RSA Assumption Motion definition

RSA Assumption Motion has the meaning set forth on Exhibit D hereto.
RSA Assumption Motion means the motion and proposed form of order to be filed by the Debtors with the Bankruptcy Court seeking the assumption of this Agreement pursuant to section 365 of the Bankruptcy Code, authorizing the payment of certain expenses and other amounts hereunder, and granting any other related relief, which motion and proposed form of order shall be consistent in all material respects with this Agreement and otherwise in form and substance reasonably acceptable to the Requisite Parties.
RSA Assumption Motion means the motion and proposed form of order to be filed by the Debtors with the Bankruptcy Court seeking the assumption of this Agreement pursuant to section 365 of the Bankruptcy Code, authorizing the payment of certain expenses and other amounts hereunder, and granting any other related relief, which motion and proposed form of order shall be consistent in all material respects with this Agreement and otherwise in form and substance acceptable to the Debtors and reasonably acceptable to the Requisite Consenting Creditors.

Examples of RSA Assumption Motion in a sentence

  • Pursuant to Federal Rule of Evidence 408 and any applicable state rules of evidence, this Support Agreement and all negotiations relating thereto shall not be admissible into evidence in any proceeding other than a proceeding to enforce the terms of this Support Agreement or obtain entry by the Bankruptcy Court of the RSA Assumption Order pursuant to the RSA Assumption Motion or in connection with the confirmation of the Plan.

  • On the Petition Date or as soon as practicable thereafter (but in any event, within ten (10 days of the Petition Date), the Company shall file the RSA Assumption Motion and proposed form of order, which shall be acceptable to the Company, Sillerman and the Requisite Noteholders, seeking approval of the assumption of the Restructuring Support Agreement pursuant to section 365 of the Bankruptcy Code and granting related relief.

  • Section 8.01(b) of the Restructuring Support Agreement is hereby deleted in its entirety and replaced with the following: the Debtors shall not have filed the RSA Assumption Motion with the Bankruptcy Court on or before May 16, 2014.

  • Accordingly, the hearing to consider the RSA Assumption Motion was adjourned repeatedly.The RSA was subsequently terminated by the Ad Hoc Group on June 1, 2016 due to the claimed occurrence of defaults on certain covenants and the Debtors’ failure to meet performance milestones under the RSA.

  • At this time, no objection deadline has been set for the RSA Assumption Motion.

  • Section 8.01(b) of the Restructuring Support Agreement is hereby deleted in its entirety and replaced with the following: the Debtors shall not have filed the RSA Assumption Motion with the Bankruptcy Court on or before May 15, 2014.

  • In the RSA Assumption Motion, the Debtors requested entry of an order authorizing the Debtors to assume the Restructuring Support Agreement.

  • As of the date hereof, the RSA Assumption Motion remains pending before the Bankruptcy Court and has not yet been scheduled for hearing.


More Definitions of RSA Assumption Motion

RSA Assumption Motion means the motion and proposed form of order to be filed by the Company with the Bankruptcy Court on or as soon as practicable (but in any event, within ten (10) calendar days) after the Petition Date, each of which shall be in form and substance reasonably acceptable to the Company and the Requisite Lenders, seeking the approval and assumption of this Agreement pursuant to section 365 of the Bankruptcy Code, authorizing the payment of certain fees, expenses and other amounts hereunder, and granting related relief.
RSA Assumption Motion means the motion and proposed form of order to be filed by the Company with the Bankruptcy Court within one (1) business day after the Petition Date seeking the approval and assumption of this Agreement pursuant to section 365 of the Bankruptcy Code, authorizing the payment of certain fees, expenses and other amounts hereunder, and granting related relief.
RSA Assumption Motion shall have the meaning assigned to such term in Section 5.16(g).
RSA Assumption Motion means the motion to be filed by the Debtors seeking Bankruptcy Court approval of assumption of the RSA, including all exhibits and attachments thereto.

Related to RSA Assumption Motion

  • Incremental Term Loan Assumption Agreement means an Incremental Term Loan Assumption Agreement in form and substance reasonably satisfactory to the Administrative Agent, among the Borrower, the Administrative Agent and one or more Incremental Term Lenders.

  • Incremental Assumption Agreement means an Incremental Assumption Agreement in form and substance reasonably satisfactory to the Administrative Agent, among the Borrower, the Administrative Agent and, if applicable, one or more Incremental Term Lenders and/or Incremental Revolving Facility Lenders.

  • Prepayment Assumption As defined in the Prospectus Supplement.

  • Valuation Assumptions means, as of an Early Termination Date, the assumptions that (1) in each Taxable Year ending on or after such Early Termination Date, the Corporate Taxpayer will have taxable income sufficient to fully utilize the deductions arising from the Basis Adjustments and Imputed Interest during such Taxable Year or future Taxable Years (including, for the avoidance of doubt, Basis Adjustments and Imputed Interest that would result from future Tax Benefit Payments that would be paid in accordance with the Valuation Assumptions) in which such deductions would become available, (2) the U.S. federal income tax rates and state and local income tax rates that will be in effect for each such Taxable Year will be those specified for each such Taxable Year by the Code and other law as in effect on the Early Termination Date, (3) any loss carryovers generated by deductions arising from Basis Adjustments, the NOLs or Imputed Interest that are available as of such Early Termination Date will be utilized by the Corporate Taxpayer on a pro rata basis from the Early Termination Date through the scheduled expiration date of such loss carryovers, (4) any non-amortizable assets will be disposed of on the fifteenth anniversary of the applicable Basis Adjustment; provided, that in the event of a Change of Control, such non-amortizable assets shall be deemed disposed of at the time of sale of the relevant asset (if earlier than such fifteenth anniversary), and (5) if, at the Early Termination Date, there are Common Units that have not been Exchanged, then each such Common Unit shall be deemed to be Exchanged for the Market Value of the number of shares of Class A Common Stock and the amount of cash that would be transferred if the Exchange occurred on the Early Termination Date.

  • Permitted Loan Purchase Assignment and Acceptance means an assignment and acceptance entered into by a Lender as an Assignor and Holdings, the Borrower or any of the Subsidiaries as an Assignee, as accepted by the Administrative Agent (if required by Section 9.04) in the form of Exhibit F or such other form as shall be approved by the Administrative Agent and the Borrower (such approval not to be unreasonably withheld or delayed).

  • Assignment and Assumption Agreement means an Assignment and Assumption Agreement substantially in the form of Exhibit A.

  • Guarantee Assumption Agreement means a Guarantee Assumption Agreement substantially in the form of Exhibit B to the Guarantee and Security Agreement between the Collateral Agent and an entity that pursuant to Section 5.08 is required to become a “Subsidiary Guarantor” under the Guarantee and Security Agreement (with such changes as the Administrative Agent shall request consistent with the requirements of Section 5.08).

  • Assumption Date has the meaning set forth in Section 9.23 of the Sale and Servicing Agreement.

  • Merger Without Assumption provisions of Section 5(a)(viii) will apply to Party A and will apply to Party B.

  • Xxxx of Sale and Assignment and Assumption Agreement has the meaning specified in Section 2.8(a)(i).

  • Assignment and Acceptance Agreement means an assignment and acceptance agreement entered into by a Committed Lender, an Eligible Assignee, such Committed Lender’s Group Agent and the Administrative Agent, and, if required, the Borrower, pursuant to which such Eligible Assignee may become a party to this Agreement, in substantially the form of Exhibit C hereto.

  • Assignment and Assumption Agreements means each of the Assignment and Assumption Agreements to be executed between a Trustee and trustee of the relevant Successor Trust in accordance with the relevant Trust Agreement, as the same may be amended, modified or supplemented from time to time.

  • Commitment and Acceptance is defined in Section 2.18(b).

  • Closing Date Term Loan Commitment means, in the case of each Lender that is a Lender on the Closing Date, the amount set forth opposite such Lender’s name on Schedule 1.1(b) as such Lender’s Closing Date Term Loan Commitment. The aggregate amount of the Closing Date Term Loan Commitments as of the Closing Date is $820,000,000.

  • Designated Borrower Request and Assumption Agreement has the meaning specified in Section 2.14.

  • Draft Closing Statement means a draft closing statement as of the close of business of the fifth (5th) Business Day immediately preceding the Closing Date setting forth an estimate of the Purchase Price (including all adjustments and prorations thereto).

  • nment and Assumption means an assignment and assumption agreement entered into by a Lender and an assignee (with the consent of any party whose consent is required by Section 9.04), and accepted by the Administrative Agent, in the form of E xhibit A or any other form approved by the Administrative Agent.

  • Assignment and Acceptance means an assignment and acceptance entered into by a Lender and an Eligible Assignee, and accepted by the Agent, in substantially the form of Exhibit C hereto.

  • XXXX Acceptance Form means the “Acceptance Form for End User License Agreement (for SAP On Premise indirect sales)” which will be provided by SAP on a deal by deal basis.

  • Closing Date Acquisition Agreement shall have the meaning assigned to such term in the recitals hereto.

  • AGREED AND ACCEPTED AGREED AND ACCEPTED:

  • Closing Date Acquisition shall have the meaning assigned to such term in the recitals hereto.

  • Assignment and Assumption of Lease has the meaning set forth in Section 3.02(a)(v).

  • New Lender Supplement as defined in Section 2.1(c).

  • Initial Borrowing means the first Borrowing made pursuant to this Agreement.

  • Post Closing Letter is that certain Post Closing Letter dated as of the Effective Date by and between Collateral Agent and Borrower.