JV Plan definition
Examples of JV Plan in a sentence
Seller shall provide Buyer and its counsel with copies of all material motions, applications, supporting papers and notices prepared by Seller (including forms of orders and notices to interested parties) relating in any way to the Disclosure Statement, the Plan, the 363 Sale, the JV Plan, any required disclosure statement for the JV Plan or the Transaction prior to the filing of such documents and shall provide Buyer, to the extent practicable, with a reasonable opportunity to review and comment on same.
For the avoidance of doubt, the parties hereto acknowledge and agree that it would not be unreasonable for Buyer to decline to consent to any Plan or JV Plan modification which would require the payment of additional consideration by Buyer under the Plan or JV Plan or which would reduce or impair the Transferred Assets or increase the Assumed Liabilities.
For purposes of this Agreement, an “Alternate Plan” is any plan under chapter 11 of the Bankruptcy Code (other than the Plan or the JV Plan) or any liquidation under chapter 7 of the Bankruptcy Code.
Any information delivered by Buyer or Seller for inclusion in the Disclosure Statement or any required disclosure statement for the JV Plan will be intended to satisfy the requirements of section 1125(a) of the Bankruptcy Code.
The Plan Administrator shall have the authority and obligation to establish and/or maintain, as the case may be, (i) such reserves as are necessary to make the payments and/or distributions required by the JV Plan and (ii) any reserve required under this Plan and shall utilize the Court Supervised Fund for funding any distributions under the JV Plan and hereunder and thereunder.
Each Company Plan and, to the knowledge of the Company, each JV Plan which is intended to be qualified under Section 401(a) of the Code has been determined to be so qualified by the IRS and, to the knowledge of the Company, no circumstances exist which would reasonably be expected to cause the loss of such qualification.
Neither the Plan nor](except to the extent Seller is pursuing or has consummated the 363 Sale and the JV Plan) and consummation of the Transaction and, after May 19, 2006 and prior to the delivery of the Reversion Notice, entry of the 363 Order, approval of any required disclosure statement for the JV Plan and confirmation of the JV Plan.
The LIF created under the JV Plan (the “JV LIF”), established in the initial amount of $10 million and held in an Adelphia account pending distributions as authorized by the ART, was created to fund certain allowable claims for indemnification arising under the Parnassos and Century-TCI prepetition credit facilities.
All conditions precedent to consummation of the Plan or, in the case of the 363 Sale, the JV Plan shall have been satisfied or waived in accordance with the terms of the Plan or the JV Plan, as applicable, and the Plan or the JV Plan, as applicable, shall be consummated substantially contemporaneously with the Closing.
The Confirmation Order and, other than in the case of a 363 Sale, the final Plan shall not differ in a manner that would be materially adverse to Seller and its Affiliates from the confirmation order and the Plan[, respectively,] or, in the case of the 363 Sale, the JV Plan proposed by Seller to the Bankruptcy Court in accordance with Section 5.13.