Common use of Transfers In Bankruptcy Clause in Contracts

Transfers In Bankruptcy. In the event of a Transfer pursuant to the provisions of the Bankruptcy Code, all consideration payable or otherwise to be delivered in connection with such Transfer shall be paid or delivered to the other Party, shall be and remain the exclusive property of such other Party and shall not constitute property of the Transferor or of the estate of the Transferor within the meaning of the Bankruptcy Code. Any consideration constituting the other Party’s property pursuant to the immediately preceding sentence and not paid or delivered to such other Party shall be held in trust for the benefit of such Party and be promptly paid or delivered to such Party. For purposes of this Section, the term “consideration” shall mean and include money, services, property and any other thing of value such as payment of costs, cancellation or forgiveness of indebtedness, discounts, rebates, barter and the like. If any such consideration is in a form other than cash (such as in kind, equity interests, indebtedness earn-outs, or other deferred payments, consulting or management fees, etc.), the non-Transferring Party shall be entitled to receive in cash the then present fair market value of such consideration.