Common use of Bankruptcy Court Filings Clause in Contracts

Bankruptcy Court Filings. (i) The Sellers shall promptly seek entry of the Confirmation Order and any other necessary orders to authorize the transactions contemplated in this Agreement and close the sale of the Acquired Assets (the “Related Orders”) by the Bankruptcy Court. The Buyer and the Sellers understand that the consummation of the transactions contemplated by this Agreement is subject to approval by the Bankruptcy Court. The Buyer will promptly take such actions as are reasonably requested by the Sellers to assist in obtaining entry of the Confirmation Order and any Related Orders, including a finding of adequate assurance of future performance by the Buyer, such as by furnishing affidavits or other documents or information for filing with the Bankruptcy Court for the purposes, among others, of providing necessary assurances of performance by the Buyer under this Agreement; provided, however, that the obligations set forth in this sentence shall not expand the Buyer’s obligations set forth in Section 5.05 with respect to the matters provided therein. Provided the Sellers are not in material breach of this Agreement, the Buyer shall not, without the prior written consent of the Sellers, file, join in, or otherwise support in any manner any motion or other pleading relating to the sale of the Acquired Assets hereunder (other than the sale contemplated by this Agreement). In the event the entry of the Confirmation Order is appealed, the Sellers shall use commercially reasonable efforts to defend such appeal and Buyer agrees to use commercially reasonable efforts to cooperate with Sellers in respect thereof.

Bankruptcy Court Filings. (i) The As promptly as practicable following the execution of this Agreement, Sellers shall promptly seek file with the Bankruptcy Court the Sale Motion seeking entry of the Confirmation Procedures Order and any other necessary orders Sale Order. Sellers shall use commercially reasonable efforts to authorize the transactions contemplated in this Agreement and close the sale obtain entry of the Acquired Assets (the “Related Orders”) by the Bankruptcy Court. The Buyer Procedures Order and the Sellers understand Sale Order in due course. Purchaser agrees that the consummation of the transactions contemplated by this Agreement is subject to approval by the Bankruptcy Court. The Buyer it will promptly take such actions as are reasonably requested by the Sellers to assist in obtaining entry of the Confirmation Procedures Order and any Related Orders, including Sale Order and a finding of adequate assurance of future performance by the BuyerPurchaser, such as by including furnishing affidavits or other documents or information for filing with the Bankruptcy Court for the purposes, among others, of providing necessary assurances of performance by the Buyer Purchaser under this AgreementAgreement and demonstrating that Purchaser is a “good faith” purchaser under Section 363(m) of the Bankruptcy Code; provided, however, that the obligations set forth in this sentence Purchaser shall not expand the Buyer’s obligations set forth in Section 5.05 with respect have no obligation or duty to the matters provided therein. Provided the Sellers are not in material breach of accept any substantive modifications to this Agreement, any related agreements, the Buyer form of Procedures Order or the form of Sale Order which are not acceptable to Purchaser. Purchaser shall not, without the prior written consent of the Sellers, file, join in, or otherwise support in any manner whatsoever any motion or other pleading relating to the sale of the Acquired Purchased Assets hereunder (other than the sale contemplated by this Agreement). In the event the entry of the Confirmation Order is appealed, the Sellers shall use commercially reasonable efforts to defend such appeal and Buyer agrees to use commercially reasonable efforts to cooperate with Sellers in respect thereofhereunder.

Bankruptcy Court Filings. (i) The Provided Buyer is selected as the winning bidder in respect of the Acquired Assets at the Auction, or if no Competing Bid is submitted with respect to the Acquired Assets, Sellers shall promptly diligently seek entry of the Confirmation Sale Order and any other necessary orders to authorize the transactions contemplated in this Agreement and close the sale of the Acquired Assets (the “Related Orders”) by the Bankruptcy CourtCourt in accordance with the terms and conditions of the Bidding Procedures Order. The Buyer and the Sellers understand and agree that the consummation of the transactions contemplated by this Agreement is subject to approval by the Bankruptcy Court. The Buyer agrees that it will promptly take such actions as are reasonably requested by the Sellers to assist in obtaining entry of the Confirmation Sale Order and any Related Orders, Orders including a finding of adequate assurance of future performance by the Buyer, such as including by furnishing affidavits or other documents or information for filing with the Bankruptcy Court for the purposes, among others, of providing necessary assurances of performance by the Buyer under this Agreement; provided, however, Agreement and demonstrating that Buyer is a “good faith” purchaser under section 363(m) of the obligations set forth in this sentence shall not expand the Buyer’s obligations set forth in Section 5.05 with respect to the matters provided thereinBankruptcy Code. Provided the Sellers are not in material breach of this Agreement, the Buyer shall not, without the prior written consent of the Sellers, file, join in, or otherwise support in any manner any motion or other pleading relating to the sale of the Acquired Assets hereunder (other than the sale contemplated by this Agreement). In the event the entry of the Confirmation Order is appealed, the Sellers shall use commercially reasonable efforts to defend such appeal and Buyer agrees to use commercially reasonable efforts to cooperate with Sellers in respect thereof.34

Bankruptcy Court Filings. (i) The Sellers As promptly as practicable following the execution of this Agreement, Seller shall promptly seek file with the Bankruptcy Court the Sale Motion seeking entry of the Confirmation Sale Order and any other necessary orders to authorize the transactions contemplated in this Agreement Breakup Fee and close the sale of the Acquired Assets (the “Related Orders”) by the Bankruptcy CourtCompeting Bid Order. The Buyer and the Sellers understand Purchaser agrees that the consummation of the transactions contemplated by this Agreement is subject to approval by the Bankruptcy Court. The Buyer it will promptly take such actions as are reasonably requested by the Sellers Seller to assist in obtaining entry of the Confirmation Sale Order and any Related Orders, including the Breakup Fee and Competing Bid Order and a finding of adequate assurance of future performance by the BuyerPurchaser, such as by including furnishing affidavits or other documents or information for filing with the Bankruptcy Court for the purposes, among others, of providing necessary assurances of performance by the Buyer Purchaser under this Agreement; provided, however, Agreement and demonstrating that Purchaser is a “good faith” purchaser under Section 363(m) of the obligations set forth in this sentence shall not expand the Buyer’s obligations set forth in Section 5.05 with respect to the matters provided thereinBankruptcy Code. Provided the Sellers are not in material breach of this Agreement, the Buyer Purchaser shall not, without the prior written consent of the SellersSeller, file, join in, or otherwise support in any manner whatsoever any motion or other pleading relating to the sale of the Acquired Purchased Assets hereunder (other than the sale contemplated by this Agreement)hereunder. In the event the entry of the Confirmation Sale Order is or the Breakup Fee and Competing Bid Order shall be appealed, the Sellers Seller and Purchaser shall use commercially their respective reasonable efforts to defend such appeal and Buyer agrees to use commercially reasonable efforts to cooperate with Sellers in respect thereofappeal.

Bankruptcy Court Filings. (i) The On or before July 23, 2020, Sellers shall promptly seek file with the Bankruptcy Court a supplement to their motion seeking entry of the Confirmation Bidding Procedures Order (which shall, among other things, approve and any other necessary orders to authorize the transactions contemplated in this Agreement and close the sale payment of the Acquired Assets Termination Payment in accordance with this Section 5.4) (the “Related OrdersSupplemental Motion”) by the Bankruptcy Court). The Buyer and the Sellers understand agrees that the consummation of the transactions contemplated by this Agreement is subject to approval by the Bankruptcy Court. The Buyer it will promptly take such actions as are reasonably requested by the Sellers to assist in obtaining entry of the Confirmation Bidding Procedures Order and any Related Ordersthe Sale Order, including a finding of adequate assurance of future performance by the Buyer, such as including by furnishing affidavits or other documents or information for filing with the Bankruptcy Court for the purposes, among others, of providing necessary assurances of performance by the Buyer under this Agreement; provided, however, Agreement and demonstrating that Buyer is a “good faith” purchaser under section 363(m) of the obligations set forth in this sentence shall not expand the Buyer’s obligations set forth in Section 5.05 with respect to the matters provided thereinBankruptcy Code. Provided the Sellers are not in material breach of this Agreement, the Buyer shall not, without the prior written consent of the Sellers, file, join in, or otherwise support in any manner whatsoever any motion or other pleading relating to the sale of the Acquired Assets hereunder (other than the sale contemplated by this Agreement)hereunder. In the event the entry of the Confirmation Bidding Procedures Order is shall be appealed, the Sellers and Buyer shall use their respective commercially reasonable efforts to defend such appeal and Buyer agrees to use commercially reasonable efforts to cooperate with Sellers in respect thereofappeal.

Bankruptcy Court Filings. Seller will file the Sale Motion no less than three (i3) The Sellers Business Days after the date of this Agreement. After the Sale Motion is filed, Seller shall promptly seek entry provide Purchaser copies of any additional filings to be made as far as advance as possible (but in no event less than twelve (12) hours) and will incorporate into such filing all reasonable comments provided by Purchaser prior to the Confirmation Order filing thereof. Purchaser and any other necessary orders to authorize the transactions contemplated in this Agreement and close the sale of the Acquired Assets (the “Related Orders”) by the Bankruptcy Court. The Buyer and the Sellers understand Seller each agree that the consummation of the transactions contemplated by this Agreement is subject to approval by the Bankruptcy Court. The Buyer it will promptly take such actions as are reasonably requested by the Sellers necessary to assist in obtaining obtain entry of the Confirmation Sale Order approving this Agreement and any Related Ordersauthorizing the Transactions, including a finding of adequate assurance of future performance by the Buyer, such as by furnishing affidavits or other documents or information for filing with the Bankruptcy Court for the purposes, among others, of (in the case of Purchaser) providing necessary assurances of performance by the Buyer Purchaser under this Agreement; provided, howeverincluding providing a witness to testify on behalf of Purchaser in the Bankruptcy Court as to Purchaser's ability to pay the Purchase Price, and demonstrating that the obligations set forth in this sentence shall not expand the Buyer’s obligations set forth in Purchaser is a "good faith" purchaser under Section 5.05 with respect to the matters provided therein. Provided the Sellers are not in material breach of this Agreement, the Buyer shall not, without the prior written consent 363(m) of the SellersBankruptcy Code. Purchaser shall consult with Seller prior to filing, file, join in, joining in or otherwise support supporting in any manner whatsoever any motion or other pleading relating to the sale of the Acquired Purchased Assets hereunder (other than the sale contemplated by this Agreement)hereunder. In the event the entry of the Confirmation Sale Order is appealed, the Sellers Seller and Purchaser shall use their respective commercially reasonable efforts to defend such appeal and Buyer agrees to use commercially reasonable efforts to cooperate with Sellers in respect thereofoppose any request for a stay pending any such appeal.