Retention of Consultants. In connection with any matters to be determined or resolved by an independent engineer, an independent environmental consultant or other third party expert, Administrative Agent is hereby authorized to retain any such third party consultant reasonably acceptable to Lessee, at Lessee’s reasonable cost and expense, in accordance with the terms of the Operative Document calling for or requiring the appointment of such third party consultant.
Retention of Consultants. If a Default or an Event of Default has occurred and is continuing, the Requisite Holders may request that the Company, at the sole cost and expense of the Company, retain a business, financial, pension or environmental consultant to review and analyze the reports required to be made by the Company pursuant to this SECTION 5.16 or to inspect the books of account, records, reports and other papers and the properties, operations and administration of the Company or any Restricted Subsidiary, and to submit written reports of such review, analysis or inspection to the holders of the Notes, and the Company agrees within fifteen (15) Business Days of such request to appoint a consultant which in the reasonable judgment of a Responsible Officer of the Company is qualified to complete such review and analysis and which consultant shall be reasonably acceptable to the Requisite Holders. The Company agrees that the Requisite Holders may, at the sole cost and expense of the Company, retain at any time a business, financial, pension or environmental consultant to review and analyze the reports required to be made by the Company pursuant to this SECTION 5.16 or to inspect the books of account, records, reports and other papers and the properties, operations and administration of the Company and any Restricted Subsidiary and to submit written reports of such review, analysis or inspection to the holders of the Notes. The Company agrees to give prompt written notice of any such request by the Requisite Holders to each of the other holders of the Notes and to furnish a copy of each such written report to each of the holders of the Notes.
Retention of Consultants. The arbitrator may seek the approval of the parties to the dispute to retain a consultant. The arbitrator shall provide to all parties to the dispute an explanation for the need for the consultant, the consultant’s identity, hourly rate, and the estimated costs of the service. All parties to the dispute must approve the retention of the consultant and, if retention of the consultant is approved, the parties to the dispute shall share equally the costs of the consultant. The consultant's cost shall not exceed ten thousand ($10,000) without the prior written consent of the parties to the dispute.
Retention of Consultants. The Parties by mutual agreement may retain consultants to assist the Arbiter in the course of Arbitration, if requested by the Arbiter. In his or her request, the Arbiter shall provide to all Parties to the dispute an explanation for the need for the consultant, the consultant’s identity, hourly rate, and the estimated costs of the service. All Parties to the dispute must approve the retention of the consultant and, if retention of the consultant is approved, how the Parties will share the cost of the consultant. The consultant’s cost shall not exceed $10,000 without the prior written consent of the Parties to the dispute.
Retention of Consultants. ADDITIONAL SERVICES --------------------------------------------- Each Party shall be permitted to retain, at its own expense, such third party consultants and professional advisors as such Party shall reasonably deem necessary in order to enable such Party to perform the services undertaken hereunder and the other duties, obligations or responsibilities imposed on such Party hereunder.
Retention of Consultants. In connection with any matters to be determined or resolved by an independent engineer, an independent environmental consultant or other third party expert, the Administrative Agent is hereby authorized to retain any such third party consultant reasonably acceptable to Lessee, at Lessee’s cost and expense (which if incurred prior to the Base Term Commencement Date and pursuant to the terms and conditions in this Participation Agreement relating to Advances, Lessee shall request an Advance the proceeds of which shall be used to pay such expenses), in accordance with the terms of the Operative Document calling for or requiring the appointment of such third party consultant.
Retention of Consultants. The Borrower no later than July 12, 2022 (or such later date as agreed by the Required Lenders in their sole discretion) shallContinue to engage and retain a third-party consultant (the “Borrower Consultant”) until the Spring-Out Date has occurred, which consultant shall be the same consultant retained by the Borrower pursuant to the ABL Credit Agreementthrough January 31, 2023, which engagement is upon terms and conditions and scope acceptable the Administrative Agent and at the sole cost and expenses of the Borrower (it being understood that the engagement of Berkeley Research Group LLC as of the Second Amendment Effective Date is acceptable to the Administrative Agent). The Loan Parties (i) covenant and agree that the Loan Parties shall fully cooperate with the Borrower Consultant, (ii) hereby authorize the Borrower Consultant Representative (or their respective agents or advisors) to communicate directly with the Borrower Consultant regarding any and all matters related to the Loan Parties, including, without limitation, all financial reports and projections developed, reviewed or verified by the Borrower Consultant and all additional information, reports and statements requested by the Borrower Consultant Representative, and (iii) hereby irrevocably authorize and direct the Borrower Consultant to provide the Administrative Agent with copies of reports and other information or materials prepared or reviewed by the Borrower Consultant as the Borrower Consultant Representative may request; provided, that none of the Loan Parties or Borrower Consultant will be required to disclose any document, information or other matter (x) in respect of which disclosure to the Borrower Consultant Representative (or its respective agent or representatives) is prohibited by law or any binding agreement entered into with third parties that are not Affiliates of the Borrower (and only so long as such confidentiality obligations were not incurred to avoid disclosure pursuant to this section) or (y) that is, upon the reasonable advice of the Borrower’s counsel, subject to attorney-client or similar privilege or constitutes attorney work product.
Retention of Consultants. ADDITIONAL SERVICES
Retention of Consultants. Agent and Lenders shall have the right to retain financial, restructuring and/or liquidation consultants at any time to advise Agent and Lenders in connection with the operation and management of the businesses of Borrowers and Guarantors and the conduct of the sales of the assets of Borrowers and Guarantors contemplated hereby and by the Side Letter Agreement. Borrowers and Guarantors hereby agree to cooperate fully with all such consultants and to share with such consultants, in addition to Agent, all budgets, records, projections, financial information, reports and other information relating to the Collateral, the financial condition or operations of the businesses of the Borrowers and Guarantors, and the progress and results of any sales of the assets of Borrowers and Guarantors. Borrowers and Guarantors agree to provide such consultants with complete access to all of their respective books and records, all of their respective premises and all of their respective officers, employees and other personnel as and when deemed necessary by such consultants.
Retention of Consultants. Borrower acknowledges that Lender shall have the right at any time to retain (either directly or through counsel) an independent accounting or consulting firm to conduct ongoing reviews of the business and operations of Borrower and that the reasonable fees and expenses of any such firm shall be reimbursed by Borrower pursuant to Section 11.7. Borrower agrees to cooperate with any such firm and agrees also that such firm will constitute representatives of Lender for purposes of Section 6.2 and, accordingly, shall be permitted during normal business hours, to examine, copy and make extracts from the books and records of Borrower, to visit any of Borrower's business locations, and to discuss Borrower's business and affairs with its officers, all subject to the confidentiality provisions of this Agreement and to the extent reasonably requested by such firm retained by Lender."
