Conditions to Waiver Sample Clauses

Conditions to Waiver. The waivers granted pursuant to Section 2 above are subject the conditions that: (a) the Guarantor shall deliver to each of the Liquidity Providers the following items on or prior to the dates specified below (or, in the reasonable discretion of the Liquidity Agent, no later than 5 days thereafter): (i) a monthly forecast of cash receipts and disbursements, commencing with February, 2000, no later than the first day of each month in respect of such forecast ; (ii) a monthly reconciliation of actual cash receipts and disbursements to the forecast for such month delivered pursuant to clause (i) above, no later than the 25th day of the next succeeding month; (iii) a weekly sales report for each week, commencing with the week ending January 8, 2000, no later than the 4th day following the last day of the week in respect of which such sales report is to be delivered; (iv) an operating forecast for each month in the fiscal year ending on or closest to February 28, 2001, no later than March 31, 2000; and (v) a monthly reconciliation of actual operating results for each month specified in the operating forecast delivered pursuant to clause (iv) above to the budget for such month, no later than the 30th day of the next succeeding month; and (b) the Guarantor shall not directly or indirectly, make or agree to make any payment to or for the account of any holder of Public Debt, or any trustee or other representative of any such holder, on account of principal of, interest on or fees in respect of such Public Debt, except as required by the terms of such Public Debt as in effect on the date hereof.
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Conditions to Waiver. TCA’s waivers under Section 1 above shall only be deemed given and effective upon satisfaction (to TCA’s satisfaction) of the following conditions precedent (the “Conditions”): a. GrowLife shall have executed that certain Letter of Intent from TCA – Go Green SPV, LLC (“Go Green SPV”), pursuant to which GrowLife will agree to purchase the stock of Go Green Hydroponics, Inc. from Go Green SPV.
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Conditions to Waiver. All other subadvisors to the fund agree to the same level of waiver.
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Conditions to Waiver. 2.1 To induce the Required Banks to enter into this Waiver, the Borrowers and the Guarantors jointly and severally agree as follows: (a) No Borrower shall give a Notice of Borrowing or otherwise seek to obtain a Borrowing under the Acquisition Term Loan, the Revolving Loan or any Swingline Loan or request the issuance of a Letter of Credit, bid bond or performance bond during the Waiver Period without the prior written consent of the Administrative Agent and the Required Banks; PROVIDED, that (i) a Borrower may give a Notice of Borrowing for a Revolving Loan or a Swingline Loan in an aggregate amount not to exceed the aggregate amount of Revolving Loans and Swingline Loans repaid during the Waiver Period (including pursuant to clause (b) of Section 2.1 hereof); and (ii) a Borrower may request the issuance of one or more Letters of Credit, bid bonds or performance bonds in an aggregate amount not exceeding $5,000,000 (or the Dollar Equivalent thereof), after giving effect to such issuance and the issuance of all other requested Letters of Credit, bid bonds or performance bonds during the Waiver Period; PROVIDED, FURTHER, that nothing herein shall be construed to impair the operation of Section 1.01(e) of the Credit Agreement. (b) The Borrowers shall have made a prepayment of Revolving Loans in the amount of $18,000,000 on or before March 31, 1999. (c) The Company shall deliver to the Banks as promptly as possible (and in no event later than May 25, 1999) a revised business plan, in form reasonably satisfactory to the Administrative Agent and the Required Banks. (d) During the Waiver Period, the Borrower shall not request an Interest Period with respect to Reserve Adjusted Eurodollar Loans that are in excess of one month; PROVIDED that an Interest Period with respect to Term Loans may be a one, two or three month period. (e) During the Waiver Period, Interest on all Loans shall be payable monthly in arrears on the last Business Day of each month, beginning March 31, 1999. (f) No later than March 31, 1999, the Borrowers shall enter into cash management arrangements on terms and conditions satisfactory to the Administrative Agent.
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Conditions to Waiver. This Waiver, and the consents contained herein, shall be effective only upon and subject to satisfaction of the following conditions precedent: (A) Agent shall have received an original of this Waiver duly executed by the parties hereto. (B) Agent shall have received cash proceeds from the sale of the Danville Illinois Real Property via wire transfer to an account designated by Agent in the amount of $900,000. (C) Agent shall have received a waiver and consent fee of $10,000, which waiver and consent fee shall be due and payable and shall be deemed fully earned on the date of this Waiver. (D) Agent shall have received 700,000 shares of the common stock of the Company in form acceptable to Agent. (E) Agent shall have received all other approvals, opinions, documents, agreements, instruments, certificates, schedules and materials as Agent may reasonably request. The Company acknowledges and agrees that the failure to perform, or cause the performance, of the foregoing covenants and agreements will constitute an Event of Default under the Agreement and Agent and Purchasers shall have the right to demand the immediate repayment in full in cash of all outstanding Indebtedness owing to Agent and Purchaser under the Agreement, the Note and the other Transaction Documents. In consideration of the foregoing and the transactions contemplated by this Waiver, the Company hereby (a) ratifies and confirms all of the obligations and liabilities of the Company owing pursuant to the Agreement and the other Transaction Documents and (b) agrees to pay all costs and expenses of Agent and Purchasers in connection with this Waiver. Except as expressly set forth herein, (a) the Agreement and the other Transaction Documents remain in full force and effect, (b) this Waiver shall not be deemed to be a waiver, amendment or modification of, or consent to or departure from, any provisions of the Agreement or the other Transaction Documents or to be a waiver of any provision or Event of Default under the Agreement or the other Transaction Documents whether arising before or after the date hereof or as a result of the transactions contemplated hereby (except for the specific waiver referenced above), and (c) this Waiver shall not preclude the future exercise of any right, remedy, power or privilege available to Agent and/or Purchasers whether under the Transaction Documents or otherwise.
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Conditions to Waiver. Lender agrees to waive the Waived Defaults upon the satisfaction of the following conditions: (i) Lender’s receipt, on or before June 30, 2020, of the Borrowers’ revised monthly financial projections (to include balance sheet, income statement and statement of cash flows) for the Fiscal Years ending December 31, 2020 and, subject to the Borrowers’ best efforts, December 31, 2021, specifically presenting and identifying the Borrowers’ strategy to maintain adequate liquidity to meet their operating expenses due to losses (actual or projected) occurring during the Fiscal Quarters ending March 31, 2020 and June 30, 2020. (ii) The Borrowers shall provide evidence to Lender, in form and substance acceptable to Lender in its sole discretion, on or before June 30, 2020, of the filing of all federal, state or local tax returns identified in Section 4.1(iv) above or required to be filed by them by any governmental or taxing authority. In the event the Borrowers have not satisfied the conditions set forth above, it shall be deemed an Event of Default under the Loan Agreement, and Lender shall be entitled to exercise its rights and remedies, including, without limitation its right at any time, as applicable: (i) to accelerate the indebtedness, obligations and liabilities owed by the Borrowers to Lender, including, without limitation, the Indebtedness, (ii) to take any enforcement action or otherwise exercise any or all rights and remedies provided for by any or all of the Loan Agreement, the other Loan Documents or applicable law, or (iii) to increase the interest rate charged on the outstanding balance due under the Loan Documents to the default rate of interest provided for in the Loan Agreement.
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Conditions to Waiver. The express waiver by the Partnership described in Section 1 shall become effective and enforceable against the Parties upon delivery of executed signature pages hereto.
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Conditions to Waiver. This Waiver shall become effective as of the date hereof (the “Effective Date”) only upon the satisfaction of all of the following conditions: (a) the Borrower, the Subsidiary Guarantors, the Administrative Agent, the Collateral Agent and the Lenders constituting the Required Lenders shall have executed this Waiver, and each such Administrative Agent, Collateral Agent, Subsidiary Guarantor, the Borrower and Lender shall have delivered its executed counterpart to this Waiver; and (b) the representations and warranties set forth in Section 5 below shall be true and correct in all respects.
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Conditions to Waiver 
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Related to Conditions to Waiver

  • No waiver of our rights (a) No failure on our part to exercise and no delay on our part in exercising any right or remedy under this agreement will operate as a waiver of such right or remedy, nor will any single or partial exercise of any right or remedy preclude any other or further exercise of such right or remedy or the exercise of any other right or remedy. (b) Any waiver by us of our rights or remedies in respect of any term of this agreement or any breach of this agreement on your part must be in writing and may be given subject to such terms and conditions as we may deem fit and is effective only in the instance and for the purpose for which it is given.

  • NO WAIVER OF LEGAL RIGHTS The Employer and the Union agree that this program shall not diminish the rights of individual employees under State and/or Federal laws relating to drug and/or alcohol testing.

  • REMEDIES; NO WAIVER All rights, powers and remedies of Bank hereunder are cumulative. No delay, failure or discontinuance of Bank in exercising any right, power or remedy hereunder shall affect or operate as a waiver of such right, power or remedy; nor shall any single or partial exercise of any such right, power or remedy preclude, waive or otherwise affect any other or further exercise thereof or the exercise of any other right, power or remedy. Any waiver, permit, consent or approval of any kind by Bank of any breach of this Guaranty, or any such waiver of any provisions or conditions hereof, must be in writing and shall be effective only to the extent set forth in writing.

  • Waiver of Conditions The conditions to each of the parties' obligations to consummate the Merger are for the sole benefit of such party and may be waived by such party in whole or in part to the extent permitted by applicable law.

  • No Waiver of Immunities Nothing in this Agreement shall be deemed to waive, modify or amend any legal defense available at law or in equity to County, its past or present officers, employees, or agents or employees, nor to create any legal rights or claim on behalf of any third party. County does not waive, modify, or alter to any extent whatsoever the availability of the defense of governmental immunity under the laws of the State of Texas and of the United States.

  • No Waiver of Immunity Neither College nor School District waiver or relinquish any immunity or defense on behalf of itself, its trustees, officers, employees, and agents as a result of the execution of this MOU and the performance of the covenants contained herein.

  • No Waiver, Rights and Remedies No failure on the part of the Administrative Agent or any Secured Party or any assignee of any Secured Party to exercise, and no delay in exercising, any right or remedy hereunder shall operate as a waiver thereof; nor shall any single or partial exercise of any right or remedy hereunder preclude any other or further exercise thereof or the exercise of any other right. The rights and remedies herein provided are cumulative and not exclusive of any rights and remedies provided by law.

  • No Waiver of Sovereign Immunity Nothing in the Contract will be construed as a waiver of the System Agency’s or the State’s sovereign immunity. This Contract shall not constitute or be construed as a waiver of any of the privileges, rights, defenses, remedies, or immunities available to the System Agency or the State of Texas. The failure to enforce, or any delay in the enforcement, of any privileges, rights, defenses, remedies, or immunities available to the System Agency or the State of Texas under the Contract or under applicable law shall not constitute a waiver of such privileges, rights, defenses, remedies, or immunities or be considered as a basis for estoppel. System Agency does not waive any privileges, rights, defenses, or immunities available to System Agency by entering into the Contract or by its conduct prior to or subsequent to entering into the Contract.

  • Governing Law; Injunctive Relief; Consent to Jurisdiction; Waiver of Trial by Jury 9.9.1 THIS AGREEMENT AND ANY NON-CONTRACTUAL OBLIGATIONS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK (WITHOUT REGARD TO ANY PRINCIPLES OF CONFLICTS OF LAW THAT WOULD HAVE THE EFFECT OF GIVING EFFECT TO THE LAWS OF ANOTHER JURISDICTION). 9.9.2 Each party acknowledges that it would be impossible to determine the amount of damages that would result from any breach of any of the provisions of this Agreement and that the remedy at Law for any breach, or threatened breach, of any of such provisions would likely be inadequate and, accordingly, agrees that each other party, in addition to any other rights or remedies which it may have, shall be entitled to seek such equitable and injunctive relief as may be available from any court of competent jurisdiction to compel specific performance of, or restrain any party from violating, any of such provisions. In connection with any action or Proceeding for equitable and injunctive relief permitted hereunder, each party hereby waives the claim or defense that a remedy at Law alone is adequate and, to the maximum extent permitted by Law, agrees to have each provision of this Agreement specifically enforced against it, without the necessity of posting bond or other security against it, and consents to the entry of equitable and injunctive relief against it enjoining or restraining any breach or threatened breach of such provisions of this Agreement. 9.9.3 Each of the parties hereto (i) consents to submit itself to the personal jurisdiction of the Federal District Court for the Southern District of New York or the courts of the State of New York sitting in the Borough of Manhattan in connection with any dispute that arises out of this Agreement or the Sale, (ii) agrees that it will not attempt to deny or defeat such personal jurisdiction by motion or other request for leave from any such court and (iii) agrees that it will not bring any action relating to this Agreement (or any other agreement contemplated hereby) in any court other than the Federal District Court for the Southern District of New York or the courts of the State of New York sitting in the Borough of Manhattan unless venue would not be proper under rules applicable in such courts. Notwithstanding the previous sentence, a party may commence any such action in a court other than the above-named courts solely for the purpose of enforcing an order or judgment issued by one of the above-named courts. 9.9.4 EACH PARTY HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT TO ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT (OR ANY OTHER AGREEMENT CONTEMPLATED HEREBY).

  • NO WAIVER OF PROVISIONS The failure of the System Agency to object to or to take affirmative action with respect to any conduct of the Grantee which is in violation or breach of the terms of the Contract shall not be construed as a waiver of the violation or breach, or of any future violation or breach.

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