Cooperation by Borrower. At any time, and from time to time after the date hereof, Borrower shall, upon the request of Lender, and at the expense of Borrower, do, execute, acknowledge and deliver, or cause to be done, executed, acknowledged and delivered, all such further acts, deeds, assignments, transfers, conveyances, or assurances as may be reasonably required for the better confirming to Lender its rights under the Loan Documents.
Cooperation by Borrower. To the extent that it lawfully may, Borrower agrees that it will not (and that it will cause its Subsidiaries not to) at any time insist upon or plead, or in any manner whatever claim or take any benefit or advantage of any applicable present or future stay, extension or moratorium law, which may affect observance or performance of the provisions of this Agreement or of any Note or any other Loan Document.
Cooperation by Borrower. The Borrower shall fully cooperate with all reasonable requests made by the Administrative Agent or any Lender with respect to (a) the granting and perfection of security interests in Collateral and (b) information regarding all books, records and assets of the Borrower and its Subsidiaries and will permit and cooperate with any collateral audit undertaken by or on behalf of the Lenders, with all such costs to be borne by the Borrower.
Cooperation by Borrower. Borrower's Obligations. ----------------------------------------------- Borrower grants to Lender the right to distribute on a confidential basis financial and other information concerning Borrower, Guarantor, each indemnitor, other Person, the Collateral Pool Properties, and other pertinent information with respect to the Loan to any party purchasing securities issued by Lender.
Cooperation by Borrower. The Borrower shall fully cooperate with all reasonable requests made by the Agent or any Lender with respect to (a) the granting and perfection of security interests in Collateral required by the Agent (which Collateral the parties hereto acknowledge will be for the equal and ratable benefit of the Lenders and the holders of the notes under the Note Offering and shall in any event include the sharing or rights of offset and similar rights with respect to deposit accounts) and (b) information regarding all books, records and assets of the Borrower and its Subsidiaries and will permit and cooperate with any collateral audit undertaken by or on behalf of the Lenders, with all such costs to be borne by the Borrower.
Cooperation by Borrower. The Borrower (a) acknowledges that the Administrative Agent shall engage a management consultant firm or group ("Management Consultant Firm") to conduct a review of management, sales and marketing, systems, financial projections and liquidity of the Borrower and its Subsidiaries and (b) agrees to fully cooperate at all times with the Management Consultant Firm, the Administrative Agent and each Lender in connection with such review. Notwithstanding anything in Section 5.7 of the Credit Agreement to the contrary and the waiver of the Events of Default provided herein, the Borrower agrees to pay all reasonable out-of-pocket expenses of the Administrative Agent (including the fees and expenses of the Management Consultant Firm) and each Lender in connection with such review or any other visits and inspections related thereto conducted by the Administrative Agent and each Lender. The Borrower acknowledges that the breach by the Borrower of its covenants and agreements set forth in this Section 3 shall constitute an Event of Default under the Credit Agreement.
Cooperation by Borrower. The Borrower agrees to cooperate with NTI, NTFC and EDC in connection with (i) the preparation of an information package regarding the business, operations and prospects of the Borrower, including, without limitation, the delivery of all information deemed reasonably necessary by NTI, NTFC or EDC to complete a general syndication of the Loan Agreement and (ii) the presentation of such information package in bank meetings and other communications with prospective Lenders in connection with the general syndication of the Loan Agreement. As long as the Borrower has had an opportunity to review the contents of any such information package and approve its distribution, the Borrower shall be solely responsible for the contents and presentation of all information contained therein relating to the Borrower and its affiliates and their business or otherwise supplied by the Borrower and acknowledges that NTI, NTFC and EDC will be using and relying upon the information contained in such information package and presentation without independent verification thereof. In addition, the Borrower represents and covenants that all information provided directly or indirectly by the Borrower to NTI, NTFC, EDC or the Lenders in connection with such a syndication is and will be complete and correct in all material respects and does not and will not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements contained therein not misleading. In addition, the Borrower agrees to cooperate with NTI, EDC and NTFC in any selling efforts they may individually undertake, provided that in connection with any such individual selling effort the Borrower shall be obligated to render only such cooperation as is reasonable under the circumstances considering all individual and syndication selling efforts of NTI, EDC and NTFC in which the Borrower has been requested to render assistance at or prior to that time, it being understood that such assistance shall not place an undue burden on the Borrower's ability to conduct its business.
Cooperation by Borrower. During the Forbearance Period, the Borrower shall use its commercially reasonable best efforts to cooperate with the Agent and Lenders in regard to their due diligence concerning the Borrower, its assets, businesses, liabilities and contracts, and the Borrower shall: (i) in addition to the reports and financial information required to be provided under the Credit Agreement, provide all financial information or reports that may be reasonably requested by the Forbearing Parties or their professionals, including, without limitation, those expressly set forth in Schedule B annexed hereto; (ii) grant the Agent and its professionals access to the Plants upon reasonable notice; (iii) not enter into any material contract, including, without limitation, any hedging or other forward contract, unless reasonably acceptable to the Agent; (iv) make management available to meet with the Forbearing Parties and their advisors upon reasonable notice; (v) schedule meetings with the Forbearing Parties and/or SDWG that may be reasonably requested by the Forbearing Parties or their professionals; and (vi) provide whatever other assistance is reasonably requested by the Forbearing Parties or their professionals.
Cooperation by Borrower. In connection with any of the matters described in Section 9.3.1 above, Borrower shall, at Lender’s expense, use all reasonable efforts and cooperate fully and in good faith with Lender and otherwise assist Lender in satisfying the market standards to which securitizing commercial real estate lenders customarily adhere or which may be reasonably required in the marketplace (or by the Rating Agencies in connection with a Securitization), and in connection therewith, Borrower shall execute and deliver to Lender and shall cause Guarantor to execute and deliver to Lender such further documents, instruments or agreements as Lender may reasonably require, provided that such documents, instruments or agreements do not (a) increase the obligations or liabilities of any such Person hereunder or under the other Loan Documents in excess of the obligations or liabilities intended to be provided herein or in the other Loan Documents, or (b) decrease such Person’s rights hereunder or under the other Loan Documents to less than what they were prior to the execution of such documents, instruments or agreements. In addition, Borrower agrees to fully cooperate with Lender, including providing such information and documentation regarding the Security Property, Borrower, Guarantor and any other Person as Lender or any potential assignee or participant may reasonably request and to meet with potential assignees and participants upon reasonable notice. Borrower’s cooperation obligations set forth herein shall continue until the Indebtedness has been paid in full.
Cooperation by Borrower. Upon request from Lender, from time to time, Borrower will reasonably cooperate with and assist Lender in connection with the enforcement by Lender of its rights and remedies under, and the defense of any claims with respect to, the Loan Documents and this Agreement. Borrower further agrees that, except for bona fide disputes arising after the date of this Agreement based upon the conduct of the parties to this Agreement after the date of this Agreement, they will not at any time challenge, contest or seek to set aside in whole or in part the transactions provided in this Agreement.
