Cooperation and Support. To the extent reasonably practicable, the Company Parties shall provide draft copies of all material pleadings and documents that any Company Party intends to file with or submit to the Bankruptcy Court or any governmental authority (including any regulatory authority), as applicable, to counsel to the Consenting Creditors at least two (2) Business Days prior to the date when such Company Party intends to file such document. Counsel to the respective Parties shall consult in good faith regarding the form and substance of any such proposed filing with the Bankruptcy Court. For the avoidance of doubt, the Parties agree to negotiate in good faith the Definitive Documents that are subject to negotiation and completion, consistent with Section 3.02 hereof. The Debtors shall provide to the Consenting Creditors’ advisors, and direct their respective employees, officers, advisors and other representatives to provide to the Consenting Creditors’ advisors, (i) reasonable access (without any material disruption to the conduct of the Debtors’ businesses) during normal business hours to the Debtors’ books and records, (ii) reasonable access to the management and advisors of the Debtors for the purposes of evaluating the Debtors’ assets, liabilities, operations, businesses, finances, strategies, prospects and affairs, (iii) timely and reasonable responses to all reasonable diligence requests, and (iv) the status of obtaining any necessary or desirable authorizations (including consents) from any competent judicial body, governmental authority, banking, taxation, supervisory, or regulatory body or any stock exchange. Further, the Company Parties shall provide draft copies of all material pleadings and documents that any Company Party intends to file with the Bankruptcy Court that impact the Uniti Parties to Counsel to the Uniti Parties at least two (2) Business Days prior to the date when such Company Party intends to file such document. Counsel to the respective Parties shall consult in good faith regarding the form and substance of any such proposed filing with the Bankruptcy Court, but any such proposed filing shall comply in all respect with the Milestones set forth in Section 4 and all other provisions of this Agreement. Further, the Company shall reasonably consult with counsel to the Consenting Creditors regarding any regulatory or other third-party approvals necessary to implement the Restructuring Transactions and share copies of any documents filed or submitted to any regulatory or other governmental authority in connection with obtaining any regulatory or other third-party approvals. 8.
Appears in 2 contracts
Samples: Chapter 11 Plan Support Agreement (Windstream Services, LLC), Chapter 11 Plan Support Agreement (Windstream Services, LLC)
Cooperation and Support. To (a) Without in any way limiting any other respective obligation of any Debtor or any Equity Commitment Party in this Agreement, each Party shall, consistent with the extent RSA, use commercially reasonable efforts to take or cause to be taken all actions, and do or cause to be done all things, reasonably practicablenecessary, proper or advisable in order to consummate and make effective the transactions contemplated by this Agreement, the Company Parties RSA, and the Plan.
(b) The Debtors shall provide draft copies of all material pleadings and documents that any Company Party Debtor intends to file with or submit to the Bankruptcy Court or any governmental authority (including any regulatory authority), as applicable, and draft copies of all press releases that any Debtor intends to issue regarding this Agreement, the RSA, or the Restructuring Transactions, to counsel to the Consenting Creditors Initial Equity Commitment Parties and counsel to the 2016 Lender Equity Commitment Parties at least two (2) Business Days prior to the date when such Company Party Debtor intends to file file, submit or issue such documentdocument to the extent reasonably practicable, but in all events at least one (1) day prior to such date. Counsel to the respective Parties shall consult in good faith regarding the form and substance of any such proposed filing with or submission to the Bankruptcy Court. For the avoidance of doubt, the Parties agree to negotiate in good faith the Definitive Documents that are subject to negotiation and completion, consistent with Section 3.02 hereof. The Debtors shall provide to the Consenting Creditors’ advisors, and direct their respective employees, officers, advisors and other representatives to provide to the Consenting Creditors’ advisors, (i) reasonable access (without any material disruption to the conduct of the Debtors’ businesses) during normal business hours to the Debtors’ books and records, (ii) reasonable access to the management and advisors of the Debtors for the purposes of evaluating the Debtors’ assets, liabilities, operations, businesses, finances, strategies, prospects and affairs, (iii) timely and reasonable responses to all reasonable diligence requests, and (iv) the status of obtaining any necessary or desirable authorizations (including consents) from any competent judicial body, governmental authority, banking, taxation, supervisory, or regulatory body or any stock exchange. Further, the Company Parties shall provide draft copies of all material pleadings and documents that any Company Party intends to file with the Bankruptcy Court that impact the Uniti Parties to Counsel to the Uniti Parties at least two (2) Business Days prior to the date when such Company Party intends to file such document. Counsel to the respective Parties shall consult in good faith regarding the form and substance of any such proposed filing with the Bankruptcy Court, but any such proposed filing shall comply in all respect with the Milestones set forth in Section 4 and all other provisions of this Agreement. Further, the Company Debtors shall reasonably consult with counsel to the Consenting Creditors Initial Equity Commitment Parties and counsel to the 2016 Lender Equity Commitment Parties regarding any regulatory or other third-party approvals necessary to implement the Restructuring Transactions and share copies of any documents filed or submitted to any regulatory or other governmental authority in connection with obtaining any regulatory or other third-party approvals. 8.
(c) Nothing contained in this Section 6.7 shall limit the ability of any Equity Commitment Party to consult with any Debtor or any other party in interest in the Chapter 11 Cases, to appear and be heard, or to file objections, concerning any matter arising in the Chapter 11 Cases to the extent not inconsistent with the RSA or this Agreement or any applicable confidentiality agreement, and such acts are not for the purpose of delaying, interfering, or impeding, directly or indirectly, the Restructuring Transactions.
Appears in 1 contract
Samples: Backstop Commitment Agreement (Revlon Consumer Products Corp)
Cooperation and Support. To the extent reasonably practicable, the Company Parties Penn Virginia shall provide draft copies of all material pleadings “first day” motions, applications, and other documents that any Company Party PVA Entity intends to file with or submit to the Bankruptcy Court or any governmental authority (including any regulatory authority), as applicable, in the Chapter 11 Cases to counsel to the Consenting Creditors for each Restructuring Support Party at least two business days (2or as soon thereafter as is reasonably practicable under the circumstances) Business Days prior to the date when such Company Party PVA Entity intends to file such document. Counsel to the respective Parties , and shall consult in good faith with such counsel regarding the form and substance of any such proposed filing filing. Penn Virginia will use reasonable efforts to provide draft copies of all other material pleadings any PVA Entity intends to file with the Bankruptcy CourtCourt to counsel to each Restructuring Support Party at least two business days prior to filing such pleading, to the extent practicable, and shall consult in good faith with such counsel regarding the form and substance of any such proposed pleading. For the avoidance of doubt, the Parties agree agree, consistent with Sub-Clause (b) of Section 3 hereof, (a) to negotiate in good faith the Definitive Documents Documentation that are is subject to negotiation and completioncompletion on the RSA Effective Date and (b) that, notwithstanding anything herein to the contrary, the Definitive Documentation, including any motions or orders related thereto, shall be consistent with Section 3.02 hereofthis Agreement and otherwise shall be in form and substance reasonably satisfactory to the Required Consenting Creditors. The Debtors Penn Virginia shall (i) provide to the Consenting CreditorsRestructuring Support Parties’ advisors, and shall direct their respective its employees, officers, advisors advisors, and other representatives to provide to the Consenting CreditorsRestructuring Support Parties’ advisors, (iA) reasonable access (without any material disruption to the conduct of the DebtorsPVA Entities’ businesses) during normal business hours to the DebtorsPVA Entities’ books and records, ; (iiB) reasonable access during normal business hours to the management and advisors of the Debtors PVA Entities; and (C) timely and reasonable responses to all reasonable diligence requests, in each case for the purposes of evaluating the DebtorsPVA Entities’ assets, liabilities, operations, businesses, finances, strategies, prospects prospects, and affairs, (iii) timely and reasonable responses to all reasonable diligence requests, ; and (ivii) promptly notify the status Restructuring Support Parties of obtaining any necessary newly commenced material governmental or desirable authorizations (including consents) from any competent judicial bodythird party litigations, governmental authority, banking, taxation, supervisoryinvestigations, or regulatory body or hearings against any stock exchange. Further, of the Company Parties shall provide draft copies of all material pleadings and documents that any Company Party intends to file with the Bankruptcy Court that impact the Uniti Parties to Counsel to the Uniti Parties at least two (2) Business Days prior to the date when such Company Party intends to file such document. Counsel to the respective Parties shall consult in good faith regarding the form and substance of any such proposed filing with the Bankruptcy Court, but any such proposed filing shall comply in all respect with the Milestones set forth in Section 4 and all other provisions of this Agreement. Further, the Company shall reasonably consult with counsel to the Consenting Creditors regarding any regulatory or other third-party approvals necessary to implement the Restructuring Transactions and share copies of any documents filed or submitted to any regulatory or other governmental authority in connection with obtaining any regulatory or other third-party approvals. 8PVA Entities.
Appears in 1 contract
Samples: Restructuring Support Agreement (Penn Virginia Corp)
Cooperation and Support. To the extent reasonably practicable, the Company Parties shall provide draft copies of all material pleadings and documents that any Company Party intends to file with or submit to the Bankruptcy Court or any governmental authority (including any regulatory authority), as applicable, to counsel to the Consenting Creditors at least two (2) Business Days prior to the date when such Company Party intends to file such document. Counsel to the respective Parties shall consult in good faith regarding the form and substance of any such proposed filing with the Bankruptcy Court. For the avoidance of doubt, the Parties agree to negotiate in good faith the Definitive Documents that are subject to negotiation and completion, consistent with Section 3.02 3.02 hereof. The Debtors shall provide to the Consenting Creditors’ advisors, and direct their respective employees, officers, advisors and other representatives to provide to the Consenting Creditors’ advisors, (i) reasonable access (without any material disruption to the conduct of the Debtors’ businesses) during normal business hours to the Debtors’ books and records, (ii) reasonable access to the management and advisors of the Debtors for the purposes of evaluating the Debtors’ assets, liabilities, operations, businesses, finances, strategies, prospects and affairs, (iii) timely and reasonable responses to all reasonable diligence requests, and (iv) the status of obtaining any necessary or desirable authorizations (including consents) from any competent judicial body, governmental authority, banking, taxation, supervisory, or regulatory body or any stock exchange. Further, the Company Parties shall provide draft copies of all material pleadings and documents that any Company Party intends to file with the Bankruptcy Court that impact the Uniti Parties to Counsel to the Uniti Parties at least two (2) Business Days prior to the date when such Company Party intends to file such document. Counsel to the respective Parties shall consult in good faith regarding the form and substance of any such proposed filing with the Bankruptcy Court, but any such proposed filing shall comply in all respect with the Milestones set forth in Section Section 4 and all other provisions of this Agreement. Further, the Company shall reasonably consult with counsel to the Consenting Creditors regarding any regulatory or other third-party approvals necessary to implement the Restructuring Transactions and share copies of any documents filed or submitted to any regulatory or other governmental authority in connection with obtaining any regulatory or other third-party approvals. 8.
Appears in 1 contract
Samples: Chapter 11 Plan Support Agreement (Uniti Group Inc.)
Cooperation and Support. To (a) Without in any way limiting any other respective obligation of any Debtor or any Equity Commitment Party in this Agreement, each Party shall, consistent with the extent RSA, use commercially reasonable efforts to take or cause to be taken all actions, and do or cause to be done all things, reasonably practicablenecessary, proper or advisable in order to consummate and make effective the transactions contemplated by this Agreement, the Company Parties RSA, and the Plan.
(b) The Debtors shall provide draft copies of all material pleadings and documents that any Company Party Debtor intends to file with or submit to the Bankruptcy Court or any governmental authority (including any regulatory authority), as applicable, and draft copies of all press releases that any Debtor intends to issue regarding this Agreement, the RSA, or the Restructuring Transactions, to counsel to the Consenting Creditors Initial Equity Commitment Parties at least two (2) Business Days prior to the date when such Company Party Debtor intends to file file, submit or issue such documentdocument to the extent reasonably practicable, but in all events at least one (1) day prior to such date. Counsel to the respective Parties shall consult in good faith regarding the form and substance of any such proposed filing with or submission to the Bankruptcy Court. For the avoidance of doubt, the Parties agree to negotiate in good faith the Definitive Documents that are subject to negotiation and completion, consistent with Section 3.02 hereof. The Debtors shall provide to the Consenting Creditors’ advisors, and direct their respective employees, officers, advisors and other representatives to provide to the Consenting Creditors’ advisors, (i) reasonable access (without any material disruption to the conduct of the Debtors’ businesses) during normal business hours to the Debtors’ books and records, (ii) reasonable access to the management and advisors of the Debtors for the purposes of evaluating the Debtors’ assets, liabilities, operations, businesses, finances, strategies, prospects and affairs, (iii) timely and reasonable responses to all reasonable diligence requests, and (iv) the status of obtaining any necessary or desirable authorizations (including consents) from any competent judicial body, governmental authority, banking, taxation, supervisory, or regulatory body or any stock exchange. Further, the Company Parties shall provide draft copies of all material pleadings and documents that any Company Party intends to file with the Bankruptcy Court that impact the Uniti Parties to Counsel to the Uniti Parties at least two (2) Business Days prior to the date when such Company Party intends to file such document. Counsel to the respective Parties shall consult in good faith regarding the form and substance of any such proposed filing with the Bankruptcy Court, but any such proposed filing shall comply in all respect with the Milestones set forth in Section 4 and all other provisions of this Agreement. Further, the Company Debtors shall reasonably consult with counsel to the Consenting Creditors Initial Equity Commitment Parties regarding any regulatory or other third-party approvals necessary to implement the Restructuring Transactions and share copies of any documents filed or submitted to any regulatory or other governmental authority in connection with obtaining any regulatory or other third-party approvals. 8.
(c) Nothing contained in this Section 6.7 shall limit the ability of any Equity Commitment Party to consult with any Debtor or any other party in interest in the Chapter 11 Cases, to appear and be heard, or to file objections, concerning any matter arising in the Chapter 11 Cases to the extent not inconsistent with the RSA or this Agreement or any applicable confidentiality agreement, and such acts are not for the purpose of delaying, interfering, or impeding, directly or indirectly, the Restructuring Transactions.
Appears in 1 contract
Samples: Backstop Commitment Agreement (Revlon Consumer Products Corp)
Cooperation and Support. To the extent reasonably practicable, the Company Parties The Debtors shall use commercially reasonable efforts to provide draft copies of all material pleadings “first day” motions, applications, and other documents that any Company Party Debtor intends to file with or submit to the Bankruptcy Court or any governmental authority (including any regulatory authority), as applicable, to counsel to the Consenting Creditors Supporting Party at least two (2) Business Days three business days prior to the date when such Company Party Debtor intends to file such documentdocument or as soon as reasonably practicable. Counsel The Supporting Party shall use commercially reasonable efforts to provide all comments to all such documents by no later than one business day prior to the date when the Debtors intend to file such documents, and counsel to the respective Parties shall consult in good faith regarding the form and substance of any such proposed filing with the Bankruptcy Court. For the avoidance of doubt, the Parties agree to negotiate in good faith the Definitive Documents that are subject to negotiation and completion, consistent with Section 3.02 hereof. The Debtors shall provide use commercially reasonable efforts to the Consenting Creditors’ advisors, and direct their respective employees, officers, advisors and other representatives to provide to the Consenting Creditors’ advisors, (i) reasonable access (without any material disruption to the conduct of the Debtors’ businesses) during normal business hours to the Debtors’ books and records, (ii) reasonable access to the management and advisors of the Debtors for the purposes of evaluating the Debtors’ assets, liabilities, operations, businesses, finances, strategies, prospects and affairs, (iii) timely and reasonable responses to all reasonable diligence requests, and (iv) the status of obtaining any necessary or desirable authorizations (including consents) from any competent judicial body, governmental authority, banking, taxation, supervisory, or regulatory body or any stock exchange. Further, the Company Parties shall provide draft copies of all other material pleadings and documents that any Company Party Debtor intends to file with the Bankruptcy Court that impact the Uniti Parties to Counsel to the Uniti Parties counsel to the Supporting Party at least two (2) Business Days business days prior to filing such pleadings to the extent reasonably practicable. The Supporting Party shall use commercially reasonable efforts to provide all comments to such pleadings by no later than one business day prior to the date when such Company Party intends the Debtors intend to file such document. Counsel , to the extent practicable, and counsel to the respective Parties shall consult in good faith regarding the form and substance of any such proposed filing with pleading. The Debtors shall use reasonable best efforts to (i) provide to the Bankruptcy CourtSupporting Party, but any such proposed filing shall comply in all respect with the Milestones set forth in Section 4 and all other provisions of this Agreement. Further, the Company shall reasonably consult with direct its employees, officers, advisors, and other representatives to provide the Supporting Party and its counsel or other advisors, (A) reasonable access (without any material disruption to the Consenting Creditors regarding conduct of Cypress’ businesses) during normal business hours to Cypress’ books and records, (B) reasonable access to the management and advisors of Cypress for the purposes of evaluating Cypress’ assets, liabilities, operations, businesses, finances, strategies, prospects, and affairs, and (C) timely and reasonable responses to all reasonable diligence requests; and (ii) promptly notify the Supporting Party of any regulatory governmental or other third-party approvals necessary to implement the Restructuring Transactions and share copies litigations, investigations, or hearings against, or material communications with, any of any documents filed or submitted to any regulatory or other governmental authority in connection with obtaining any regulatory or other third-party approvals. 8Cypress.
Appears in 1 contract
Samples: Restructuring Support Agreement (Cypress Environmental Partners, L.P.)
Cooperation and Support. To the extent reasonably practicable, the Company Parties The Debtors shall provide draft copies of all material pleadings “first day” motions, applications, and other documents that any Company Party Debtor intends to file with or submit to the Bankruptcy Court or any governmental authority (including any regulatory authority), as applicable, to counsel to the Consenting Creditors Restructuring Support Parties at least two five (25) Business Days business days prior to the date when such Company Party Debtor intends to file such document. Counsel to the Restructuring Support Parties shall use commercially reasonable efforts to provide all comments to all such documents by no later than two (2) calendar days prior to the date when the Debtors intend to file such documents, and counsel to the respective Parties shall consult in good faith regarding the form and substance of any such proposed filing with the Bankruptcy Court. The Debtors will provide draft copies of all other material pleadings any Debtor intends to file with the Bankruptcy Court to counsel to the Restructuring Support Parties at least two (2) business days prior to filing such pleading to the extent practicable. Counsel to the Restructuring Support Parties shall use commercially reasonable efforts to provide all comments to such pleadings by no later than one (1) calendar day prior to the date when the Debtor intends to file such document, to the extent practicable, and counsel to the respective Parties shall consult in good faith regarding the form and substance of any such proposed pleading. For the avoidance of doubt, the Parties agree to negotiate in good faith the Definitive Documents Documentation (including the Cash Collateral Orders) that are is subject to negotiation and completion, consistent with Sub-Clause (b) of Section 3.02 hereof3 hereof and that notwithstanding anything herein to the contrary, the Definitive Documentation, including any motions or orders related thereto, shall be consistent with this Agreement and otherwise shall be in form and substance reasonably satisfactory to the Majority Restructuring Support Parties. The Debtors shall make reasonable best efforts to (i) provide to the Consenting CreditorsRestructuring Support Parties’ advisors, and direct their respective its employees, officers, advisors and other representatives to provide to the Consenting CreditorsRestructuring Support Parties’ advisors, (iA) reasonable access (without any material disruption to the conduct of the Debtors’ businesses) during normal business hours to the Debtors’ books and records, (iiB) reasonable access to the management and advisors of the Debtors for the purposes of evaluating the Debtors’ assets, liabilities, operations, businesses, finances, strategies, prospects and affairs, and (iiiC) timely and reasonable responses to all reasonable diligence requests, ; and (ivii) promptly notify the status Restructuring Support Parties of obtaining any necessary governmental or desirable authorizations (including consents) from any competent judicial bodythird party litigations, governmental authority, banking, taxation, supervisoryinvestigations or hearings against, or regulatory body or communications with, any stock exchange. Further, of the Company Parties shall provide draft copies of all material pleadings and documents that any Company Party intends to file with the Bankruptcy Court that impact the Uniti Parties to Counsel to the Uniti Parties at least two (2) Business Days prior to the date when such Company Party intends to file such document. Counsel to the respective Parties shall consult in good faith regarding the form and substance of any such proposed filing with the Bankruptcy Court, but any such proposed filing shall comply in all respect with the Milestones set forth in Section 4 and all other provisions of this Agreement. Further, the Company shall reasonably consult with counsel to the Consenting Creditors regarding any regulatory or other third-party approvals necessary to implement the Restructuring Transactions and share copies of any documents filed or submitted to any regulatory or other governmental authority in connection with obtaining any regulatory or other third-party approvals. 8Debtors.
Appears in 1 contract
Cooperation and Support. To (a) The Company shall provide the extent reasonably practicableConsenting Parties with reasonable advance notice of and an opportunity to review and comment on all Definitive Documents and any related notices and instruments. Such Definitive Documents shall be subject to the consent and approval rights of the Company and the Consenting Parties set forth in Section 3 of this Agreement.
(b) At least five (5) days before the date on which the Company commences the Chapter 11 Cases in accordance with the terms of the Restructuring Term Sheet and this Agreement, the Consenting Parties shall be furnished with and have a reasonable opportunity to review and comment on the Company’s drafts of the first-day pleadings (the “First Day Pleadings”). The Company shall use commercially reasonable efforts to incorporate any comments of the Consenting Parties to the First Day Pleadings.
(c) Additionally, during the Effective Period, the Company Parties shall will use commercially reasonable efforts to provide draft copies of any additional process letters as well as all material pleadings motions, pleadings, and documents other than the First Day Pleadings that any the Company Party intends to file with or submit to the Bankruptcy Court or any governmental authority (including any regulatory authority)Court, as applicablein each case, to counsel to the Consenting Creditors Parties at least two (2) Business Days prior days before the date on which Company intends to distribute or file such materials. To the extent such documents do not constitute Definitive Documents (which shall be subject to the date when such consent and approval rights of the Company Party intends to file such document. Counsel to and the respective Consenting Parties as set forth in Section 3 of this Agreement), the Company shall consult in good faith with, and reasonably consider for incorporation any comments of, counsel to the Consenting Parties regarding the form and substance of such documents.
(d) The Company shall: (i) promptly (and, in any such proposed filing with the Bankruptcy Court. For the avoidance of doubtevent, the Parties agree to negotiate in good faith the Definitive Documents that are subject to negotiation and completion, consistent with Section 3.02 hereof. The Debtors shall within five (5) business days) provide to the Consenting CreditorsParties’ advisorsadvisors timely, accurate and direct their respective employeescomplete responses to all reasonable due diligence requests, officers, advisors and other representatives to provide including those relating to the Consenting CreditorsParties’ advisors, (i) reasonable access (without any material disruption to the conduct evaluation of the Debtors’ businesses) during normal business hours to the Debtors’ books and records, (ii) reasonable access to the management and advisors of the Debtors for the purposes of evaluating the Debtors’ Company’s assets, liabilities, operations, businesses, finances, strategies, prospects prospects, and affairs, (iii) timely and reasonable responses to all reasonable diligence requests, ; and (ivii) the status of obtaining promptly (and, in any necessary or desirable authorizations event, within three (including consents3) from any competent judicial body, governmental authority, banking, taxation, supervisory, or regulatory body or any stock exchange. Further, the Company Parties shall provide draft copies of all material pleadings and documents that any Company Party intends to file with the Bankruptcy Court that impact the Uniti Parties to Counsel to the Uniti Parties at least two (2business days) Business Days prior to the date when such Company Party intends to file such document. Counsel to the respective Parties shall consult in good faith regarding the form and substance of any such proposed filing with the Bankruptcy Court, but any such proposed filing shall comply in all respect with the Milestones set forth in Section 4 and all other provisions of this Agreement. Further, the Company shall reasonably consult with notify counsel to the Consenting Creditors regarding any regulatory or other third-party approvals necessary to implement the Restructuring Transactions and share copies Parties of any documents filed governmental or submitted to third party litigations, investigations, regulatory actions or hearings against or involving any regulatory or other governmental authority in connection with obtaining any regulatory or other third-party approvals. 8of the Company Parties.
Appears in 1 contract
Samples: Restructuring Support Agreement (Gastar Exploration Inc.)
Cooperation and Support. To the extent reasonably practicable, the Company Parties The Debtors shall provide draft copies of all material pleadings and documents that any Company Party Debtor intends to file with or submit to the Bankruptcy Court or any governmental authority (including any regulatory authority), as applicable, and draft copies of all press releases that any Debtor intends to issue regarding this Agreement or the Restructuring Transactions, to Xxxxx Xxxx & Xxxxxxxx LLP, as counsel to the Consenting Creditors Ad Hoc Group of BrandCo Lenders, and Xxxxx Xxxxxxx LLP, as counsel to the Creditors’ Committee, at least two (2) Business Days prior to the date when such Company Party Debtor intends to file file, submit or issue such documentdocument to the extent reasonably practicable, but in all events at least one (1) day prior to such date. Counsel to the respective Parties shall consult in good faith regarding the form and substance of any such proposed filing with or submission to the Bankruptcy Court. For the avoidance of doubt, the Parties agree to negotiate in good faith the Definitive Documents that are subject to negotiation and completion, consistent with Section 3.02 hereof. The Debtors shall provide the advisors to the Consenting Ad Hoc Group of BrandCo Lenders and the Creditors’ advisorsCommittee with, and direct their respective employeesin each case, officers, advisors and other representatives upon a minimum of two (2) Business Days’ advance written notice to provide counsel to the Consenting Creditors’ advisorsDebtors, (ia) reasonable access (without any material disruption to the conduct of the Debtors’ businesses) during normal business hours to the Debtors’ books and records, (iib) reasonable access to the management and advisors of the Debtors for the purposes of evaluating the Debtors’ assets, liabilities, operations, businesses, finances, strategies, prospects prospects, and affairs, and (iiic) timely and reasonable responses to all reasonable diligence requests, ; provided that all rights provided for in this Section 8.01 shall be subject to the terms of any agreements between the Debtors and (iv) third parties that may be affected by the status exercise of obtaining any necessary or desirable authorizations (including consents) from any competent judicial body, governmental authority, banking, taxation, supervisory, or regulatory body or any stock exchangethe foregoing rights. Further, the Company Parties shall provide draft copies of all material pleadings and documents that any Company Party intends to file with the Bankruptcy Court that impact the Uniti Parties to Counsel to the Uniti Parties at least two (2) Business Days prior to the date when such Company Party intends to file such document. Counsel to the respective Parties shall consult in good faith regarding the form and substance of any such proposed filing with the Bankruptcy Court, but any such proposed filing shall comply in all respect with the Milestones set forth in Section 4 and all other provisions of this Agreement. Further, the Company Debtors shall reasonably consult with counsel to the Consenting Creditors Ad Hoc Group of BrandCo Lenders and the Creditors’ Committee regarding any regulatory or other third-party approvals necessary to implement the Restructuring Transactions and share copies of any documents filed or submitted to any regulatory or other governmental authority in connection with obtaining any regulatory or other third-party approvals. 8.
Appears in 1 contract
Samples: Chapter 11 Restructuring Support Agreement (Revlon Consumer Products Corp)