Negative Commitments of the Company Sample Clauses

Negative Commitments of the Company. So long as this Agreement has not been terminated as provided herein, unless otherwise consented to in writing by counsel to the Consenting Noteholders, the Company shall not: (i) seek to assume or reject any executory contract (including any employment agreement or employee benefit plan) or unexpired lease other than in accordance with the Plan; (ii) modify in any material respect the compensation of the Company’s directors or officers; (iii) withdraw or revoke the Plan or publicly announce its intention not to pursue the Plan; (iv) incur any capital expenditures outside the ordinary course of business and in amounts consistent with historical business practices and/or existing contractual obligations of the Company (unless previously discussed with, or provided for, in a budget given to, and approved by, the Requisite Consenting Noteholders); (v) enter into any commitment or agreement with respect to debtor-in-possession financing, cash collateral and/or exit financing other than the DIP Facility, the Exit Facility and any cash collateral stipulation or agreement entered into by the Debtors that is acceptable to the Requisite Consenting Noteholders;2 (vi) seek to materially amend any budget or agreement related to the DIP Facility (including any DIP Note Purchase Agreement or similar agreement) without the prior written consent of the Requisite Consenting Noteholders or otherwise in accordance with the DIP Note Purchase Agreement; (vii) enter into any executive employment agreements or hire any executive or employee for whom total annual compensation is greater than $150,000 or enter into any collective bargaining agreements or materially modify any existing employment agreements or benefit plans; (viii) institute or increase (including any increase in coverage) any existing profit-sharing, bonus, incentive, deferred compensation, pension, severance, insurance, retirement, medical, hospital, disability, or other employee benefit plan with respect to any director, officer, employee, or former employee of the Company (other than those, if any, previously disclosed to the Consenting Noteholders); (ix) settle, pay, or resolve (whether through “first day” relief or otherwise) any prepetition claim against the Debtors (other than the prepetition secured credit facility refinanced as part of the DIP Facility), it being understood that the Requisite Consenting Noteholders will have signed off on all “first day” operational motions and the DAK critical vendor mot...

Negative Commitments of the Company. (i) During the Support Period, subject to the terms and conditions hereof, the Company shall not, without the prior written consent of the Requisite Consenting Creditors and the Consenting Sponsor directly or indirectly: (A) object to, delay, impede, or take any other action to interfere with acceptance, implementation, or consummation of the Transaction; (B) take any action that is inconsistent in any material respect with, or is intended to frustrate or impede approval, implementation, and consummation of the Transaction described in, this Agreement; (C) consummate the Transaction unless each of the conditions to the consummation of the Transaction set forth in this Agreement and/or the Definitive Documents have been satisfied (or waived by the applicable Persons in accordance with Section 15); and (D) solicit, initiate, encourage, or propose any Alternative Transaction. provided, however, nothing herein shall limit the rights and remedies of the Company under this Agreement.

Negative Commitments of the Company. Subject to the terms and conditions hereof, for the duration of the Restructuring Support Period, the Company (except with the prior written consent of the Requisite Consenting Ad Hoc Noteholder Group) shall not, directly or indirectly: (a) object to, delay, impede, or take any other action to interfere with the acceptance, implementation or consummation of the Restructuring Transactions; (b) take any action that is inconsistent with, or is intended to frustrate, materially prejudice or impede approval, implementation and consummation of, the Restructuring Transactions described in this Agreement or the Plan, provided, however that if necessary to protect the net operating losses as determined for U.S. federal income tax purposes, the Company may take action seeking a court order to restrict trading of the Senior Notes; so long as such restriction applies equally to the holders of the Senior Notes and to other holders of claims and interests against the Company that would be converted to common equity in the Reorganized Company pursuant to the Plan (c) except to the extent permitted herein, seek, solicit, support, encourage, propose, assist, consent to, vote for, enter into, or participate in any discussions, agreements, understandings, or other arrangements with any Person regarding any Alternative Proposal; (d) other than as required by this Agreement, the Plan or the Plan Supplement, amend or propose to amend its current governance documents; (e) amend or modify the Plan, in whole or in part, in a manner that is not consistent with this Agreement in all respects; (f) file any motion, pleading, or Definitive Document with the Bankruptcy Court or any other court (including any modifications or amendments thereof) that, in whole or in part, is inconsistent with this Agreement, the Plan, or any Definitive Documents, except to the extent such filing is expressly permitted by Section 6 herein; (g) incur any material indebtedness outside the ordinary course of business, including seeking bankruptcy court approval to incur indebtedness without the express written consent of the Requisite Consenting Ad Hoc Noteholder Group.