During the Forbearance Period. Agent and Lenders agree to forbear from exercising any of their rights and remedies solely with respect to the Designated Default, as such rights and remedies are evidenced in the Loan Agreement and Other Documents, and as are available to Agent and Lenders at law or in equity; provided, however, (a) upon the occurrence of an Event of Default other than a Designated Default or (b) if the holders of the Debentures exercise any remedies or commence any other action or proceeding to recover any amounts due or to become due with respect to the Debentures whether resulting from a Designated Default or otherwise, then, at the option of Agent, all Obligations shall be immediately due and payable and, in addition, Agent and Lenders shall be immediately entitled to enforce all of its rights and remedies under the Loan Agreement or otherwise. Except as specifically amended herein, the Loan Agreement and all other documents, instruments and agreements executed and/or delivered in connection therewith, shall remain in full force and effect, and are hereby ratified and confirmed. The execution, delivery and effectiveness of this Agreement, and our forbearance from exercising rights and remedies during the Forbearance Period with respect to the Designated Default, shall not operate as a waiver of any right, power or remedy of Agent or any Lender, nor constitute a waiver of any provision of the Loan Agreement, or any other documents, instruments or agree- ments executed and/or delivered under or in connection therewith and Agent and Lenders hereby reserve all rights and remedies un- der the Loan Agreement and applicable law. Kindly acknowledge your agreement with the foregoing by signing where indicated below. This agreement may be executed in any number of and by different parties hereto on separate counterparts, all of which when so executed shall be deemed an original, but all such counterparts shall constitute one and the same agreement. Any signature delivered by a party via facsimile transmission shall be deemed an original signature hereto. Very truly yours, IBJ WHITEHALL BUSINESS CREDIT CORPORATION, as Agent and sole Lender By: ______________________________ Name: Title: ACKNOWLEDGED AND AGREED: HEALTH-CHEM CORPORATION HERCULITE PRODUCTS, INC. PACIFIC COMBINING CORPORATION HERCON LABORATORIES CORPORATION By: /s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Chairman of the Board of each of the foregoing corporations TRANSDERM LABORATORIES CORPORATION By: /s/ X...
During the Forbearance Period. Borrower shall continue to remit all regularly scheduled payments (whether due on account of any Credit Extension or otherwise, including all principal, interest, fees, costs and other amounts) which may become due under the Loan Agreement, as and when such payments are due.
During the Forbearance Period the Borrower shall not, without the consent of the Requisite Lenders, commence, enter into or make or implement any amendment, waiver, supplement or other modification to any employment agreement or employee compensation plan or pay or cause to be paid any amount contemplated by such agreements or plans before the date on which such amount becomes due and payable pursuant to the terms of the such agreements or plans, as applicable.
During the Forbearance Period the Borrower shall continue to retain (i) the Investment Bank or another investment banking firm reasonably acceptable to the Administrative Agent and the Lenders and (ii) Zolfo Xxxxxx or another advisory and interim management firm reasonably acceptable to the Administrative Agent and the Lenders, a senior managing director or equivalent employee of which shall act as Transformation Officer.
During the Forbearance Period. Borrower shall not make any Restricted Payments or payments for director fees or payments on Indebtedness for borrowed money, including without limitation payments related to tax increment financing or indebtedness to former or current officers, directors or members of Borrower. Notwithstanding the foregoing, Borrower is authorized to reimburse directors for travel expenses and to pay salary and benefits due to directors who are also employees of the Borrower, in all respects consistent with past practices and in customary amounts.
During the Forbearance Period. Each Obligor shall, except as expressly amended or modified by the provisions of this Agreement, continue to, except for compliance with the Debt to Tangible Net Worth Covenant and the Current Ratio Covenant which covenants are hereby waived, comply with each of the covenants set forth in the Loan Agreements, Notes and the other Loan Documents to which it is a party, as applicable.
During the Forbearance Period the Borrower shall provide to the Administrative Agent, in addition to all reporting required by the Credit Agreement, within three (3) Business Days of the end of each fiscal month, (i) a report of sales per location, as well as labor costs for each location, for the monthly period then ended, (ii) a forward-looking cash projection of the Borrower for the subsequent fiscal month and (iii) a comparative report of sales for the corresponding fiscal month of the previous fiscal year.
During the Forbearance Period the Borrower shall not permit the consolidated net sales of the Borrower and its Subsidiaries, calculated on a cumulative basis from January 1, 2000, to be less than the following amounts for the following periods: -------------------------------------- Month Ending Cumulative net sales -------------------------------------- January, 2000 $ 8,226,000.00 -------------------------------------- February, 2000 $16,452,000.00 -------------------------------------- -------------------------------------- March, 2000 $26,735,000.00 -------------------------------------- April, 2000 $34,776,000.00 --------------------------------------
During the Forbearance Period the Borrower and the Servicer hereby agree to honor and forward promptly to the Facility Insurer and the Agent all outstanding informational requests made by the Agent and/or the Facility Insurer or their respective accountants and advisors in connection with their February 2004 on-site due diligence meetings with the Servicer and further acknowledge and agree that each of the Agent and the Facility Insurer shall, at the expense of the Borrower, be entitled to receive additional information and conduct further audits in accordance with Section 6.13 of the Loan Agreement. Each of the Facility Insurer and the Agent agrees that it shall concurrently send to the other a copy of any informational requests or notices related to this Agreement or the Loan Agreement that such party sends to the Borrower or the Servicer. The Borrower and the Servicer agree that they shall concurrently send (i) to the Agent a copy of any requested information and any other notice related to this Agreement or the Loan Agreement sent to the Facility Insurer and (ii) to the Facility Insurer a copy of any requested information and any other notice related to this Agreement or the Loan Agreement sent to the Agent.
During the Forbearance Period the Borrower shall make lease payments to BBL and shall make payments of principal (except for payments of principal due solely as a result of acceleration of the Obligations by the Bank) and interest on the amounts due under the Loan Agreement, in each case as and when due under the Master Lease Agreement and Loan Documents. In addition, upon the Borrower's receipt of any federal or state income tax refunds or proceeds from the sale or other disposition of any of assets of any Obligor, the Borrower shall deliver same to the Bank for application to the Obligations. The entire outstanding balance due under the Master Lease Agreement and the Loan Agreement shall be due and payable in full upon the expiration of the Forbearance Period.
