Common use of Agreement to Forbear Clause in Contracts

Agreement to Forbear. During the period commencing on the date hereof and ending on the earlier to occur of (i) August 31, 2018 and (ii) the occurrence of any Additional Default (as defined below) (the “Forbearance Period”), and subject to the specific conditions precedent set forth in Section 9 hereof and to the other terms and conditions of this Agreement, Lender agrees that it will forbear from exercising its rights and remedies under the Loan Documents due to the Subject Events of Default. Notwithstanding any provision of this Agreement, the Forbearance Period shall terminate, and nothing contained herein shall limit any rights or remedies of Lender under the Credit Agreement or any other Loan Document, upon a Default or Event of Default which is not a Subject Event of Default (each an “Additional Default”). For purposes of this Agreement, a default or termination of the forbearance period under the SWK Forbearance Agreement (as defined in Section 9(b) hereof) shall constitute an Additional Default. Upon the expiration or termination of the Forbearance Period, Lender’s forbearance shall automatically terminate and Lender shall be entitled to exercise any and all of its rights and remedies under this Agreement, the Credit Agreement and the Loan Documents without further notice. Borrowers hereby agree that Lender shall have no obligation to extend the Forbearance Period; provided, however, that Borrowers and Lender may extend such Forbearance Period by written agreement. 3.

Agreement to Forbear. During the period commencing on the date hereof and ending on the earlier to occur of (i) August 31September 30, 2018 2016 and (ii) the occurrence of any Additional Default (as defined below) (the “Forbearance Period”), and subject to the specific conditions precedent set forth in Section 9 hereof and to the other terms and conditions of this Agreement, Lender agrees that it will forbear from exercising its rights and remedies under the Loan Documents due to the Subject Events of Default. Notwithstanding any provision of this Agreement, the Forbearance Period shall terminate, and nothing contained herein shall limit any rights or remedies of Lender under the Credit Agreement or any other Loan Document, upon a Document based on any Default or Event of Default which is not a Subject Event of Default (each an “Additional Default”). For purposes of this Agreement, a default or termination of the forbearance period under the SWK Forbearance Agreement (as defined in Section 9(b) hereof) shall constitute an Additional Default. Upon the expiration or termination of the Forbearance Period, Lender’s forbearance shall automatically terminate and Lender shall be entitled to exercise any and all of its rights and remedies under this Agreement, the Credit Agreement and the Loan Documents without further notice; provided however, that in the event that, (i) Borrowers’ Net Accounts Payable (as defined below) is less than $4,900,000 as measured on September 30, 2016 and (ii) no Additional Default has occurred and is continuing, Lenders shall waive the Subject Events of Default. Borrowers hereby agree that Lender shall have no obligation to extend the Forbearance Period; provided. For purposes of this Agreement, however“Net Accounts Payable” shall mean, that Borrowers as of any date of determination, an amount equal to (x) the aggregate amount of all accounts payable due and Lender may extend such Forbearance Period owing by written agreement. 3Borrower and its Affiliates minus (y) Borrower’s Consolidated Unencumbered Liquid Assets minus (z) so long as no Default or Event of Default has occurred and is continuing, the amount of any Availability.

Agreement to Forbear. During the period commencing on the date hereof and ending on the earlier to occur of (i) August 31February 28, 2018 2019 and (ii) the occurrence of any Additional Default (as defined below) (the “Forbearance Period”), and subject to the specific conditions precedent set forth in Section 9 hereof and to the other terms and conditions of this Agreementset forth, Lender agrees that it will forbear from exercising its rights and remedies under the Loan Documents due to the Subject Events Event of Default. Notwithstanding any provision of this Agreement, the Forbearance Period shall terminate, and nothing contained herein shall limit any rights or remedies of Lender under the Credit Agreement or any other Loan Document, upon a Default or Event of Default which is not a Subject Event of Default (each each, an “Additional Default”). For purposes of this Agreement, a any failure by Borrowers during the Forbearance Period to comply with the Fixed Charge Coverage Ratio covenant as required pursuant to Section 7.1 of the Credit Agreement shall not constitute an Additional Default and the requirement of compliance with the Fixed Charge Coverage Ratio covenant under the Credit Agreement is suspended during the Forbearance Period. A default or termination of the forbearance period under the SWK Forbearance failure to comply with this Agreement (as defined in Section 9(b) hereof) shall constitute an Additional Default. Upon the expiration or termination of the Forbearance Period, Lender’s forbearance shall automatically terminate and Lender shall be entitled to exercise any and all of its rights and remedies under this Agreement, the Credit Agreement and the Loan Documents without further notice. Borrowers hereby agree that Lender shall have no obligation to extend the Forbearance Period; provided, however, that Borrowers and Lender may extend such Forbearance Period by express written agreement. 3.

Agreement to Forbear. During the period commencing on the date hereof and ending on the earlier to occur of (i) August 31April 15, 2018 2019 and (ii) the occurrence of any Additional Default (as defined below) (the “Forbearance Period”), and subject to the specific conditions precedent set forth in Section 9 hereof and to the other terms and conditions of this Agreementset forth, Lender agrees that it will forbear from exercising its rights and remedies under the Loan Documents due to the Subject Events of Default. Notwithstanding any provision of this Agreement, the Forbearance Period shall terminate, and nothing contained herein shall limit any rights or remedies of Lender under the Credit Agreement or any other Loan Document, upon a Default or Event of Default which is not a Subject Event of Default (each each, an “Additional Default”). For purposes of this Agreement, a any failure by Borrowers during the Forbearance Period to comply with the Fixed Charge Coverage Ratio covenant as required pursuant to Section 7.1 of the Credit Agreement shall not constitute an Additional Default and the requirement of compliance with the Fixed Charge Coverage Ratio covenant under the Credit Agreement is suspended during the Forbearance Period. A default or termination of the forbearance period under the SWK Forbearance failure to comply with this Agreement (as defined in Section 9(b) hereof) shall constitute an Additional Default. Upon the expiration or termination of the Forbearance Period, Lender’s forbearance shall automatically terminate and Lender shall be entitled to exercise any and all of its rights and remedies under this Agreement, the Credit Agreement and the Loan Documents without further notice. Borrowers hereby agree that Lender shall have no obligation to extend the Forbearance Period; provided, however, that Borrowers and Lender may extend such Forbearance Period by express written agreement. 3.