Support of Restructuring Transaction Clause Samples
Support of Restructuring Transaction. Each of the Supporting Parties agrees that, for the duration of the Restructuring Support Period, such Supporting Party shall (including directing the First Lien Agent and the Second Lien Agent, and the Convertible Notes Trustee, as necessary):
(i) subject to receipt of a Disclosure Statement approved by the Bankruptcy Court soliciting votes on the Plan for the RCS Debtors and a Disclosure Statement soliciting votes on the Plan for the Non-RCS Debtors, timely vote or cause to be voted in accordance with the applicable procedures set forth in the Disclosure Statement and accompanying solicitation materials, all Claims and Interests in voting classes now or hereafter beneficially owned by such Supporting Party or for which it now or hereafter serves as the nominee, investment manager or advisor for beneficial holders thereof, as applicable, to accept each Plan, by delivering its duly executed and completed ballots accepting each Plan on a timely basis following the commencement of the Solicitation of such Plan, which ballots shall be in favor of and not indicate that the Supporting Party opts out of any releases and exculpation provided under each Plan; provided that such vote shall be immediately revoked and deemed void ab initio upon termination of this Agreement pursuant to the terms hereof (except any termination pursuant to Section 6(e) hereof);
(ii) not change or withdraw (or seek or cause to be changed or withdrawn) any such vote;
(iii) not (A) object to, delay, impede or take any other action to interfere with acceptance or implementation of each Plan, (B) directly or indirectly solicit, encourage, propose, file, support, participate in the formulation of or vote for, any restructuring, sale of assets, merger, workout or plan of reorganization for the Company or any of its Affiliates or subsidiaries other than each Plan, (C) object to or otherwise commence any proceeding, take any action opposing, or support any other Person’s efforts to oppose or object to, any of the terms of the DIP Facility, the terms of the DIP Order, the final relief sought in any “first day” motions and other motions consistent with this Agreement filed by any RCS Debtor or any Non-RCS Debtor in furtherance of the Restructuring Transaction or (D) otherwise take any action that would in any material respect interfere with, delay or postpone the consummation of the Restructuring Transaction;
(iv) (A) support, and take all reasonable actions necessary to facilitate the implementa...
Support of Restructuring Transaction. Subject to the satisfaction of the conditions contained in Section 3(b) hereof, each Consenting Lender agrees that, for the duration of the Restructuring Support Period, such Consenting Lender shall:
(i) support, and take all reasonable actions necessary or reasonably requested by the Company to facilitate the implementation or consummation of, the Restructuring Transaction (including, but not limited to, the approval of the Disclosure Statement Order, the Solicitation and the consummation of the Restructuring Transaction pursuant to the Joint Plan), and the approval by the Bankruptcy Court of the Restructuring Documents;
(ii) support, and take all reasonable actions necessary or reasonably requested by the Company to facilitate the implementation and approval by the Bankruptcy Court of the DIP Facility;
(iii) support, and take all reasonable actions necessary or reasonably requested by the Company to facilitate the implementation and approval by the Bankruptcy Court of the Exit Financing,
(iv) backstop the funding of the Exit Financing in the event the Company is unable to secure the Exit Financing from a third-party;
(v) negotiate in good faith, use best efforts, and take all reasonable actions necessary to execute a Shareholder Agreement on or prior to the date that is fourteen (14) days after the Petition Date;
(vi) not (A) directly or indirectly seek, solicit, vote its First Lien Loan Claims for, support, or encourage the termination or modification of the exclusive period for the filing of any plan of reorganization, proposal or offer of dissolution, winding up, liquidation, reorganization, merger, consolidation, business combination, joint venture, partnership, sale of assets, or restructuring of the Company other than the Restructuring Transaction, or (B) take any other action, including, but not limited to, initiating any legal proceedings or enforcing rights as a holder of the First Lien Loan Claims, that is inconsistent with this Agreement or the Restructuring Documents, or is reasonably likely to prevent, interfere with, delay, or impede the implementation or consummation of the Restructuring Transaction (including, but not limited to, the Bankruptcy Court’s approval of the Restructuring Documents, the Solicitation, or confirmation of the Joint Plan);
(vii) (A) subject to the receipt of the Disclosure Statement, timely vote, or cause to be voted, its First Lien Loan Claims to accept the Joint Plan by delivering its duly executed and completed b...
Support of Restructuring Transaction. Upon the terms and subject to the conditions hereof, Honu agrees to comply with the following covenants and that, for the duration of the Restructuring Support Period, it shall:
i) Support and take all actions necessary or reasonably requested by the Company or ESW to obtain entry of the RSA Order and facilitate the implementation and consummation of the Restructuring Transaction in a timely manner, including the filing of the Plan, an accompanying Disclosure Statement and all other Definitive Documents required to be filed in connection with the Solicitation, if any, of votes on, and confirmation of, the Plan;