Engagement of Chief Restructuring Officer. At their sole cost and expense, the Loan Parties (excluding Xx. Xxxx) have retained and engaged, and shall continue to retain and engage, a chief restructuring officer acceptable to the Lender pursuant to a retention agreement in form and substance acceptable to the Lender (the “CRO”). For purposes of the Forbearance Period, Xxxx Xxxx or Xxxxxxxx X. Xxxxxxx of Xxxxxxx Xxxxxxx & Associates is a CRO acceptable to the Lender, and the Loan Parties’ (excluding Xx. Xxxx) existing retention agreement with Xxxxxxx Xxxxxxx & Associates is in form and substance acceptable to the Lender. The Loan Parties shall comply with all of the terms of the CRO’s retention agreement and shall fully cooperate with the CRO in the performance of its duties and responsibilities under its retention agreement. Without limiting the generality of the foregoing sentence, the Loan Parties shall permit the CRO to (a) have unfettered access to the books and records of, and unconditionally inspect any of the property, locations, or operations of, the Loan Parties and (b) in the course thereof, make copies or abstracts of such books and records and discuss the affairs, finances, books and records, and valuation of the Loan Parties with their accountants, directors, officers, employees, and other representatives. The Loan Parties acknowledge and agree that (x) the CRO has been, and will continue to be, retained and engaged by the Loan Parties and not the Lender and has not been, and will not be, an agent of the Lender; and (y) the Lender shall not be responsible or otherwise liable for any actions or inactions taken by the Loan Parties resulting from their engagement of the CRO. The Loan Parties hereby authorize any of the Lender’s officers or other representatives to communicate directly with the CRO to discuss the Loan Parties’ affairs, finances, condition, and compliance with the terms of this Agreement and other Loan Documents and shall cause the CRO to cooperate with such Persons in all such communications and respond to all reasonable requests of such Persons for information regarding the Loan Parties.
Engagement of Chief Restructuring Officer. The Borrower shall engage at all times a chief restructuring officer reasonably acceptable to the Required Lenders (it being understood that Wxxxxxx Xxxxxx is acceptable). In the event a chief restructuring officer ceases for any reason to act in that capacity the Borrower shall engage a successor chief restructuring officer reasonably acceptable to the Required Lenders within 10 Business Days (or such greater number of Business Days as shall be acceptable to the Required Lenders) of such event. The chief restructuring officer shall continue to be engaged by the Borrower so long as any Post-Petition Obligations remain outstanding or any DIP Commitments remain in effect. The scope of the chief restructuring officer’s engagement and the authority granted to such chief restructuring officer (including in each case any successor chief restructuring officer) must be reasonably satisfactory to the Required Lenders (it being understood that the scope of engagement of and authority, in each case, of the type provided to Wxxxxxx Xxxxxx is acceptable).
Engagement of Chief Restructuring Officer. Section 5(c) of the Second Forbearance Agreement is hereby incorporated herein by reference mutatis mutandis. 6.24
Engagement of Chief Restructuring Officer. The Loan Parties shall continue to engage and maintain the services of Xxxxxx Xxxxxxx, as chief restructuring officer of the Loan Parties (the “Chief Restructuring Officer”) on terms consistent with that certain Agreement for Services, dated November 26, 2018, by and between Xxxxxx Xxxxxxxx & Associates, Ltd., Parent, Borrower and Holdings (as amended by that certain Amendment Number 1 to Agreement for Services, dated November 28, 2018, as further amended by that certain Amendment Number 2 to Agreement for Services, dated April 10, 2019). The Chief Restructuring Officer shall continue to have the full and exclusive power and authority to (i) restructure the operations of Loan Parties and (ii) effect a transaction (the “Transaction”) providing for (A) the complete and indefeasible payment in full in cash and satisfaction of the Obligations or (B) the indefeasible payment in cash of a discounted amount of the Obligations with the express FOURTH LIMITED CONDITIONAL FORBEARANCE AGREEMENT --Page 8 502355849 v3 1205867.00001
