|PERNIX THERAPEUTICS HOLDINGS, INC. filed this Form 8-K on 02/27/2019|
Contract(s); (iii) (a) find an acceptable (in the DIP Agent’s good faith and reasonable discretion) replacement counterparty, which may include the DIP Agent or any of its affiliates, to whom such Specified Contract(s) may be assigned, and/or (b) notify the Debtors of the selection of any replacement counterparty pursuant to this paragraph, upon such notification the Debtors shall promptly (1) file a motion seeking, on an expedited basis, approval of the Debtors’ assumption and assignment of such Specified Contract(s) to such proposed assignee, and (2) cure any defaults, if any, that have occurred and are continuing under such Specified Contract(s) to the extent required by the Court, subject to the DIP Agent’s right to cure any defaults as set forth under paragraph 30(d); or (iv) direct the Debtors to (a) assign any such Specified Contract(s) to the DIP Agent and as Collateral securing the DIP Obligations, subject to clause (b), if applicable, (b) seek this Court’s approval of the assumption of any such Specified Contract(s) to the extent that this Court determines pursuant to a final order that an assumption is required in order to assign such contract as Collateral, and (c) promptly cure any default that has occurred and is continuing under such Specified Contract(s) to the extent required by the Court.
(b) Right to Credit Bid. The DIP Agent, on behalf of the applicable DIP Lenders, shall be permitted to credit bid pursuant to Bankruptcy Code section 363(k) some or all of the outstanding DIP Obligations as consideration in exchange for any Specified Contract(s). Pursuant to Bankruptcy Code section 364(e), absent a stay pending appeal, the DIP Lenders’ right to credit bid shall not be affected by the reversal or modification on appeal of the Debtors’ authorization pursuant to this Interim Order to obtain credit and incur debt as and in accordance with the terms set forth herein.
(c) Assumption Orders. Any order of this Court approving the assumption of any Specified Contract(s) in accordance with this paragraph 30 shall specifically provide that the