Investment Banker. Except as set forth in Section 4.40 of the Company Disclosure Schedule, no broker, finder or investment banker, is entitled to any brokerage, finder's or other fee or commission in connection with the transactions contemplated by this Agreement based upon arrangements made by or on behalf of the Company. Details of the amount payable to the investment banker are set forth in such Section 4.40 of the Company Disclosure Schedule.
Investment Banker. The Borrower agrees that the Borrower shall retain B. Xxxxx as the Borrower’s exclusive investment banker in connection with any effort by the Borrower to issue Equity Interests or borrow money or to enter into any merger, sale or acquisition transaction so long as such engagement is on commercial terms substantially consistent with those in the investment banking industry required by firms of similar scope of operations in the United States.
Investment Banker. During the Forbearance Period, Loan Parties will continue to retain an investment banker satisfactory to Administrative Agent on terms and conditions satisfactory to Administrative Agent (the "Investment Banker") for the purpose of considering, investigating and commencing steps to consummate strategic alternatives, including, without limitation, a sale of the business of Loan Parties as a going concern or in one or more transactions, other asset sales, equity sales, refinancing transactions, capital investment transactions, and other potential strategic transactions and alternatives in an amount sufficient to repay or refinance the Obligations (a "Qualified Investment Banker Engagement"); it being understood that the current Investment Banker retained by the Loan Parties is satisfactory to Administrative Agent and that the terms and conditions pursuant to which the current Investment Banker has been retained are satisfactory to Administrative Agent; it being further understood that if the current Investment Banker terminates or suspends his engagement or is terminated or suspended for cause, Loan Parties shall have ten (10) Business Days to replace such Investment Banker. Loan Parties will cooperate with all reasonable requests of Investment Banker concerning the process for which it was hired. Loan Parties hereby authorize the Investment Banker to meet with Administrative Agent, Lenders and their respective advisors (in person and telephonically) and provide to Administrative Agent such non-privileged information and reports, as Administrative Agent may request from time to time. Loan Parties will cause Investment Banker to be available to Administrative Agent upon request. Loan Parties will provide Administrative Agent with a copy of any engagement letter or any amendment or modification thereto with Investment Banker before entering into such agreement. Without limiting the generality of the foregoing, during the Forbearance Period, Loan Parties shall (i) within two (2) Business Days of the Investment Banker's or any Loan Party's receipt, provide to Administrative Agent copies, redacted as may be necessary to comply with confidentiality restrictions contained therein, of all indications of interest or similar correspondence (collectively, "Offers") from prospective purchasers or investors for the acquisition of all or substantially all of the assets, businesses, or equity of Loan Parties or the refinancing of the Obligations and (ii) cause the Investme...
Investment Banker. The Credit Parties hereby acknowledge and agree to continue to employ and maintain in place, at all times prior to the indefeasible repayment of the Obligations in full in cash and at its sole expense, Hxxxxxxx Lxxxx or another nationally-recognized investment banker acceptable to the Agent and Lenders in their sole discretion on terms satisfactory to the Agent and Lenders in their sole discretion (“Investment Banker”). The Credit Parties agree that the Investment Banker shall assist the Credit Parties with respect to one or more sales of the Credit Parties’ assets, stock or other ownership interests and business operations or a refinancing which simultaneously results in the indefeasible repayment of the Obligations in full in cash on or before the Maturity Date, on terms and conditions satisfactory to Agent and Lenders in their sole discretion (collectively, the “Repayment Event”). The Credit Parties hereby consent to the Agent contacting the Investment Banker directly with respect to the status of the prospects and the Credit Parties’ marketing and sales efforts with respect to a Repayment Event, and hereby agrees that such communications shall not be restricted or denied in any way provided that the Agent shall not have the right to direct the actions of the Investment Banker or to otherwise exercise any control over the Investment Banker. In connection with the foregoing, the Investment Banker and/or Borrower shall copy Agent and Lenders on all drafts of Investment Banker’s work product simultaneously with Investment Banker’s delivery thereof to Borrower or Borrower’s receipt thereof, as applicable, and Investment Banker and/or Borrower shall deliver to the Agent and Lenders copies of all final work product prepared by the Investment Banker simultaneously with Investment Banker’s delivery thereof to Borrower or Borrower’s receipt thereof, as applicable, and Investment Banker shall provide Agent and Lenders with any other work product of the Investment Banker that the Agent and Lenders may reasonably request.”
Investment Banker. The Parent shall have engaged an investment banker reasonably acceptable to the Administrative Agent in connection with the proposed issuance of debt or equity securities (the "Securities") in order to, among other things, repay the B-Loans.
Investment Banker. Except for McColl Partners, LLC, no broker, finder or investment banker, is entixxxx xo any brokerage, finder's or other fee or commission in connection with the transactions contemplated by this Agreement based upon arrangements made by or on behalf of the Buyer.
Investment Banker. In addition to the retention of the Chief Restructuring Officer, Obligors have requested Lender’s consent to engage Huron to serve as the Debtors’ investment banking firm (the “Investment Banker”). Lender hereby consents to the retention of Huron as Debtors’ Investment Banker, provided that such retention shall be under an engagement letter pursuant to terms and conditions acceptable to the Lender. Obligors must at all times continue to employ the Investment Banker, or such other investment banking firm acceptable to the Lender, under an engagement letter pursuant to terms and conditions acceptable to the Lender. Among other duties, the Investment Banker shall be responsible for evaluating all strategic options available to the Obligors and making a recommendation to the Obligors based on the results of the evaluation. The Investment Banker is authorized and directed to communicate directly with Lender on a weekly basis, or such other period as requested by Lender, regarding each Debtor as Lender may request. Obligors must at all times cause the Investment Banker to cooperate with Lender by responding to Lender’s requests for information and providing Lender with the Investment Banker’s analysis regarding any of the matters related to their engagement.
Investment Banker. No later than ten (10) Business Days following the date hereof, Borrowers shall retain, and thereafter continue to use at all times during the Forbearance Period, an investment banker acceptable to the Agent (the "Banker") (it being acknowledged and agreed that each of Xxxxxxxx Xxxxx and Xxxxxxxx is an acceptable investment bank), pursuant to the terms of an engagement letter in form and substance satisfactory to the Agent. The Banker’s responsibilities shall be consistent with the engagement letter, and the Banker shall report directly to the Special Committee. Agent and Lenders are authorized to communicate directly with the Banker (including, without limitation, without any Loan Party or any member of the Special Committee being present) regarding all matters directly relating to the services to be rendered by the Banker to Loan Parties, including, without limitation, to discuss all financial reports, business information, findings, recommendations and opinions of the Banker. The Banker shall be authorized and requested by Loan Parties to provide Agent and Lenders with copies of all final reports to the Loan Parties prepared by the Banker.
Investment Banker. On or before January 15, 2017, the Company shall have retained an investment banker (the “Investment Banker”) to assess the Company’s capital structure and assist the Company in raising additional debt and/or equity investment, and the Company shall have delivered to the Administrative Agent an executed copy of an engagement letter with such investment banker (or other evidence of engagement) in form and substance reasonably satisfactory to the Administrative Agent. The Company shall continue to retain the Investment Banker through April 1, 2017, pursuant to terms that are reasonably acceptable to the Administrative Agent and, for the avoidance of doubt, the failure to do so shall constitute an Event of Default. In the event that the Company terminates or otherwise modifies the terms of the Investment Banker’s engagement, the Company shall provide the Administrative Agent with written notice within two (2) Business Days of such termination or modification. On February 15, 2017 and March 15, 2017, the Company shall provide (and shall use its commercially reasonable efforts to cause the Investment Banker to also provide) an update (in form and substance satisfactory to the Administrative Agent) to the Administrative Agent regarding the Investment Banker’s and the Company’s efforts to raise additional debt and/or equity investment for the Company.
Investment Banker. (a) By not later May 8, 2009, unless such date is expressly extended by the Lender in writing in its sole and absolute discretion, the Debtors hereby agree to engage an investment banker (the “Investment Banker”), whose experience, reputation and otherwise is reasonably acceptable to the Lender, to value the Debtors’ business. The Debtors hereby agree that, prior to engaging such Investment Banker, they shall provide the Lender with the proposed engagement letter. The Debtors agree that they will not enter into such an engagement unless the Investment Banker and the terms of the engagement of the Investment Banker (including, without limitation, any and all commissions, fees, and other amounts payable, exclusivity and tail) shall be acceptable to the Lender in the exercise of its reasonable discretion.
