Entry of Sale Order. Seller has filed with the Bankruptcy Court one or more motions which, collectively, seek the entry of the Sale Order. The Sale Order provides that, without limitation and notwithstanding anything to the contrary in this Agreement (including any Assumed Contract), Buyer is not liable for, and is taking the Acquired Assets free of, any Excluded Liability. Seller and Buyer shall use reasonable best efforts to cooperate, assist and consult with each other to secure the entry of the Sale Order, and to consummate the transactions contemplated by this Agreement, 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 Buyer under this Agreement. In the event that any Orders of the Bankruptcy Court relating to this Agreement shall be appealed by any Person (or a petition for certiorari or motion for reconsideration, amendment, clarification, modification, vacation, stay, rehearing or reargument shall be filed with respect to any such Order), Seller and Buyer will cooperate in determining and pursuing the response to any such appeal, petition or motion and Seller and Buyer shall use their commercially reasonable efforts to obtain an expedited resolution of any such appeal, petition or motion. For purposes of this Section 6.1(c) only, commercially reasonable efforts shall without limitation require each party to this Agreement to pay its costs and expenses reasonably required in connection with preparing and seeking entry of the Sale Order by the Bankruptcy Court and resolution of any appeal therefrom.
Entry of Sale Order. The Bankruptcy Court shall have entered the Sale Order;
Entry of Sale Order. The Sale Order, in form and substance satisfactory to Buyer, shall have been entered by the Bankruptcy Court and such order shall not have been vacated, stayed, reversed, modified, amended, enjoined, set aside, annulled or suspended in any respect without the prior written consent of Buyer and Sellers;
Entry of Sale Order. Buyer shall take promptly such actions as are reasonably requested by Seller or ordered by the Bankruptcy Court to assist in obtaining entry of the Sale Order and a finding of adequate assurance of future performance by Buyer under any Assumed Contracts, as required by section 365(b)(1)(C) of the Bankruptcy Code, including, without limitation, furnishing affidavits, non-confidential financial information, confidential information subject to a reasonable form of confidentiality agreement, or other documents or information for filing with the Bankruptcy Court, and shall make its employees and representatives available to be interviewed by Seller’s attorneys and to testify before the Bankruptcy Court in connection with the foregoing.
Entry of Sale Order. The court in the Chapter 11 Case shall have entered the Sale Order, which order sale have become final and nonappealable.
Entry of Sale Order. The Bankruptcy Court shall have entered an order, in form and substance mutually acceptable to Buyer and Seller, approving this Agreement and the consummation of the transactions contemplated hereby in their entirety (the “Sale Order”), such Sale Order shall have been entered on the docket of the Bankruptcy Court and such Sale Order shall have become a Final Order. As used in this Agreement, the term “Final Order” shall mean any order of the Bankruptcy Court or other court of competent jurisdiction as to which (i) there is no stay or other limitation on the terms or effectiveness, (ii) no appeal is pending, and (iii) the time to file an appeal has expired.
Entry of Sale Order. The Bankruptcy Court shall have approved the Sale Order in the form required under Section 7.1(e), which Sale Order shall be subject to the reasonable approval of the Purchaser. The Sale Order shall (i) have been entered on the docket of the Bankruptcy Court, (ii) provide that if the Sale Order is not stayed and that the Closing may, without the consent of Purchaser and Seller, occur immediately upon entry of the Sale Order, and (iii) be a Final Order; provided, however, that the Sale Order need not be a Final Order if the Sale Order is not stayed and Purchaser and Seller consent to occurrence of the Closing at any time prior to the Sale Order becoming a Final Order.
Entry of Sale Order. Seller has filed with the Bankruptcy Court one or more motions which, collectively, seek the entry of the Sale Order. The Sale Order provides that, without limitation and notwithstanding anything to the contrary in this Agreement (including any Assigned Contract), Buyer is not liable for, and is taking the Acquired Assets free and clear of any liens, claims, interests and encumbrances free of, any Excluded Liability. Seller and Buyer shall use best efforts to cooperate, assist and consult with each other to secure the entry of the Sale Order, and to consummate the transactions contemplated by this Agreement.
Entry of Sale Order. The Sale Motion shall also seek approval of the Sale Order. The Sale Order shall be in the form of Exhibit 8, and Seller shall use its best efforts to obtain entry of the Sale Order; provided, however, in the event the Bankruptcy Court enters a modified Sale Order and the only effect of such modified Sale Order is that Seller's interest in the Leased Parcels would not be conveyed to Purchaser free and clear of any claims or interests which could restrict the use or transfer of Purchaser's interest in the Leased Parcels subsequent to the leaseback to Seller as contemplated by the Xxxxxx Lease, then: (a) Seller shall be deemed to have delivered a satisfactory Sale Order, and (b) Purchaser shall receive a credit against the Purchase Price equal to the maximum Cost Reimbursement that would have been due Purchaser if Section 14.3 had been applicable. If the Procedures Order has been entered but the Sale Order is not entered within thirty (30) days after filing of the Sale Motion, Purchaser shall have the right to terminate its obligations under this Agreement by written notice to Seller, in which event the provisions of Section 14.3 shall apply and none of the parties hereto shall have any obligation to the others, except for those covenants which by their express terms survive the termination of this Agreement.
Entry of Sale Order. The phrase “forty-five (45) days” as it appears in two places in Paragraph 1 of Schedule 3A to the Purchase Agreement is deleted and the phrase “fifty (50) days” is inserted in place of such phrase.
