11 CASE, OR TO CONVERT SUCH
CHAPTER 11 CASE TO ONE UNDER CHAPTER 7.
5
(E)
NOTHING IN THIS AGREEMENT SHALL BE DEEMED
TO PREVENT ANY CONCURRING NOTEHOLDER FROM TAKING, OR FAILING TO TAKE, ANY ACTION
THAT IT IS OBLIGATED TO TAKE (OR FAIL TO TAKE) IN THE PERFORMANCE OF ANY
FIDUCIARY OR SIMILAR DUTY WHICH THE CONCURRING NOTEHOLDER OWES TO ANY OTHER
PERSON, INCLUDING ANY DUTIES THAT MAY ARISE AS A RESULT OF ANY CONCURRING
NOTEHOLDER'S APPOINTMENT TO ANY COMMITTEE IN THE PREPACKAGED PROCEEDING OR ANY
OTHER BANKRUPTCY OR INSOLVENCY PROCEEDING.
(F)
EACH CONCURRING NOTEHOLDER FURTHER AGREES
THAT ANY NOTES ACQUIRED BY SUCH CONCURRING NOTEHOLDER FOLLOWING THE DATE OF THIS
AGREEMENT SHALL BE SUBJECT TO THE TERMS AND CONDITIONS OF THIS AGREEMENT AND
SHALL BE SUBJECT TO THE SAME TREATMENT IN THE RESTRUCTURING AS THE NOTES HELD BY
SUCH CONCURRING NOTEHOLDER AS OF THE DATE HEREOF.
FOR THE AVOIDANCE OF DOUBT,
THIS SHALL NOT INCLUDE ANY ACQUIRED NOTES BENEFICIALLY OWNED BY NON-AFFILIATED
CUSTOMERS OF THE UNDERSIGNED CONCURRING NOTEHOLDER.
(G)
SUBJECT TO SECTION 2 OF THIS AGREEMENT, EACH
CONCURRING NOTEHOLDER AGREES THAT SO LONG AS IT IS THE LEGAL OWNER OR BENEFICIAL
OWNER OF ALL OR ANY PORTION OF EITHER A REFERENCED "CLAIM" OR REFERENCED
"INTEREST" WITHIN THE MEANING OF 11 U.S.C. §§ 101, ET SEQ. (EACH A "CLAIM"), IT
WILL:
(I) TAKE ALL REASONABLE STEPS TO SUPPORT THE PREPACKAGED PLAN, USE ITS
COMMERCIALLY REASONABLE BEST EFFORTS TO DEFEND THE ADEQUACY OF PRE-PETITION
DISCLOSURE AND SOLICITATION PROCEDURES IN CONNECTION WITH THE PREPACKAGED PLAN
AND THE EXCHANGE OFFER AND, TO THE EXTENT NECESSARY, SUPPORT THE ADEQUACY OF ANY
POST-PETITION DISCLOSURE STATEMENT THAT MAY BE REQUIRED BY THE BANKRUPTCY COURT
AND CIRCULATED IN CONNECTION HEREWITH OR THEREWITH; (II) FROM AND AFTER THE DATE
HEREOF, NOT AGREE TO, CONSENT TO, PROVIDE ANY SUPPORT TO, PARTICIPATE IN THE
FORMULATION OF, OR VOTE FOR ANY PLAN OF REORGANIZATION OR LIQUIDATION OF THE
COMPANY, OTHER THAN THE PREPACKAGED PLAN; AND (III) AGREE TO PERMIT DISCLOSURE
IN THE PREPACKAGED PLAN OR ANY DOCUMENT ANCILLARY THERETO (HEREINAFTER A
"REORGANIZATION DOCUMENT") OR ANY NECESSARY FILINGS BY THE COMPANY WITH THE
COMMISSION OF THE CONTENTS OF THIS AGREEMENT (EXCLUDING INFORMATION WITH RESPECT
TO ANY CONCURRING NOTEHOLDER'S SPECIFIC OWNERSHIP OF NOTES, EXCEPT TO THE EXTENT
SUCH INFORMATION IS REQUIRED TO BE INCLUDED IN ANY FILINGS WITH THE COMMISSION).
(H)
EACH CONCURRING NOTEHOLDER AGREES THAT SO
LONG AS IT IS A HOLDER OF ALL OR ANY PORTION OF A CLAIM, IT SHALL NOT OBJECT TO,
OR OTHERWISE COMMENCE ANY PROCEEDING TO OPPOSE OR ALTER, THE PREPACKAGED PLAN OR
ANY OTHER REORGANIZATION DOCUMENT AND SHALL NOT TAKE ANY ACTION WHICH IS
INCONSISTENT WITH, OR THAT WOULD UNREASONABLY DELAY OR IMPEDE APPROVAL OR
CONFIRMATION OF THE PREPACKAGED PLAN OR ANY OF THE REORGANIZATION DOCUMENTS.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, NO CONCURRING NOTEHOLDER
MAY DIRECTLY OR INDIRECTLY SEEK, SOLICIT, SUPPORT OR ENCOURAGE ANY OTHER PLAN,
SALE, PROPOSAL OR OFFER OF DISSOLUTION, WINDING UP, LIQUIDATION, REORGANIZATION,
MERGER, CONSOLIDATION, LIQUIDATION OR RESTRUCTURING OF THE