Court Approval. (a) As soon as practicable after the date hereof (and in any event no later than ten (10) Business Days following the date of this Agreement), the Seller and the Company shall jointly approach the Court, in order to obtain the Court Approval, and subject to and in accordance with the approval of the Court, each of the Seller and the Company shall establish a record date for, call, publicize the convening of, convene and hold a meeting of the bondholders of the Company and the Seller, respectively (the “Stakeholders’ Meetings”), (b) the Seller and the Company, respectively, shall timely prepare and file all notices required by applicable Legal Requirements in connection with the Stakeholders’ Meetings, it being agreed and understood that this Agreement and all of the Transaction Documents and the Company Debt Modifications and the amended deed of trust of the Company Series C Debenture and the deed of trust for the Series D Debentures, should be brought to the approval of the Stakeholders’ Meetings of the Company, (c) each of the Seller and the Company shall take all necessary actions and make all reasonable efforts in order to receive the Court Approval and shall respond to and comply with, without undue delay, any queries, requests or instructions of the Court within the Court Approval process, (d) each of the Seller and the Company shall allow Purchaser A (and its representative, including its legal counsel) to review and comment on all material materials and filings submitted to the Court (or any other Governmental Body) only in connection with its respective Court Approval prior to the submission thereof, and shall incorporate into and reflect in any such submissions or filings any and all reasonable comments made by Purchaser A or its representatives, provided such implementation shall not cause a delay in the relevant submission, and (e) each of the Seller and the Company shall provide Purchaser A (and its legal counsel) with a copy of any material letters and/or other material correspondence and decisions (including any interim decisions) of the Court as part of the Court Approval process, and shall share, in cooperation with Purchaser A, all correspondence with, and decisions of, the Court or any bondholders (and in the case of the Company also shareholders) and shall keep Purchaser A (and its legal counsel) reasonably fully updated of the status of matters relating to the Court Approval (including the discussions with its bondholders and shareholders and any other creditors or relevant parties), including, if reasonably requested by Purchaser A, on weekly basis, a telephonic update on the status and progress of obtaining its respective Court Approval, and bondholders and shareholders approvals, as applicable. For the avoidance of doubt, nothing in this Section 5.8 shall in any way limit or restrict the rights of Purchaser A pursuant to Section 8.1(f). Without limiting anything herein contained, each of the Parties shall use its commercially reasonable efforts to obtain through the Court Approval a release of any lock-up restrictions (חסימה וטפטוף) that might otherwise be applicable to the securities being issued hereunder by the Company at the Closing.
Appears in 3 contracts
Samples: Share Purchase Agreement (B Communications LTD), Share Purchase Agreement (Internet Gold Golden Lines LTD), Share Purchase Agreement (T.N.R. Investments Ltd.)
Court Approval. (a) As soon as practicable after the date hereof (and in any event no later than ten (10) Business Days following the date of this Agreement), the Seller and the Company shall jointly approach the Court, in order to obtain the Court Approval, and subject to and in accordance with the approval of the Court, each of the Seller and the Company shall establish a record date for, call, publicize the convening of, convene and hold a meeting of the bondholders of the Company and the Seller, respectively (the “Stakeholders’ Meetings”), (b) the Seller and the Company, respectively, shall timely prepare and file all notices required by applicable Legal Requirements in connection with the Stakeholders’ Meetings, it being agreed and understood that this Agreement and all of the Transaction Documents and the Company Debt Modifications and the amended deed of trust of the Company Series C Debenture and the deed of trust for the Series D Debentures, should be brought to the approval of the Stakeholders’ Meetings of the Company, (c) each of the Seller and the Company shall take all necessary actions and make all reasonable efforts in order to receive the Court Approval and shall respond to and comply with, without undue delay, any queries, requests or instructions of the Court within the Court Approval process, (d) each of the Seller and the Company shall allow Purchaser A (and its representative, including its legal counsel) to review and comment on all material materials and filings submitted to the Court (or any other Governmental Body) only in connection with its respective Court Approval prior to the submission thereof, and shall incorporate into and reflect in any such submissions or filings any and all reasonable comments made by Purchaser A or its representatives, provided such implementation shall not cause a delay in the relevant submission, and (e) each of the Seller and the Company shall provide Purchaser A (and its legal counsel) with a copy of any material letters and/or other material correspondence and decisions (including any interim decisions) of the Court as part of the Court Approval process, and shall share, in cooperation with Purchaser A, all correspondence with, and decisions of, the Court or any bondholders (and in the case of the Company also shareholders) and shall keep Purchaser A (and its legal counsel) reasonably fully updated of the status of matters relating to the Court Approval (including the discussions with its bondholders and shareholders and any other creditors or relevant parties), including, if reasonably requested by Purchaser A, on weekly basis, a telephonic update on the status and progress of obtaining its respective Court Approval, and bondholders and shareholders approvals, as applicable. For the avoidance of doubt, nothing in this Section 5.8 5.8 shall in any way limit or restrict the rights of Purchaser A pursuant to Section 8.1(f8.1(f). Without limiting anything herein contained, each of the Parties shall use its commercially reasonable efforts to obtain through the Court Approval a release of any lock-up restrictions (חסימה וטפטוף) that might otherwise be applicable to the securities being issued hereunder by the Company at the Closing.
Appears in 2 contracts
Samples: Share Purchase Agreement (Internet Gold Golden Lines LTD), Share Purchase Agreement (B Communications LTD)
Court Approval. (a) As soon as practicable after the date hereof (and in any event no later than ten (10) Business Days following the date of this Agreement), the Seller and the Company shall jointly approach the Court, in order to obtain the Court Approval, and subject to and in accordance with the approval of the Court, each of the Seller and the Company shall establish a record date for, call, publicize the convening of, convene and hold a meeting of the bondholders of the Company and the Seller, respectively (the “Stakeholders’ Meetings”), (b) the Seller and the Company, respectively, shall timely prepare and file all notices required by applicable Legal Requirements in connection with the Stakeholders’ Meetings, it being agreed and understood that this Agreement and all of the Transaction Documents and the Company Debt Modifications and the amended deed of trust of the Company Series C Debenture and the deed of trust for the Series D Debentures, should be brought to the approval of the Stakeholders’ Meetings of the Company, (c) each of the Seller and the Company shall take all necessary actions and make all reasonable efforts in order to receive the Court Approval and shall respond to and comply with, without undue delay, any queries, requests or instructions of the Court within the Court Approval process, (d) each of the Seller and the Company shall allow Purchaser A (and its representative, including xxxxxxxxx its legal counsel) to review and comment on all material materials and filings submitted to the Court (or any other Governmental Body) only in connection with its respective Court Approval prior to the submission thereof, and shall incorporate into and reflect in any such submissions or filings any and all reasonable comments made by Purchaser A or its representatives, provided such implementation shall not cause a delay in the relevant submission, and (e) each of the Seller and the Company shall provide Purchaser A (and its legal counsel) with a copy of any material letters and/or other material correspondence and decisions (including xxxxxxxxx any interim decisions) of the Court as part of the Court Approval process, and shall share, in cooperation with Purchaser A, all correspondence with, and decisions of, the Court or any bondholders (and in the case of the Company also shareholders) and shall keep Purchaser A (and its legal counsel) reasonably fully updated of the status of matters relating to the Court Approval (including xxxxxxxxx the discussions with its bondholders and shareholders and any other creditors or relevant parties), includingxxxxxxxxx, if reasonably requested by Purchaser A, on weekly basis, a telephonic update on the status and progress of obtaining its respective Court Approval, and bondholders and shareholders approvals, as applicable. For the avoidance of doubt, nothing in this Section 5.8 5.8 shall in any way limit or restrict the rights of Purchaser A pursuant to Section 8.1(f8.1(f). Without limiting anything herein contained, each of the Parties shall use its commercially reasonable efforts to obtain through the Court Approval a release of any lock-up restrictions (חסימה וטפטוף) that might otherwise be applicable to the securities being issued hereunder by the Company at the Closing.
Appears in 2 contracts
Samples: Share Purchase Agreement (Internet Gold Golden Lines LTD), Share Purchase Agreement (Internet Gold Golden Lines LTD)
Court Approval. This Agreement in its entirety, including the various documents delivered executed by the Parties pursuant to this Agreement are expressly subject to and contingent upon approval, by entry of a signed order, of the Bankruptcy Court (the “Approval Order”); provided, however, that approval of this Agreement shall not be construed to have any bearing on any claims or causes of action not expressly waived herein. The date on which the Parties exchange executed copies of this Agreement and all documents listed on Exhibit C shall be the “Execution Date” for this Agreement. The date of the entry of the Approval Order shall be the “Closing Date” for this Agreement. Calpine agrees to take such action as reasonably may be required to promptly obtain such Bankruptcy Court approval of the Agreement and conveyance of the Properties to Rosetta free and clear of all liens, claims and encumbrances as set forth herein. Rosetta agrees to assist Calpine in this regard. If this Agreement is not approved by the Bankruptcy Court, or if the Approval Order is overturned or modified on appeal, then this Agreement shall be of no further force and effect and, in such event, (a) As soon as practicable after the date hereof (neither this Agreement nor any negotiations and writings in connection with this Agreement shall in any event no later than ten way be construed as or deemed to be evidence of or an admission on behalf of any Party regarding any claim or right that such Party may have against the other Party, and (10b) Business Days following the Parties shall otherwise be restored to the position in effect prior to the date of this Agreement), the Seller and the Company shall jointly approach the Court, in order . The Parties agree to obtain the Court Approval, and subject to and in accordance work cooperatively with the approval Regulatory Authorities toward the objective that, on or before the Closing Date, all Regulatory Authorities will have confirmed to the Parties that their respective ministerial approvals will be granted upon receipt of the Court, each of the Seller Bankruptcy Court order approving this Agreement and the Company shall establish a record date for, call, publicize the convening of, convene and hold a meeting of the bondholders of the Company and the Seller, respectively (the “Stakeholders’ Meetings”), (b) the Seller and the Companytheir receipt, respectively, shall timely prepare and file all notices of required by applicable Legal Requirements in connection with the Stakeholders’ Meetings, it being agreed and understood that this Agreement and all of the Transaction Documents and the Company Debt Modifications and the amended deed of trust of the Company Series C Debenture and the deed of trust for the Series D Debentures, should be brought to the approval of the Stakeholders’ Meetings of the Company, (c) each of the Seller and the Company shall take all necessary actions and make all reasonable efforts in order to receive the Court Approval and shall respond to and comply with, without undue delay, any queries, requests or instructions of the Court within the Court Approval process, (d) each of the Seller and the Company shall allow Purchaser A (and its representative, including its legal counsel) to review and comment on all material materials and filings submitted to the Court (or any other Governmental Body) only in connection with its respective Court Approval prior to the submission thereof, and shall incorporate into and reflect in any such submissions or filings any and all reasonable comments made by Purchaser A or its representatives, provided such implementation shall not cause a delay in the relevant submission, and (e) each of the Seller and the Company shall provide Purchaser A (and its legal counsel) with a copy of any material letters and/or other material correspondence and decisions (including any interim decisions) of the Court as part of the Court Approval process, and shall share, in cooperation with Purchaser A, all correspondence with, and decisions of, the Court or any bondholders (and in the case of the Company also shareholders) and shall keep Purchaser A (and its legal counsel) reasonably fully updated of the status of matters relating to the Court Approval (including the discussions with its bondholders and shareholders and any other creditors or relevant parties), including, if reasonably requested by Purchaser A, on weekly basis, a telephonic update on the status and progress of obtaining its respective Court Approval, and bondholders and shareholders approvals, as applicable. For the avoidance of doubt, nothing in this Section 5.8 shall in any way limit or restrict the rights of Purchaser A pursuant to Section 8.1(f). Without limiting anything herein contained, each of the Parties shall use its commercially reasonable efforts to obtain through the Court Approval a release of any lock-up restrictions (חסימה וטפטוף) that might otherwise be applicable to the securities being issued hereunder by the Company at the Closingdocuments.
Appears in 1 contract
Samples: Partial Transfer and Release Agreement (Rosetta Resources Inc.)
Court Approval. (a) As soon as practicable after the date hereof (and in any event no later than ten (10) Business Days following the date of this Agreement), the Seller and the Company shall jointly approach the Court, in order to obtain the Court Approval, and subject to and in accordance with the approval of the Court, each of the Seller and the Company shall establish a record date for, call, publicize the convening of, convene and hold a meeting of the bondholders of the Company and the Seller, respectively (the “Stakeholders’ Meetings”), (b) the Seller and the Company, respectively, shall timely prepare and file all notices required by applicable Legal Requirements in connection with the Stakeholders’ Meetings, it being agreed and understood that this Agreement and all of the Transaction Documents and the Company Debt Modifications and the amended deed of trust of the Company Series C Debenture and the deed of trust for the Series D Debentures, should be brought to the approval of the Stakeholders’ Meetings of the Company, (c) each of the Seller and the Company shall take all necessary actions and make all reasonable efforts in order to receive the Court Approval and shall respond to and comply with, without undue delay, any queries, requests or instructions of the Court within the Court Approval process, (d) each of the Seller and the Company shall allow Purchaser A (and its representative, including its legal counsel) to review and comment on all material materials and filings submitted 7 Note to Draft: To be an amount equal to NIS 35MM divided by the Subscription Price Per Share. to the Court (or any other Governmental Body) only in connection with its respective Court Approval prior to the submission thereof, and shall incorporate into and reflect in any such submissions or filings any and all reasonable comments made by Purchaser A or its representatives, provided such implementation shall not cause a delay in the relevant submission, and (e) each of the Seller and the Company shall provide Purchaser A (and its legal counsel) with a copy of any material letters and/or other material correspondence and decisions (including any interim decisions) of the Court as part of the Court Approval process, and shall share, in cooperation with Purchaser A, all correspondence with, and decisions of, the Court or any bondholders (and in the case of the Company also shareholders) and shall keep Purchaser A (and its legal counsel) reasonably fully updated of the status of matters relating to the Court Approval (including the discussions with its bondholders and shareholders and any other creditors or relevant parties), including, if reasonably requested by Purchaser A, on weekly basis, a telephonic update on the status and progress of obtaining its respective Court Approval, and bondholders and shareholders approvals, as applicable. For the avoidance of doubt, nothing in this Section 5.8 shall in any way limit or restrict the rights of Purchaser A pursuant to Section 8.1(f). Without limiting anything herein contained, each of the Parties shall use its commercially reasonable efforts to obtain through the Court Approval a release of any lock-up restrictions (חסימה וטפטוףהמיסח ףוטפטו) that might otherwise be applicable to the securities being issued hereunder by the Company at the Closing.
Appears in 1 contract
Samples: Share Purchase Agreement
Court Approval. a. This Agreement and the execution and consummation of this Agreement by the Amfac Parties shall be subject to approval and confirmation by the Bankruptcy Court and the State Court.
b. Within five (a5) As soon as practicable after business days following the date hereof this Agreement has been executed by all of the parties hereto, AHI, PMCo, and KDC shall file a joint motion and supporting documents with the Bankruptcy Court seeking approval of this Agreement and approval and confirmation of their prior execution of this Agreement. AHI, PMCo, and KDC shall serve the motion and appropriate notice of the hearing on the Office of the United States Trustee, all of the debtors in the jointly administered Bankruptcy Proceedings, and all creditors and parties in interest as ordered by the Bankruptcy Court and shall, inter alia, seek a finding from the Bankruptcy Court, in the Bankruptcy Approval Order (as hereinafter defined), that the motion was served upon and notice was duly given to said Office, debtors, and creditors, that said notice was in compliance with the applicable Federal Rules of Bankruptcy Procedure. At the same time as AHI, PMCo, and KDC file the joint motion and supporting papers with the Bankruptcy Court seeking Bankruptcy Court approval of this Agreement, AHI, PMCo, and KDC shall move the Bankruptcy Court to modify the automatic stay imposed by Section 362 of the Bankruptcy Code to permit the Amfac Parties and the ERS to file (and shall seek a determination that the injunctive provisions of any confirmed plan of reorganization in any event no later than the Bankruptcy Proceedings do not preclude the filing of) a joint motion and supporting papers in the State Court requesting approval of this Agreement by the State Court, the State Court's consideration of the joint motion for approval of this Agreement, and the State Court's further proceedings as contemplated by this Agreement. AHI and PMCo shall seek to obtain entry of the aforesaid Bankruptcy Court order within ten (10) Business Days days of the filing the motion therefor.
c. Within two (2) business days following receipt of the date Bankruptcy Court's order modifying the automatic stay and determining that the injunctive provisions of any confirmed plan of reorganization in the Bankruptcy Proceedings do not preclude the State Court from considering approval of this Agreement, as provided above, the Amfac Parties and the ERS shall file a joint motion with the State Court seeking approval of this Agreement.
d. The consummation of the transactions provided for in this Agreement is expressly subject to and conditioned upon the entry, after proper notice and hearing by the Bankruptcy Court, of a final order (the "Bankruptcy Approval Order"), substantially in the Seller form and of the content of Exhibit "M" attached hereto and incorporated herein by reference, approving this Agreement and approving AHI's and PMCo's execution and performance of this Agreement, including, without limitation, AHI's and PMCo's full and complete release and discharge of the ERS Released Parties from the Amfac Parties' Released Claims as provided in paragraph 14 hereof, and approving KDC's execution of, joinder in, and performance of this Agreement, as herein provided. If the Amfac Parties are unable to obtain the Bankruptcy Approval Order within forty (40) days following the filing of the motion, as provided in subparagraph b. above, seeking Bankruptcy Court approval of this Agreement, then this Agreement shall become null and void with no further obligations by either the ERS or the Amfac Parties; provided, however, that (i) if the Bankruptcy Approval Order cannot be obtained within said forty (40) days due to the Bankruptcy Court's inability to schedule a hearing or render a decision through no fault of the Amfac Parties, the time period shall automatically be extended to permit the Bankruptcy Court to hear the motion and render a decision, and (ii) the time period may be extended for one or more additional periods of time by mutual agreement of the parties.
e. The consummation of the transactions provided for in this Agreement is expressly subject to and conditioned upon the entry, after proper notice and hearing by the State Court, of the following final orders and judgments, in the form and of the content (unless otherwise approved by the parties hereto) of the respective exhibits set forth below and incorporated herein by this reference:
(i) A final order approving this Agreement (the "State Court Approval Order") as set forth in the "Order Approving Settlement Agreement" attached hereto as Exhibit "N," and a final judgment approving this Agreement (the "State Court Approval Judgment") as set forth in the "Final Judgment Approving Settlement Agreement" attached hereto as Exhibit "N-l."
(ii) The Counterclaim Dismissal Order as set forth in Exhibit "J" attached hereto.
(iii) A decree of foreclosure (the "Decree of Foreclosure") as set forth in the "Findings of Fact, Conclusions of Law, and Interlocutory Decree of Foreclosure and Order Appointing Commissioner" attached hereto as Exhibit "O."
(iv) A final judgment respecting the Decree of Foreclosure (the "Foreclosure Judgment") as set forth in the "Final Judgment Respecting Interlocutory Decree of Foreclosure" attached hereto as Exhibit "P."
(v) An final order confirming the sale (pursuant to the Decree of Foreclosure) as set forth in the "Order Confirming Sale" attached hereto as Exhibit "Q."
(vi) A final judgment confirming said sale (the "State Court Final Judgment") as set forth in the "Final Judgment Confirming Sale" attached hereto as Exhibit "R." If the Amfac Parties and the ERS are unable to obtain the State Court Approval Order, the State Court Approval Judgment, the Counterclaim Dismissal Order, the Decree of Foreclosure, and the Foreclosure Judgment within forty (40) days following the filing of the joint motion seeking State Court Approval of this Agreement, or to obtain the Order Confirming Sale and the State Court Final Judgment within ninety (90) days of the filing of the joint motion seeking State Court Approval of this Agreement, then this Agreement shall become null and void with no further obligations by either the ERS or the Amfac Parties, all funds and documents previously deposited with the Escrow Company shall jointly approach be returned to the party making the deposit, and all parties shall be restored to their respective positions prior to the execution of this Agreement; provided, however, that (i) if any of said decrees, orders, or judgments cannot be obtained within said designated periods due to the State Court's inability to schedule a hearing or render a decision through no fault of the ERS or the Amfac Parties, the time period shall automatically be extended to permit the State Court to hear the motion and render a decision, and (ii) the time period may be extended for one or more additional periods of time by mutual agreement of the parties.
f. In connection with the foreclosure sale to be held pursuant to the Decree of Foreclosure and the Foreclosure Judgment, the ERS agrees that, in order to obtain acquire the Court Approval, Kaanapali Property and subject to and in accordance with facilitate the approval closing of the Court, each of the Seller this Agreement and the Company shall establish a record date forvarious transactions provided for or contemplated herein, callthe ERS will (pursuant to the State Court's permitted credit bid and offset procedures as set forth in the Decree of Foreclosure and Foreclosure Judgment) credit bid at least $60,000,000.00 of its secured first mortgage debt (as determined by the State Court). In addition, publicize the convening ofERS agrees that, convene in order to acquire said property and hold a meeting facilitate said closing, the ERS will, in the event of the bondholders of the Company and the Seller, respectively (the “Stakeholders’ Meetings”), (b) the Seller and the Company, respectively, shall timely prepare and file all notices required by applicable Legal Requirements any additional bids or overbids in connection with the Stakeholders’ Meetingssaid foreclosure sale, it being agreed and understood that this Agreement and all of the Transaction Documents and the Company Debt Modifications and the amended deed of trust of the Company Series C Debenture and the deed of trust for the Series D Debentures, should be brought credit bid (pursuant to the approval of the Stakeholders’ Meetings of the Company, State Court's permitted credit bid and offset procedures) up to (c) each of the Seller and the Company shall take all necessary actions and make all reasonable efforts in order to receive the Court Approval and shall respond to and comply with, without undue delay, any queries, requests or instructions of the Court within the Court Approval process, (d) each of the Seller and the Company shall allow Purchaser A (and its representative, including its legal counsel) to review and comment on all material materials and filings submitted to the Court (or any other Governmental Body) only in connection with its respective Court Approval prior to the submission thereof, and shall incorporate into and reflect in any such submissions or filings any and all reasonable comments made by Purchaser A or its representatives, provided such implementation but shall not cause a delay in be obligated to bid more than) the relevant submission, and full amount of its first mortgage debt (e) each of the Seller and the Company shall provide Purchaser A (and its legal counsel) with a copy of any material letters and/or other material correspondence and decisions (including any interim decisions) of the Court as part of the Court Approval process, and shall share, in cooperation with Purchaser A, all correspondence with, and decisions of, the Court or any bondholders (and in the case of the Company also shareholders) and shall keep Purchaser A (and its legal counsel) reasonably fully updated of the status of matters relating to the Court Approval (including the discussions with its bondholders and shareholders and any other creditors or relevant parties), including, if reasonably requested by Purchaser A, on weekly basis, a telephonic update on the status and progress of obtaining its respective Court Approval, and bondholders and shareholders approvals, as applicable. For the avoidance of doubt, nothing in this Section 5.8 shall in any way limit or restrict the rights of Purchaser A pursuant to Section 8.1(f). Without limiting anything herein contained, each of the Parties shall use its commercially reasonable efforts to obtain through the Court Approval a release of any lock-up restrictions (חסימה וטפטוף) that might otherwise be applicable to the securities being issued hereunder determined by the Company at the ClosingState Court).
Appears in 1 contract
Court Approval. (a) As soon as practicable after the date hereof (and in any event no later than ten (10) Business Days following the date of this Agreement), the Seller and the Company shall jointly approach the Court, in order to obtain the Court Approval, and subject to and in accordance with the approval of the Court, each of the Seller and the Company shall establish a record date for, call, publicize the convening of, convene and hold a meeting of the bondholders of the Company and the Seller, respectively (the “Stakeholders’ Meetings”), (b) the Seller and the Company, respectively, shall timely prepare and file all notices required by applicable Legal Requirements in connection with the Stakeholders’ Meetings, it being agreed and understood that this Agreement and all of the Transaction Documents and the Company Debt Modifications and the amended deed of trust of the Company Series C Debenture and the deed of trust for the Series D Debentures, should be brought to the approval of the Stakeholders’ Meetings of the Company, (c) each of the Seller and the Company shall take all necessary actions and make all reasonable efforts in order to receive the Court Approval and shall respond to and comply with, without undue delay, any queries, requests or instructions of the Court within the Court Approval process, (d) each of the Seller and the Company shall allow Purchaser A (and its representative, including its legal counsel) to review and comment on all material materials and filings submitted to the Court (or any other Governmental Body) only in connection with its respective Court Approval prior to the submission thereof, and shall incorporate into and reflect in any such submissions or filings any and all reasonable comments made by Purchaser A or its representatives, provided such implementation shall not cause a delay in the relevant submission, and (e) each of the Seller and the Company shall provide Purchaser A (and its legal counsel) with a copy of any material letters and/or other material correspondence and decisions (including any interim decisions) of the Court as part of the Court Approval process, and shall share, in cooperation with Purchaser A, all correspondence with, and decisions of, the Court or any bondholders (and in the case of the Company also shareholders) and shall keep Purchaser A (and its legal counsel) reasonably fully updated of the status of matters relating to the Court Approval (including the discussions with its bondholders and shareholders and any other creditors or relevant parties), including, if reasonably requested by Purchaser A, on weekly basis, a telephonic update on the status and progress of obtaining its respective Court Approval, and bondholders and shareholders approvals, as applicable. For the avoidance of doubt, nothing in this Section 5.8 shall in any way limit or restrict the rights of Purchaser A pursuant to Section 8.1(f). Without limiting anything herein contained, each of the Parties shall use its commercially reasonable efforts to obtain through the Court Approval a release of any lock-up restrictions (חסימה וטפטוףףוטפטו המיסח) that might otherwise be applicable to the securities being issued hereunder by the Company at the Closing.
Appears in 1 contract
Samples: Share Purchase Agreement