Agreements of the Consenting Lenders Sample Clauses

Agreements of the Consenting Lenders. (a) Each Consenting Lender agrees that, during the Support Period, such Consenting Lender shall: (i) support and take all commercially reasonable actions necessary or reasonably requested by the Company, Agent or any other Consenting Lender in order to facilitate the finalization, implementation and consummation of the Out-of-Court Transactions or Plan Transactions, as applicable, and refrain from taking any actions inconsistent with, and not fail or omit to take an action that is required by this Agreement, applicable law, or the In-Court Definitive Documents or Out-of-Court Definitive Documents, as applicable; (ii) give any notice, order, instruction or direction to the Agent necessary or appropriate to give effect to the Restructuring Transactions; (iii) not directly or indirectly object to, delay, impede, or take any other action that may reasonably be expected to interfere with the implementation and consummation of the Out-of-Court Transactions or Plan Transactions, including, for the avoidance of doubt and without limitation, declaring any default under the Credit Agreements or accelerating the Company’s obligations under the Credit Agreements, in each case, as a result of the Out-of-Court Transactions or Plan Transactions; (iv) not direct the Agent (or any successor thereto) to take any action inconsistent with such Consenting Lender’s or Agent’s obligations under this Agreement; (v) negotiate in good faith each of the In-Court Definitive Documents and Out-of-Court Definitive Documents, as applicable, and execute, deliver and perform thereunder to implement the Out-of-Court Transactions or Plan Transactions, as applicable; (vi) in the event the Out-of-Court Transactions are pursued, on the Closing Date (and thereafter on the terms provided in the Revolving Facility Documents), timely fund its pro rata share of the Revolving Facility (as defined in the Out-of-Court Restructuring Term Sheet); (vii) in the event the Chapter 11 Cases are pursued: (1) (A) timely vote or cause to be voted its Claims (including, without limitation, all claims arising under the Credit Agreements and Bridge Credit Agreement) that are solicited to accept the Plan by delivering its duly executed and completed ballot or ballots, as applicable, accepting the Plan on a timely basis, and (B) not change or withdraw such vote (or cause or direct such vote to be changed or withdrawn); (2) support and take all reasonable actions necessary or appropriate to implement and consummate th...

Agreements of the Consenting Lenders. Section 3.1 Each of the Consenting Lenders (severally and not jointly and severally) agree during the Support Period to: (a) support and cooperate with the Company to consummate the Transactions in accordance with this Agreement and the Definitive Documents; (b) to the extent a Consenting Lenders is also a 5.75% Senior Noteholder as of the date hereof, irrevocably consent, tender and exchange any 5.75% Senior Notes held by such Consenting Lender as of the date hereof in connection with the Exchange Offer; (c) support and, as applicable, take all reasonable action necessary and requested by the Company to implement and consummate the Exchange Offer and BrandCo Lender Notes Exchange, including without limitation, the BrandCo Facility Amendment, subject to the payment on the Closing Date of the relinquishment and amendment fees contemplated hereunder; (d) complete, enter into, and effectuate the Definitive Documents within the timeframes contemplated herein and as reasonably necessary to achieve the Closing; (e) act in good faith consistent with this Agreement; (f) refrain from directly or indirectly taking any action that would be inconsistent with this Agreement or interfere with the implementation and consummation Transactions; and (g) not, directly or indirectly, seek, support, negotiate, engage in any discussions related to, or solicit an Alternative Transaction; provided, that the members of the Ad Hoc Group shall be permitted to negotiate or engage in discussions related to an Alternative Transaction with the Company, other BrandCo Lenders and any advisors retained by the Ad Hoc Group.

Agreements of the Consenting Lenders. (a) Each Consenting Lender hereby consents to and shall not object to the filing of the Interim Compensation Motion and the Funding Motion. (b) Each Consenting Lender agrees to permit the Filing Entities and the Borrowers to use the Cash Collateral, subject to the Budget and the terms and conditions provided herein for the period commencing on August 8, 2003 up to and including the Expiration Date. (c) Each Consenting Lender hereby agrees to waive the Allowed Superpriority Administrative Expense Claim if the Restructuring Transaction is consummated on or before January 30, 2004. (d) If the Bankruptcy Court does not approve the Interim Compensation Motion, then the Consenting Lenders agree to permit the Borrowers to deposit into the Restructuring Account, on a monthly basis, an amount of the Cash Collateral equal to the amount of the Filing Entities' Restructuring Fees for one (1) month under the Budget, and the Filing Entities shall pay such Filing Entities' Restructuring Fees upon compliance with the orders of the Bankruptcy Court.

Agreements of the Consenting Lenders