Certain Waiver. By their execution and delivery hereof, the Lenders hereby irrevocably waive compliance as of June 30, 1996 with the minimum Capital Base covenant pursuant to Section 5.08 of the Loan Agreement. Such waiver shall only be applicable in this specific instance and for the specific date, and shall not be deemed a waiver (or an agreement to grant a waiver) with respect to any other covenant or for any other time period.
Certain Waiver. Each Lender hereby irrevocably agrees to forego, and waives any right to receive, any commissions or any other compensation or remuneration in connection with any capital it has provided to or for the benefit of operating Xxxx Xxx. Nothing in this section is intended to limit or deny the ability of any Lender to receive ordinary compensation for services rendered to or for the benefit of the Company or Xxxx Xxx.
Certain Waiver. EXCEPT AS SET FORTH IN THE DEFINITION OF “DAMAGES”, EACH PARTY, TO THE FULLEST EXTENT PERMITTED BY LAW, IRREVOCABLY WAIVES ANY RIGHTS THAT IT MAY HAVE TO PUNITIVE, SPECIAL, EXEMPLARY, CONSEQUENTIAL, LOST PROFITS, DIMINUTION IN VALUE OR SIMILAR DAMAGES BASED UPON, OR ARISING OUT OF, THIS AGREEMENT OR ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS OR ACTIONS OF ANY OF THEM RELATING THERETO.
Certain Waiver. (a) Effective upon the Closing, each member of Seller Group, on its behalf and on behalf of its Affiliates (collectively, the "Releasing Parties") hereby irrevocably waives, releases and discharges, absolutely and forever each Alias Company and each of its Subsidiaries, and its and their officers, directors and employees (other than any person who shall remain an employee of Seller Group on the Closing Date) (collectively, the "Released Parties"), from any and all Liabilities, other than those arising out of fraud or intentional misrepresentation, to Seller Group or the other Releasing Parties of any kind and nature whatsoever, whether in its or his capacity as an officer or director of any Alias Company or otherwise (including in respect of any rights of contribution or indemnification, other than compensation as an employee of the Business) in respect of facts, events, circumstances or conditions occurring or arising prior to the Closing, in each case whether absolute or contingent, liquidated or unliquidated, and whether arising under any agreement or understanding or otherwise at law or equity, whether in administrative proceedings or in arbitration and whether known or unknown, suspected or unsuspected, material or immaterial, absolute or contingent, direct or indirect or nominally or beneficially claimed or possessed and each of the Releasing Parties shall not seek to recover and hereby covenants, and any member of Seller Group shall cause each of the Releasing Parties to covenant, not to seek to recover any amounts in connection therewith or thereunder from the Released Parties. Effective upon the Closing, in no event shall the Released Parties have any liability, in the absence of fraud or intentional misrepresentation, to any of the Releasing Parties whatsoever for any breaches of the representations, warranties, agreements or covenants of any member of Seller Group, and, in the absence of fraud or intentional misrepresentation, none of the Releasing Parties shall in any event seek contribution from the Released Parties for any breaches of Seller Group's obligation to Buyer.
Certain Waiver. The Bank Parties hereby grant a limited one-time waiver, as specifically set forth herein, of Borrower's requirement to comply with the hedging covenant set forth in Section 5.35, as added to the Credit Agreement by the First Amendment thereto, as amended by the Second Amendment thereto, the Third Amendment and the Fourth Amendment thereto. The waiver set forth above shall be effective only until the earlier of: (i) the date on which the Administrative Agent, on behalf of the Required Banks, provides Borrower written notice that the covenant set forth in Section 5.35 is to be reinstated and (ii) the last Business Day of any period of ten (10) consecutive Business Days during which the 6-month NYMEX strip price for light, sweet crude oil has averaged less than or equal to $30.00 per barrel (the "Hedge Reinstatement Date"). Within five (5) days after the Hedge Reinstatement Date, Borrower shall enter into Hedge Agreements to satisfy the covenants set forth in Section 5.35. Borrower hereby acknowledges and agrees that the requirement to enter into such Hedge Agreements as provided herein is an affirmative covenant under Section 5.35, and the breach of such covenant shall entitle the Bank Parties to all rights and remedies under the Credit Agreement and the applicable Loan Documents. This limited one-time waiver is not intended to establish any course of dealing between the Bank Parties and Borrower, or to indicate any intention or agreement to grant future waivers of any non-compliance by Borrower with any of the terms of the Credit Agreement. Any future waivers must be in writing and signed by the Bank Parties, and any alleged waiver that is not in writing and signed by the Bank Parties shall be subject to the provisions of Section 9.07 of the Credit Agreement.
Certain Waiver. The Maker hereby waives diligence, demand, presentment -------------- for payment, protest, dishonor, nonpayment, default, and notice of any and all of the foregoing.
Certain Waiver. Lender hereby grants a waiver of Borrower’s compliance with (i) the Loan to Value Ratio, as provided in Section 7.2(r)(ii) of the Credit Agreement for the period beginning on March 31, 2009 and ending on the Maturity Date, (ii) the Projected Net Revenue 48 month test set forth in Section 10.1(b) of the Credit Agreement, for the period beginning on March 31, 2009 and ending on the Maturity Date and (iii) Section 5.1(d) of the Credit Agreement but only in regard to Borrower’s notice to Lender of the February - June 2009 Xxxxxx Matters (as defined on Schedule 4.1(h) attached hereto); provided, however, such limited waiver does not indicate an intent to establish any course of dealing between Lender and Borrower with regard to future consents or waivers that may be requested and such waiver should not be construed as an indication that Lender would be willing to agree to any further or future agreements, waivers, consents or any modifications to any of the terms of the Credit Agreement or other Loan Documents.
Certain Waiver
