Sale Procedures Order Sample Clauses

Sale Procedures Order. The Sale Procedures Order (a) shall have been entered by the Bankruptcy Court and not be subject to any stay of effectiveness, (b) shall not have been modified or amended in any manner materially adverse to Purchaser unless agreed to in writing by Purchaser in its sole discretion and (c) shall have become a Final Order; provided, however, that the condition set forth in clause (c) shall be waivable only by Purchaser on behalf of both parties.
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Sale Procedures Order. SALE PROCEDURES ORDER" means a final, non-appealable order entered by the Bankruptcy Court setting forth the procedures for the sale of the Assets substantially similar to the provisions of the Bidding Procedures and the Break-Up Fee.
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Sale Procedures Order. For purposes of this Agreement, “Sale Procedures Order” shall mean the order of the Bankruptcy Court in the form attached as Exhibit G hereto and without modification except as Buyer may consent (A) approving sale procedures and bidding protections in connection with the sale of substantially all of the Debtors’ (including Sellers) assets pursuant to Sections 363 and 365 of the Bankruptcy Code; (B) scheduling an auction and hearing to consider approval of the sale of substantially all of the Debtors’ (including Sellers) assets (the “Auction”); and (C) granting related relief. Sellers shall use their reasonable efforts so that the Bankruptcy Court, as part of its Sale Procedures Order, (A) schedules a hearing to approve this Agreement, (B) requires the payment of the Break-Up Fee and Expense Reimbursement in accordance with the terms of Section 8.3 hereof and with the liens, priorities and other terms and conditions otherwise set forth in this Agreement and (C) requires a deposit in the amount of the Deposit in accordance with Section 2.2 hereof.
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Sale Procedures Order. The Bankruptcy Court shall have entered an order, substantially in the form attached hereto as Exhibit C (or as otherwise reasonably satisfactory to Buyer) ("Sale Procedures Order"), which (i) will be in full force and effect, and (ii) will not have been reversed, modified, amended or stayed in any respect.
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Sale Procedures Order. The Bankruptcy Court shall have entered the Sale Procedures Order. (b)
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Sale Procedures Order. On August 8, 2006, the Bankruptcy Court entered an order approving the process respecting the sale of the Assets in the form attached as Exhibit B (the “Sale Procedures Order”). The Sale Procedures Order is not subject to any injunction or stay of effectiveness, including without limitation any stay pending appeal.
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Related to Sale Procedures Order

  • Sale Procedures In connection with its obligations under this Article II, the Partnership will, as expeditiously as possible:

  • Sale Order The Bankruptcy Court shall have entered the Sale Order and the Sale Order shall have become a Final Order.

  • Sale Procedure 24 21.2 Application of Proceeds of Sale...............................26 21.3

  • Approval Order The Bankruptcy Court shall have entered the Approval Order and such Order shall be a Final Order.

  • Stop Transfer Order In furtherance of this Agreement, concurrently herewith, the Stockholder shall, and hereby does authorize the Company or its counsel to, notify the Company's transfer agent that there is a stop transfer order with respect to all of the Subject Securities (and that this Agreement places limits on the voting and transfer of such shares); provided that, the stop transfer order shall not restrict or prohibit any Transfer of the Subject Securities if such transfer is made pursuant to the Offer or such Transfer is made at any time following the Expiration Date.

  • Stop-Transfer Orders (a) The Optionee agrees that, in order to ensure compliance with the restrictions set forth in the Plan and this Agreement, the Company may issue appropriate “stop transfer” instructions to its duly authorized transfer agent, if any, and that, if the Company transfers its own securities, it may make appropriate notations to the same effect in its own records.

  • Bankruptcy Court Order The Interim Bankruptcy Court Order or the Final Bankruptcy Court Order, as the case may be, is in full force and effect, and has not been reversed, stayed, modified or amended absent the consent of the Agent and the Borrower.

  • Final Order If the Interim Order is obtained and the Arrangement Resolution is approved at the Company Meeting in accordance with the terms of the Interim Order, the Company shall take all steps necessary to submit the Arrangement to the Court and diligently pursue an application for the Final Order pursuant to section 182 of the OBCA, as soon as reasonably practicable, but in any event not later than three Business Days, after the Arrangement Resolution is passed at the Company Meeting as provided for in the Interim Order.

  • Sale Process If a Non-Economic Facility is marketed for sale in accordance with Section 5.02 and Manager receives an offer therefor which it wishes to accept on behalf of the relevant TRS and Owner, Manager shall give the relevant TRS prompt notice thereof, which notice shall include a copy of the offer and any other information reasonably requested by such TRS. If the relevant TRS, on behalf of the relevant Owner, shall fail to accept or reject such offer within seven (7) Business Days after receipt of such notice and other information from Manager, such offer shall be deemed to be accepted. If the offer is rejected by the relevant TRS on behalf of the relevant Owner, and if Manager elects to continue marketing the Non-Economic Facility by providing written notice to the relevant TRS within seven (7) days of such rejection and Manager does not obtain another offer within ninety (90) days that is accepted by the relevant TRS, the Non-Economic Facility shall be deemed to have been sold to the relevant TRS on the date, at the price and on such other terms contained in the offer. If a Non-Economic Facility is sold to a third party or deemed to have been sold to the relevant Owner pursuant to such offer, effective as of the date of sale or deemed sale: (i) the Management Agreement shall terminate with respect to such Non-Economic Facility; (ii) Aggregate Invested Capital shall be reduced by an amount equal to the net proceeds of sale after reduction for the costs and expenses of the relevant TRS, the relevant Owner and/or Manager (or, in the case of a deemed sale, the net proceeds of sale determined by reference to such offer, after reduction for any amounts actually expended and any amounts which would reasonably have been expected to have been expended if the sale had been consummated by the relevant TRS, the relevant Owner and/or Manager). If the reduction in Aggregate Invested Capital is less than the Invested Capital of the Non-Economic Facility sold or deemed to have been sold, the difference shall be proportionately reallocated to the Invested Capital of the remaining Facilities.

  • Confirmation Order The Bankruptcy Court shall have entered the Confirmation Order, and such Order shall be a Final Order.

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