Forbearance Conditions. Subject to the terms and conditions set forth herein, the Administrative Agent and Lenders agree to forbear from exercising their rights and remedies under the Loan Documents, including without limitation, commencing legal action to enforce the agreements and obligations of the Obligors under the Loan Documents, until the date (the “Forbearance Termination Date”) which is the earliest to occur of (a) the occurrence or continuance after the date hereof of any Event of Default other than the Events of Default listed on Schedule 1 attached hereto (the Events of Default listed on Schedule 1 being referred to herein as “Specified Defaults”); (b) the failure of any Obligor to comply with any term or condition set forth in this Agreement; (c) the occurrence after the date hereof of any event or circumstance that has, or could be reasonably expected to have, a Material Adverse Effect; (d) any Obligor or any Affiliate of any Obligor shall commence any litigation or other proceeding against the Administrative Agent or any Lender or any Affiliate of the Administrative Agent or any Lender in connection with any of the transactions contemplated by any of the Loan Documents (which term shall include without limitation this Agreement); (e) the failure of actual cash flow, as projected in the projections to be delivered by the Borrower pursuant to Section 5.3 (as added to the Credit Agreement hereby), for any month, commencing with the month ended September 30, 2009, to be at least eighty percent (80%) of the amount of cash flow projected for such month by such projections; and (f) November 30, 2009, provided that the date set forth in this clause (f) shall be automatically extended to December 15, 2009 without any further action of the parties hereto upon the Borrower’s payment to the Administrative Agent, in immediately available funds, for the pro rata accounts of each of the Lenders in accordance with the aggregate amount of Obligations owed to each of them, of $20,000. On and after the Forbearance Termination Date, the Administrative Agent in its sole and absolute discretion (or as directed by the Requisite Lenders in their sole and absolute discretion) may proceed to enforce any or all of its and the Lenders’ rights under or in respect of the Loan Documents and applicable law.
Forbearance Conditions. Section 3(b) of the Forbearance Agreement is hereby amended and restated as follows:
(i) delete “and” at the end of Section 3(b)(vii);
(ii) add “and” at the end of Section 3(b)(viii); and
(iii) add the following new Section 3(b)(ix). “Termination of the agreement to forbear pursuant to that certain Forbearance Agreement and Fourth Amendment to Loan and Security Agreement dated July 15, 2016, by and among Forbes Energy Services, TX Energy Services, X.X. Xxxxxx, LLC, Superior Tubing Testers, LLC and Forbes Energy International, LLC and Regions Bank, as amended.”
Forbearance Conditions. IBM Credit is willing to forbear, subject to the terms of this Forbearance Agreement, from exercising its remedies as a result of the Existing Events of Default for the period from the date hereof until August 31, 2005 ("Termination Date"), provided that each and all of the following conditions (the "Forbearance Conditions") are satisfied at all times to the satisfaction of IBM Credit in its sole discretion:
(A) Customer shall provide to IBM Credit with the following; (i) on or before November 30, 2004, both audited financial statements for the fiscal year ending April 30, 2004 and all Securities and Exchange Commission ("SEC") forms 10Q and 10K through July 31,2004; (ii) thereafter, for each fiscal month end beginning July 2004, by the end of the following month, actual balance sheet, profit and loss and cash flow numbers in the exact same form as that presented to Customer's Board of Directors on June 25, 2004, in each case compared with the forecasted numbers and (iii) on or before August 1, 2005 fully audited financial statements for the fiscal years ending April 30, 2003, April 30, 2004 and April 30, 2005.
(B) On or before July 31, 2004 Customer shall provide IBM credit with warrants to purchase one million shares of customer's common stock, with a strike price of $0.42 per share.
(C) On or before July 14, 2004, IBM Credit shall have received a copy of this Forbearance Agreement fully executed by all parties hereto including execution by each of the Guarantors;
(D) No Guarantor shall revoke or terminate, or attempt to revoke or terminate, its Guaranty;
(E) No representation or warranty made by the Customer or any Guarantor in this Forbearance Agreement, the Financing Agreement or any Guaranty shall prove to have been in error, or untrue;
(F) No additional Default or Event of Default shall occur, other than the Existing Events of Default set forth in Section 2 of this Forbearance Agreement;
(G) There shall occur no further deterioration of Customer's or any Guarantors' financial position, insolvency or any other event that could reasonably by expected to have a material adverse effect, (i) on the business, operations, results of operations, assets or financial condition of the Customer or any Guarantor, (ii) on the aggregate value of the collateral granted to IBM Credit in connection with the Financing Agreement or any Other Documents ("Collateral") or the aggregate amount which IBM Credit would be likely to receive (after giving consideration to reaso...
Forbearance Conditions. For purposes of this Agreement, “Forbearance Conditions” shall mean the requirement that each of the conditions set forth below shall be performed or satisfied, as and when required, TIME BEING OF THE ESSENCE, in all respects:
Forbearance Conditions. The following conditions shall constitute the "Forbearance Conditions":
Forbearance Conditions. The following conditions shall constitute the "Forbearance Conditions":
(a) On or before September 15, 1998, the Lender shall have received a signed legal opinion from Bond, Schoxxxxx & Xing, XXP, in connection with Amendment No. 5 to the Loan Agreement, in the form previously submitted by the Lender to said law firm;
(b) The Borrowers shall timely perform all of their obligations under this Agreement;
(c) No Default or Event of Default, other than the Forbearance Defaults, shall occur or be continuing;
(d) The Borrowers shall pay to the Lender on the date hereof, in consideration of the Lender's forbearance, a fee of $10,000 which shall be fully earned when due and payable and not subject to rebate or refund;
(e) The Borrowers shall not permit EBITDA for the fiscal quarter of the Borrowers ending September 30, 1998 to be less than $2,000,000;
(f) On or before September 30, 1998, the Borrowers shall have furnished to the Lender a copy of a proposal letter from a commercial lender indicating the terms and conditions on which it proposes to make available to the Borrower(s) credit facilities that will permit the Borrowers to repay the Secured Obligations;
(g) On or before November 30, 1998, the Borrowers shall have furnished to the Lender a copy of a binding commitment from a commercial lender, as to credit facilities to be extended to the Borrower(s) that will permit the repayment in full of the Secured Obligations on or before December 31, 1998; and
(h) On or before December 31, 1998, the Borrowers shall have paid the Secured Obligations in full and delivered to the Lender a binding general release.
Forbearance Conditions. During the period (“Forbearance Period”) commencing on the Effective Date of this Agreement and continuing until the earlier of January 30, 2016 (the “Forbearance Deadline”), or the occurrence of an Event of Default under Section 7 below or the occurrence of the conveyance, transfer, or the sale of the Senior Obligation of YA Global to the CirTran Parties or to any party directly or indirectly owned or controlled by the CirTran Parties, or which is acquiring the Senior Liens in active participation with the CirTran Parties while the CirTran Parties are in default of payment to ABS as set forth herein in paragraph 4(f), ABS agrees to forbear from exercising any judgment enforcement remedies against the CirTran Parties, provided that all of the following conditions are satisfied during the Forbearance Period. The failure to observe any ongoing condition shall constitute a default under this Agreement.
Forbearance Conditions. The Borrower and Guarantors agree to perform the following forbearance conditions under the terms of this Agreement (each a “Forbearance Condition”):
(a) Borrower and Guarantors agree that the principal sum available to the Borrower under the terms of the Note I is reduced to and shall not exceed Five Million and 00/100 Dollars ($5,000,000.00), and, if necessary, Borrower shall immediately make payments to the Bank to reduce the outstanding Indebtedness to reduce the principal balance accordingly;
(b) The interest rate for Note I shall be modified as follows:
i) Commencing February 1, 2009, interest on the daily unpaid principal balance of the Note shall accrue at a fluctuating rate which is 6.00% per annum above the Prime Rate.
ii) Commencing March 1, 2009, interest on the daily unpaid principal balance of the Note shall accrue at a fluctuating rate which is 8.00% per annum above the Prime Rate.
iii) Commencing April 1, 2009, interest on the daily unpaid principal balance of the Note shall accrue at a fluctuating rate which is 10.00% per annum above the Prime Rate.
iv) If the principal balance is not paid in full by April 30, 2009, any unpaid principal shall accrue interest at a rate of 12% per annum above the Prime Rate.
(c) Borrower shall pay $25,000.00 to the Bank at closing or execution of this Agreement, and an additional fee of $25,000.00 on April 30, 2009, provided however, that the second $25,000.00 payment shall be waived if the full principal is paid on or before April 30, 2009.
(d) Borrower shall pay all of Bank’s out of pocket costs, including its attorney fees and expenses, upon billing or submission of costs to Borrower by Bank.
(e) If, during the Term of this Agreement, a survey or title search of the Real Estate is completed by the Borrower or Guarantors, the Borrower or Guarantors agree to deliver a copy thereof to the Bank.
(f) The Guarantors shall provide the Bank with an updated, personal financial statement at any time throughout the Term of this Agreement upon the Bank’s request, containing such other financial information as the Bank may request from time to time, certified by the Guarantors as truly and accurately reflecting their financial condition.
(g) The Borrower and Guarantors shall provide the Bank with such other financial information as the Bank may reasonably request from time to time throughout the Term of this Agreement.
(h) The Borrower and Guarantors shall pay the entire outstanding balance of the Indebtedness, in ful...
Forbearance Conditions. The effectiveness of the Forbearance as provided in Section 3.1 of this Agreement is subject to performance, satisfaction and occurrence of the following:
(a) Agent has received this Agreement, duly executed and delivered by Borrower, and
(b) Agent has received, for the benefit of the Lenders in accordance with their Pro Rata Shares of the Term Loan, a forbearance fee equal to One Hundred Fifty Thousand Dollars ($150,000.00), which fee is fully earned on the Forbearance Effective Date and, once paid, will be non-refundable for any reason whatsoever.
Forbearance Conditions. The agreement to forbear set forth in Section II hereof is subject to the satisfaction and continuation of the following conditions (the "Forbearance Conditions"):
A. Other than any Existing Default, no Event of Default, Potential Event of Default or Forbearance Default shall occur.
B. Borrower shall have satisfied and be in compliance with each term, condition, and representation set forth in this Agreement.
C. Borrower or any Guarantor or any of their respective affiliates shall not have commenced litigation against any Lender or Administrative Agent in connection with or related to any of the transactions contemplated by the Loan Documents, this Agreement, the Senior Subordinated Notes, or any other documents, agreements, or instruments executed in connection with this Agreement.
D. Borrower shall continue to operate its business on substantially the same basis as it has through the date hereof.
E. Other than the Existing Defaults, no event or circumstance shall hereafter occur, or shall heretofore have occurred but is hereafter discovered by Lenders that has a Material Adverse Effect, regardless of whether such event or circumstance would constitute an Event of Default.
F. No Subordinated Indebtedness (including the Senior Subordinated Notes) shall have been accelerated and neither any representative (including any trustee) nor the holders thereof shall have taken action to enforce any of their remedies under such Subordinated Indebtedness.
