Section 363/365 Order definition

Section 363/365 Order means an order of the Bankruptcy Court, in substantially the form attached hereto as Exhibit H, approving the sale of the Acquired Assets and assumption/assignment of the executory contracts and unexpired leases and Assumed Liabilities under this Agreement pursuant to Sections 105, 363 and 365 of the Bankruptcy Code.
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Section 363/365 Order has the meaning set forth in Section 3.2. ---------------------
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Section 363/365 Order means the order of the Bankruptcy Court approving the sale of the Acquired Assets and the assumption/assignment of the Assumed Liabilities under this Agreement pursuant to sections 105, 363 and 365 of the Bankruptcy Code, that has not been reversed, stayed, modified or amended in any material respects prior to the Closing Date.
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Examples of Section 363/365 Order in a sentence

  • The Seller shall be responsible for the payment of all Taxes arising out of or pertaining to any period or partial period ending prior to the Closing Date, except as provided by Section 8.13 or to the extent that such Taxes are otherwise resolved by the Section 363/365 Order or, if applicable, the Confirmation Order.

  • Upon the entry of the Section 363/365 Order and, if applicable, the Confirmation Order, at the Closing the Seller and each of the Selling Subs will sell, assign, transfer, convey and deliver, as the case may be, to the Purchaser and the Purchasing Subs the Acquired Assets, and the Acquired Assets and the assets held by the Domestic Transferred Subs will be free and clear of all liens, claims, encumbrances and security interests other than Permitted Exceptions.

  • Upon the entry of the Section 363/365 Order and, if applicable, the Confirmation Order, the Seller and the Selling Subs will sell, transfer and assign to the Purchaser a valid leasehold interest with respect to each of the Real Property Leases which is a lease (as opposed to a sublease) and a valid subleasehold interest with respect to each of the Real Property Leases which is a sublease, in each case, free and clear of all liens, claims, encumbrances and security interests other than Permitted Exceptions.

  • This Agreement has been duly authorized, executed and delivered by the Seller and, assuming it constitutes a valid and binding obligation of the Purchaser, will be a valid and binding obligation of the Seller enforceable against the Seller in accordance with its terms upon the entry of the Section 363/365 Order, except for the provisions of the Sale Procedures which will become the binding obligations of the Seller upon the entry of the Sale Procedures Order.

  • Buyer acknowledges and agrees that Shareholder is required to and shall seek higher or better offers for the Common Shares until such time as the Section 363/365 Order is entered.

  • The Section 363/365 Order shall have been entered by the Bankruptcy Court and such order shall not have been stayed, modified, reversed or amended in any manner; and the Seller shall have received from the Bankruptcy Court all other orders, approvals and consents required to transfer the Purchased Assets and to consummate the transactions contemplated by this Agreement.

  • The Seller shall have provided timely and proper service of notice of the Section 363/365 Order and the Sales Hearing to all Persons listed on Schedule 6.9 and Schedule 6.11.

  • Subject to the entry and effectiveness of the order of the Bankruptcy Court in substantially the form of EXHIBIT "A" hereto (the "Section 363/365 Order"), this Agreement has been duly executed and delivered by the Company and the Shareholder and constitutes the valid and binding obligation of each such party, enforceable against each such party in accordance with its terms.

  • The Section 363/365 Order shall have been entered in substantially the form attached hereto.

  • In other words, the Concept Note seeks to prove and clarify the project’s relevance, feasibility, cost-effectiveness, sustainability and positive impact.The Concept Note obviously cannot contain all the information provided in the full application.


More Definitions of Section 363/365 Order

Section 363/365 Order has the meaning set forth in Section 5.12.
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Section 363/365 Order means an order of the Bankruptcy Court, in substantially the form attached hereto as Exhibit A.
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Related to Section 363/365 Order

  • Interim DIP Order means an interim order of the Bankruptcy Court approving the Loans, this Agreement and the other Loan Documents on an interim basis, which order shall be substantially in the form attached hereto as Annex C (or in form and substance acceptable to the Required DIP Lenders).

  • Sale Order means an order of the Bankruptcy Court approving this Agreement and the transactions contemplated hereby in form and substance reasonably acceptable to the Buyer and the Indenture Trustee.

  • Bankruptcy Order means any court order made in a proceeding pursuant to or within the meaning of any Bankruptcy Law, containing an adjudication of bankruptcy or insolvency, or providing for liquidation, winding up, dissolution or reorganization, or appointing a Custodian of a debtor or of all or any substantial part of a debtor’s property, or providing for the staying, arrangement, adjustment or composition of indebtedness or other relief of a debtor.

  • Approval Order means an order entered by the Bankruptcy Court, pursuant to Sections 363 and 365 of the Bankruptcy Code, authorizing and approving, among other things, (a) the sale of the Purchased Assets (b) the assumption of the Assumed Liabilities by Purchaser and (c) the assumption and assignment of the Purchased Contracts, in accordance with the terms and conditions of this Agreement, which will be in a form and substance reasonably acceptable to the Parties.

  • Bid Procedures Order means an Order of the Bankruptcy Court that (a) is in substantially the form set forth as Exhibit A to this Agreement or otherwise in a form reasonably satisfactory to the Sellers and acceptable to the Buyer in its sole discretion, and (b) approves procedures for the solicitation and consideration of competitive bids for the Assets under the terms and conditions of this Agreement and authorizing the protections set forth in Article 11 for the Buyer.

  • Preliminary Approval Order means the order preliminarily approving the Settlement Agreement, certifying the Settlement Class for settlement purposes, and directing notice thereof to the Settlement Class, which will be agreed upon by the Parties and submitted to the Court in conjunction with Plaintiffs’ motion for preliminary approval of the Agreement.

  • Bidding Procedures Order means that certain order of the Bankruptcy Court, entitled “Order (A) Approving Sale Procedures and Bid Protections, Including Break-Up Fee(s), In Connection With Sale Of Substantially All Assets; (B) Scheduling An Auction For And Hearing To Approve One Or More Sales; (C) Approving Notice Of Respective Date, Time And Place For Auction And For Hearing On Approval Of Sale(s),” entered on January 16, 2009.

  • Final Order means an order or judgment of a court of competent jurisdiction that has been entered on the docket maintained by the clerk of such court, which has not been reversed, vacated or stayed and as to which (a) the time to appeal, petition for certiorari, or move for a new trial, reargument or rehearing has expired and as to which no appeal, petition for certiorari, or other proceedings for a new trial, reargument or rehearing shall then be pending, or (b) if an appeal, writ of certiorari, new trial, reargument or rehearing thereof has been sought, such order or judgment shall have been affirmed by the highest court to which such order was appealed, or certiorari shall have been denied, or a new trial, reargument or rehearing shall have been denied or resulted in no modification of such order, and the time to take any further appeal, petition for certiorari or move for a new trial, reargument or rehearing shall have expired; provided, however, that no order or judgment shall fail to be a “Final Order” solely because of the possibility that a motion pursuant to section 502(j) or 1144 of the Bankruptcy Code or under Rule 60 of the Federal Rules of Civil Procedure or Bankruptcy Rule 9024 has been or may be filed with respect to such order or judgment.

  • Final DIP Order means the final order of the Bankruptcy Court setting forth the terms of debtor-in-possession financing and use of cash collateral, which shall be consistent with and approve entry into the Senior DIP Facility Documents, the Junior DIP Term Sheet, and the Junior DIP Facility Documents.

  • Bankruptcy Court has the meaning set forth in the Recitals.

  • DIP Order means the Interim Order and/or the Final Order, as applicable.

  • Interim Order means the interim order of the Court, as the same may be amended, in respect of the Arrangement;

  • U.S. Bankruptcy Court means the United States Bankruptcy Court for the Southern District of New York.

  • Local Bankruptcy Rules means the Local Rules of Bankruptcy Practice and Procedure of the United States Bankruptcy Court for the District of Delaware.

  • Solicitation Procedures Order means the order of the Bankruptcy Court or other court of competent jurisdiction approving the Debtors' proposed procedures to govern their solicitation of votes on this Plan.

  • Levy Order means an Order made by the Commission under paragraph 16 of the Schedule to the Act.

  • Final Approval Order means the entry of the order and final judgment approving the Settlement Agreement, implementing the terms of this Settlement Agreement, and dismissing the Class Action with prejudice, to be proposed by the Settling Parties for approval by the Court, in substantially the form attached as Exhibit D hereto.

  • Bankruptcy Rules means the Federal Rules of Bankruptcy Procedure.

  • Bankruptcy Code means the United States Bankruptcy Code, as amended from time to time, any successor statute or rule promulgated thereto.

  • U.S. Bankruptcy Code means Title 11 of the United States Code, as amended, or any similar federal or state law for the relief of debtors.

  • Pending Order means an instruction from the Client to the Company to open a position once the price has reached the level of the Order.

  • United States Bankruptcy Code means the Bankruptcy Reform Act of 1978, as amended and as codified in Title 11 of the United States Code, as amended from time to time hereafter, or any successor federal bankruptcy law.

  • Financing Order means an order of the commission adopted in accordance with 69-8-503 that authorizes the imposition and collection of fixed transition amounts and the issuance of transition bonds.

  • Submitted Sell Order has the meaning specified in Section 11.10(d)(i) below.

  • Transfer Order means a transfer order issued pursuant to subsection 40(1) of the CCA transferring this Agreement from the LHIN to Ontario Health;

  • Chapter 11 means Chapter 11 of the Bankruptcy Code.

Most Referenced Clauses

Most Referenced Definitions