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 5.10(b)(ii).
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Section 363/365 Order has the meaning set forth in Section 3.2. ---------------------
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Examples of Section 363/365 Order in a sentence

  • 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.

  • 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.

  • 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.

  • 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.

  • Except as set forth in Schedule 6.8(c) and assuming the entry of the Section 363/365 Order, as of the Closing, each Assigned Contract will be in full force and effect and enforceable in accordance with its terms (assuming that such Assigned Contract is a legal, valid and binding obligation of each of the other parties to such Assigned Contract).

  • 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.

  • 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 materially adverse to the Seller; 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.


More Definitions of Section 363/365 Order

Section 363/365 Order means an order of the Bankruptcy Court, in substantially the form attached hereto as Exhibit E, 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, that has not been reversed, stayed, modified or amended in any material respects prior to the Closing Date.
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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 DIP Facilities Motion, which order shall be consistent in all material respects with this Agreement and the DIP Credit Agreements, and otherwise in form and substance acceptable to the Debtors and the Requisite Consenting Creditors.

  • Sale Order means an order or orders of the Bankruptcy Court in form and substance reasonably acceptable to Buyer and Sellers approving this Agreement and all of the terms and conditions hereof, and approving and authorizing Sellers to consummate the transactions contemplated hereby.

  • 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 (i) an order in the form attached hereto as Exhibit 2; or (ii) in the event of a timely objection to the motion to approve the Agreement that if sustained would reduce the full Settlement Amount available to pay Asbestos-Released Claims, an order in such form agreed to in writing by the Parties, entered by the Bankruptcy Court that (a) approves this Agreement, (b) authorizes the Parties to undertake the settlement and the sale of the Subject Policies as set forth in this Agreement, and (c) provides for the Injunction.

  • 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, as applicable, an order or judgment of the Bankruptcy Court or other court of competent jurisdiction with respect to the relevant subject matter that has not been reversed, stayed, modified, or amended, and as to which the time to appeal or seek certiorari has expired and no appeal or petition for certiorari has been timely taken, or as to which any appeal that has been taken or any petition for certiorari that has been or may be filed has been resolved by the highest court to which the order or judgment could be appealed or from which certiorari could be sought or the new trial, reargument, or rehearing shall have been denied, resulted in no modification of such order, or has otherwise been dismissed with prejudice.

  • Final DIP Order means a final order of the Bankruptcy Court approving the DIP Facilities Motion, which order shall be consistent in all material respects with this Agreement and the DIP Credit Agreements and otherwise in form and substance acceptable to the Debtors and the Requisite Consenting Creditors.

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

  • DIP Order means the Interim Order, unless the Final Order shall have been entered, in which case it means the Final Order.

  • 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 proposed Order Granting Final Approval to the Settlement, to be entered by the Court with terms to be agreed upon by the Parties and consistent with this Agreement.

  • Bankruptcy Rules means the Federal Rules of Bankruptcy Procedure and the Local Rules of the Bankruptcy Court, in each case as amended from time to time and as applicable to the Chapter 11 Cases.

  • Bankruptcy Code means Title 11 of the United States Code.

  • 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.