plan, will not, to the Knowledge of Waccamaw, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading (other than any "forward-looking statements" contained therein, which at all relevant times, will comply in all material respects with Rule 175 under the Securities Act). (c) If the Confirmation Order or any other Orders of the Bankruptcy Court relating to (i) this Agreement, (ii) the Disclosure Statement, (iii) the solicitation of acceptance of the Plan, Plan or (iv) confirmation of the Plan, Plan shall be appealed by any party (or a petition for certiorari or motion for rehearing or reargument shall be filed with respect thereto), the Buyer agrees Waccamaw agrees, subject to Article X hereof, to take such steps, if any, as may be reasonable and appropriate to join in and prosecute such appeal, petition or motion or defend against such appeal, petition or motion and to use reasonable efforts to obtain an expedited resolution of any such appeal, petition or motion, with the objective of effecting the transactions contemplated by this Agreement; provided, that such reasonable efforts obligation shall not obligate the Company to expend monies or to pay a disputed claim against the Company.

Bankruptcy Court Approvals. (a) The Buyer Old HomePlace shall, and shall cause each of the other Debtors to, use its reasonable efforts and shall assist and cooperate with Waccamaw to obtain (i) the approval by the Bankruptcy Court of the Disclosure Statement, (ii) entry of the Confirmation Order and (iii) from the Bankruptcy Court such other relief as may be necessary or appropriate in connection with the Agreement, the Plan, the Reincorporation Merger Agreement and the consummation of the transactions contemplated hereby and thereby. Old HomePlace shall, and shall cause each of the other Debtors to, consult with and seek the advice of Waccamaw regarding joint pleadings or positions either of them might take with the Bankruptcy Court in seeking connection with the approval of the Disclosure Statement and confirmation the Plan and consummation of the transactions contemplated by the Plan. The Buyer shall notExcept as the Debtors may in their good faith determine is otherwise required as a result of fiduciary duties imposed by La and subject to Section 5.12, without the prior written consent of the Company (which consent Debtors shall not be unreasonably withheld) file any pleading or take other action in the Bankruptcy Court with respect to this Agreement, the 48 - 42 - Reincorporation Merger Agreement or the Plan or the consummation of the transactions contemplated hereby or thereby in a manner that adversely affects or is inconsistent with reasonably likely to adversely affect any rights or interests or the full performance and implementation financial condition of Waccamaw or the provisions Surviving Corporation, without first obtaining the written consent of this AgreementWaccamaw, which consent shall not be unreasonably withheld; provided, however, that nothing contained in the foregoing shall be construed to limit in any way the Buyer's Debtors' rights under this Agreement, including the Buyer's rights under Article 11 hereof, or to limit the Buyer's or its Affiliates' rights to advocate for the approval of this Agreement and against any alternative transaction or plan of reorganization that does not effectuate the transactions contemplated by this Agreement. (b) All information concerning Old HomePlace agrees to, and shall cause each of the Buyer provided in writing other Debtors to, use reasonable efforts to ensure that the Company by Plan and the Buyer expressly for inclusion Disclosure Statement, as filed with the Bankruptcy Court, contains adequate information. The Disclosure Statement shall contain a recommendation of the Board of Directors of Old HomePlace that holders of claims against or interests in the Debtors entitled to vote on the Plan vote to accept the Plan, subject to Old HomePlace's right to withdraw such recommendation upon its acceptance of an Old HomePlace Alternative Proposal, terminate this Agreement and withdraw the Plan and Disclosure Statement is or shall be accurate in all material respectsas contemplated by Section 10.01(g). The Buyer Old HomePlace shall promptly notify the Company and the other Debtors Waccamaw if at any time before the Plan Effective Date it becomes aware that the Disclosure Statement contains any untrue statement of a material fact with respect to the Buyer or omits to state a material fact required to be stated therein or necessary to make the statements contained therein with respect to the Buyertherein, in light of the circumstances under which they were made, not misleading. In such event, the Debtors shall prepare a supplement or amendment to the Disclosure Statement which corrects such misstatement or omission and shall cause the same to be filed with the Bankruptcy Court and distributed to holders of claims against and interests in the Debtors entitled to vote on the Plan. The information supplied by the Debtors specifically for inclusion in the Disclosure Statement, at the date such information is supplied or included and at the time of mailing and the vote on the Plan, will not, to the Knowledge of Old HomePlace, contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading (other than any "forward-looking statements" contained therein, which at all relevant times, will comply in all material respects with Rule 175 under the Securities Act). All costs and expenses of printing and mailing the Disclosure Statement and all other costs and expenses of the Debtors relating to the solicitation of votes in respect of the Plan shall be borne by Old HomePlace. (c) If Except as the Debtors may in their good faith determine is otherwise required as a result of fiduciary duties imposed by Law, if the Confirmation Order or any other Orders of the Bankruptcy Court relating to (i) this Agreement, (ii) the Disclosure Statement, (iii) the solicitation of acceptance of the Plan, Plan or (iv) confirmation of the Plan, Plan shall be appealed by any party (or a petition for certiorari or motion for rehearing or reargument shall be filed with respect thereto), the Buyer Old HomePlace agrees to take such steps, if any, as may be reasonable and appropriate to join in and prosecute such appeal, petition or motion or defend against such appeal, petition or motion and to use reasonable efforts to obtain an expedited resolution of any such appeal, petition or motion, with the objective of effecting the transactions contemplated by this Agreement; provided, that such reasonable efforts obligation shall not obligate the Company to expend monies or to pay a disputed claim against the Company.

Bankruptcy Court Approvals. (a) The Buyer shall assist Sellers and cooperate with the Debtors in seeking Purchaser acknowledge that this Agreement is subject to approval of the Disclosure Statement and confirmation of the Plan. The Buyer shall not, without the prior written consent of the Company (which consent shall not be unreasonably withheld) file any pleading or take other action in by the Bankruptcy Court with respect to this Agreement, the Plan or the consummation by entry of the transactions contemplated hereby or thereby that is inconsistent with the full performance and implementation of the provisions of this Agreement; provided, however, that nothing contained in the foregoing shall be construed to limit in any way the Buyer's rights under this Agreement, including the Buyer's rights under Article 11 hereof, or to limit the Buyer's or its Affiliates' rights to advocate for the approval of this Agreement and against any alternative transaction or plan of reorganization that does not effectuate the transactions contemplated by this AgreementSale Order. (b) All information concerning If Purchaser is selected as the Buyer provided in writing Successful Bidder or Backup Bidder pursuant to the Company by Bidding Procedures Order, a list of the Buyer expressly for inclusion in the Disclosure Statement is or Transferred Contracts shall be accurate in all material respects. The Buyer shall promptly notify the Company and the other Debtors if at any time before the Effective Date it becomes aware that the Disclosure Statement contains any untrue statement of a material fact with respect attached to the Buyer or omits to state a material fact required to be stated therein or necessary to make the statements contained therein with respect to the Buyer, in light of the circumstances under which they were made, not misleadingSale Order. (c) If the Confirmation Sale Order or any other Orders of the Bankruptcy Court relating to (i) the transactions contemplated by this Agreement, (ii) the Disclosure Statement, (iii) the solicitation of acceptance of the Plan, or (iv) confirmation of the Plan, Agreement shall be appealed by any party Person (or a if any petition for certiorari or motion for reconsideration, amendment, clarification, modification, vacation, stay, rehearing or reargument re-argument shall be filed with respect theretoto the Sale Order or other such Order), the Buyer agrees subject to take such stepsrights otherwise arising from this Agreement, if anyincluding each party’s respective right to terminate this Agreement pursuant to Section 10.1, as may be reasonable Sellers and appropriate Purchaser shall use their Reasonable Efforts to join in and prosecute such appeal, petition or motion or defend against oppose such appeal, petition or motion and to use reasonable efforts to obtain an expedited resolution of any such appeal, petition or motion. (d) Purchaser and Sellers agree that from and after the date that the Auction is declared closed by Sellers, Sellers will not, directly or indirectly, and will not permit any of their respective Affiliates or Representatives (or Representatives of any of their respective Affiliates) to initiate contact with, or solicit or knowingly encourage submission of any inquiries, proposals or offers by, any Person with respect to an Alternative Transaction or otherwise facilitate any effort or attempt to make a proposal or offer to Sellers or any of their respective Affiliates or Representatives (or Representatives of any of their respective Affiliates) with respect to an Alternative Transaction. For the avoidance of doubt, Sellers will not, and will not permit any of their respective Affiliates or Representatives (or Representatives of any of their respective Affiliates) to, pursue or agree to any Alternative Transaction other than as expressly permitted by and in accordance with the objective of effecting the transactions contemplated by this AgreementBidding Procedures Order; provided, that such reasonable efforts Sellers shall have the responsibility and obligation shall not obligate to respond to any inquiries or offers to purchase all or any part of the Company Acquired Assets and perform any and all other acts related thereto that are required under the Bankruptcy Code, fiduciary obligations, or other applicable law, including, supplying information relating to expend monies or the Acquired Assets to pay a disputed claim against prospective purchasers, notwithstanding any provisions of Section 7.5 hereof to the Companycontrary.

Bankruptcy Court Approvals. (a) The Buyer Purchaser shall assist and cooperate with Sellers in their efforts to file the Debtors in seeking approval of Plan and the Disclosure Statement with the U.S. Bankruptcy Court and confirmation to obtain the entry of the PlanConfirmation Order. The Buyer Purchaser shall not, without the prior written consent cooperate with each of the Company (which consent shall not be unreasonably withheld) file any pleading or take other action in the Bankruptcy Court Sellers with respect to this Agreement, any description of Purchaser in the Plan or the consummation of the transactions contemplated hereby or thereby that is inconsistent with the full performance and implementation of the provisions of this Agreement; provided, however, that nothing contained in the foregoing shall be construed to limit in any way the Buyer's rights under this Agreement, including the Buyer's rights under Article 11 hereof, or to limit the Buyer's or its Affiliates' rights to advocate for the approval of this Agreement and against any alternative transaction or plan of reorganization that does not effectuate the transactions contemplated by this AgreementDisclosure Statement. (b) All Purchaser agrees to assist and cooperate with Sellers to ensure that the Plan and the Disclosure Statement, as filed with the U.S. Bankruptcy Court, contain "adequate information" (as that term is defined in Section 1125 of the Bankruptcy Code). Purchaser shall from time to time furnish to Sellers all such information concerning the Buyer provided in writing about Purchaser required to the Company by the Buyer expressly for inclusion be disclosed in the Disclosure Statement is or shall be accurate in all material respectsStatement. The Buyer Purchaser shall promptly notify the Company and the other Debtors Sellers if at any time before the Effective Date it becomes aware that the Disclosure Statement contains any untrue statement of a material fact with respect to the Buyer or omits to state a material fact required to be stated therein or necessary to make the statements contained therein with respect to the Buyertherein, in light of the circumstances under which they were made, not misleading. (c) If the Confirmation Order or any other Orders of the U.S. Bankruptcy Court relating to (i) this Agreement, (ii) the Disclosure Statement, (iii) the solicitation of acceptance of the Plan, Plan or (iv) confirmation of the Plan, Plan shall be appealed by any party (or a petition for certiorari or motion for rehearing or reargument shall be filed with respect thereto), the Buyer Purchaser agrees to take such stepsassist and cooperate with Sellers in Sellers' efforts, if any, as may be reasonable and appropriate to join in and prosecute such appeal, petition or motion or defend against such appeal, petition or motion and to use reasonable efforts to obtain an expedited resolution of any such appeal, petition or motion, with the objective of effecting the transactions contemplated by this Agreement; provided, that such reasonable efforts obligation Purchaser's obligations under this Section 5.02(c) shall not obligate the Company require it to expend monies incur any legal costs or to pay a disputed claim against the Companyother out-of-pocket expenses, or file any separate appeal, petition or motion.