Preliminary Order Clause Samples

A Preliminary Order clause establishes the initial terms and conditions under which goods or services are to be provided before a final, comprehensive agreement is executed. Typically, this clause allows parties to begin work, deliver materials, or incur certain costs based on a limited scope or timeframe, often subject to later confirmation or adjustment in the final contract. Its core practical function is to enable urgent or time-sensitive activities to commence while the parties finalize the main agreement, thereby preventing project delays and ensuring continuity of operations.
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Preliminary Order. As an initial step towards seeking Final Court Approval, as soon as is practicable after the Signing Date, the Trustee shall commence the Article 77 Proceeding and seek a preliminary order (the “Preliminary Order”) to be entered by the Settlement Court providing for and/or requiring: (i) a form and method of notice of the Settlement and related matters to Investors (in a form and by a method agreed to after consultation with the other Parties), (ii) a deadline for the filing of written objections to the Settlement and responses thereto, (iii) a hearing date at which the Settlement Court would consider whether to enter the Final Order and Judgment, (iv) a direction that all actions subsequently filed that contain claims that would be within the release and waiver provided for in Paragraph 9 should be assigned or transferred to the justice of the Settlement Court before whom the Article 77 Proceeding is pending, and (v) ordering that the Trustee may seek direction from the Settlement Court before taking any action in respect of a Covered Trust that relates to the subject matter of the Article 77 Proceeding. At the same time as the Trustee seeks the Preliminary Order, it shall also file with the Settlement Court a petition stating its support for the Settlement Agreement.
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Preliminary Order. Promptly after the execution of this Agreement, Representative Plaintiffs shall submit this Agreement to the Court and shall present to the Court, following review and approval by Defendants, an unopposed motion for entry of the Preliminary Order, accompanied by a memorandum in support thereof which, among other things, asks the Court to: a. Conditionally certify the Settlement Class and Settlement Sub-Classes. b. Find that the Representative Plaintiffs fairly and adequately represent the interests of the Settlement Class and Settlement Sub-Classes and have claims typical of members of the Settlement Class and Settlement Sub-Classes and provisionally designate them as representatives for the Settlement Class and Settlement Sub-Classes. c. Find that counsel for Representative Plaintiffs fairly and adequately represent the interests of the Settlement Class and Settlement Sub-Classes, and provisionally designate them as Settlement Class Counsel. d. Order that the Agreement is preliminarily approved. e. Schedule a Fairness Hearing on the Agreement. f. Approve the Class Notice that has been agreed upon by the Parties and forms appended thereto. g. Order Defendants to mail, via first class mail, to all Representative Plaintiffs and Settlement Class Members, in accordance with the procedures set forth in paragraph 7.3 of this section, the approved Class Notice and forms appended thereto, as appropriate, within 45 days of the Court entering the Preliminary Order.
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Preliminary Order. Review Pursuant to schedules adopted by the governing PUC or State Law and as requested by OGC. Review Preliminary Order and provide support for Briefs on Exceptions to OGC. 1a-12: Motions Support Pursuant to schedules adopted by the governing PUC and as requested by OGC. Provide support on Motions for Rehearing, as needed, to OGC.
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Preliminary Order. As promptly as practicable after the date ----------------- hereof, Sellers will file with the Bankruptcy Court a motion and supporting papers in form and substance reasonably acceptable to Buyer's counsel seeking the Bankruptcy Court's approval of the terms of Sections 6.8, 6.10, 10.1 and 10.2 of this Agreement and Sellers' observance and performance of such terms (the "Preliminary Order"). -----------------
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Preliminary Order. The Company shall use its reasonable best ----------------- efforts to obtain entry of the Preliminary Order by the Bankruptcy Court on or before February 22, 2001, which shall be reasonably satisfactory in all respects to Buyer. Among other provisions, the Preliminary Order shall include: (a) The Buyer's claim to the Termination Payment (as defined and described in Section 10.2) and stating specifically that such Termination Payment shall be entitled to super-priority administrative expense claim treatment, senior to all super-priority claims other than those of lenders under the Sellers' post-petition credit facility, if any; (b) A provision that the Sellers may consider alternative bids to the bid of the Buyer contemplated by this Agreement, provided such bids provide for all-cash consideration; (c) A provision that the minimum initial overbid must be for at least $1 million greater than $167.7 million plus the Termination Payment (the "Initial Overbid"). If the Sellers receive an Initial --------------- Overbid which meets the requirements to be set forth in the Preliminary Order, the Sellers may conduct an auction on such terms and conditions as set forth on Schedule 6.10(c) hereto or as may be ---------------- reasonably acceptable to the Buyer (the "Auction"). The opening bid at ------- the Auction shall not be less than $1 million greater than the highest qualified bid submitted prior to the Auction. On conclusion of the Auction, the Sellers shall determine the highest or otherwise best bid and shall submit such bid for approval by the Bankruptcy Court. If the Sellers do not receive any qualified bids other than that of the Buyer, the Sellers will report the same to the Bankruptcy Court and will proceed with the sale of the Purchased Assets to the Buyer.
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Preliminary Order of the Purchase Agreement shall ----------------- be deleted in its entirety and replaced with the following:
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Preliminary Order. Within ten (10) Days after the execution of this Agreement, Counsel will file a joint motion seeking entry of the Preliminary Order. Such joint motion will request at least the following: (a) preliminary approval of this Agreement; (b) certification of the Settlement Class; (c) an order directing issuance of class notice under Mass. R. Civ. P. 23(d); (d) appointment of Class Counsel, the Class Representative, and the Claims Administrator; (e) approval of the Claim Form, Summary Notice, and Long Form Notice; (f) scheduling of a Final Fairness Hearing within one hundred fifty (150) Days of the date that the Court issues the Preliminary Order; and (g) entry of the Final Approval Order and Judgment after the Final Fairness Hearing.
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Preliminary Order. The Buyer acknowledges that the ----------------- Preliminary Order entered by the Bankruptcy Court on March 5, 2001 is reasonably satisfactory in all respects to Buyer."
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Related to Preliminary Order

  • Preliminary 1. Short title

  • Preliminary Title Report (a) Within two (2) days following the Opening of Escrow, Seller shall provide Buyer a copy of its existing title insurance policy, exception documents and survey, and within twelve (12) days following the Opening of Escrow, Buyer will have prepared a Preliminary Title Report/Commitment for owners title insurance for the Property showing all liens, encumbrances and other matters affecting the title to the Property (the “Title Report”) and will provide a copy thereof together with legible copies of the documents shown as title exceptions or requirements therein to Seller. Buyer shall have ten (10) days following issuance of the Title Report to object, in Buyer’s sole and absolute discretion, to any other items contained in the Title Report . Buyer shall have until the end of the Review Period to object to any items contained in the Survey (as that term is defined in Section 3.2). Should Buyer object to any provisions contained therein, Seller shall, within five (5) days of the receipt of any such objections, advise Buyer of which title objections it will cure. Thereafter, prior to the later of five (5) days following (x) the expiration of the Review Period or (y) receipt of Seller’s title response notice, Buyer may either: (i) reject the Title Report and the Survey, in which case this Agreement is terminated, the parties will have no further rights or obligations hereunder (except those which specifically survive the termination of this Agreement) and the Initial Deposit shall be immediately refunded to Buyer without further instruction; or (ii) Buyer can choose to accept the Title Report and Survey by the placement of the Additional Deposit, which signifies acceptance of the Title Report and Survey. Any cure of title objections which Seller has elected to undertake shall be completed no later than five (5) days prior to the Closing Date. If such cure has not been completed by such time, Buyer may at such time either: (i) reject the Title Report and the Survey, in which case this Agreement is terminated, the parties will have no further rights or obligations hereunder (except those which specifically survive the termination of this Agreement) and the ▇▇▇▇▇▇▇ Money Deposit shall be immediately refunded to Buyer without further instruction; or (ii) Buyer can choose to accept the Title Report and Survey. (b) If any amended Title Reports are issued from the same title company after the expiration of the Review Period, Buyer shall have until five (5) business days following receipt of the same to review the amendment and to accept or reject any new matters set forth on Schedule B - Section 2 (Exceptions) to the amended Title Report which do not arise from the act or omission to act on the part of Buyer or its agents (the “New Exception(s)”) and shall be deemed to have accepted the New Exception(s) unless written notice of rejection is given to Seller on or before the expiration of said five (5) business days. If any New Exception(s) is rejected by Buyer and Seller does not, within five (5) business days after Buyer’s rejection of the New Exception, agree to remove the New Exception, Buyer may either: (i) reject the Title Report and the Survey, in which case this Agreement is terminated, the parties will have no further rights or obligations hereunder (except those which specifically survive the termination of this Agreement) and the Initial Deposit shall be immediately refunded to Buyer without further instruction; or (ii) Buyer can choose to accept the Title Report and Survey by the placement of the Additional Deposit, which signifies acceptance of the Title Report and Survey. (c) In the event that Buyer accepts the Title Report, those matters listed on Schedule B, Section 2 (Exceptions to Title) of Title Report shall be the “Permitted Exceptions”. In no event shall Permitted Exceptions include liens, or documents evidencing liens, securing any indebtedness, any mechanics’ or materialmen’s liens or any claims or potential claims therefor covering the Property or any portion thereof (“Seller Liens”), each of which shall be paid in full by Seller and released at Closing. (d) Seller shall reasonably cooperate with Buyer to cause unacceptable matters to be removed from the Title Report, provided, however, that Seller shall have no obligation to expend money or obtain any endorsements in order to remove any title exceptions. Seller shall, however, cause any consensual monetary liens, if any, affecting the Property to be removed as of the Closing.

  • Preliminary Approval Order “Preliminary Approval Order” means the order of the Court preliminarily approving this Settlement Agreement.

  • Preliminaries Where prices are submitted by the contractor or nominated/selected sub contractor during the progress of the works in respect of contract instructions or in regard to a claim under the terms of the contract and notwithstanding the fact that such prices may be used in an interim payment certificate, there is to be no presumption of acceptance. Should the principal agent wish to accept any such prices prior to the issue of the final certificate, it will be in writing. Clause 31.9 is amended as follows: Payment shall be subject to the Employer giving the Contractor a Tax Invoice for the amount due. The Employer undertakes to ensure compliance with the administrative requirements of Sections 20 (2) and 21 (4) of the Value Added Tax Act (Act 89 of 1991). The Contractor agrees to the adoption of the self invoicing procedures and undertakes not to issue any tax invoices, debit or credit notes in respect of any transaction included in the Tax Invoices issued by the Employer. The above clauses shall constitute a written agreement between the parties as required in terms of the Value Added Tax Act (Act 89 of 1991).' 30 F: ……….… V: ….……… T: ….……... Item Adjustment to the contract value (Clause 32). 31 F: ……….… V: ….……… T: ….……... Item Recovery of expense and loss (Clause 33). 32 F: ……….… V: ….……… T: ….……... Item Final account and final payment (Clause 34). 33 F: ……….… V: ….……… T: ….……... Item Payment to other parties (Clause 35). 34 F: ……….… V: ….……… T: ….……... Item Section 1 Bill No. 1 Preliminaries R CANCELLATION Cancellation by Employer - Contractor's default (Clause 36). 35 F: ……….… V: ….……… T: ….……... Item Cancellation by Employer - Loss and damage (Clause 37). 36 F: ……….… V: ….……… T: ….……... Item Cancellation by Contractor - Employer's default (Clause 38). 37 F: ……….… V: ….……… T: ….……... Item Cancellation - Cessation of the works (Clause 39). 38 F: ……….… V: ….……… T: ….……... Item DISPUTE Dispute Settlement (Clause 40) 39 F: ……….… V: ….……… T: ….……... Item SUBSTITUTE PROVISIONS State Clauses (Clause 41) 40 F: ……….… V: ….……… T: ….……... Item CONTRACT VARIABLES The Schedule: Pre-Tender information (Clause 42). 41 F: ……….… V: ….……… T: ….……... Item Carried to Collection Section 1 Bill No. 1 Preliminaries

  • Preliminary Approval 50. Upon execution of this Agreement by all signatories, Class Counsel shall promptly move the Court for an order granting preliminary approval of this Settlement (“Preliminary Approval Order”). The proposed Preliminary Approval Order that will be filed with the motion shall be in a form agreed upon by Class Counsel and SPE, and substantially in the form as that attached as Exhibit 1 to this Agreement. The motion for preliminary approval shall request that the Court: (1) preliminarily approve the terms of the Settlement as within the range of fair, adequate, and reasonable; (2) provisionally certify the Settlement Class pursuant to Federal Rule of Civil Procedure 23(b)(3) and (e) for settlement purposes only; (3) approve the Notice Program set forth herein and approve the form and content of the Notice; (4) approve the procedures set forth in Section VII for Settlement Class Members to exclude themselves from the Settlement Class or to object to the Settlement; (5) stay the Action pending Final Approval of the Settlement; (6) stay and/or enjoin, pending Final Approval of the Settlement, any actions brought by Settlement Class Members concerning a Released Claim; and (7) schedule a Final Approval hearing for a time and date mutually convenient for the Court, Class Counsel, and counsel for SPE, at which the Court will conduct an inquiry into the fairness of the Settlement, determine whether it was made in good faith and should be finally approved, and determine whether to approve Class Counsel’s application for attorneys’ fees, costs, and expenses, and for Service Awards (“Final Approval Hearing”). 51. Within 10 days of the filing of the motion for preliminary approval, SPE, at its own expense, shall serve or cause to be served a notice of the proposed Settlement, in conformance with the requirements under the Class Action ▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇ ▇.▇.▇. § ▇▇▇▇(▇) (“CAFA”).