Common use of Reorganization Matters Clause in Contracts

Reorganization Matters. (a) The Chapter 11 Cases were commenced on the Petition Date in accordance with applicable law and proper notice thereof and the proper notice for the hearing for the approval of the Interim Order and the Final Order has been given. (b) After the entry of the Interim Order, and pursuant to and to the extent permitted in the Interim Order and the Final Order, the Obligations will constitute allowed administrative expense claims in the Chapter 11 Cases having priority over all administrative expense claims and unsecured claims against the Borrower now existing or hereafter arising, of any kind whatsoever, including, without limitation, all administrative expense claims of the kind specified in Sections 105, 326, 330, 331, 503(b), 504(a), 506(c), 507(a), 507(b), 546(c), 726, 1114 or any other provision of the Bankruptcy Code, as provided under Section 364(c)(1) of the Bankruptcy Code, subject, as to priority only to the Carve Out Reserve. (c) After the entry of the Interim Order and pursuant to and to the extent provided in the Interim Order and the Final Order, the Obligations will be secured by a valid and perfected first priority Lien on all of the Collateral, subject, as to priority, only to Liens in favor of Kimco on the Kimco Priority Collateral. (d) The Interim Order (with respect to the period prior to the Final Order Date) or the Final Order (with respect to the period on and after the Final Order Date), as the case may be, is in full force and effect and has not been reversed, stayed, modified or amended. (e) Notwithstanding the provisions of Section 362 of the Bankruptcy Code, upon the maturity (whether by acceleration or otherwise) of any of the Obligations, Agent and Lenders shall be entitled to immediate payment of such Obligations and to enforce the remedies provided for hereunder, without further application to or order by the Bankruptcy Court.

Reorganization Matters. (a) The Chapter 11 Cases were commenced Borrowers shall give, on a timely basis as specified in the Petition Date Financing Orders, all notices required to be given to all parties specified in accordance with applicable law and proper notice thereof and the proper notice for the hearing for the approval of the Interim Order and the Final Order has been givenFinancing Orders. (b) After the entry of the Interim Financing Order, and pursuant to and to the extent permitted in the Interim Order and the Final Financing Order, the Obligations will constitute allowed administrative expense claims in the Chapter 11 Cases having priority over all administrative expense claims and unsecured claims against Borrowers and each of the Borrower other Credit Parties now existing or hereafter arising, of any kind whatsoever, including, without limitation, all administrative expense claims of the kind specified in Sections 105, 326, 328, 330, 331, 503(b), 504(a), 506(c), 507(a), 507(b), 546(c), 726, 1113, 1114 or any other provision of the Bankruptcy Code, as provided under the Section 364(c)(1) of the Bankruptcy Code, subject, subject as to priority only to the Carve Carve-Out Reserve. (c) After the entry of the Interim Financing Order and pursuant to to, and to the extent provided in in, the Interim Financing Order and the Final Financing Order, the Obligations will be secured by a valid and perfected first priority Lien on all of the Collateral, subject, subject to no prior Liens other than Permitted Senior Liens and the Carve-Out Reserve and a valid and perfected second priority lien on the Term Loan Collateral (as to priority, defined in the Intercreditor Agreement) junior only to Liens the Lien securing obligations under the First Lien Term Credit Facility in favor of Kimco existence on the Kimco Priority CollateralPetition Date; provided, however, that additional filings may be required in the United States Copyright Office and/or United States Patent and Trademark Office to perfect the Collateral Agent’s Lien on any Intellectual Property acquired after the date hereof. (d) The Interim Financing Order (with respect to the period prior to the Final Financing Order Date) or the Final Financing Order (with respect to the period on and after the Final Financing Order Date), as the case may be, is in full force and effect and has not been reversed, stayed, vacated, modified or amended. (e) Notwithstanding the provisions of Section 362 of the Bankruptcy Code, upon the maturity (whether by acceleration or otherwise) of any of the Obligations, Agent and Lenders shall be entitled to immediate payment of such Obligations and to enforce the remedies provided for hereunder, without further application to or order by the Bankruptcy Court, subject to Required Notice pursuant to Section 9.3.

Reorganization Matters. (a) The Chapter 11 Cases were commenced on the Petition Date in accordance with applicable law law. Both the Interim Financing Order and the Final Financing Order shall provide that good, sufficient and proper notice thereof of the motion seeking approval of the Financing Order and the proper notice for this Agreement, the hearing for the to consider approval of the Interim Order Financing Order, and the hearing to consider approval of the Final Order Financing Order, has been givengiven by Borrower. Borrower shall give, on a timely basis as specified in the Financing Orders, all notices required to be given to all parties specified in the Financing Orders. (b) After the entry of the Interim Financing Order, and pursuant to and to the extent permitted in the Interim Order and the Final Financing Order, the Obligations will constitute allowed administrative expense claims in the Chapter 11 Cases having priority over all administrative expense claims and unsecured claims against Borrower and each of the Borrower other Credit Parties now existing or hereafter arising, of any kind whatsoever, including, without limitation, all administrative expense claims of the kind specified in Sections 105, 326, 330, 331, 503(b), 504(a), 506(c), 507(a), 507(b), 546(c), 726, 1114 or any other provision of the Bankruptcy Code, as provided under the Section 364(c)(1) of the Bankruptcy Code, subject, subject as to priority only to the Carve Carve-Out Reserve. (c) After the entry of the Interim Financing Order and pursuant to to, and to the extent provided in in, the Interim Financing Order and the Final Financing Order, the Obligations will be secured by a valid and perfected first priority Lien on all of the Collateral, subject, as subject to priority, only to no prior Liens in favor of Kimco on other than Permitted Senior Liens and the Kimco Priority CollateralCarve-Out Reserve. (d) The Interim Financing Order (with respect to the period prior to the Final Financing Order Date) or the Final Financing Order (with respect to the period on and after the Final Financing Order Date), as the case may be, is in full force and effect and has not been reversed, stayed, vacated, modified or amended. (e) Notwithstanding the provisions of Section 362 of the Bankruptcy Code, upon the maturity (whether by acceleration or otherwise) of any of the Obligations, Agent and Lenders shall be entitled to immediate payment of such Obligations and to enforce the remedies provided for hereunder, without further application to or order by the Bankruptcy Court, subject to Required Notice pursuant to Section 9.1.

Reorganization Matters. (a) The Chapter 11 Cases were commenced on the Petition Date in accordance with applicable law and proper notice thereof and the proper notice for (x) the motion seeking approval of the Loan Documents and the Interim Order and Final Order, (y) the hearing for the approval of the Interim Order Order, and (z) the hearing for the approval of the Final Order has been will be given. The Borrowers shall give on a timely basis as specified in the Interim Order or the Final Order, as applicable, all notices required to be given to all parties specified in the Interim Order or Final Order, as applicable. (b) After the entry of the Interim Order, and pursuant to and to the extent permitted in the Interim Order and the Final Order, the Obligations will constitute allowed superpriority administrative expense claims in the Chapter 11 Cases having priority over all administrative expense claims and unsecured claims against the Borrower Borrowers now existing or hereafter arising, of any kind whatsoever, including, without limitation, all administrative expense claims of the kind specified in Sections 105, sections 326, 330, 331, 503(b), 504(a), 506(c), 507(a), 507(b), 546(c), 726, 1114 or any other provision of the Bankruptcy CodeCode or otherwise, as provided under Section 364(c)(1section 364(c)(l) of the Bankruptcy Code, subject, as to priority only only, to the Carve Carve-Out Reserveand, solely to the extent required by the Intercreditor Agreement, the ABL DIP Credit Obligations. (c) After the entry of the Interim Order and pursuant to and to the extent provided in the Interim Order and the Final Order, the Obligations will be secured by a valid and perfected first priority Lien on all of the Collateral, subject, as to prioritypriority only, only to the Carve-Out and the Liens in favor of Kimco on the Kimco ABL DIP Credit Priority CollateralCollateral securing the ABL DIP Credit Obligations to the extent set forth in the Intercreditor Agreement. (d) The Interim Order (with respect to the period prior to entry of the Final Order DateOrder) or the Final Order (with respect to the period on and after entry of the Final Order DateOrder), as the case may be, is in full force and effect and has not been reversed, stayed, modified or amendedamended without the Agent’s and Lenders’ consent. (e) Notwithstanding the provisions of Section 362 of the Bankruptcy Code, upon the maturity (whether by acceleration or otherwise) of any of the Obligations, Agent and Lenders shall be entitled to immediate payment of such Obligations and to enforce the remedies provided for hereunder, without further application to or order by the Bankruptcy Court.