Business Consultant. A new Section 7.19 is hereby added to the Credit Agreement and shall read as follows:
Business Consultant. AB shall have retained a business consultant, acceptable to Banks, in Banks' sole and absolute discretion, who will provide business advice and guidance to AB and will be a required second signatory on all checks on all of AB's accounts, other than payroll checks to employees who are not an officer or a director. Banks acknowledge that Xxxxxxx Xxxxx and Xxxxxx Xxxxxxxxx is each an acceptable business consultant.
Business Consultant. The Credit Parties shall employ and maintain in place, at all times and at its sole expense, Xxxxxxxxx Consulting or another business consultant satisfactory to the Agent and Lenders in their sole discretion (“Business Consultant”). The Credit Parties agree that the Business Consultant shall provide advice and assistance to Credit Parties’ management with respect to all aspects of the business and operations of the Credit Parties, including, without limitation, assisting with developing strategic initiatives, identifying operational inefficiencies, developing and assisting to implement strategies to eliminate such operational inefficiencies, reviewing the Credit Parties’ 2006 Operating Budget on or before November 15, 2005 and providing suggested changes, if any, and on a weekly basis reviewing the Rolling Thirteen Week Cash Flow Report (defined below) and assisting the Credit Parties with respect to marketing and selling the Credit Parties’ assets and consummating a Repayment Event. The Business Consultant shall have complete and full access at all times to management of the Credit Parties and to the books and records of the Credit Parties in order to provide information and advice to the Credit Parties regarding all aspects of the business, financial condition, operations, and prospects of the Credit Parties and with respect to marketing and selling the Credit Parties’ assets and consummating a Repayment Event. The Credit Parties hereby consent to the Agent contacting the Business Consultant directly with respect to the status of the Credit Parties’ business operations, the Credit Parties’ prospects and financial condition and the Credit Parties’ marketing and sales efforts (with respect to the sale of the Credit Parties’ assets and the consummation of a Repayment Event), and hereby agrees that such communications shall not be restricted or denied in any way provided that the Agent and Lenders shall not have the right to direct the actions of the Business Consultant or to otherwise exercise any control over the Business Consultant. The Credit Parties further agree that the Business Consultant and/or Borrower shall deliver to the Agent copies of any written reports, work product, information, document or item received by any Credit Party from the Business Consultant, simultaneously with the delivery or receipt of the same, and any other written reports and work product of the Business Consultant that the Agent and Lenders may reasonably request in their P...
Business Consultant. THE BORROWER HAS PREVIOUSLY RETAINED NORELLI AND COMPANY ("N&C") AS A XXXXXXSS AND FINANCIAL CONSULTANT FOR THE BORROWER. IMMEDIATELY UPON OBTAINING APPROVAL FROM ITS BOARD OF DIRECTORS, THE BORROWER WILL MAKE AVAILABLE TO THE LENDERS FROM TIME TO TIME APPROPRIATE REPRESENTATIVES OF N&C TO REVIEW AND DISCUSS WITH THE LENDERS THE RECOMMENDATIONS THAT HAVE BEEN MADE BY N&C TO THE BORROWER (INCLUDING MAKING AVAILABLE TO THE LENDERS COPIES OF ALL WRITTEN MATERIALS PROVIDED BY N&C TO THE BORROWER). THE LENDERS MAY ELECT TO ENGAGE, AT THE EXPENSE OF THE BORROWER, A THIRD PARTY EXPERT TO REVIEW ON BEHALF OF THE LENDERS THE INFORMATION PREPARED BY N&C. THE BORROWER COVENANTS AND AGREES THAT, IF REQUESTED BY THE REQUIRED LENDERS, THE BORROWER WILL IMMEDIATELY HIRE AN ADDITIONAL BUSINESS CONSULTANT SATISFACTORY TO THE AGENT IN THE AGENT'S REASONABLE DISCRETION (THE "NEW CONSULTANT"). THE EXACT SCOPE OF THE NEW CONSULTANT'S SERVICES SHALL BE AGREED UPON BY THE BORROWER AND THE NEW CONSULTANT, BUT MUST BE SATISFACTORY TO THE AGENT IN THE AGENT'S REASONABLE DISCRETION. IF REQUIRED TO BE RETAINED PURSUANT TO THE TERMS HEREOF THE BORROWER SHALL CAUSE THE NEW CONSULTANT (I) TO MEET PERIODICALLY WITH THE AGENT AT ITS REASONABLE REQUEST TO REPORT UPON THE NEW CONSULTANT'S FINDINGS AND RECOMMENDATIONS AND (II) TO MEET WITH THE LENDERS TO REPORT ON THE NEW CONSULTANT'S FINDINGS AND RECOMMENDATIONS. THE BORROWER SHALL PAY ALL COSTS ASSOCIATED WITH ITS RETENTION OF THE NEW CONSULTANT. THE BORROWER SHALL NOT TERMINATE THE NEW CONSULTANT'S SERVICES, OR DENY THE NEW CONSULTANT ACCESS TO INFORMATION NECESSARY TO PERFORM ITS SERVICES WITHIN THE SCOPE OF ITS ENGAGEMENT, PRIOR TO THE EXPIRATION OF SUCH ENGAGEMENT. ALL REPORTS AND INFORMATION PROVIDED BY N&A AND/OR THE NEW CONSULTANT TO THE AGENT OR THE LENDERS SHALL BE SUBJECT TO THE CONFIDENTIALITY PROVISIONS OF SECTION 11.15 HEREOF.
Business Consultant. At anytime AB shall not be in compliance with the requirements of Section 7.25 hereof.
Business Consultant. Borrowers shall (i) work reasonably ------------------- and cooperatively with Agent's representatives, including, without limitation, any business or financial consultant retained by Agent, and (ii) provide Agent's representatives, including, without limitation, any business or financial consultant retained by Agent, with complete and direct access to Borrower's investment banker, business consultant, financial advisors, accountants and employees and all information regarding Borrowers and their Subsidiaries.
Business Consultant. Beginning on the Fourth Amendment Effective Date through the date the audited financial statements are delivered for the fiscal year ending December 31, 2023, the Credit Parties shall pay the reasonable and documented costs and expenses of the Administrative Agent to hire a business consultant.
Business Consultant. (a) Borrower covenants and agrees that, on or prior to August 21,2001, Borrower shall enter into an agreement to retain a consultant selected by Borrower from a list of consultants acceptable to Borrower and Lender. Borrower shall fully cooperate with the consultant so retained and shall authorize the consultant to provide such information and reports from time to time with respect to Borrower and its financial condition, business, assets, liabilities and prospects, as Lender shall from time to time request. All fees and expenses of the consultant or shall be solely the responsibility of Borrower and in no event shall Lender have any liability or responsibility for the payment of any such fees or expenses, nor shall Lender have any obligation or liability to Borrower or any other person by reason of any acts or omissions of the consultant.
Business Consultant. The Borrower acknowledges that it has retained McShxxx Xxxup, Inc., a professional turnaround consultant (the "Consultant"). The Borrower acknowledges that the Consultant shall assist the Borrower in making permanent improvements in all aspects of the daily operations and management of the Borrower. The Borrower acknowledges that the Consultant shall assess the Borrower's current financial operations and organization, and shall render advice to the Borrower regarding cost reduction measures, streamlining of the organization and improving profitability. The Borrower authorizes the Consultant to communicate directly with the Lender at any and all times to discuss or review any aspect of the Borrower's business and any matter regarding the engagement between the Borrower and the Consultant, and to transmit any information relating to the Borrower's business to the Lender, all without any further authorization from or notice to the Borrower. The Borrower shall not terminate its contract with the Consultant unless the Lender shall so consent in writing, which consent shall not be unreasonably withheld or delayed. The Borrower shall continue employing the services of the Consultant until the Lender is satisfied, in its absolute and sole discretion, that the Consultant has fulfilled the functions and purposes for which it was retained.
Business Consultant. (intentionally deleted)
