Qualified Overbid definition

Qualified Overbid means a bid received from a Qualified Overbidder including all of the Required Bid Documents and meeting all of the Bid Requirements.
Qualified Overbid shall have the meaning ascribed to it in the Procedures Order.
Qualified Overbid means a Bid that conforms to the requirements of a Qualified Overbid in Exhibit 5.01.

Examples of Qualified Overbid in a sentence

  • If no Qualified Overbid (other than that of the Purchaser) is received by the Bid Deadline, the Debtors shall report the same to the Bankruptcy Court, and subject to the entry of the Sale Approval Order, the transactions contemplated by the Asset Purchase Agreement shall be deemed the Successful Bid and the Debtors shall proceed immediately to consummate all of the transactions contemplated by the Asset Purchase Agreement.

  • Failure by the Qualified Overbidder to fully comply with requests for additional information and due diligence access will be a basis for the Debtors with the consent of the Committee to irrevocably determine that any bid made by the Qualified Overbidder is not a Qualified Overbid.

  • For the Sellers to accept any alternative offer, such alternative offer must be a Qualified Overbid or a Court-Imposed Qualified Overbid.

  • If no Qualified Overbid (other than that of the Purchaser) is received by the Bid Deadline, the Sellers shall report the same to the Bankruptcy Court, the transactions contemplated by this Agreement shall be deemed the Successful Bid and the Sellers shall proceed immediately to consummate all of the transactions contemplated by this Agreement.

  • Bidding at the Auction will continue until such time as the highest and best Qualified Overbid is determined.

  • At the Auction and Final Sale Hearing, the Purchaser shall have standing to contest any Qualified Overbid or the Successful Bidder that may be considered or selected by the Debtors and the Committee.

  • For the Debtors to accept any alternative offer, such alternative offer must be a Qualified Overbid or a Court-Imposed Qualified Overbid.

  • The transaction terms and conditions set forth in this Agreement shall be deemed a Qualified Overbid for all purposes in connection with the Bidding Process, the Auction and the Sale.

  • The transaction terms and conditions set forth in the Asset Purchase Agreement, as modified herein, shall be deemed a Qualified Overbid for all purposes in connection with the Bidding Process, the Auction and the Sale.

  • As contained in any Qualified Overbid, the proposed treatment of the Debtors' employees and the impact same may have on the Debtors' Key Employee Retention Plan as approved by this Court shall be taken into account and evaluated for purposes of determining the highest and best offer.

Related to Qualified Overbid

  • Qualified Loan means a loan made under this act or former 1961 PA 108 from this state to a school district to pay debt service on a qualified bond.

  • Qualified facility means a permanent facility within this state equipped for the production of motion pictures, television shows, or digital media production that meets all of the following requirements:

  • Qualified Bidder(s means a Bidder who fulfills the eligibility criteria listed out in the E-Auction Process Information Document.

  • Qualified Offer shall have the meaning set forth in Section 11(a)(ii) hereof.

  • Qualified Operator means a Person that has at least five (5) years’ experience operating power generation and storage facilities generally similar to the Facility.

  • Qualified Tenant means a tenant (i) with income not exceeding that permitted by the Minimum Set-Aside Test who leases a Low-Income Apartment Unit in the Project under a lease having an original term of not less than 6 months at a rent which satisfies the Rent Restriction Test and (ii) complying with any other requirements imposed by the Project Documents.

  • Qualified accountant means a member of a professional body that is approved by ASIC in writing for the purpose of the definition. ASIC has indicated that it will approve any member of:

  • Qualified alien means an alien who is:

  • Qualified Owner means a Cold War veteran, the spouse of a Cold War veteran, or the unremarried surviving spouse of a deceased Cold War veteran. Where property is owned by more than one qualified owner, the exemption to which each is entitled may be combined. Where a veteran is also the unremarried surviving spouse of a veteran, such person may also receive any exemption to which the deceased spouse was entitled.

  • Qualified Account means an Account of Borrower generated in the ordinary course of Borrower's business from the rendition of Healthcare Services pursuant to a Customer Contract which Lender, in its sole credit judgment, deems to be a Qualified Account. Without limiting the generality of the foregoing, no Account shall be a Qualified Account if: (a) the Account or any portion of the Account is payable by an individual beneficiary, recipient or subscriber individually and not directly to Borrower by an Account Debtor acceptable to Lender in its sole discretion; (b) the Account remains unpaid more than one hundred and twenty (120) calendar days past the claim or invoice date (but in no event more than one hundred and thirty five (135) calendar days after the applicable Healthcare Services have been rendered); (c) the Account is subject to any defense, set-off, counterclaim, deduction, discount, credit, chargeback, freight claim, allowance, or adjustment of any kind; (d) any part of any goods the sale of which has given rise to the Account has been returned, rejected, lost, or damaged; (e) if the Account arises from the sale of goods by Borrower, the sale was not an absolute sale, or the sale was made on consignment or on approval or on a sale-or-return basis, or the sale was made subject to any other repurchase or return agreement, or the goods have not been shipped to the Account Debtor or its designee; (f) if the Account arises from the performance of Healthcare Services, where the Healthcare Services have not been actually been performed or the Healthcare Services were undertaken in violation of any law; (g) the Account is subject to a lien other than a Permitted Lien; (h) Borrower knows or should have known of the bankruptcy, receivership, reorganization, or insolvency of the Account Debtor; (i) the Account is evidenced by chattel paper or an instrument of any kind, or has been reduced to judgment; (j) the Account is an Account of an Account Debtor having its principal place of business or executive office outside the United States; (k) the Account Debtor is an Affiliate or Subsidiary of Borrower; (l) more than twenty percent (20%) of the aggregate balance of all Accounts owing from the Account Debtor obligated on the Account are outstanding more than one hundred and twenty (120) calendar days past their invoice date; (m) fifty percent (50%) or more of the aggregate unpaid Accounts from any single Account Debtor are not deemed Qualified Accounts under this Agreement; (n) the total unpaid Accounts of any single Account Debtor exceed twenty percent (20%) of the net amount of all Qualified Accounts; (o) any covenant, representation or warranty contained in the Loan Documents with respect to such Account has been breached; (p) any Account which is based on a contract which is invoiced and/or paid based on a percentage of completion basis; (q) any Account which is based on a contract in which Borrower is paid for services and which services have not yet been fully provided by Borrower; (r) any license fee (other than fees which are paid on a month-to-month basis and are otherwise eligible hereunder); or (s) the Account fails to meet such other specifications and requirements which may from time to time be established

  • Qualified Nurse means a person who holds a valid registration from the Nursing Council of India or the Nursing Council of any state in India.

  • Qualified offshore wind project means a wind turbine

  • Qualified Offering in Section 1.1 of the Securities Purchase Agreements is deleted and replaced with the following:

  • Qualified Property has the meaning set forth in Section 313.021(2) of the TEXAS TAX CODE and as interpreted by the Comptroller’s Rules and the Texas Attorney General, as these provisions existed on the Application Review Start Date.

  • Qualified User means a person (e.g., employee, consultant, contingent staff) who: (1) is a user of a Qualified Device, or (2) accesses any server software requiring an Enterprise Product Client Access License or any Enterprise Online Service. It does not include a person who accesses server software or an Online Service solely under a License identified in the Qualified User exemptions in the Product Terms.

  • Qualified Appraiser An appraiser, duly appointed by the Seller, who had no interest, direct or indirect, in the Mortgaged Property or in any loan made on the security thereof, and whose compensation was not affected by the approval or disapproval of the Mortgage Loan, and such appraiser and the appraisal made by such appraiser both satisfied the requirements of Title XI of FIRREA and the regulations promulgated thereunder, all as in effect on the date the Mortgage Loan was originated.

  • Qualified Lender means a lender approved by the federal department of housing and urban development to enter into a loan insured by the federal government under 12 USC 1715z−20.

  • qualified auditor means a person who is qualified to be appointed as an auditor under section 198;

  • Qualified Tenants means any tenants who have incomes of 60% or less of the area median gross income, as adjusted for family size, so as to make the Project eligible for LIHTC.

  • Qualified Bidder As defined in Section 7.01(c).

  • Qualified vendor means a vendor who:

  • Qualified Ground Lease means each of the ground leases or ground subleases set forth on Schedule 1.01(d) hereto and for a Future Property means any ground lease (a) which is a direct ground lease or ground sublease granted by the fee owner of real property or a master ground lessee from such fee owner, (b) which may be transferred and/or assigned without the consent of the lessor (or as to which the lease expressly provides that (i) such lease may be transferred and/or assigned with the consent of the lessor and (ii) such consent shall not be unreasonably withheld or delayed) or subject to certain reasonable pre‑defined requirements, (c) which has a remaining term (including any renewal terms exercisable at the sole option of the lessee) of at least twenty (20) years, (d) under which no material default has occurred and is continuing, (e) with respect to which a Lien may be granted without the consent of the lessor (but subject to customary requirements regarding the nature of the holder of such Lien and prior notice to the lessor), (f) which contains customary and reasonable lender protection provisions, including, without limitation, provisions to the effect that (i) the lessor shall notify any holder of a Lien in such lease of the occurrence of any default by the lessee under such lease and shall afford such holder the option to cure such default, and (ii) in the event that such lease is terminated, such holder shall have the option to enter into a new lease having terms substantially identical to those contained in the terminated lease and (g) which otherwise contains no non-customary terms that are material and adverse to the lessee.

  • Qualified Census Tract means any Census tract which is designated by the Secretary of Housing and Urban Development as having 50 percent or more of the households at an income level which is less than 60 percent of the Area Gross Median Income in accordance with Section 42(d)(5) of the Code.

  • Qualified Assets means any of the following assets: (i) interests, rights, options, warrants or convertible or exchangeable securities of the Partnership; (ii) Debt issued by the Partnership or any Subsidiary thereof in connection with the incurrence of Funding Debt; (iii) equity interests in Qualified REIT Subsidiaries and limited liability companies (or other entities disregarded from their sole owner for U.S. federal income tax purposes, including wholly owned grantor trusts) whose assets consist solely of Qualified Assets; (iv) up to a one percent (1%) equity interest in any partnership or limited liability company at least ninety-nine percent (99%) of the equity of which is owned, directly or indirectly, by the Partnership; (v) cash held for payment of administrative expenses or pending distribution to security holders of the General Partner or any wholly owned Subsidiary thereof or pending contribution to the Partnership; and (vi) other tangible and intangible assets that, taken as a whole, are de minimis in relation to the net assets of the Partnership and its Subsidiaries.

  • Qualified local governmental unit means that term as defined in the obsolete property rehabilitation act, 2000 PA 146, MCL 125.2781 to 125.2797.