Syndication Efforts. (a) Intermediate Holdings acknowledges that the Purchasers may transfer (such transfers, collectively, the "SYNDICATION") all or part of the Asset Bridge Notes issued to the Purchasers on the Issuance Date to one or more other Holders. Holdings and Intermediate Holdings shall, and shall cause the Guarantors to, actively assist Rail America Funding, Inc. in completing the syndication in a manner satisfactory to it. Without limiting the foregoing, upon the request of Rail America Funding, Inc., Holdings and Intermediate Holdings shall, and shall cause the Guarantors to (i) use commercially reasonable efforts to ensure that the syndication efforts benefit materially from the Purchasers existing lending and other financing relationships, (ii) provide direct contact between senior management and advisors of Holdings, Intermediate Holdings and the Guarantors and the proposed Holders, (iii) assist in the preparation of a confidential information memorandum and other marketing materials to be used in connection with the syndication and (iv) host, with Rail America Funding, Inc. or on one or more of their respective Affiliates, of one or more meetings of prospective Holders.
Syndication Efforts. The Borrower and its Subsidiaries will use their best efforts to cooperate with the Arranger who has syndicated the credit facilities pursuant to this Agreement, including, but not limited to, participation of the Borrower’s management in meetings and telephonic conferences with participants as the Arranger shall reasonably request. In addition, the Borrower and its Subsidiaries will use their best efforts to cooperate with the Arranger in future syndication efforts with respect to the possible extension of the Total Revolving Credit Commitment as described in Section 2.8.
Syndication Efforts. The Arranger shall use its best efforts to form a syndicate of Eligible Assignees to become Lenders pursuant to a joinder agreement in form and substance satisfactory to the Administrative Agent to achieve the full amount of the Revolver Commitment Increase. The Borrower agrees to actively assist the Arranger in achieving a syndication of the Revolver Commitment Increase. Such assistance shall include (a) the Borrower providing and causing its advisors to provide the Administrative Agent and the Arranger and any prospective Lenders upon request with all Information reasonably deemed necessary by the Administrative Agent and the Arranger to complete syndication; (b) the Borrower’s assistance in the preparation of an information memorandum to be used in connection with the syndication of the Revolver Commitment Increase; (c) the Borrower using its best efforts to ensure that the syndication efforts of the Arranger benefit materially from existing banking relationships of the Borrower; and (d) the Borrower otherwise assisting the Administrative Agent and the Arranger in their syndication efforts, including by making senior management and advisors of the Borrower available from time to time to attend and make presentations regarding the business and prospects of the Borrower and its Subsidiaries, as appropriate, at one or more meetings of prospective Lenders. It is understood and agreed that the Arranger will manage and control all aspects of the syndication in consultation with the Borrower, including decisions as to the selection of prospective Lenders and any titles offered to proposed Lenders, when Commitments will be accepted. It is understood that no Lender participating in the Revolver Commitment Increase will receive compensation from the Borrower in order to obtain its Commitment, except on the terms contained herein and in the Fee Letter. The Borrower hereby further agrees that prior to and during the syndication of the Revolver Commitment Increase, there shall be no competing offering, placement or arrangement of any Indebtedness by or on behalf of the Borrower or any Subsidiary.
Syndication Efforts. Each Borrower will make itself reasonably available to assist Agent in syndicating the Commitments and the Loans. Without limiting the generality of the foregoing, each Borrower will, at the request of Agent, assist Agent and otherwise cooperate with Agent in the preparation of an information memorandum (which assistance may include reviewing and commenting on drafts of such information memorandum and drafting portions thereof) to facilitate the preparation and printing of such information memorandum and shall make its chief financial officer and the appropriate personnel having knowledge of either Project and the financing thereof available to attend a bank group meeting among prospective banks.
Syndication Efforts. 96 8.18 Obligations under the Consents to Assignment ...........................96 8.19
Syndication Efforts. Without in any way limiting the generality of Section 7.12 hereof, at the request of the Agent at any time and from time to time, and at Borrower 's expense, cooperate with the Agent in the Agent's efforts, if any, to syndicate the credit facilities provided under this Agreement. Such cooperation might include making management of Borrower available (upon reasonable notice and during normal business hours) to participate in bank meetings, answer questions, provide reasonable additional financial and other information, and to otherwise be actively involved in the Agent's syndication efforts.
Syndication Efforts. (a) Subject to Sections 6.7(c) and 9.1, the Obligors acknowledge that the Lender may assign or grant participations in all or any part of the Notes and the Lender and permitted assignees of the Notes may assign or grant participations in all or any part of the Notes to one or more other Persons (such assignment or participations, collectively, the "syndication"). Subject to Section 6.7(c), UPC and the Company shall actively assist the Lender and permitted assignees and participants of the Notes in completing a limited syndication in a manner satisfactory to the Lender and such assignees and participants. Subject to Section 6.7(c), without limiting the foregoing, upon the request of any of the Lender or such permitted assignees and participants, UPC and the Company shall (i) use commercially reasonable efforts to ensure that the syndication efforts benefit materially from the existing lending and other financing relationships of UPC and its Subsidiaries, (ii) use commercially reasonable efforts to make certain members of the management of UPC and its Subsidiaries, as well as their respective consultants, advisors, independent accountants and legal counsel, are available during regular business hours to answer questions regarding this Agreement, the Loan and the transactions contemplated hereby, (iii) assist in the preparation of a confidential information memorandum and other marketing materials to be used in connection with the syndication, (iv) host, with the Lender and Affiliates of the Lender, one or more meetings of prospective lenders and (v) amend this Agreement as necessary to include customary provisions to accommodate an agented, multi-lender facility.
Syndication Efforts. (a) The Company hereby agrees to cooperate with the Administrative Agent, Qualcomm and Ericsson in connection with two completed syndication efforts, aimed at achieving assignments of the Commitments and Notes (each, a "Syndication"), at such times as the Administrative Agent (upon the request of; consultation with, and the consent of, Qualcomm and Ericsson) may elect. In connection therewith, the Company shall provide the Administrative Agent and its legal counsel and consultants with such information and access to their respective officers, directors, employees, accountants, and legal counsel as may be reasonably requested for the purpose of performing due diligence and preparing an information memorandum or like presentation package (the "Memorandum") for distribution to financial institutions and other Persons who may be interested in participating in the Commitments and Notes (together with the Purchaser, the "Syndicate"). The information requested may include, but may not be limited to, Qualcomm/Ericsson Note Purchase Agreement 35 41 general industry information and information concerning the Company generally, along with historic and projected financial information of each.
Syndication Efforts. 78 9.26 Further Assurances..................................................... 78
Syndication Efforts. At the request of either Co-Agent at any time and from time to time, Borrower shall, at its reasonable expense, cooperate with such Co-Agent in such Co- Agent's efforts, if any, to syndicate the credit facilities provided under this Agreement. Such cooperation may include making management of Borrower available, upon reasonable notice and during normal business hours, to participate in bank meetings, answer questions, provide reasonable additional financial and other information, and to be otherwise actively involved in such Co-Agent's syndication efforts.
