Common use of Other Bids Clause in Contracts

Other Bids. Purchaser acknowledges that Seller, through The Blackstone Group L.P. ("BLACKSTONE") as its agent, will solicit bids ("BIDS") from other prospective purchasers ("BIDDERS")for the sale of the Purchased Assets (as such or in combination with other assets of Seller) and/or other assets owned by Seller in accordance with auction procedures to be established by Blackstone in consultation with Seller's creditor constituencies, subject to bid incentives and protections set forth in SECTION 9.2(D) and overbid protections set forth in SECTION 9.2(C). All Bids (other than Bids submitted by Purchaser) will be submitted with two copies of the Seller's form of purchase agreement (the "FORM AGREEMENT"), marked to show changes requested by the Bidder. Seller shall have the right to select the highest or otherwise better Bid or Bids (the "SUPERIOR BID"), which will be determined by considering, among other things, (i) the number, type and nature of any changes to the Form Agreement requested by each Bidder; (ii) the extent to which such modifications are likely to delay closing of the sale of Purchased Assets to such Bidder and the cost to Seller of such modifications or delay; (iii) the extent to which such Bid covers less than or more than all of the Purchased Assets; and (iv) the total consideration to be received by Seller. Purchaser acknowledges that Seller will strongly favor Bids for all of Seller's assets or for such assets which Seller determines, in its sole discretion, cannot otherwise be easily sold. Seller reserves the right to accept a Bid or Bids which contain a purchase price which is less than the Purchase Price set forth in this Agreement but which, in Seller's sole discretion, otherwise constitutes a Superior Bid. Seller shall have the right to aggregate separate Bids for different assets to determine whether one or more combinations of Bids constitute a Superior Bid.

Other Bids. Purchaser (i) Buyer acknowledges that Seller, through The Blackstone Group L.P. ("BLACKSTONE") as its agent, will solicit Sellers may receive bids ("BIDS") from other prospective purchasers (such prospective purchasers who are Qualified Bidders (as defined in the Bidding Procedures and Sale Motion), the "BIDDERS")for BIDDERS"), including, without limitation, the exercise by subordinated secured noteholders (so long as such noteholders are Qualified Bidders (as defined in the Bidding Procedures and Sale Motion)) of the right to credit bid pursuant to applicable provisions of the Bankruptcy Code, for the sale of all of the Purchased Acquired Assets (as such or in combination with other assets of Seller) and/or other assets owned by Seller Sellers as provided in accordance with auction procedures to the Bidding Procedures Order. All Bids shall be established by Blackstone in consultation with Seller's creditor constituencies, subject to bid incentives and protections set forth in SECTION 9.2(Dthis Section 10.1(b) and overbid protections set forth in SECTION 9.2(C)Section 10.1(c) of this Agreement. All The Bidding Procedures Order shall require that all Bids (other than Bids submitted by PurchaserBuyer) will be submitted with two copies of the Seller's form of purchase agreement (the "FORM AGREEMENT"), this Agreement marked to show changes requested by the Bidder. Seller . (ii) If Sellers receive any Bids, Sellers shall have the right to select select, and seek final approval of the Bankruptcy Court for, the highest or otherwise better Bid or Bids from the Bidders (the "SUPERIOR BID"), which will be determined by considering, among other things, the (iA) identity of the Bidder; (B) number, type and nature of any changes to the Form this Agreement requested by each the Bidder; (iiC) the extent to which the identity of the Bidder or such modifications are likely to delay closing of the sale of Purchased the Acquired Assets and Assumed Liabilities to such the Bidder and the cost to Seller Sellers of such modifications or delay; (iiiD) the extent to which such Bid covers less than or more than all of the Purchased AssetsAcquired Assets and Assumed Liabilities; (E) form and (iv) amount of the total consideration to be received by SellerSellers and their bankruptcy estate; and (F) financial strength of the Bidder. Purchaser acknowledges that Seller will strongly favor Sellers shall provide copies of all Bids for all of Seller's assets or for such assets which Seller determines, in its sole discretion, cannot otherwise be easily sold. Seller reserves the right to accept a Bid or Bids which contain a purchase price which is less than the Purchase Price set forth in this Agreement but which, in Seller's sole discretion, otherwise constitutes a Superior Bid. Seller shall have the right to aggregate separate Bids for different assets to determine whether one or more combinations of Bids constitute a Superior BidBuyer.

Other Bids. Purchaser (i) Buyer acknowledges that Seller, through The Blackstone Group L.P. ("BLACKSTONE") as its agent, will solicit Seller may receive bids ("BIDS"“Bids”) from other prospective purchasers ("BIDDERS")for such prospective purchasers who are Qualified Bidders, as defined in the Bidding Procedures and Sale Motion, the “Bidders”) for the sale of all of the Purchased Acquired Assets (as such or provided in combination with other assets of Seller) and/or other assets owned by Seller in accordance with auction procedures to the Bidding Procedures Order. All Bids shall be established by Blackstone in consultation with Seller's creditor constituencies, subject to bid incentives and protections set forth in SECTION 9.2(Dthis Section 10.1(b) and overbid protections set forth in SECTION 9.2(C)Section 10.1(c) of this Agreement. All The Bidding Procedures Order shall require that all Bids (other than Bids submitted by PurchaserBuyer) will be submitted with two copies of the Seller's form of purchase agreement (the "FORM AGREEMENT"), this Agreement marked to show changes requested by the Bidder. . (ii) If Seller receives any higher Bids, Seller shall have the right to select select, and seek final approval of the Bankruptcy Court for, the highest or otherwise better Bid or Bids from the Bidders (the "SUPERIOR BID"“Superior Bid”), which will be determined by considering, among other things, the (iA) identity of the Bidder; (B) number, type and nature of any changes to the Form this Agreement requested by each the Bidder; (iiC) the extent to which the identity of the Bidder or such modifications are likely to delay closing of the sale of Purchased the Acquired Assets and Assumed Liabilities to such the Bidder and the cost or savings to Seller of such modifications or delay; (iiiD) the extent to which such Bid covers less than or more than all form and amount of the Purchased Assets; and (iv) the total consideration Total Consideration to be received by Seller. Purchaser acknowledges that Seller will strongly favor Bids for all and its bankruptcy estate; and (E) financial strength of Seller's assets or for such assets which Seller determines, in its sole discretion, cannot otherwise be easily sold. Seller reserves the right to accept a Bid or Bids which contain a purchase price which is less than the Purchase Price set forth in this Agreement but which, in Seller's sole discretion, otherwise constitutes a Superior BidBidder. Seller shall have the right provide copies of all Bids to aggregate separate Bids for different assets to determine whether one or more combinations of Bids constitute a Superior BidBuyer.

Other Bids. Purchaser (i) Buyer acknowledges that Seller, through The Blackstone Group L.P. ("BLACKSTONE") as its agent, will solicit Sellers may receive bids ("BIDS") from other prospective purchasers (such prospective purchasers, the "BIDDERS")for BIDDERS") for the sale of all or part of the Purchased Acquired Assets (as such or in combination with other assets of SellerSellers) and/or or other assets owned by Seller Sellers as provided in accordance with auction procedures to the Bidding Procedures Order. All Bids shall be established by Blackstone in consultation with Seller's creditor constituencies, subject to bid incentives and protections set forth in SECTION 9.2(Dthis Section 10.1(b) and overbid protections set forth in SECTION 9.2(C)Section 10.1(c) of this Agreement. All Bids (other than Bids submitted by PurchaserBuyer) will be submitted with two copies of the Seller's form of purchase agreement (the "FORM AGREEMENT"), this Agreement marked to show changes requested by the Bidder. Seller . (ii) If Sellers receive any Bids, Sellers shall have the right to select select, and seek final approval of the Bankruptcy Court for, the highest or otherwise better Bid or Bids from the Bidders (the "SUPERIOR BID"), which will be determined by considering, among other things, the (iA) identity of the Bidder; (B) number, type and nature of any changes to the Form this Agreement requested by each the Bidder; (iiC) the extent to which the identity of the Bidder or such modifications are likely to delay closing of the sale of Purchased the Acquired Assets and Assumed Liabilities to such the Bidder and the cost to Seller Sellers of such modifications or delay; (iiiD) the extent to which such Bid covers less than or more than all of the Purchased AssetsAcquired Assets and Assumed Liabilities; (E) form and (iv) amount of the total consideration to be received by SellerSellers; and (F) financial strength of the Bidder. Purchaser acknowledges that Seller will All other considerations being equal, Sellers shall strongly favor Bids for all of Seller's Sellers' assets or for such assets which Seller determinesSellers determine, in its their sole discretion, cannot otherwise be easily sold. Seller reserves Sellers reserve the right to accept a Bid or Bids which contain a purchase price which that is less than the Purchase Price Total Consideration set forth in this Agreement but which, in Seller's Sellers' sole discretion, otherwise constitutes a Superior Bid. Seller Sellers shall have the right provide copies of all Bids to aggregate separate Bids for different assets to determine whether one or more combinations of Bids constitute a Superior BidBuyer.

Other Bids. Purchaser acknowledges that Seller, through The Blackstone Group L.P. ("BLACKSTONE") as its agent, will solicit bids ("BIDS") from other prospective purchasers ("BIDDERS")for BIDDERS") for the sale of the Purchased Assets (as such or in combination with other assets of Seller) and/or other assets owned by Seller in accordance with auction procedures to be established by Blackstone in consultation with Seller's creditor constituencies, subject to bid incentives and protections set forth in SECTION 9.2(D) and overbid protections set forth in SECTION 9.2(C). All Bids (other than Bids submitted by Purchaser) will be submitted with two copies of the Seller's form of purchase agreement (the "FORM AGREEMENT"), marked to show changes requested by the Bidder. Seller shall have the right to select the highest or otherwise better Bid or Bids (the "SUPERIOR BID"), which will be determined by considering, among other things, (i) the number, type and nature of any changes to the Form Agreement requested by each Bidder; (ii) the extent to which such modifications are likely to delay closing of the sale of Purchased Assets to such Bidder and the cost to Seller of such modifications or delay; (iii) the extent to which such Bid covers less than or more than all of the Purchased Assets; and (iv) the total consideration to be received by Seller. Purchaser acknowledges that Seller will strongly favor Bids for all of Seller's assets or for such assets which Seller determines, in its sole discretion, cannot otherwise be easily sold. Seller reserves the right to accept a Bid or Bids which contain a purchase price which is less than the Purchase Price set forth in this Agreement but which, in Seller's sole discretion, otherwise constitutes a Superior Bid. Seller shall have the right to aggregate separate Bids for different assets to determine whether one or more combinations of Bids constitute a Superior Bid.

Other Bids. Purchaser (i) Buyer acknowledges that Seller, through The Blackstone Group L.P. ("BLACKSTONE") as its agent, will solicit Seller may receive bids ("BIDS"“Bids”) from other prospective purchasers ("BIDDERS")for such prospective purchasers who are Qualified Bidders, as defined in the Bidding Procedures and Sale Motion, the “Bidders”) for the sale of all of the Purchased Acquired Assets (as such or provided in combination with other assets of Seller) and/or other assets owned by Seller in accordance with auction procedures to the Bidding Procedures Order. All Bids shall be established by Blackstone in consultation with Seller's creditor constituencies, subject to bid incentives and protections set forth in SECTION 9.2(Dthis Section 10.1(b) and overbid protections set forth in SECTION 9.2(C)Section 10.1(c) of this Agreement. All The Bidding Procedures Order shall require that all Bids (other than Bids submitted by PurchaserBuyer) will be submitted with two copies of the Seller's form of purchase agreement (the "FORM AGREEMENT"), this Agreement marked to show changes requested by the Bidder. . (ii) If Seller receives any higher Bids, Seller shall have the right to select select, and seek final approval of the Bankruptcy Court for, the highest or otherwise better Bid or Bids from the Bidders (the "SUPERIOR BID"“Superior Bid”), which will be determined by considering, among other things, the (iA) identity of the Bidder; (B) number, type and nature of any changes to the Form this Agreement requested by each the Bidder; (iiC) the extent to which the identity of the Bidder or such modifications are likely to delay closing of the sale of Purchased the Acquired Assets and Assumed Liabilities to such the Bidder and the cost to Seller of such modifications or delay; (iiiD) the extent to which such Bid covers less than or more than all form and amount of the Purchased Assets; and (iv) the total consideration to be received by Seller. Purchaser acknowledges that Seller will strongly favor Bids for all and its bankruptcy estate; and (E) financial strength of Seller's assets or for such assets which Seller determines, in its sole discretion, cannot otherwise be easily sold. Seller reserves the right to accept a Bid or Bids which contain a purchase price which is less than the Purchase Price set forth in this Agreement but which, in Seller's sole discretion, otherwise constitutes a Superior BidBidder. Seller shall have the right provide copies of all Bids to aggregate separate Bids for different assets to determine whether one or more combinations of Bids constitute a Superior BidBuyer.

Other Bids. Purchaser (i) Buyer acknowledges that Seller, through The Blackstone Group L.P. ("BLACKSTONE") as its agent, will solicit Sellers may receive bids ("BIDS"“Bids”) from other prospective purchasers ("BIDDERS")for such prospective purchasers who are Qualified Bidders (as defined in the Bidding Procedures and Sale Motion), the “Bidders”), including, without limitation, the exercise by subordinated secured noteholders (so long as such noteholders are Qualified Bidders (as defined in the Bidding Procedures and Sale Motion)) of the right to credit bid pursuant to applicable provisions of the Bankruptcy Code, for the sale of all of the Purchased Acquired Assets (as such or in combination with other assets of Seller) and/or other assets owned by Seller Sellers as provided in accordance with auction procedures to the Bidding Procedures Order. All Bids shall be established by Blackstone in consultation with Seller's creditor constituencies, subject to bid incentives and protections set forth in SECTION 9.2(Dthis Section 10.1(b) and overbid protections set forth in SECTION 9.2(C)Section 10.1(c) of this Agreement. All The Bidding Procedures Order shall require that all Bids (other than Bids submitted by PurchaserBuyer) will be submitted with two copies of the Seller's form of purchase agreement (the "FORM AGREEMENT"), this Agreement marked to show changes requested by the Bidder. Seller . (ii) If Sellers receive any higher Bids, Sellers shall have the right to select select, and seek final approval of the Bankruptcy Court for, the highest or otherwise better Bid or Bids from the Bidders (the "SUPERIOR BID"“Superior Bid”), which will be determined by considering, among other things, the (iA) identity of the Bidder; (B) number, type and nature of any changes to the Form this Agreement requested by each the Bidder; (iiC) the extent to which the identity of the Bidder or such modifications are likely to delay closing of the sale of Purchased the Acquired Assets and Assumed Liabilities to such the Bidder and the cost to Seller Sellers of such modifications or delay; (iiiD) the extent to which such Bid covers less than or more than all of the Purchased AssetsAcquired Assets and Assumed Liabilities; (E) form and (iv) amount of the total consideration to be received by SellerSellers and their bankruptcy estate; and (F) financial strength of the Bidder. Purchaser acknowledges that Seller will strongly favor Sellers shall provide copies of all Bids for all of Seller's assets or for such assets which Seller determines, in its sole discretion, cannot otherwise be easily sold. Seller reserves the right to accept a Bid or Bids which contain a purchase price which is less than the Purchase Price set forth in this Agreement but which, in Seller's sole discretion, otherwise constitutes a Superior Bid. Seller shall have the right to aggregate separate Bids for different assets to determine whether one or more combinations of Bids constitute a Superior BidBuyer.