Executory Contracts and Unexpired Leases. (a) On the Effective Date, all executory contracts and unexpired leases of the Debtors and/or the Estates shall be assumed by the Debtors and assigned to the Reorganized Debtors pursuant to the provisions of sections 365 and 1123 of the Bankruptcy Code, except: (i) any executory contracts and unexpired leases that are the subject of separate rejection motions filed pursuant to section 365 of the Bankruptcy Code by the Debtors before the entry of the Confirmation Order; and (ii) any executory contract or unexpired lease that is the subject of a Cure Dispute pursuant to Section 9.2 of the Plan and for which the Debtors or Reorganized Debtors, as the case may be, makes a motion to reject such contract or lease based upon the existence of such Cure Dispute filed at any time.
Executory Contracts and Unexpired Leases. The Debtor reserves the right to reject certain executory contracts and unexpired leases (with the consent, not to be unreasonably withheld, of the Requisite Noteholders). All executory contracts and unexpired leases not expressly rejected will be deemed assumed pursuant to the Acceptable Plan. Corporate Governance: The board of directors for the Reorganized Debtor (the “New Board”) shall be composed of seven (7) members, all of whom shall be designated by the Requisite Noteholders; provided, that one of the members of the New Board shall be the CEO of the Reorganized Debtor, and provided, that the number, independence and other characteristics of the directors on the New Board will satisfy applicable listing standards and any Xxxxx Act requirements. The members of the New Board shall be identified no later than the date of the confirmation hearing or otherwise in accordance with section 1129(a)(5) of the Bankruptcy Code. On the Effective Date, the terms of the current members of the board of directors of GulfMark Parent shall expire. The terms and conditions of the new corporate governance documents of the Reorganized Debtor (including the bylaws, and certificate of incorporation) shall be in form and substance reasonably acceptable to GulfMark Parent and the Requisite Noteholders.
Executory Contracts and Unexpired Leases. The Debtors shall seek to assume or reject executory contracts and unexpired leases with the reasonable consent of the Plan Sponsor. The Debtors shall not enter into any material contracts during the Chapter 11 Cases without the prior written consent of the Plan Sponsor, not to be unreasonably withheld. The Plan will provide that the executory contracts and unexpired leases that are not assumed or rejected as of the Confirmation Date (either pursuant to the Plan or a separate motion) will be deemed assumed pursuant to section 365 of the Bankruptcy Code. For the avoidance of doubt, the Debtors shall obtain the Plan Sponsor’s consent with respect to any decision to assume or reject an executory contract or unexpired lease, including pursuant to the Plan. Retention of Jurisdiction The Plan will provide for the retention of jurisdiction by the Bankruptcy Court for usual and customary matters. Discharge of Claims and Termination of Interests Pursuant to section 1141(d) of the Bankruptcy Code, and except as otherwise specifically provided in the Plan, the Confirmation Order or in any contract, instrument, or other agreement or document created pursuant to the Plan, the distributions, rights, and treatment that are provided in the Plan shall be in complete satisfaction, discharge, and release, effective as of the Effective Date, of Claims (including any Intercompany Claims resolved or compromised after the Effective Date by the Reorganized Debtors), Interests, and Causes of Action of any nature whatsoever, including any interest accrued on Claims or Interests from and after the Petition Date, whether known or unknown, against, liabilities of, liens on, obligations of, rights against, and Interests in, the Debtors or any of their assets or properties, regardless of whether any property shall have been distributed or retained pursuant to the Plan on account of such Claims and Interests, including demands, liabilities, and Causes of Action that arose before the Effective Date, any liability (including withdrawal liability) to the extent such Claims or Interests relate to services performed by employees of the Debtors prior to the Effective Date and that arise from a termination of employment, any contingent or non-contingent liability on account of representations or warranties issued on or before the Effective Date, and all debts of the kind specified in sections 502(g), 502(h), or 502(i) of the Bankruptcy Code, in each case whether or not: (a) a Proof of Claim bas...
Executory Contracts and Unexpired Leases. The Liquidating Trustee shall assume, assume and assign, or reject executory contracts and unexpired leases, including but not limited to the Uranium Contracts, pursuant to and in accordance with the Plan.
Executory Contracts and Unexpired Leases. The Sponsor, in consultation with the Company, shall determine the treatment of Contracts and Leases pursuant to the terms hereof and in a manner consistent with the Bankruptcy Code. All Contracts and Leases which are not Designated Contracts as of the Effective Date shall be deemed rejected as of such date. At any time before the effective date of assumption of a Designation Contract, the Sponsor may, in its sole discretion, withdraw or modify its designation of a Designation Contract for assumption by providing notice via email to the Company and its counsel.
Executory Contracts and Unexpired Leases. To determine any and all motions for the rejection, assumption, or assignment of executory contracts or unexpired leases, and to determine the allowance and extent of any Claims resulting from the rejection of executory contracts and unexpired leases;
Executory Contracts and Unexpired Leases. (a) if the Combination Transaction is pursued, any executory contracts and unexpired leases (“Executory Contracts and Unexpired Leases”) to which any of the Debtors are parties shall be deemed rejected as of [the date of entry of the Confirmation Order], unless (i) such Executory Contract or Unexpired Lease is assumed by the Debtors and assigned to the partners pursuant to the Combination Transaction, (ii) was previously rejected by the Debtors, pursuant to a Final Order of the Bankruptcy Court, (iii) previously expired or terminated pursuant to its own terms or by agreement of the parties thereto, (iv) is the subject of a motion to reject filed by the Debtors on or before [the date of entry of the Confirmation Order], or (v) is specifically designated as a contract or lease to be rejected on the Schedule of Rejected Contracts; provided, however, that the Required Consenting Senior Noteholders consent to such rejection, assumption, or assumption and assignment (such consent not to be unreasonably withheld); or (b) if the Stand-Alone Restructuring is pursued, as of and subject to the occurrence of the Effective Date and the payment of any applicable cure amount, all Executory Contracts and Unexpired Leases shall be deemed assumed, unless such contract or lease (i) was previously assumed or rejected by the Debtors, pursuant to a Final Order of the Bankruptcy Court, (ii) previously expired or terminated pursuant to its own terms or by agreement of the parties thereto, (iii) is the subject of a motion to reject filed by the Debtors on or before the date of entry of the Confirmation Order, (iv) contains a change of control or similar provision that would be triggered by the Restructuring (unless such provision has been irrevocably waived), or (v) is specifically designated as a contract or lease to be rejected on the Schedule of Rejected Contracts; provided, however, that the Required Consenting Senior Noteholders consent to such rejection, assumption, or assumption and assignment (such consent not to be unreasonably withheld). In either case, Claims arising from the rejection of the Debtors’ Executory Contracts and Unexpired Leases shall be classified as General Unsecured Claims and any settlement of such claims is subject to the reasonable consent of the Required Consenting Senior Noteholders, which consent shall not be unreasonably withheld.
Executory Contracts and Unexpired Leases. (a) Schedule 2.5(b) lists all Executory Contracts and Unexpired Leases in effect as of the Effective Time, to which Seller is a party or by which its interests in the Purchased Assets are bound and sets forth Seller’s good faith estimate of Cure Costs with respect to all of the Executory Contracts and Unexpired Leases;
Executory Contracts and Unexpired Leases. 10.1. General Treatment; Assumption and Rejection of Executory Contracts or Unexpired Leases.
Executory Contracts and Unexpired Leases. 4 As of and subject to the occurrence of the Effective Date and the payment of any applicable cure amount, all executory contracts and unexpired leases to which any of the Debtors is a party will be deemed assumed, unless such contract or lease (i) was previously assumed or rejected by the Debtors pursuant to a Final Order of the Bankruptcy Court, (ii) previously expired or terminated pursuant to its own terms or by agreement of the parties thereto, (iii) is the subject of a motion to reject filed by the Debtors on or before the date on which the Bankruptcy Court enters the Confirmation Order, or (iv) is specifically designated as a contract or lease to be rejected on the Schedule of Rejected Contracts; each decision by the Debtors described in the foregoing clauses (i) through (iv) shall be reasonably acceptable to the Requisite Consenting Creditors.
