Consideration for Forbearance Sample Clauses
Consideration for Forbearance. In consideration of Equitable's agreement to forbear from taking certain actions during the Forbearance Period, the Company agrees that:
(a) Simultaneously with the execution of this Agreement, the Company shall provide Equitable with an executed copy of a forbearance agreement (the "Bank Forbearance Agreement"), in the form attached hereto as Exhibit B, with all schedules and exhibits, between the Company, Firstar Bank, N.A., as Agent, and the other lenders party to that certain Credit Agreement, dated as of March 15, 1999, as amended (collectively, the "Banks");
(b) Upon request, the Company shall provide to Equitable copies of all documents described in subsections (b), (e), (f) and (j) of Section 5 of the Bank Forbearance Agreement;
(c) Simultaneously with the execution of this Agreement, the Company shall provide Equitable with evidence of payment of all real estate taxes pertaining to the Collateral;
(d) Simultaneously with the execution of this Agreement, the Company shall reimburse Equitable the sum of $28,500 which has been and will be incurred by Equitable in connection with obtaining an appraisal of the Collateral;
(e) On or before January 19, 2001, the Company shall provide Equitable with the information required by Section 5(j)(vi)(D) of the Bank Forbearance Agreement for the months of November and December, 2000;
(f) On or before January 31, 2001, the Company shall pay to Equitable all of its documented legal fees and expenses incurred in connection with this Agreement and the review of the Loan Documents and Collateral, which shall be invoiced to the Company on or before January 19, 2001;
(g) Upon invoice, the Company shall reimburse Equitable for the costs of lien searches for the Collateral;
(h) Except as specifically provided herein, the Company shall comply with all of the terms of the Loan Documents;
(m) Within one (1) business day of the Company's receipt thereof, the Company shall provide Equitable written notice of demand for payment made by the holder of any guaranty made by the Company; and
(n) The Company shall pay no dividends or make any other distributions to shareholders, or make any loans for borrowed money to any person other than extensions of trade credit in the ordinary course of business.
Consideration for Forbearance. In consideration of the Lender’s agreement to forbear from taking certain actions during the Forbearance Period, the Obligors agree that:
(a) During the Forbearance Period:
(i) The Obligors shall comply with the terms of this Agreement and the Financing Agreement (as amended hereby) and provide to the Lender such financial and other information required under or requested in accordance with this Agreement or the Financing Agreement.
(ii) The Obligors shall pay (a) all amounts due employees for wages, salary, and benefits together with state and federal taxes (including, but not limited to, all sales, withholding and social security taxes), (b) all premiums for insurance (including but not limited to, all property and casualty, liability and worker’s compensation insurance), and (c) real property and personal property tax payments when due unless such taxes are being contested in good faith by appropriate proceedings and for which adequate reserves have been established in accordance with GAAP.
(b) During the Forbearance Period, the Obligors shall furnish to the Lender on the day any Obligor first obtains knowledge of the occurrence of any Forbearance Event of Default (as hereinafter defined), a statement of an authorized representative of the Company setting forth details of such Forbearance Event of Default.
(c) During the Forbearance Period, the Obligors shall continue to keep the Lender informed of the status of potential refinancing of the Obligations.
(d) The Company shall pay to the Lender a fully earned, non-refundable fee in the amount of Fifty Thousand Dollars ($50,000).
Consideration for Forbearance. In consideration of ComVest's agreement to forbear as hereinafter provided, the Company hereby agrees that:
(a) The Company shall pay to ComVest a forbearance fee in the amount of $87,500 which shall be due and payable (i) $25,000 on or before June 30, 2005 and (ii) $62,500 on or before July 21, 2005. Such forbearance fee shall be deemed fully earned upon the execution and delivery of this Agreement by the Company, and shall be an "Obligation" under and as defined in the Security Agreement, and secured by all of the Collateral pledged under the Security Agreement; and
(b) The transfer restrictions contained in Section 5.1(a) of the Purchase Agreement, and in Section 8 of the Notes, are hereby amended, so that, from and after the date hereof, subject to Section 5.1(b) of the Purchase Agreement, ComVest and/or any direct or remote transferee(s) of ComVest may assign or transfer any Note (including any further Additional Note(s) which may be issued pursuant to the Purchase Agreement) or any portion thereof to any person or entity whatsoever, except that the transfer restrictions set forth in Section 5.1(a) of the Purchase Agreement and in Section 8 of the Notes shall continue in full force and effect with respect to (i) Hologic, Inc., (ii) ▇▇▇▇▇▇ ▇▇▇▇▇▇ or any business or entity in which he is employed or is otherwise involved or has a greater than 5% ownership interest, and (iii) any Affiliates (as defined in the Purchase Agreement) of any of the foregoing. Such transfer restrictions with respect to Hologic, Inc. and any of its Affiliates will terminate and be of no further force and effect upon the earlier of (i) an Option Triggering Event (as defined in the Warrant dated February 22, 2005 issued by the Company to ComVest) and (ii) July 21, 2005.
Consideration for Forbearance i. As consideration for [Holder] forbearing to exercise its rights under the Transaction Documents, no later than January 15, 2026 the Company shall pay to [Holder] USD$75,000.00, which shall not be applied to the principal and interest due and outstanding under the Debentures (the “Forbearance Payments”).
ii. Upon the termination of this Agreement as a result of, including but not limited to, the Company’s failure to comply with the terms herein or the expiration of the Forbearance Period, the agreement of [Holder] to forbear shall automatically and without further action terminate and be of no force and effect, it being expressly agreed that the effect of such termination will be to permit [Holder] to exercise such rights and remedies immediately, including, but not limited to, the acceleration of all of the Obligations without any further notice, passage of time or forbearance of any kind. This Agreement shall be deemed to satisfy any and all requirements by [Holder] to notify the Company of the occurrence of the Existing Default and satisfies any obligation by [Holder] to give the Company an opportunity to cure the Existing Defaults.
Consideration for Forbearance. In consideration of the Banks' and the Agent's agreement to forbear from taking certain actions during the Forbearance Period, the Company agrees that:
(a) Upon receipt, but not later than December 22, 2000, the Company shall provide the Agent with an executed copy of an agreement between The Equitable Life Assurance Society of the United States ("Equitable") and the Company, in form and substance satisfactory to the Banks and the Agent in their sole discretion, providing that during the Forbearance Period Equitable
(i) will defer all payments of principal and interest which are due or which become due and owing to it from the Company, (ii) will not take any action to foreclose its mortgages on the Company's assets, and (iii) will not accept a surrender or transfer to it of all or any part of its collateral including by way of acceptance of a deed in lien of foreclosure; and
(b) Upon receipt, but not later than December 22, 2000, the Company shall provide the Agent with a complete copy of an appraisal of the Company's intangible property including its trademarks and tradenames prepared by Houlihan, Lokey, ▇▇▇▇▇▇ & Zukin ("▇▇▇▇▇▇▇▇"), together with copies of all materials provided by the Company to ▇▇▇▇▇▇▇▇ and all work papers of ▇▇▇▇▇▇▇▇ prepared in connection therewith; and
(c) Upon receipt, but not later than December 22, 2000, the Company shall provide the Agent with executed copies of Waivers of Liens substantially in the form of Exhibit H-1 attached hereto as to the warehouse and/or processors listed on Exhibit H-2 attached hereto and in the form of Exhibit H-3 attached hereto as to the landlords listed on Exhibit H-4; and
(d) Within three (3) business day of the Company's receipt thereof, the Company shall provide the Agent with such UCC-1 financing statements with respect to the Banks' collateral as are requested by the Agent, each executed by the Company; and
(e) Upon receipt, the Company shall provide the Agent with unedited copies of all proposal letters or other writings related to the refinancing of the Obligations, the sale of any assets, or the infusion of new equity; and
(f) Upon receipt, but no later than December 22, 2000, the Company shall provide the Agent with a complete copy of an appraisal of the Company's fixed assets including its real property, plants and equipment prepared by Hilco Trading Co., Inc. ("Hilco"), together with copies of all materials provided by the Company to Hilco and all work papers of Hilco prepared in connection...
Consideration for Forbearance. PSLA gave up valuable rights and agreed to forbear from exercising legal remedies available to it in exchange for the promises, representations, acknowledgments and warranties of Core FL and Horizons 5 and subsidiaries of Core FL contained herein and PSLA would not have entered into this Agreement but for such promises, representations, acknowledgments and warranties, all of which have been freely bargained for and accepted by PSLA in good faith; and