Common use of Relationship Among Parties Clause in Contracts

Relationship Among Parties. None of the Supporting Creditors shall have any fiduciary duty, any duty of trust or confidence in any form, or other duties or responsibilities to each other, any Supporting Creditor, any Company Party, or any of the Company Party’s respective creditors or other stakeholders, and there are no commitments among or between the Supporting Creditors, in each case except as expressly set forth in this Agreement. It is understood and agreed that any Supporting Creditor may trade in any debt or equity securities of any Company Parties without the consent of the Company or any Supporting Creditor, subject to Section 4.03 of this Agreement and applicable securities laws. No prior history, pattern or practice of sharing confidence among or between any of the Supporting Creditors, and/or the Company Parties shall in any way affect or negate this understanding and agreement. The Parties have no agreement, arrangement or understanding with respect to acting together for the purpose of acquiring, holding, voting or disposing of any securities of any of the Company Parties and do not constitute a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934 or Rule 13d-5 promulgated thereunder. For the avoidance of doubt: (1) each Supporting Creditor is entering into this Agreement directly with the Company and not with any other Supporting Creditor, (2) no other Supporting Creditor shall have any right to bring any action against any other Supporting Creditor with respect this Agreement (or any breach thereof) and (3) no Supporting Creditor shall, nor shall any action taken by a Supporting Creditor pursuant to this Agreement, be deemed to be acting in concert or as any group with any other Supporting Creditor with respect to the obligations under this Agreement nor shall this Agreement create a presumption that the Supporting Creditors are in any way acting as a group. All rights under this Agreement are separately granted to each Supporting Creditor by the Company and vice versa, and the use of a single document is for the convenience of the Company. The decision to commit to enter into the transactions contemplated by this Agreement has been made independently. Nothing in this Agreement shall in any way prohibit or limit the right and ability of any Supporting Creditor to (a) be granted a lien or other interest in the Company’s rights under this Agreement, (b) be assigned such rights by the Company for purposes or enforcement against any Supporting Creditor, or (c) seek standing to bring an action derivatively or on behalf of the Debtors in the Chapter 11 Cases, under the Plan or otherwise.

Appears in 2 contracts

Samples: Dip Credit Agreement (Legacy Reserves Inc.), Dip Credit Agreement (Legacy Reserves Inc.)

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Relationship Among Parties. None Notwithstanding anything herein to the contrary, the duties and obligations of the Supporting Creditors Administrative Agent, the Consenting Noteholders and the Consenting Lenders under this Agreement shall be several, not joint, with respect to the Administrative Agent and each Consenting Noteholder and each Consenting Lender. No Party shall have any fiduciary dutyresponsibility by virtue of this Agreement for any trading by any other entity, any duty of trust or confidence in any formand it is hereby expressly acknowledged by the Consenting Noteholders, or other duties or responsibilities to each the Administrative Agent and the Consenting Lenders, on the one hand, and the Debtors, on the other, that they are in privity with each other and that no Consenting Noteholder is in privity with any Supporting Creditorother Consenting Noteholder, the Administrative Agent or any Company PartyConsenting Lender, and no Consenting Lender is in privity with any other Consenting Lender or any Consenting Noteholder, in connection with this Agreement or any of the Company Party’s respective creditors or other stakeholders, transactions contemplated hereby. The Consenting Noteholders represent and there are no commitments among or between the Supporting Creditors, in each case except warrant that as expressly set forth in this Agreement. It is understood and agreed that any Supporting Creditor may trade in any debt or equity securities of any Company Parties without the consent of the Company or any Supporting Creditor, subject to Section 4.03 of date hereof and for so long as this Agreement and applicable securities laws. No prior historyremains in effect, pattern or practice of sharing confidence among or between any of the Supporting Creditors, and/or the Company Parties shall in any way affect or negate this understanding and agreement. The Parties Consenting Noteholders have no agreement, arrangement arrangement, or understanding with respect to acting together for the purpose of acquiring, holding, voting voting, or disposing of any equity securities of any the Debtors. The Consenting Lenders and the Administrative Agent represent and warrant that as of the Company date hereof and for so long as this Agreement remains in effect, the Consenting Lenders and the Administrative Agent have no agreement, arrangement, or understanding with respect to acting together for the purpose of acquiring, holding, voting, or disposing of any equity securities of the Debtors. No prior history, pattern, or practice of sharing confidences among or between the Parties shall in any way affect or negate this Agreement, and do each Consenting Noteholder and each Consenting Lender shall be entitled to independently protect and enforce its rights, including the rights arising out of this Agreement, and it shall not be necessary for any other Consenting Noteholder or any Consenting Lender to be joined as an additional party in any proceeding for such purpose. Nothing contained in this Agreement, and no action taken by any Consenting Noteholder pursuant hereto is intended to constitute the Consenting Noteholders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that any Consenting Noteholder is in any way acting in concert or as a member of a “group” with any other Consenting Noteholder or Consenting Noteholders within the meaning of Section 13(d)(3) of Rule 13d-5 under the Securities Exchange Act of 1934 or Rule 13d-5 promulgated thereunder1934, as amended. For the avoidance of doubt: (1) each Supporting Creditor is entering into Nothing contained in this Agreement directly with the Company Agreement, and not with any other Supporting Creditor, (2) no other Supporting Creditor shall have any right to bring any action against any other Supporting Creditor with respect this Agreement (or any breach thereof) and (3) no Supporting Creditor shall, nor shall any action taken by any Consenting Lender pursuant hereto is intended to constitute the Consenting Lender as a Supporting Creditor pursuant to this Agreementpartnership, be deemed to be an association, a joint venture or any other kind of entity, or create a presumption that any Consenting Lender is in any way acting in concert or as any group a member of a “group” with any other Supporting Creditor with respect to Consenting Lender or Consenting Lender within the obligations under this Agreement nor shall this Agreement create a presumption that the Supporting Creditors are in any way acting as a group. All rights under this Agreement are separately granted to each Supporting Creditor by the Company and vice versa, and the use meaning of a single document is for the convenience of the Company. The decision to commit to enter into the transactions contemplated by this Agreement has been made independently. Nothing in this Agreement shall in any way prohibit or limit the right and ability of any Supporting Creditor to (a) be granted a lien or other interest in the Company’s rights under this Agreement, (b) be assigned such rights by the Company for purposes or enforcement against any Supporting Creditor, or (c) seek standing to bring an action derivatively or on behalf of the Debtors in the Chapter 11 Cases, Rule 13d-5 under the Plan or otherwiseSecurities Exchange Act of 1934, as amended.

Appears in 2 contracts

Samples: Restructuring Support Agreement (Rex Energy Corp), Restructuring Support Agreement

Relationship Among Parties. None Notwithstanding anything herein to the contrary, the duties and obligations of the Supporting Creditors Consenting Noteholders under this Agreement shall have any fiduciary dutybe several, any duty of trust or confidence in any formnot joint, or other duties or responsibilities with respect to each other, any Supporting Creditor, any Company Party, or any the Company. The Consenting Noteholders represent and warrant that as of the Company Party’s respective creditors or other stakeholders, date hereof and there are no commitments among or between the Supporting Creditors, in each case except for so long as expressly set forth in this Agreement. It is understood and agreed that any Supporting Creditor may trade in any debt or equity securities of any Company Parties without the consent of the Company or any Supporting Creditor, subject to Section 4.03 of this Agreement and applicable securities laws. No prior historyremains in effect, pattern or practice of sharing confidence among or between any of the Supporting Creditors, and/or the Company Parties shall in any way affect or negate this understanding and agreement. The Parties Consenting Noteholders have no agreement, arrangement arrangement, or understanding with respect to acting together for the purpose of acquiring, holding, voting or disposing of any equity securities of the Company. Nothing contained in this Agreement, and no action taken by any Consenting Noteholder pursuant hereto (including, but not limited to, the formation and participation in the Ad-Hoc Committee) is intended to constitute the Consenting Noteholders as a partnership, an association, a joint venture or any other kind of the Company Parties and do not constitute entity, or create a presumption that any Consenting Noteholder is in any way acting in concert or as a member of a “group” with any other Consenting Noteholder or Consenting Noteholders within the meaning of Section 13(d)(3) of Rule 13d-5 under the U.S. Securities Exchange Act of 1934 and/or Argentine Law 26,831, in each case, as amended and/or complemented. No fiduciary, advisory or Rule 13d-5 promulgated thereunder. For agency relationship among the avoidance of doubt: (1) each Supporting Creditor Consenting Noteholders, between the Consenting Noteholders and the Ad-Hoc Committee, or between the Company, the Consenting Noteholders or the Ad-Hoc Committee is entering into intended to be or has been created by this Agreement directly with and each Party hereto each waives, to the Company and not with fullest extent permitted by law, any claims that such Party may have against the other Supporting Creditor, (2) no other Supporting Creditor shall have any right to bring any action against any other Supporting Creditor with respect this Agreement (Parties for breach of fiduciary duty or any alleged breach thereof) and (3) no Supporting Creditor shall, nor shall any action taken by a Supporting Creditor pursuant to of fiduciary duty arising solely from this Agreement, be deemed to be acting in concert and agree that each Party hereto will have no liability (whether direct or as any group with any other Supporting Creditor with respect to the obligations under this Agreement nor shall this Agreement create a presumption that the Supporting Creditors are in any way acting as a group. All rights under this Agreement are separately granted indirect) to each Supporting Creditor by the Company and vice versa, and the use other in respect of such fiduciary duty claim or to any person asserting such a single document is for the convenience of the Company. The decision to commit to enter into the transactions contemplated by this Agreement has been made independently. Nothing in this Agreement shall in any way prohibit or limit the right and ability of any Supporting Creditor to (a) be granted a lien or other interest in the Company’s rights under this Agreement, (b) be assigned such rights by the Company for purposes or enforcement against any Supporting Creditor, or (c) seek standing to bring an action derivatively or fiduciary duty claim on behalf of the Debtors in the Chapter 11 Casessuch Party, under the Plan including such Party’s equity holders, employees or otherwisecreditors.

Appears in 2 contracts

Samples: Recapitalization Support Agreement, Interest Deferral Agreement

Relationship Among Parties. None Notwithstanding anything herein to the contrary, the duties and obligations of the Supporting Creditors Consenting Noteholders under this Agreement shall be several, not joint, with respect to each Consenting Noteholder. No Party shall have any fiduciary dutyresponsibility by virtue of this Agreement for any trading by any other entity, any duty of trust or confidence in any formand it is hereby expressly acknowledged by the Consenting Noteholders, or other duties or responsibilities to each on the one hand, and the Debtors, on the other, that they are in privity with each other and that no Consenting Noteholder is in privity with any Supporting Creditor, any Company Party, other Consenting Noteholder in connection with this Agreement or any of the Company Party’s respective creditors or other stakeholders, transactions contemplated hereby. The Consenting Noteholders represent and there are no commitments among or between the Supporting Creditors, in each case except warrant that as expressly set forth in this Agreement. It is understood and agreed that any Supporting Creditor may trade in any debt or equity securities of any Company Parties without the consent of the Company or any Supporting Creditor, subject to Section 4.03 of date hereof and for so long as this Agreement and applicable securities laws. No prior historyremains in effect, pattern or practice of sharing confidence among or between any of the Supporting Creditors, and/or the Company Parties shall in any way affect or negate this understanding and agreement. The Parties Consenting Noteholders have no agreement, arrangement arrangement, or understanding with respect to acting together for the purpose of acquiring, holding, voting voting, or disposing of any equity securities of the Debtors. No prior history, pattern, or practice of sharing confidences among or between the Parties shall in any way affect or negate this Agreement, and each Consenting Noteholder shall be entitled to independently protect and enforce its rights, including, without limitation, the rights arising out of this Agreement, and it shall not be necessary for any other Consenting Noteholder to be joined as an additional party in any proceeding for such purpose. Nothing contained in this Agreement, and no action taken by any Consenting Noteholder pursuant hereto is intended to constitute the Company Parties and do not constitute Consenting Noteholders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that any Consenting Noteholder is in any way acting in concert or as a member of a “group” with any other Consenting Noteholder or Consenting Noteholders within the meaning of Section 13(d)(3) of Rule 13d-5 under the Securities Exchange Act of 1934 or Rule 13d-5 promulgated thereunder. For the avoidance of doubt: (1) each Supporting Creditor is entering into this Agreement directly with the Company and not with any other Supporting Creditor1934, (2) no other Supporting Creditor shall have any right to bring any action against any other Supporting Creditor with respect this Agreement (or any breach thereof) and (3) no Supporting Creditor shall, nor shall any action taken by a Supporting Creditor pursuant to this Agreement, be deemed to be acting in concert or as any group with any other Supporting Creditor with respect to the obligations under this Agreement nor shall this Agreement create a presumption that the Supporting Creditors are in any way acting as a group. All rights under this Agreement are separately granted to each Supporting Creditor by the Company and vice versa, and the use of a single document is for the convenience of the Company. The decision to commit to enter into the transactions contemplated by this Agreement has been made independently. Nothing in this Agreement shall in any way prohibit or limit the right and ability of any Supporting Creditor to (a) be granted a lien or other interest in the Company’s rights under this Agreement, (b) be assigned such rights by the Company for purposes or enforcement against any Supporting Creditor, or (c) seek standing to bring an action derivatively or on behalf of the Debtors in the Chapter 11 Cases, under the Plan or otherwiseamended.

Appears in 1 contract

Samples: Weatherford International PLC

Relationship Among Parties. Notwithstanding anything to the contrary herein, the duties and obligations of the Consenting Creditors under this Agreement shall be several, not joint. None of the Supporting Consenting Creditors shall have by virtue of this Agreement any fiduciary duty, any duty of trust or confidence in any form, or other duties or responsibilities to each other, any Supporting Consenting Creditor, any Company Party, or any of the Company Party’s respective creditors or other stakeholders, and there are no commitments among or between the Supporting Consenting Creditors, in each case except as expressly set forth in this Agreement. It is understood and agreed that any Supporting Consenting Creditor may trade in any debt or equity securities Securities of any Company Parties without the consent of the Company Parties or any Supporting Consenting Creditor, subject to Section 4.03 10 of this Agreement and applicable securities lawsLaws. No prior history, pattern or practice of sharing confidence among or between any of the Supporting Consenting Creditors, and/or the Company Parties shall in any way affect or negate this understanding and agreement. The Parties have no acknowledge that this Agreement does not constitute an agreement, arrangement arrangement, or understanding with respect to acting together for the purpose of acquiring, holding, voting voting, or disposing of any securities Securities of any of the Company Parties and do shall not be deemed, as a result of its entering into and performing its obligations under this Agreement, to constitute a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934 or Rule 13d-5 promulgated thereunder. For the avoidance of doubt: (1) each Supporting Consenting Creditor is entering into this Agreement directly with the Company Parties and not with any other Supporting Consenting Creditor, (2) no other Supporting Consenting Creditor shall have any right to bring any action against any other Supporting Consenting Creditor with respect this Agreement (or any breach thereof) ), other than in accordance with this Agreement, and (3) no Supporting Consenting Creditor shall, nor shall any action taken by a Supporting Consenting Creditor pursuant to this Agreement, be deemed to be acting in concert or as any group with any other Supporting Consenting Creditor with respect to the obligations under this Agreement Agreement, nor shall this Agreement create a presumption that the Supporting Consenting Creditors are in any way acting as a group. All rights under this Agreement are separately granted to each Supporting Consenting Creditor by the Company Parties and vice versa, and the use of a single document is for the convenience of the CompanyParties. The decision to commit to enter into the transactions contemplated by this Agreement has been made independently. Nothing in this Agreement shall in independently and is based upon its own business judgment with the understanding that no Company Party has made any way prohibit representations or limit warranties as to the right and ability of any Supporting Creditor to (a) be granted a lien or other interest in the Company’s rights under this Agreement, (b) be assigned such rights by the Company for purposes or enforcement against any Supporting Creditor, or (c) seek standing to bring an action derivatively or on behalf success of the Debtors in Restructuring Transactions or, ultimately, the Chapter 11 Cases, under Confirmation of the Plan or otherwisePlan.

Appears in 1 contract

Samples: Intelsat S.A.

Relationship Among Parties. None Notwithstanding anything herein to the contrary, the duties and obligations of the Supporting Creditors Deferring Noteholders under this Agreement shall have any fiduciary dutybe several, any duty of trust or confidence in any formnot joint, or other duties or responsibilities with respect to each other, any Supporting Creditor, any Company Party, or any the Company. The Deferring Noteholders represent and warrant that as of the Company Party’s respective creditors or other stakeholders, date hereof and there are no commitments among or between the Supporting Creditors, in each case except for so long as expressly set forth in this Agreement. It is understood and agreed that any Supporting Creditor may trade in any debt or equity securities of any Company Parties without the consent of the Company or any Supporting Creditor, subject to Section 4.03 of this Agreement and applicable securities laws. No prior historyremains in effect, pattern or practice of sharing confidence among or between any of the Supporting Creditors, and/or the Company Parties shall in any way affect or negate this understanding and agreement. The Parties Deferring Noteholders have no agreement, arrangement arrangement, or understanding with respect to acting together for the purpose of acquiring, holding, voting or disposing of any equity securities of the Company. Nothing contained in this Agreement, and no action taken by any Deferring Noteholder pursuant hereto (including, but not limited to, the formation and participation in the Ad-Hoc Committee) is intended to constitute the Deferring Noteholders as a partnership, an association, a joint venture or any other kind of the Company Parties and do not constitute entity, or create a presumption that any Deferring Noteholder is in any way acting in concert or as a member of a “group” with any other Deferring Noteholder or Deferring Noteholders within the meaning of Section 13(d)(3) of Rule 13d-5 under the U.S. Securities Exchange Act of 1934 and/or Argentine Law 26,831, in each case, as amended and/or complemented. No fiduciary, advisory or Rule 13d-5 promulgated thereunder. For agency relationship among the avoidance of doubt: (1) each Supporting Creditor Deferring Noteholders, between the Deferring Noteholders and the Ad-Hoc Committee, or between the Company, the Deferring Noteholders or the Ad-Hoc Committee is entering into intended to be or has been created by this Agreement directly with and each Party hereto each waives, to the Company and not with fullest extent permitted by law, any claims that such Party may have against the other Supporting Creditor, (2) no other Supporting Creditor shall have any right to bring any action against any other Supporting Creditor with respect this Agreement (Parties for breach of fiduciary duty or any alleged breach thereof) and (3) no Supporting Creditor shall, nor shall any action taken by a Supporting Creditor pursuant to of fiduciary duty arising solely from this Agreement, be deemed to be acting in concert and agree that each Party hereto will have no liability (whether direct or as any group with any other Supporting Creditor with respect to the obligations under this Agreement nor shall this Agreement create a presumption that the Supporting Creditors are in any way acting as a group. All rights under this Agreement are separately granted indirect) to each Supporting Creditor by the Company and vice versa, and the use other in respect of such fiduciary duty claim or to any person asserting such a single document is for the convenience of the Company. The decision to commit to enter into the transactions contemplated by this Agreement has been made independently. Nothing in this Agreement shall in any way prohibit or limit the right and ability of any Supporting Creditor to (a) be granted a lien or other interest in the Company’s rights under this Agreement, (b) be assigned such rights by the Company for purposes or enforcement against any Supporting Creditor, or (c) seek standing to bring an action derivatively or fiduciary duty claim on behalf of the Debtors in the Chapter 11 Casessuch Party, under the Plan including such Party’s equity holders, employees or otherwisecreditors.

Appears in 1 contract

Samples: Interest Deferral Agreement

Relationship Among Parties. (a) Notwithstanding anything to the contrary herein, the duties and obligations of the Consenting Creditors under this Agreement shall be several, and neither joint nor joint and several. None of the Supporting Consenting Creditors shall have by virtue of this Agreement any fiduciary duty, duty or any other duty of trust or confidence in any formform to each other, any Consenting Creditor, any Company Party or affiliate thereof, or any of the Company Parties’ or their respective affiliates’ creditors or other stakeholders. None of the Consenting Creditors shall have by virtue of this Agreement any duties or responsibilities to each other, any Supporting Consenting Creditor, any Company PartyParty or affiliate thereof, or any of the Company Party’s Parties’ or their respective affiliates’ creditors or other stakeholders, and there are no commitments among or between the Supporting Consenting Creditors, in each case except as expressly set forth in this Agreement. It is understood and agreed that any Supporting Consenting Creditor may trade in any debt or equity securities Securities of any Company Parties without the consent of the Company Parties or any Supporting other Consenting Creditor, subject to Section 4.03 applicable securities Laws, the terms of this Agreement Agreement, and applicable securities lawsthe terms of the Definitive Documents. No prior history, pattern or practice of sharing confidence confidences among or between any of the Supporting Consenting Creditors, and/or the Company Parties shall in any way affect or negate this understanding and agreement. The Parties have no acknowledge that this Agreement does not constitute an agreement, arrangement arrangement, or understanding with respect to acting together for the purpose of acquiring, holding, voting voting, or disposing of any securities Securities of any of the Company Parties and do shall not be deemed, as a result of its entering into and performing its obligations under this Agreement, to constitute a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934 or Rule 13d-5 promulgated thereunder. For the avoidance of doubt: (1) each Supporting Consenting Creditor is entering into this Agreement directly with the Company Parties and not with any other Supporting Consenting Creditor, (2) no other Supporting Consenting Creditor shall have any right to bring any action against any other Supporting Consenting Creditor with respect this Agreement (or any breach thereof) ), other than in accordance with this Agreement, and (3) no Supporting Consenting Creditor shall, nor shall any action taken by a Supporting Consenting Creditor pursuant to this Agreement, be deemed to be acting in concert or as any group with any other Supporting Consenting Creditor with respect to the obligations under this Agreement Agreement, nor shall this Agreement create a presumption that the Supporting Consenting Creditors are in any way acting as a group. All rights under this Agreement are separately granted to each Supporting Consenting Creditor by the Company Parties and vice versa, and the use of a single document is for the convenience of the CompanyParties. The Each Party’s decision to commit to enter into the transactions contemplated by this Agreement has been made independently. Nothing in this Agreement shall in independently and is based upon its own business judgment with the understanding that no Company Party has made any way prohibit representations or limit warranties as to the right and ability of any Supporting Creditor to (a) be granted a lien or other interest in the Company’s rights under this Agreement, (b) be assigned such rights by the Company for purposes or enforcement against any Supporting Creditor, or (c) seek standing to bring an action derivatively or on behalf success of the Debtors in Restructuring Transactions or, ultimately, the Chapter 11 Cases, under Confirmation of the Plan or otherwisePrepackaged Plan.

Appears in 1 contract

Samples: Restructuring Support Agreement (View, Inc.)

Relationship Among Parties. None Notwithstanding anything herein to the contrary, the duties and obligations of the Supporting Consenting Creditors under this Agreement shall have be several, not joint. No Consenting Creditor shall, as a result of its entering into and performing its obligations under this Agreement, be deemed to be part of a “group” (as that term is used in section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder) with any of the other Consenting Creditor. It is understood and agreed that no Consenting Creditor has any fiduciary duty, any duty of trust or confidence in any kind or form, or any other duties or responsibilities to each other, with any Supporting Creditor, any Company Party, other Consenting Creditor or any of the Company Party’s respective creditors other creditor, stakeholder, party in interest or other stakeholdersparty, and and, except as expressly provided in this Agreement, ​ ​ there are no commitments among or between the Supporting Creditorsthem. In this regard, in each case except as expressly set forth in this Agreement. It it is understood and agreed that any Supporting Consenting Creditor may trade in any the Company Claims/Interests or other debt or equity securities of any the Company Parties without the consent of the Company or any Supporting other Consenting Creditor, subject to applicable securities laws and Section 4.03 11 of this Agreement and applicable securities lawsAgreement; provided, however, that no Consenting Creditor shall have any responsibility for any such trading to any other entity by virtue of this Agreement. No prior history, pattern pattern, or practice of sharing confidence confidences among or between any of the Supporting Creditors, and/or the Company Parties Consenting Creditors shall in any way affect or negate this understanding and agreement. The Parties have no agreement, arrangement or understanding with respect to acting together for the purpose of acquiring, holding, voting or disposing of any securities of any of the Company Parties and do not constitute a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934 or Rule 13d-5 promulgated thereunder. For the avoidance of doubt: (1) each Supporting Consenting Creditor is entering into this Agreement directly with the Company and not with any other Supporting Consenting Creditor, (2) no other Supporting Consenting Creditor shall have any right to bring any action against any other Supporting Consenting Creditor with respect this Agreement (or any breach thereof) and (3) no Supporting Consenting Creditor shall, nor shall any action taken by a Supporting Consenting Creditor pursuant to this Agreement, be deemed to be acting in concert or as any group with any other Supporting Consenting Creditor with respect to the obligations under this Agreement nor shall this Agreement create a presumption that the Supporting Consenting Creditors are in any way acting as a group. All rights under this Agreement are separately granted to each Supporting Consenting Creditor by the Company and vice versa, and the use of a single document is for the convenience of the Company. The decision to commit to enter into the transactions contemplated by this Agreement has been made independently. Nothing in this Agreement shall in any way prohibit or limit the right and ability of any Supporting Creditor to (a) be granted a lien or other interest in the Company’s rights under this Agreement, (b) be assigned such rights by the Company for purposes or enforcement against any Supporting Creditor, or (c) seek standing to bring an action derivatively or on behalf of the Debtors in the Chapter 11 Cases, under the Plan or otherwise.

Appears in 1 contract

Samples: Agreement (Pacific Drilling S.A.)

Relationship Among Parties. None of the Supporting Creditors shall have any fiduciary duty, It is understood and agreed that no Consenting Lender owes any duty of trust or confidence in of any form, kind or form to any other duties or responsibilities to each other, any Supporting Creditor, any Company Party, or any Party as a result of the Company Party’s respective creditors or other stakeholdersentering into this Agreement, and there are no commitments among or between the Supporting CreditorsConsenting Lenders, in each case except as expressly set forth in this Agreement. It In this regard, it is understood and agreed that any Supporting Creditor Consenting Lender may trade in any debt or equity securities of any Company Parties Claims/Interests without the consent of the Company or any Supporting Creditorother Party, subject to Section 4.03 applicable securities laws and the terms of this Agreement and applicable securities lawsAgreement, including Section 8; provided, however, that no Consenting Lender shall have any responsibility for any such trading to any other Person by virtue of this Agreement. No prior history, pattern pattern, or practice of sharing confidence confidences among or between any of the Supporting Creditors, and/or the Company Parties shall in any way affect or negate this understanding and agreement. The Parties have no agreement, arrangement or understanding with respect to acting together for the purpose of acquiring, holding, voting or disposing of any securities of any of the Company Parties and do not constitute a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934 or Rule 13d-5 promulgated thereunder. For the avoidance of doubt: (1) each Supporting Creditor is entering into this Agreement directly with the Company and not with any other Supporting Creditor, (2) no other Supporting Creditor shall have any right to bring any action against any other Supporting Creditor with respect this Agreement (or any breach thereof) and (3) no Supporting Creditor No Consenting Lender shall, nor shall any action taken by a Supporting Creditor Consenting Lender pursuant to this Agreement, be deemed to be acting in concert or as any group with any other Supporting Creditor Consenting Lender with respect to the obligations under this Agreement nor shall this Agreement create a presumption that the Supporting Creditors Consenting Lenders are in any way acting in concert or as a group. All rights under this Agreement are separately granted to each Supporting Creditor by the Company and vice versa, and the use of a single document is for the convenience of the Company. The decision to commit to enter into the transactions contemplated by this Agreement has been made independentlyindependently by each Party hereto. Nothing in this Agreement shall in any way prohibit or limit the right The Parties acknowledge that all representations, warranties, covenants, and ability of any Supporting Creditor to (a) be granted a lien or other interest in the Company’s rights under this Agreement, (b) be assigned such rights agreements made by the Company for purposes or enforcement against any Supporting Creditor, or (c) seek standing to bring an action derivatively or on behalf of any Consenting Lender that is (i) a separately managed account of an investment manager signatory hereto (the Debtors “Manager”) or (ii) a trading desk or business group of a broker-dealer (as further set forth in the Chapter 11 Casessignature page hereto) (the “Designated Group”) are being made only with respect to the assets managed by such Manager or Designated Group on behalf of such Consenting Lender, under and shall not apply to (or be deemed to be made in relation to) any assets or interest that (a) may be beneficially owned by such Consenting Lender that are not held through accounts managed by such Manager or (b) are held by any other affiliate, trading desk or business group other than the Plan or otherwiseDesignated Group.

Appears in 1 contract

Samples: Restructuring Support Agreement (Pennsylvania Real Estate Investment Trust)

Relationship Among Parties. None of the Supporting Creditors Consenting Stakeholders shall have any fiduciary duty, any duty of trust or confidence in any form, other than as provided under applicable Law, or other duties or responsibilities to each other, any Supporting CreditorConsenting Stakeholder, any Company Party, or any of the Company Party’s respective creditors or other stakeholders, and there are no commitments among or between the Supporting CreditorsConsenting Stakeholders, in each case except as expressly set forth in this Agreement. It is understood and agreed that any Supporting Creditor may trade in any debt or equity securities of any Company Parties without the consent of the Company or any Supporting Creditor, subject to Section 4.03 of this Agreement and applicable securities laws. No prior history, pattern or practice of sharing confidence among or between any of the Supporting CreditorsConsenting Stakeholders, and/or the Company Parties shall in any way affect or negate this understanding and agreement. The Pursuant to this Agreement, the Parties have no agreement, arrangement or understanding with respect to acting together for the purpose of acquiring, holding, voting or disposing of any securities of any of the Company Parties and pursuant to this Agreement, do not constitute a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934 or Rule 13d-5 promulgated thereunder. For the avoidance of doubt: (1) each Supporting Creditor Consenting Stakeholder is entering into this Agreement directly with the Company Centric and not with any other Supporting CreditorConsenting Stakeholder, (2) no other Supporting Creditor Consenting Stakeholder shall have any right to bring any action against any other Supporting Creditor Consenting Stakeholder with respect this Agreement (or any breach thereof) and (3) no Supporting Creditor Consenting Stakeholder shall, nor shall any action taken by a Supporting Creditor Consenting Stakeholder pursuant to this Agreement, be deemed to be acting in concert or as any group with any other Supporting Creditor Consenting Stakeholder with respect to the obligations under this Agreement nor shall this Agreement create a presumption that the Supporting Creditors Consenting Stakeholders are in any way acting as a group. All rights under this Agreement are separately granted to each Supporting Creditor Consenting Stakeholder by the Company Centric and vice versa, and the use of a single document is for the convenience of the CompanyCentric. The decision to commit to enter into the transactions contemplated by this Agreement has been made independently. Nothing in this Agreement shall in any way prohibit or limit the right and ability of any Supporting Creditor to (a) be granted a lien or other interest in the Company’s rights under this Agreement, (b) be assigned such rights by the Company for purposes or enforcement against any Supporting Creditor, or (c) seek standing to bring an action derivatively or on behalf of the Debtors in the Chapter 11 Cases, under the Plan or otherwise.

Appears in 1 contract

Samples: Restructuring Support Agreement (Centric Brands Inc.)

Relationship Among Parties. (a) Notwithstanding anything to the contrary herein, the duties and obligations of the Consenting Creditors under this Agreement shall be several, not joint. None of the Supporting Consenting Creditors shall have by virtue of this Agreement any fiduciary duty, duty or any other duty of trust or confidence in any formform to each other, any Consenting Creditor, any Company Party or affiliate thereof, or any of the Company Party’s or their respective affiliates’ creditors or other stakeholders. None of the Consenting Creditors shall have by virtue of this Agreement any duties or responsibilities to each other, any Supporting Consenting Creditor, any Company PartyParty or affiliate thereof, or any of the Company Party’s or their respective affiliates’ creditors or other stakeholders, and there are no commitments among or between the Supporting Consenting Creditors, in each case except as expressly set forth in this Agreement. It is understood and agreed that any Supporting Consenting Creditor may trade in any debt or equity securities Securities of any Company Parties without the consent of the Company Parties or any Supporting Consenting Creditor, subject to Section 4.03 of this Agreement 10 and applicable securities lawsLaws. No prior history, pattern or practice of sharing confidence among or between any of the Supporting Consenting Creditors, and/or the Company Parties shall in any way affect or negate this understanding and agreement. The Parties have no acknowledge that this Agreement does not constitute an agreement, arrangement arrangement, or understanding with respect to acting together for the purpose of acquiring, holding, voting voting, or disposing of any securities Securities of any of the Company Parties and do shall not be deemed, as a result of its entering into and performing its obligations under this Agreement, to constitute a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934 or Rule 13d-5 promulgated thereunder. For the avoidance of doubt: (1) each Supporting Consenting Creditor is entering into this Agreement directly with the Company Parties and not with any other Supporting Consenting Creditor, (2) no other Supporting Consenting Creditor shall have any right to bring any action against any other Supporting Consenting Creditor with respect this Agreement (or any breach thereof) ), other than in accordance with this Agreement, and (3) no Supporting Consenting Creditor shall, nor shall any action taken by a Supporting Consenting Creditor pursuant to this Agreement, be deemed to be acting in concert or as any group with any other Supporting Consenting Creditor with respect to the obligations under this Agreement Agreement, nor shall this Agreement create a presumption that the Supporting Consenting Creditors are in any way acting as a group. All rights under this Agreement are separately granted to each Supporting Consenting Creditor by the Company Parties and vice versa, and the use of a single document is for the convenience of the CompanyParties. The Each Party’s decision to commit to enter into the transactions contemplated by this Agreement has been made independently. Nothing in this Agreement shall in independently and is based upon its own business judgment with the understanding that no Company Party has made any way prohibit representations or limit warranties as to the right and ability of any Supporting Creditor to (a) be granted a lien or other interest in the Company’s rights under this Agreement, (b) be assigned such rights by the Company for purposes or enforcement against any Supporting Creditor, or (c) seek standing to bring an action derivatively or on behalf success of the Debtors in Restructuring Transactions or, ultimately, the Chapter 11 Cases, under Confirmation of the Plan (or otherwisethe Non-TopCo Plan, as applicable).

Appears in 1 contract

Samples: Management Incentive Plan (Intelsat S.A.)

Relationship Among Parties. None Notwithstanding anything herein to the contrary, the duties and obligations of the Supporting Consenting Creditors under this Agreement shall have be several, not joint. No Consenting Creditor shall, as a result of its entering into and performing its obligations under this Agreement, be deemed to be part of a “group” (as that term is used in section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder) with any of the other Consenting Creditor. It is understood and agreed that no Consenting Creditor has any fiduciary duty, any duty of trust or confidence in any kind or form, or any other duties or responsibilities to each other, with any Supporting Creditor, any Company Party, other Consenting Creditor or any of the Company Party’s respective creditors other creditor, stakeholder, party in interest or other stakeholdersparty, and and, except as expressly provided in this Agreement, there are no commitments among or between the Supporting Creditorsthem. In this regard, in each case except as expressly set forth in this Agreement. It it is understood and agreed that any Supporting Consenting Creditor may trade in any the Company Claims/Interests or other debt or equity securities of any the Company Parties without the consent of the Company or any Supporting other Consenting Creditor, subject to applicable securities laws and Section 4.03 11 of this Agreement and applicable securities lawsAgreement; provided, however, that no Consenting Creditor shall have any responsibility for any such trading to any other entity by virtue of this Agreement. No prior history, pattern pattern, or practice of sharing confidence confidences among or between any of the Supporting Creditors, and/or the Company Parties Consenting Creditors shall in any way affect or negate this understanding and agreement. The Parties have no agreement, arrangement or understanding with respect to acting together for the purpose of acquiring, holding, voting or disposing of any securities of any of the Company Parties and do not constitute a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934 or Rule 13d-5 promulgated thereunder. For the avoidance of doubt: (1) each Supporting Consenting Creditor is entering into this Agreement directly with the Company and not with any other Supporting Consenting Creditor, (2) no other Supporting Consenting Creditor shall have any right to bring any action against any other Supporting Consenting Creditor with respect this Agreement (or any breach thereof) and (3) no Supporting Consenting Creditor shall, nor shall any action taken by a Supporting Consenting Creditor pursuant to this Agreement, be deemed to be acting in concert or as any group with any other Supporting Consenting Creditor with respect to the obligations under this Agreement nor shall this Agreement create a presumption that the Supporting Consenting Creditors are in any way acting as a group. All rights under this Agreement are separately granted to each Supporting Consenting Creditor by the Company and vice versa, and the use of a single document is for the convenience of the Company. The decision to commit to enter into the transactions contemplated by this Agreement has been made independently. Nothing in this Agreement shall in any way prohibit or limit the right and ability of any Supporting Creditor to (a) be granted a lien or other interest in the Company’s rights under this Agreement, (b) be assigned such rights by the Company for purposes or enforcement against any Supporting Creditor, or (c) seek standing to bring an action derivatively or on behalf of the Debtors in the Chapter 11 Cases, under the Plan or otherwise.

Appears in 1 contract

Samples: Agreement

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Relationship Among Parties. Notwithstanding anything to the contrary herein, the duties and obligations of the Consenting Stakeholders under this Agreement shall be several, not joint. None of the Supporting Creditors Consenting Stakeholders shall have any fiduciary duty, any duty of trust or confidence in any form, or other duties or responsibilities to each other, any Supporting CreditorConsenting Stakeholder, any Company Party, or any of the Company Party’s respective creditors or other stakeholders, and there are no commitments among or between the Supporting CreditorsConsenting Stakeholders, in each case except as expressly set forth in this Agreement. It is understood and agreed that any Supporting Creditor Consenting Stakeholder may trade in any debt or equity securities of any Company Parties without the consent of the Company CURO or any Supporting CreditorConsenting Stakeholder, subject to Section 4.03 8 of this Agreement and applicable securities laws. No prior history, pattern or practice of sharing confidence among or between any of the Supporting CreditorsConsenting Stakeholders, and/or the Company Parties shall in any way affect or negate this understanding and agreement. The Parties have no agreement, arrangement or understanding with respect to acting together for the purpose of acquiring, holding, voting or disposing of any securities of any of the Company Parties and do not constitute a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934 or Rule 13d-5 promulgated thereunder. For the avoidance of doubt: , (1a) each Supporting Creditor Consenting Stakeholder is entering into this Agreement directly with the Company Parties and not with any other Supporting CreditorConsenting Stakeholder, (2b) no other Supporting Creditor Consenting Stakeholder shall have any right to bring any action against any other Supporting Creditor Consenting Stakeholder with respect to this Agreement (or any breach thereof) ), and (3c) no Supporting Creditor Consenting Stakeholder shall, nor shall any action taken by a Supporting Creditor Consenting Stakeholder pursuant to this Agreement, be deemed to be acting in concert or as any group with any other Supporting Creditor Consenting Stakeholder with respect to the obligations under this Agreement nor shall this Agreement create a presumption that the Supporting Creditors Consenting Stakeholders are in any way acting as a group. All rights under this Agreement are separately granted to each Supporting Creditor Consenting Stakeholder by the Company Parties and vice versa, and the use of a single document is for the convenience of the CompanyCompany Parties. The decision to commit to enter into the transactions contemplated by this Agreement has been made independently. Nothing in this Agreement shall in any way prohibit or limit the right and ability of any Supporting Creditor to (a) be granted a lien or other interest in the Company’s rights under this Agreement, (b) be assigned such rights by the Company for purposes or enforcement against any Supporting Creditor, or (c) seek standing to bring an action derivatively or on behalf of the Debtors in the Chapter 11 Cases, under the Plan or otherwise.

Appears in 1 contract

Samples: Intercreditor Agreement (CURO Group Holdings Corp.)

Relationship Among Parties. None Notwithstanding anything herein to the contrary, the duties and obligations of the Supporting Creditors Consenting Noteholders and the Consenting Banks under this Agreement shall be several, not joint, with respect to each Consenting Noteholder and each Consenting Bank. No Party shall have any fiduciary dutyresponsibility by virtue of this Agreement for any trading by any other entity, any duty of trust or confidence in any formand it is hereby expressly acknowledged by the Consenting Noteholders and the Consenting Banks, or other duties or responsibilities to each on the one hand, and the Stone Parties, on the other, that they are in privity with each other and that no Consenting Noteholder is in privity with any Supporting Creditorother Consenting Noteholder or any Consenting Bank, and no Consenting Bank is in privity with any Company Partyother Consenting Bank or any Consenting Noteholder, in connection with this Agreement or any of the Company Party’s respective creditors or other stakeholders, transactions contemplated hereby. The Consenting Noteholders represent and there are no commitments among or between the Supporting Creditors, in each case except warrant that as expressly set forth in this Agreement. It is understood and agreed that any Supporting Creditor may trade in any debt or equity securities of any Company Parties without the consent of the Company or any Supporting Creditor, subject to Section 4.03 of date hereof and for so long as this Agreement and applicable securities laws. No prior historyremains in effect, pattern or practice of sharing confidence among or between any of the Supporting Creditors, and/or the Company Parties shall in any way affect or negate this understanding and agreement. The Parties Consenting Noteholders have no agreement, arrangement arrangement, or understanding with respect to acting together for the purpose of acquiring, holding, voting voting, or disposing of any equity securities of any the Stone Parties. The Consenting Banks represent and warrant that as of the Company date hereof and for so long as this Agreement remains in effect, the Consenting Banks have no agreement, arrangement, or understanding with respect to acting together for the purpose of acquiring, holding, voting, or disposing of any equity securities of the Stone Parties. No prior history, pattern, or practice of sharing confidences among or between the Parties shall in any way affect or negate this Agreement, and do each Consenting Noteholder and each Consenting Bank shall be entitled to independently protect and enforce its rights, including, without limitation, the rights arising out of this Agreement, and it shall not be necessary for any other Consenting Noteholder or any Consenting Bank to be joined as an additional party in any proceeding for such purpose. Nothing contained in this Agreement, and no action taken by any Consenting Noteholder pursuant hereto is intended to constitute the Consenting Noteholders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that any Consenting Noteholder is in any way acting in concert or as a member of a “group” with any other Consenting Noteholder or Consenting Noteholders within the meaning of Section 13(d)(3) of Rule 13d-5 under the Securities Exchange Act of 1934 or Rule 13d-5 promulgated thereunder1934, as amended. For the avoidance of doubt: (1) each Supporting Creditor is entering into Nothing contained in this Agreement directly with the Company Agreement, and not with any other Supporting Creditor, (2) no other Supporting Creditor shall have any right to bring any action against any other Supporting Creditor with respect this Agreement (or any breach thereof) and (3) no Supporting Creditor shall, nor shall any action taken by any Consenting Bank pursuant hereto is intended to constitute the Consenting Banks as a Supporting Creditor pursuant to this Agreementpartnership, be deemed to be an association, a joint venture or any other kind of entity, or create a presumption that any Consenting Bank is in any way acting in concert or as any group a member of a “group” with any other Supporting Creditor with respect to Consenting Bank or Consenting Banks within the obligations under this Agreement nor shall this Agreement create a presumption that the Supporting Creditors are in any way acting as a group. All rights under this Agreement are separately granted to each Supporting Creditor by the Company and vice versa, and the use meaning of a single document is for the convenience of the Company. The decision to commit to enter into the transactions contemplated by this Agreement has been made independently. Nothing in this Agreement shall in any way prohibit or limit the right and ability of any Supporting Creditor to (a) be granted a lien or other interest in the Company’s rights under this Agreement, (b) be assigned such rights by the Company for purposes or enforcement against any Supporting Creditor, or (c) seek standing to bring an action derivatively or on behalf of the Debtors in the Chapter 11 Cases, Rule 13d-5 under the Plan or otherwise.Securities Exchange Act of 1934, as amended

Appears in 1 contract

Samples: Stone Energy Corp

Relationship Among Parties. It is understood and agreed that any Consenting Noteholder may trade in any debt or equity securities of the Company (or any subsidiary thereof) without the consent of the Company or any other Consenting Noteholder, subject to Section 7 hereof, any applicable agreements to the contrary (including that (a) certain cooperation agreement dated March 17, 2023 by and among certain of the Consenting Noteholders and (b) those certain side letter agreements, each dated November 9, 2022 (as may have been extended from time to time), by and between the Company, and certain Consenting Noteholders) and applicable securities laws. Nothing contained herein and no action taken by any Consenting Noteholder shall be deemed to constitute the Consenting Noteholders as a partnership, an association, a joint venture, or any other kind of group or entity, or create a presumption that the Consenting Noteholders are in any way acting in concert. The decision of each Consenting Noteholder to enter into this Agreement has been made by each such Consenting Noteholder independently of any other Consenting Noteholder. The Company acknowledges that the Consenting Noteholders are engaged in a wide range of financial services and businesses, and, in furtherance of the foregoing, the Consenting Noteholders and the Company acknowledge and agree that the obligations set forth in this Agreement shall only apply to the trading desk(s) and/or business group(s) of the Consenting Noteholders that principally manage and/or supervise such Consenting Noteholder’s investment in the Company, and shall not apply to any other trading desk or business group of such Consenting Noteholder so long as they are not acting at the direction or for the benefit of such Consenting Noteholder. None of the Supporting Creditors Consenting Noteholders shall have any fiduciary duty, any duty of trust or confidence in any form, or other duties or responsibilities of any kind or form to each other, any Supporting Creditor, any Company Partythe Company, or any of the Company PartyCompany’s respective creditors or other stakeholders, and there are no commitments among or between the Supporting Creditors, in each case except as expressly set forth in this Agreement. It is understood and agreed that any Supporting Creditor may trade in any debt or equity securities of any Company Parties without the consent of the Company or any Supporting Creditor, subject to Section 4.03 of this Agreement and applicable securities laws. No prior history, pattern or practice of sharing confidence among or between any of the Supporting Creditors, and/or the Company Parties shall in any way affect or negate this understanding and agreement. The Parties have no agreement, arrangement or understanding with respect to acting together for the purpose of acquiring, holdingvoting, voting or disposing of any securities of the Company. Neither the Consenting Stakeholders nor any subset thereof are part of the Company Parties and do not constitute a “group” (within the meaning of Section 13(d)(3) or Section 14(d)(2) of the Securities Exchange Act Act), including any group acting for the purpose of 1934 acquiring, holding, or disposing of securities (within the meaning of Rule 13d-5 promulgated thereunder. For 13d-5(b)(1) under the avoidance of doubt: (1) each Supporting Creditor is entering into this Agreement directly with the Company and not Exchange Act), with any other Supporting Creditor, (2) no other Supporting Creditor shall have any right to bring any action against any other Supporting Creditor with respect this Agreement (or any breach thereof) and (3) no Supporting Creditor shall, nor shall any action taken by a Supporting Creditor pursuant to this Agreement, be deemed to be acting in concert or as any group with any other Supporting Creditor with respect to the obligations under this Agreement nor shall this Agreement create a presumption that the Supporting Creditors are in any way acting as a groupParty. All rights under this Agreement are separately granted to each Supporting Creditor by the Company and vice versaParty, and the use of a single document is solely for the convenience purposes of the Companyconvenience. The decision to commit to enter into the transactions contemplated by this Agreement has been made independently. Nothing in this Agreement shall in any way prohibit or limit the right and ability of any Supporting Creditor to (a) be granted a lien or other interest in the Company’s rights under this Agreement, (b) be assigned such rights by the Company for purposes or enforcement against any Supporting Creditor, or (c) seek standing to bring an action derivatively or on behalf of the Debtors in the Chapter 11 Cases, under the Plan or otherwise.

Appears in 1 contract

Samples: Transaction Support Agreement (Cazoo Group LTD)

Relationship Among Parties. None Notwithstanding anything herein to the contrary, the duties and obligations of the Supporting Creditors Noteholders under this Agreement shall have be several, not joint. No Party shall have, by reason of this Agreement, a fiduciary relationship in respect of any fiduciary dutyother Party, any duty holder of trust or confidence in any form, or other duties or responsibilities to each other, any Supporting Creditor, any Company PartyEgalet Claims, or any of the Company Party’s respective creditors or other stakeholdersPerson, and there are no commitments among nothing in this Agreement, express or between implied, is intended to impose, or shall be construed as imposing, upon any Party any obligations in respect of this Agreement or the Supporting Creditors, in each case Restructuring except as expressly set forth in this Agreementherein. It is understood and agreed that any Supporting Creditor Noteholder may trade in any the debt or equity securities of any the Company Parties without the consent of the Company or any Supporting CreditorNoteholder, subject to Section 4.03 any applicable confidentiality agreements entered into by such Supporting Noteholder and any Company Party and Sections 5(c) and 5(d) of this Agreement and applicable securities lawsAgreement. No Party hereto shall have any responsibility for any such trading by any other entity by virtue of this Agreement. No prior history, pattern or practice of sharing confidence confidences among or between any of the Supporting Creditors, and/or the Company Parties hereto shall in any way affect or negate this understanding and agreement, and each Supporting Noteholder shall be entitled to independently protect and enforce its rights, including, without limitation, the rights arising out of this Agreement, and it shall not be necessary for any other Supporting Noteholder to be joined as an additional party in any proceeding for such purpose. The Parties have It is hereby expressly acknowledged by each of the Supporting Noteholders, on the one hand, and the Company, on the other, that they are in privity with each other and that no Supporting Noteholder with First Lien Note Secured Claims is in privity with any other Supporting Noteholder with First Lien Note Secured Claims in connection with this Agreement or any of the transactions contemplated hereby and no Supporting Noteholder with Convertible Notes Claims is in privity with any other Supporting Noteholder with Convertible Notes Claims in connection with this Agreement or any of the transactions contemplated hereby. Each Supporting Noteholder represents and warrants that as of the date hereof and for so long as this Agreement remains in effect, such Supporting Noteholder has no agreement, arrangement arrangement, or understanding with any other Supporting Noteholder with respect to acting together for the purpose of acquiring, holding, voting voting, or disposing of any equity securities of the Company. Nothing contained in this Agreement, and no action taken by any Supporting Noteholder pursuant hereto is intended to constitute the Supporting Noteholders as a partnership, an association, a joint venture or any other kind of the Company Parties and do not constitute entity, or create a presumption that any Supporting Noteholder is in any way acting in concert or as a member of a “group” with any other Supporting Noteholder or Supporting Noteholders within the meaning of Section 13(d)(3) of Rule 13d-5 under the Securities Exchange Act of 1934 or Rule 13d-5 promulgated thereunder. For the avoidance of doubt: (1) each Supporting Creditor is entering into this Agreement directly with the Company and not with any other Supporting Creditor1934, (2) no other Supporting Creditor shall have any right to bring any action against any other Supporting Creditor with respect this Agreement (or any breach thereof) and (3) no Supporting Creditor shall, nor shall any action taken by a Supporting Creditor pursuant to this Agreement, be deemed to be acting in concert or as any group with any other Supporting Creditor with respect to the obligations under this Agreement nor shall this Agreement create a presumption that the Supporting Creditors are in any way acting as a group. All rights under this Agreement are separately granted to each Supporting Creditor by the Company and vice versa, and the use of a single document is for the convenience of the Company. The decision to commit to enter into the transactions contemplated by this Agreement has been made independently. Nothing in this Agreement shall in any way prohibit or limit the right and ability of any Supporting Creditor to (a) be granted a lien or other interest in the Company’s rights under this Agreement, (b) be assigned such rights by the Company for purposes or enforcement against any Supporting Creditor, or (c) seek standing to bring an action derivatively or on behalf of the Debtors in the Chapter 11 Cases, under the Plan or otherwiseamended.

Appears in 1 contract

Samples: Restructuring Support Agreement (Egalet Corp)

Relationship Among Parties. Notwithstanding anything to the contrary herein, the duties and obligations of the Consenting Stakeholders under this Agreement shall be several, not joint. None of the Supporting Creditors Consenting Stakeholders shall have any fiduciary duty, any duty of trust or confidence in any form, or other duties or responsibilities to each other, any Supporting CreditorConsenting Stakeholder, any Company Party, or any of the Company Party’s respective creditors or other stakeholders, and there are no commitments among or between the Supporting CreditorsConsenting Stakeholders, in each case except as expressly set forth in this Agreement. It is understood and agreed that any Supporting Creditor Consenting Stakeholder may trade in any debt or equity securities of any Company Parties without the consent of the Company or any Supporting CreditorConsenting Stakeholder, subject to Section 4.03 8 of this Agreement and applicable securities laws. No prior history, pattern or practice of sharing confidence among or between any of the Supporting CreditorsConsenting Stakeholders, and/or the Company Parties shall in any way affect or negate this understanding and agreement. The Parties have no agreement, arrangement or understanding with respect to acting together for the purpose of acquiring, holding, voting or disposing of any securities of any of the Company Parties and do not constitute a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934 or Rule 13d-5 promulgated thereunder. For the avoidance of doubt: (1) each Supporting Creditor Consenting Stakeholder is entering into this Agreement directly with the Company and not with any other Supporting CreditorConsenting Stakeholder, (2) no other Supporting Creditor Consenting Stakeholder shall have any right to bring any action against any other Supporting Creditor Consenting Stakeholder with respect this Agreement (or any breach thereof) and (3) no Supporting Creditor Consenting Stakeholder shall, nor shall any action taken by a Supporting Creditor Consenting Stakeholder pursuant to this Agreement, be deemed to be acting in concert or as any group with any other Supporting Creditor Consenting Stakeholder with respect to the obligations under this Agreement nor shall this Agreement create a presumption that the Supporting Creditors Consenting Stakeholders are in any way acting as a group. All rights under this Agreement are separately granted to each Supporting Creditor Consenting Stakeholder by the Company and vice versa, and the use of a single document is for the convenience of the Company. The decision to commit to enter into the transactions contemplated by this Agreement has been made independently. Nothing in this Agreement shall in any way prohibit or limit the right and ability of any Supporting Creditor to (a) be granted a lien or other interest in the Company’s rights under this Agreement, (b) be assigned such rights by the Company for purposes or enforcement against any Supporting Creditor, or (c) seek standing to bring an action derivatively or on behalf of the Debtors in the Chapter 11 Cases, under the Plan or otherwise.

Appears in 1 contract

Samples: Backstop Commitment Agreement (Parker Drilling Co /De/)

Relationship Among Parties. None Notwithstanding anything herein to the contrary, the duties and obligations of the Supporting Creditors Consenting Noteholders under this Agreement shall be several, not joint. No Party shall have any fiduciary dutyresponsibility by virtue of this Agreement for any trading by any other entity, and it is hereby expressly acknowledged by the Consenting Noteholders, on the one hand, and the Stone Parties, on the other hand, that they are in privity with each other and that no Consenting Noteholder is in privity with any duty of trust or confidence other Consenting Noteholder in any form, or other duties or responsibilities to each other, any Supporting Creditor, any Company Party, connection with this Agreement or any of the Company Party’s respective creditors or other stakeholders, transactions contemplated hereby. The Consenting Noteholders represent and there are no commitments among or between the Supporting Creditors, in each case except warrant that as expressly set forth in this Agreement. It is understood and agreed that any Supporting Creditor may trade in any debt or equity securities of any Company Parties without the consent of the Company or any Supporting Creditor, subject to Section 4.03 of date hereof and for so long as this Agreement and applicable securities laws. No prior historyremains in effect, pattern or practice of sharing confidence among or between any of the Supporting Creditors, and/or the Company Parties shall in any way affect or negate this understanding and agreement. The Parties Consenting Noteholders have no agreement, arrangement arrangement, or understanding with respect to acting together for the purpose of acquiring, holding, voting voting, or disposing of any equity securities of the Stone Parties. No prior history, pattern, or practice of sharing confidences among or between the Parties shall in any way affect or negate this Agreement, and each Consenting Noteholder shall be entitled to independently protect and enforce its rights, including, without limitation, the rights arising out of this Agreement, and it shall not be necessary for any other Consenting Noteholder to be joined as an additional party in any proceeding for such purpose. Nothing contained in this Agreement, and no action taken by any Consenting Noteholder pursuant hereto is intended to constitute the Company Parties and do not constitute Consenting Noteholders as a partnership, an association, a joint venture or any other kind of entity, or create a presumption that any Consenting Noteholder is in any way acting in concert or as a member of a “group” with any other Consenting Noteholder or Consenting Noteholders within the meaning of Section 13(d)(3) of Rule 13d-5 under the Securities Exchange Act of 1934 or Rule 13d-5 promulgated thereunder. For the avoidance of doubt: (1) each Supporting Creditor is entering into this Agreement directly with the Company and not with any other Supporting Creditor1934, (2) no other Supporting Creditor shall have any right to bring any action against any other Supporting Creditor with respect this Agreement (or any breach thereof) and (3) no Supporting Creditor shall, nor shall any action taken by a Supporting Creditor pursuant to this Agreement, be deemed to be acting in concert or as any group with any other Supporting Creditor with respect to the obligations under this Agreement nor shall this Agreement create a presumption that the Supporting Creditors are in any way acting as a group. All rights under this Agreement are separately granted to each Supporting Creditor by the Company and vice versa, and the use of a single document is for the convenience of the Company. The decision to commit to enter into the transactions contemplated by this Agreement has been made independently. Nothing in this Agreement shall in any way prohibit or limit the right and ability of any Supporting Creditor to (a) be granted a lien or other interest in the Company’s rights under this Agreement, (b) be assigned such rights by the Company for purposes or enforcement against any Supporting Creditor, or (c) seek standing to bring an action derivatively or on behalf of the Debtors in the Chapter 11 Cases, under the Plan or otherwiseamended.

Appears in 1 contract

Samples: Stone Energy Corp

Relationship Among Parties. (a) Notwithstanding anything to the contrary herein, the duties and obligations of the Consenting Stakeholders under this Agreement shall be several, and neither joint nor joint and several. None of the Supporting Creditors Consenting Stakeholders shall have by virtue of this Agreement any fiduciary duty, duty or any other duty of trust or confidence in any formform to each other, any Consenting Stakeholder, any Company Party or affiliate thereof, or any of the Company Parties’ or their respective affiliates’ creditors or other stakeholders. None of the Consenting Stakeholders shall have by virtue of this Agreement any duties or responsibilities to each other, any Supporting CreditorConsenting Stakeholder, any Company PartyParty or affiliate thereof, or any of the Company Party’s Parties’ or their respective affiliates’ creditors or other stakeholders, and there are no commitments among or between the Supporting CreditorsConsenting Stakeholders, in each case except as expressly set forth in this Agreement. It is understood and agreed that any Supporting Creditor Consenting Stakeholder may trade in any debt or equity securities Securities of any Company Parties without the consent of the Company Parties or any Supporting Creditorother Consenting Stakeholder, subject to Section 4.03 applicable securities Laws, the terms of this Agreement Agreement, and applicable securities lawsthe terms of the Definitive Documents. No prior history, pattern or practice of sharing confidence confidences among or between any of the Supporting CreditorsConsenting Stakeholders, and/or the Company Parties shall in any way affect or negate this understanding and agreement. The Parties have no acknowledge that this Agreement does not constitute an agreement, arrangement arrangement, or understanding with respect to acting together for the purpose of acquiring, holding, voting voting, or disposing of any securities Securities of any of the Company Parties and do shall not be deemed, as a result of its entering into and performing its obligations under this Agreement, to constitute a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934 or Rule 13d-5 promulgated thereunder. For the avoidance of doubt: (1) each Supporting Creditor Consenting Stakeholder is entering into this Agreement directly with the Company Parties and not with any other Supporting CreditorConsenting Stakeholder, (2) no other Supporting Creditor Consenting Stakeholder shall have any right to bring any action against any other Supporting Creditor Consenting Stakeholder with respect this Agreement (or any breach thereof) ), other than in accordance with this Agreement, and (3) no Supporting Creditor Consenting Stakeholder shall, nor shall any action taken by a Supporting Creditor Consenting Stakeholder pursuant to this Agreement, be deemed to be acting in concert or as any group with any other Supporting Creditor Consenting Stakeholder with respect to the obligations under this Agreement Agreement, nor shall this Agreement create a presumption that the Supporting Creditors Consenting Stakeholders are in any way acting as a group. All rights under this Agreement are separately granted to each Supporting Creditor Consenting Stakeholder by the Company Parties and vice versa, and the use of a single document is for the convenience of the CompanyParties. The Each Party’s decision to commit to enter into the transactions contemplated by this Agreement has been made independently. Nothing in this Agreement shall in independently and is based upon its own business judgment with the understanding that no Company Party has made any way prohibit representations or limit warranties as to the right and ability of any Supporting Creditor to (a) be granted a lien or other interest in the Company’s rights under this Agreement, (b) be assigned such rights by the Company for purposes or enforcement against any Supporting Creditor, or (c) seek standing to bring an action derivatively or on behalf success of the Debtors in Restructuring Transactions or, ultimately, the Chapter 11 Cases, under Confirmation of the Plan or otherwisePrepackaged Plan.

Appears in 1 contract

Samples: Contingent Value Rights Agreement (Akumin Inc.)

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