HEREBY FOUND AND DETERMINED THAT Clause Samples

The "HEREBY FOUND AND DETERMINED THAT" clause serves as a formal declaration by a governing body or authorized party, officially stating certain facts or conclusions as established and accepted. In practice, this clause is often used in resolutions, ordinances, or official decisions to set forth findings that support the actions being taken, such as confirming compliance with legal requirements or justifying a particular course of action. Its core function is to create a clear and authoritative record of the factual basis for a decision, thereby providing legal justification and transparency for subsequent actions.
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HEREBY FOUND AND DETERMINED THAT. A. On April 10, 2008 (the “Petition Date”), each of the Debtors filed a voluntary petition under chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the Southern District of New York commencing these cases (the “Cases”). B. The Debtors have continued in the management and operation of their businesses and properties as debtors in possession pursuant to sections 1107 and 1108 of the Bankruptcy Code. No trustee or examiner has been appointed in the Cases. On April 24, 2008, the United States Trustee appointed a statutory committee of unsecured creditors (the “Creditors’ Committee”) in the Cases. C. This Court has core jurisdiction over the Cases, this Motion and the parties and properties affected hereby pursuant to 28 U.S.C. §§ 157(b) and 1334. Venue is proper before this Court pursuant to 28 U.S.C. §§ 1408 and 1409. D. Under the circumstances, the notice given by the Debtors of the Motion, the Notice, the Interim Hearing and the Final Hearing constitutes due and sufficient notice thereof and complies with Bankruptcy Rule 4001. E. Good cause has been shown for the entry of this Order. F. The Debtors need access to the DIP Credit Facility to satisfy working capital and operational needs and to ensure, commensurate with the size of their operations, an appropriate liquidity cushion. The access of the Debtors to sufficient working capital and liquidity is vital to the preservation and maintenance of the going concern values of the Debtors and to a successful reorganization of the Debtors. If the Debtors do not obtain authorization to borrow under the DIP Loan Documents, the Debtors may be at risk of irreparable harm. G. The Debtors are unable to obtain adequate post-petition credit on more favorable terms from sources other than the DIP Lenders under the DIP Loan Documents, and are unable to obtain adequate unsecured credit allowable under section 503(b)(1) of the Bankruptcy Code as an administrative expense. The Debtors are also unable to obtain adequate secured credit allowable under sections 364(c)(1), 364(c)(2) and 364(c)(3) of the Bankruptcy Code without the Debtors granting to the Administrative Agent and the DIP Lenders (i) the Superpriority Claims (as defined below), subject to the Carve Out and the First Data Claim (which claim shall be pari passu to the Superpriority Claims) and (ii) the DIP Liens (as defined below),subject to the liens securing the obligations owed to First Data as described in the First Data Order, the Carve...
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HEREBY FOUND AND DETERMINED THAT. This Court has jurisdiction to hear and determine the Motion pursuant to 28 U.S.C. (S) 157(b)(2)(A), (N) and (O). The statutory predicates for the relief sought herein are sections 105, 363, and 365 of the United States Code, 11 U.S.C. (S)(S) 101 et seq. as amended (the "Bankruptcy Code") and -- --- Federal Rules of Bankruptcy Procedure (the "Bankruptcy Rules") 2002, 6004, 6006, 9006, 9014, and 9019.
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HEREBY FOUND AND DETERMINED THAT. Capitalized terms not otherwise defined herein have the meanings given to them in the Motion.
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HEREBY FOUND AND DETERMINED THAT. 2 Each capitalized term that is not defined herein shall have the meaning ascribed to such term in the Settlement Agreement.
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HEREBY FOUND AND DETERMINED THAT. A. This Court has core jurisdiction over the Chapter 11 Cases, the Motion, this Order, and the parties and property affected hereby pursuant to 28. U.S.C. §§ 157(b) and 1334. Venue before this Court is proper pursuant to 28 U.S.C. §§ 1408 and 1409. The statutory predicates for the relief requested herein are sections 363, 365, and 503 of the Bankruptcy Code and rules 2002, 6004, and 9019 of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”).
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Related to HEREBY FOUND AND DETERMINED THAT

  • Calculations and Determinations The Calculation Agent shall in respect of each Series of Notes in relation to which it is appointed as such:

  • Decisions and Determinations Any determination, decision or election that may be made by the Issuer pursuant to this Section 3.19(c) (or pursuant to any capitalized term used in this Section 3.19(c) or in any such capitalized term), including any determination with respect to a tenor, rate or adjustment or of the occurrence or non-occurrence of an event, circumstance or date and any decision to take or refrain from taking any action or any selection, will be conclusive and binding absent manifest error, may be made in the Issuer's sole discretion, and, notwithstanding anything to the contrary in the Transaction Documents, will become effective without consent from any other party. None of the Issuer, the Owner Trustee, the Indenture Trustee, the Calculation Agent, the Administrator, the Sponsor, the Depositor or the Servicer will have any liability for any determination made by or on behalf of the Issuer pursuant to this Section 3.19(c) (or pursuant to any capitalized term used in this Section 3.19(c) or in any such capitalized term), and each Noteholder and Note Owner, by its acceptance of a Note or a beneficial interest in a Note, will be deemed to waive and release any and all claims against the Issuer, the Owner Trustee, the Indenture Trustee, the Calculation Agent, the Administrator, the Sponsor, the Depositor and the Servicer relating to any such determinations.

  • Accounting Terms and Determinations Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Agent or the Lenders hereunder shall be prepared, in accordance with GAAP, applied on a basis consistent with the audited financial statements of the Borrower referred to in Section 7.02 (except for changes concurred with by the Borrower's independent public accountants).

  • Accounting Terms and Determination Unless otherwise defined or specified herein, all accounting terms used herein shall be interpreted, all accounting determinations hereunder shall be made, and all financial statements required to be delivered hereunder shall be prepared, in accordance with GAAP as in effect from time to time, applied on a basis consistent with the most recent audited consolidated financial statement of the Borrower delivered pursuant to Section 5.1(a) (or, if no such financial statements have been delivered, on a basis consistent with the audited consolidated financial statements of the Borrower last delivered to the Administrative Agent in connection with this Agreement); provided that if the Borrower notifies the Administrative Agent that the Borrower wishes to amend any covenant in Article VI to eliminate the effect of any change in GAAP on the operation of such covenant (or if the Administrative Agent notifies the Borrower that the Required Lenders wish to amend Article VI for such purpose), then the Borrower’s compliance with such covenant shall be determined on the basis of GAAP in effect immediately before the relevant change in GAAP became effective, until either such notice is withdrawn or such covenant is amended in a manner satisfactory to the Borrower and the Required Lenders. Notwithstanding any other provision contained herein, all terms of an accounting or financial nature used herein shall be construed, and all computations of amounts and ratios referred to herein shall be made, without giving effect to any election under Accounting Standards Codification Section 825-10 (or any other Financial Accounting Standard having a similar result or effect) to value any Indebtedness or other liabilities of any Loan Party or any Subsidiary of any Loan Party at “fair value”, as defined therein.

  • Accounting Terms and Determinations; GAAP Unless otherwise specified herein, all accounting terms used herein shall be interpreted, all determinations with respect to accounting matters hereunder shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Administrative Agent or the Lenders hereunder shall be prepared, in accordance with GAAP, applied on a basis consistent with the Financial Statements except for changes in which Borrower’s independent certified public accountants concur and which are disclosed to Administrative Agent on the next date on which financial statements are required to be delivered to the Lenders pursuant to Section 8.01(a); provided that, unless the Borrower and the Majority Lenders shall otherwise agree in writing, no such change shall modify or affect the manner in which compliance with the covenants contained herein is computed such that all such computations shall be conducted utilizing financial information presented consistently with prior periods.