Insolvency Proceeding Sample Clauses
An Insolvency Proceeding clause defines the rights and obligations of parties if one of them becomes insolvent or is subject to bankruptcy or similar legal proceedings. Typically, this clause outlines what constitutes an insolvency event, such as the appointment of a receiver, filing for bankruptcy, or entering liquidation, and specifies the actions the non-insolvent party may take, such as terminating the agreement or suspending performance. Its core practical function is to protect parties from the risks associated with a counterparty's insolvency, ensuring that they have clear remedies and can mitigate potential losses.
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Insolvency Proceeding. In the event of any receivership, bankruptcy, reorganization, rearrangement, debtor’s relief, or other insolvency proceeding involving any Debtor as debtor, Administrative Agent shall have the right to prove and vote any claim under the Subordinated Indebtedness and to receive directly from the receiver, trustee or other court custodian all dividends, distributions, and payments made in respect of the Subordinated Indebtedness until the Obligations have been Fully Satisfied. The Administrative Agent may apply any such dividends, distributions, and payments against the Guaranteed Indebtedness in accordance with the Credit Agreement.
Insolvency Proceeding. An Insolvency Proceeding is commenced by or against Borrower or any Obligor without being dismissed in sixty (60) days; provided, however, that upon the filing of an Insolvency Proceeding by or against Borrower, Lender shall have no obligation to advance funds to Borrower and may seek relief from stay or to prohibit use of cash collateral or such other protection as Lender deems reasonably necessary under the circumstances without being dismissed in sixty (60) days; provided, however, that Lender may take such immediate actions permitted under the Loan Documents or applicable law that Lender believes are required under the circumstances to prevent or avoid prejudice to Lender, including but not limited to seeking court orders granting relief from the automatic stay or prohibiting the use of cash collateral, and Lender shall not be required to continue to made advances under the Agreement absent a stipulation on terms and conditions satisfactory to Lender and approved by the bankruptcy court.
Insolvency Proceeding. The making by Guarantor of any assignment for the benefit of creditors, or a trustee or receiver being appointed for Guarantor or for any property of Guarantor, or Guarantor becoming insolvent or the subject of any Insolvency Proceeding and, in the case of such a proceeding being commenced against Guarantor, such proceeding is not dismissed within thirty (30) days following the commencement date thereof.
Insolvency Proceeding. No insolvency proceeding of any kind, including, without limitation, bankruptcy, receivership or reorganization, and no arrangement with creditors, affecting Seller or any of its assets or properties is pending or, to Seller's knowledge, threatened, and Seller has not made any assignment for the benefit of creditors, nor taken any actions with a view to, or which would constitute the basis for, the institution of any such insolvency proceedings, nor will Seller do any such act prior to Closing.
Insolvency Proceeding. The words “Insolvency Proceeding” shall mean and includes any proceeding or case commenced by or against Borrower or Grantor, or any guarantor of the Indebtedness, or any of Grantor’s account debtors, under any provisions of the United States Bankruptcy Code, as amended, or any other bankruptcy or insolvency law, including, but not limited to assignments for the benefit of creditors, formal or informal moratoriums, composition or extensions with some or all creditors, any proceeding seeking a reorganization, arrangement or any other relief under the United States Bankruptcy Code, as amended, or any other bankruptcy or insolvency law.
Insolvency Proceeding. If the TENANT shall be declared insolvent or bankrupt, or if any assignment of his property shall be made for the benefit of his creditors or others, or the TENANT'S leasehold interest herein shall be levied upon under execution, or taken by virtue of any writ of any Court of Law, or if a Trustee in Bankruptcy or a receiver is appointed for the property of the TENANT, then and upon the happening of any one of these events, the LANDLORD may, at his option, take possession of the LEASED PREMISES without thereby occasioning any forfeiture of the obligations of the TENANT previously accrued under this lease.
Insolvency Proceeding. (a) In connection with any Insolvency Proceeding (including any Potential Insolvency Proceeding) of Parent or any of its subsidiaries commenced after the date hereof, any and all applicable Definitive Documents (which shall be defined to comprise any and all documents in any Insolvency Proceeding that are substantially similar to the Definitive Documents set forth in the RSA (as defined in the Term Loan Agreement as of the date hereof) or are otherwise material to such proceeding (as may ultimately be defined and set forth in a new restructuring support agreement), and/or their non-U.S. equivalent for any Insolvency Proceeding commenced outside the U.S.) shall be, in form and substance, reasonably acceptable to the Required DDTL Approving Lenders.
(b) In connection with, or in contemplation of, any potential or actual Insolvency Proceeding of the Parent or any of its subsidiaries commenced after the date hereof, any and all restructuring support agreements, transaction support agreements, lock-up agreements, or other similar agreements shall be, in form and substance, reasonably acceptable to the Required DDTL Approving Lenders.
(c) In any Insolvency Proceeding of the Parent or any of its subsidiaries, the debtor in such proceeding shall, in good faith, seek relief from the bankruptcy court on a “first- day basis” to affirm and/or approve the agreements and other covenants of the Loan Parties set forth herein (including section 13 hereof), and such request shall be in form and substance reasonably acceptable to the Required DDTL Approving Lenders.
Insolvency Proceeding. Borrower or any of its Subsidiaries shall become insolvent or shall fail generally to pay its Indebtedness as such Indebtedness becomes due; or an Insolvency Proceeding shall be commenced by or against Borrower or any of its Subsidiaries and, in the case of an involuntary petition against Borrower or any of its Subsidiaries, such petition shall not be dismissed or discharged within ninety (90) days of commencement; or
Insolvency Proceeding. The parties acknowledge that the Borrower is expected to comply with various special purpose entity and bankruptcy remoteness requirements under the Transaction Documents, and as such, the Borrower is not anticipated to become a debtor at any time under the Bankruptcy Code or any similar Debtor Relief Law. Subject to the foregoing:
(i) This Agreement shall be applicable both before and after the institution of any Relief Proceeding involving Borrower, including without limitation, the filing of any petition by or against Borrower under the Bankruptcy Code, or any other Debtor Relief Law, and all converted or succeeding cases in respect thereof, and all references herein to Borrower shall be deemed to apply to the trustee for Borrower and Borrower as debtor-in-possession. The relative rights of the Lenders in or to any distributions from or in respect of any Collateral or proceeds of Collateral shall continue after the institution of any Relief Proceeding involving Borrower, including without limitation, the filing of any petition by or against Borrower under the Bankruptcy Code, or any other Debtor Relief Law, and all converted or succeeding cases in respect thereof, on the same basis as prior to the date of such institution, subject to any court order approving the financing of, or use of cash collateral by, Borrower as debtor-in-possession.
(ii) If Borrower shall become subject to a case under the Bankruptcy Code, or any other Debtor Relief Law, each Class B Lender agrees that it will not provide to Borrower as debtor-in-possession or a trustee on behalf of Borrower any financing under Section 364 of the Bankruptcy Code, or any similar provision of any other Debtor Relief Law (“DIP Financing”) to the extent that or any Class B Lender would, in connection with such DIP Financing, be granted a Lien on the Collateral or superpriority claim or other claim against ▇▇▇▇▇▇▇▇ that had priority over any Lien of the Administrative Agent in and to such Collateral securing, or the claim of the Administrative Agent for repayment of, the Borrower Obligations (or any portion thereof), so long as the Class A Obligations are outstanding. If Borrower shall become subject to a case under the Bankruptcy Code, or any other Debtor Relief Law, each Class A Lender agrees that it will not provide to Borrower as debtor-in-possession or a trustee on behalf of Borrower any DIP Financing to the extent that or any Class A Lender would, in connection with such DIP Financing, be grante...
Insolvency Proceeding. Immediately and without notice, if either Party at any time commences a voluntary case or other proceeding seeking liquidation, reorganization or other relief with respect to itself or its debts under any bankruptcy, insolvency or other similar Law or seeking the appointment of a trustee, receiver, liquidator, custodian or similar official of it or of any substantial part of its property, or shall consent to any such relief or to the appointment of or taking possession by any such official in an involuntary case or other proceeding commenced against it, or shall make a general assignment for the benefit of creditors, or shall take any corporate action to authorize any of the foregoing.