Plan and Disclosure Statement. The Company shall authorize, execute, file with the Bankruptcy Court and seek confirmation of, the Plan (and a related disclosure statement (the “Disclosure Statement”)) (i) the terms of which are consistent with this Agreement and with such other terms that are reasonably satisfactory to the Plan Sponsors, (ii) that provides for the release and exculpation of the Plan Sponsors, their respective Affiliates, partners, directors, officers, employees and advisors, in each case solely in their capacity as such, from liability in connection with the Chapter 11 Cases, including but not limited to this Agreement, the Plan, the Disclosure Statement, and related documents, agreements, and releases, to the fullest extent permitted under applicable law and (iii) that has conditions to confirmation and the Effective Date of the Plan (and to what extent any such conditions can be waived and by whom) that are consistent with this Agreement and with such other terms that are reasonably satisfactory to the Plan Sponsors. The Company will (i) provide to the Plan Sponsors and their counsel a copy of the Plan and the Disclosure Statement, and any amendments thereto, and a reasonable opportunity to review and comment on such documents prior to such documents being filed with the Bankruptcy Court, and (ii) such documents shall be filed with the Bankruptcy Court only in form and substance reasonably satisfactory to the Plan Sponsors. In addition, the Company will (i) provide to the Plan Sponsors and their counsel a copy of the Confirmation Order and a reasonable opportunity to review and comment on such order prior to such order being filed with the Bankruptcy Court and (ii) such documents shall be filed with the Bankruptcy Court only in form and substance reasonably satisfactory to the Plan Sponsors.
Plan and Disclosure Statement. Unless otherwise consented to in writing by US Airways (such consent not to be unreasonably withheld, conditioned or delayed), American (in consultation with the UCC’s Advisors) shall and shall cause each of the other Debtors to:
(i) (A) by the date that is the seventh (7th) business day following the execution of this Agreement, file a motion (the “Merger Support Motion”) with the Bankruptcy Court, in form and substance reasonably acceptable to American, US Airways and the UCC’s Advisors, seeking approval pursuant to an order of the Bankruptcy Court in form and substance reasonably acceptable to American and US Airways (the “Merger Support Order”) of (1) this Agreement and (2) the execution and delivery hereof by American and the performance by American of all of its obligations hereunder (which Merger Support Order shall include authorization and approval of the matters set forth in Section 4.10 and Section 4.1(o) of the American Disclosure Schedule); (B) use reasonable best efforts to include in the Merger Support Order a provision ordering (1) a waiver of Bankruptcy Rule 6004(h) and (2) that the Merger Support Order be effective immediately upon its entry by the Bankruptcy Court; (C) fully support the Merger Support Motion; (D) in the Merger Support Motion, expressly acknowledge that, to American’s Knowledge, US Airways has acted in good faith and expended, and will likely continue to expend, considerable time and expense in connection with this Agreement and the negotiation hereof, and that this Agreement provides value to and is beneficial to the Debtors’ estates; and (E) use reasonable best efforts to obtain the entry of the Merger Support Order by the date that is the thirtieth (30th) day following the filing of the Merger Support Motion with the Bankruptcy Court and to defend against any appeal, motion to stay or similar action with respect thereto;
(ii) prepare, as soon as reasonably practicable after the date of this Agreement a draft plan of reorganization under chapter 11 of the Bankruptcy Code proposed by American and the other Debtors pursuant to which, among other things, the Merger shall be consummated (the “Plan”; it is understood and agreed that a condition precedent to the effectiveness of the Plan shall be that the matters set forth in Section 4.10 and Section 4.1(o) of the American Disclosure Schedule shall be in effect) and an accompanying disclosure statement under section 1125 of the Bankruptcy Code (the “Disclosure Statement”), an...
Plan and Disclosure Statement. The Company shall file, no later than one (1) calendar day after the Petition Date, the Plan and the Disclosure Statement (as defined in the RSA), each in form and substance acceptable to the Required Commitment Parties and the Company, it being understood that the Plan and Disclosure Statement distributed to creditors on February 28, 2020 are acceptable to the Required Commitment Parties. The Company will provide advance initial draft copies of all Definitive Documents (as defined in the RSA) to counsel to the Backstop Parties at least three (3) Business Days prior to the date when the Company intends to file the applicable Definitive Documents with the Bankruptcy Court; provided, that if three (3) Business Days in advance is not reasonably practicable, such initial draft Definitive Document shall be provided as soon as reasonably practicable prior to filing, but in no event later than twenty-four (24) hours in advance of any filing thereof.
Plan and Disclosure Statement. Subject to Section 4.9, the Company shall authorize, execute, file with the Bankruptcy Court and seek confirmation of, a Chapter 11 Plan (and a related disclosure statement (the “Disclosure Statement”)) the terms of which are consistent with this Agreement, the Support Agreement, the PSA Term Sheet and with such other terms that, to the extent they have a material impact on Purchaser’s proposed investment in the Company, are reasonably satisfactory to Centerbridge and Purchaser. The Company shall (a) provide to Centerbridge and Purchaser and their counsel a copy of the Chapter 11 Plan and Disclosure Statement, and any amendments thereto, and a reasonable opportunity to review and comment on such documents prior to such documents being filed with the Bankruptcy Court, and (b) duly consider in good faith any comments consistent with this Agreement, the Support Agreement and the PSA Term Sheet, and any other reasonable comments of Centerbridge and Purchaser and their counsel. In addition, the Company shall (y) provide to Centerbridge and Purchaser and their counsel a copy of the Confirmation Order and a reasonable opportunity to review and comment on such order prior to such order being filed with the Bankruptcy Court and (z) duly consider in good faith any comments consistent with this Agreement, the Support Agreement and the PSA Term Sheet, and any other reasonable comments of Centerbridge and Purchaser and their counsel.
Plan and Disclosure Statement. The Company shall: (i) file as soon as practicable after the Petition Date (and in any case consistent with the Milestones set forth in the RSA), the Plan and a related disclosure statement (the “Disclosure Statement”) with the Bankruptcy Court, each in form and substance reasonably acceptable to the Required Backstop Parties or as otherwise approved pursuant to the terms of the RSA and (i) seek the entry of a Confirmation Order by the Bankruptcy Court, in form and substance acceptable to the Required Backstop Parties and the Company, pursuant to the terms set forth in the RSA. The Company will, consistent with the requirements under the RSA, provide draft copies of all Definitive Documents (as defined in the RSA) to counsel to the Backstop Parties.
Plan and Disclosure Statement. Subject to the Company’s receipt of customary assurances of confidentiality by Purchaser as may be reasonably requested by the Company, the Company shall provide Purchaser with copies of the Plan and Disclosure Statement, and any amendments or supplements thereto, prior to filing such documents with the Bankruptcy Court.
Plan and Disclosure Statement. The Company shall: (i) file on the Petition Date or within one (1) Business Day thereafter, the Plan and a related disclosure statement (the “Disclosure Statement”) with the Bankruptcy Court, each in form and substance acceptable to the Requisite Backstop Lenders, and that is consistent in all material respects with the Plan or as otherwise approved by the Requisite Backstop Lenders, it being understood that the form of Plan and the form of the Disclosure Statement attached as Exhibit A and Exhibit D, respectively, to the Restructuring Support Agreement are acceptable to the Requisite Backstop Lenders, and (ii) seek the entry of a Confirmation Order by the Bankruptcy Court, in form and substance acceptable to the Requisite Backstop Lenders, as soon as practicable, which order shall include approval of the Disclosure Statement and this Agreement. The Company will provide counsel to the Backstop Lenders with a draft copy of the Confirmation Order and a reasonable opportunity to review and comment on such order prior to such order being filed with the Bankruptcy Court.
Plan and Disclosure Statement. The parties hereby consent to the amendment and supplement to the Plan of Reorganization and the Disclosure Statement as respectively set forth in Exhibits A and B hereto.
Plan and Disclosure Statement. The Company shall: (i) file no later than two (2) calendar days after the Petition Date, the Plan and a related disclosure statement (the “Disclosure Statement”) with the Bankruptcy Court, each in form and substance reasonably acceptable to the Required Backstop Parties or as otherwise approved pursuant to the terms of the RSA; and (ii) seek the entry of a Confirmation Order by the Bankruptcy Court, in form and substance acceptable to the Required Backstop Parties and the Company, or as otherwise pursuant to the terms set forth in the RSA.
Plan and Disclosure Statement. As soon as practicable, but not later than 20 days after the execution of this Agreement, Seller shall file, or cause to be filed, the Disclosure Statement and the Plan. The Disclosure Statement shall comply with the requirements of Section 1125 of the Bankruptcy Code (it being understood that the adequacy of the Disclosure Statement, at the time of filing, shall be subject to the resolution of any objections entertained by the Bankruptcy Court) and the Plan shall comply with the requirements of Section 1123 of the Bankruptcy Code and shall be capable of being confirmed pursuant to Section 1129 of the Bankruptcy Code (it being understood that the confirmability of the Plan, at the time of filing, shall be subject to the resolution of any objections entertained by the Bankruptcy Court). Purchaser shall have the opportunity to review and comment on the Plan and Disclosure Statement prior to their filing to confirm the Plan is not inconsistent with the terms of the Transaction Documents and the transactions contemplated thereby. Seller shall request that the Bankruptcy Court set a hearing for approval of the Disclosure Statement on not more than 30 days notice, provided that Seller may continue such hearing until the Purchaser Selection Order has been entered by the Bankruptcy Court, at which time Seller shall seek to have the hearing set for a date xxxx xx xxx later than five days after the entry of the Purchaser Selection Order. Seller shall diligently and in good faith pursue the resolution of any objections to the Disclosure Statement. Any modification to the Plan or Disclosure Statement adversely affecting the rights of Purchaser under the Transaction Documents and the transactions contemplated thereby made pursuant to resolution of objections to the Disclosure Statement or in connection with the Disclosure Statement hearing or otherwise must be consented to by Purchaser prior to approval of the Disclosure Statement by the Bankruptcy Court. Upon approval of the Disclosure Statement by the Bankruptcy Court, Seller shall promptly and diligently pursue distribution of the Disclosure Statement and solicitation of approval of the Plan. Seller shall set a hearing for confirmation of the Plan and obtain the Confirmation Order within the time period provided for in Section 2.09(d).
