Forbearance Obligations. Subject to the conditions set forth in ss.5 hereof, the Agent and the Banks agree to forbear from enforcing any of their rights and remedies under the Loan Documents for the purpose of seeking payment of the Obligations (including, without limitation, any act with respect to any collateral now or hereafter securing payment of any Obligations or any setoff or any other application of funds of the Borrowers now or hereafter on deposit with or otherwise controlled by the Agent or any Bank, other than the application by the Agent as specifically provided in ss.2.12.3, 2.12.4 and 8.24 of the Credit Agreement, which is expressly permitted hereunder) until that date (the "FORBEARANCE TERMINATION DATE") which is the earliest to occur of (a) the Borrowers' failure to comply with any of the terms and conditions of this Agreement, including any of the undertakings set forth in ss.ss.5 and 6, (b) an Event of Default (other than the Specified Defaults) under any of the Loan Documents, (c) except as set forth on SCHEDULE 1 hereto, any representation or warranty made by any Borrower or Guarantor herein or in any certificate, financial statement or other document delivered in connection herewith shall prove to have been untrue or incorrect in any material respect as of the date as of which made or deemed to have been made or repeated, (d) if any Borrower, any Subsidiary, or any person or entity claiming by or through any Borrower or such Subsidiary ever commence, join in, assist, cooperate or participate as an adverse party or adverse witness in any suit or other proceeding against the Agent or any Bank relating to the indebtedness referred to as the Obligations or any amounts owing hereunder, (e) any of the claims of the Agent or any Bank under this Agreement or with respect to the Obligations shall be subordinated to the claims of any other creditor of the Borrowers or any Subsidiary, (f) any Borrower or any Subsidiary shall make a general assignment for the benefit of creditors, or admit in writing its inability to pay or generally fail to pay its debts as they mature or become due, or shall petition or apply for the appointment of a trustee or other custodian, liquidator or receiver of any Borrower or such Subsidiary or of any substantial part of the assets of any Borrower or such Subsidiary or shall commence any case or other proceeding relating to any Borrower or such Subsidiary under any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dis...
Forbearance Obligations. 2.1 The Lender agrees to forbear from accelerating the payment the Indebtedness and instituting proceedings to enforce its rights and remedies under the Loan Documents until that date (the "Forbearance Termination Date") which is defined as the earliest to occur of:
Forbearance Obligations. Subject to all of the other terms and conditions set forth herein, and solely with respect to the Specified Defaults, Bank of America agrees to forbear from exercising its rights and remedies under the Master Agreement and the Credit Support Documents until that date (the “Forbearance Termination Date”) which is the earliest to occur of (i) November 15, 2010, (ii) the failure after the date hereof of any of the Swap Parties to comply with any of the terms or undertakings of this Forbearance Agreement, (iii) the failure after the date hereof of any of the Swap Parties to comply with any of the terms or undertakings of any forbearance or similar agreement with the Administrative Agent under the Credit Agreement or the expiration, for any reason, of any forbearance or similar period referred to therein and (iv) the occurrence after the date hereof of any Default or Event of Default under the Master Agreement (other than the Specified Defaults), (each of the foregoing conditions described in the immediately preceding clauses (i)-(iv) being referred to as a “Forbearance Termination Event”). Upon the Forbearance Termination Date, the agreements of Bank of America to forbear from exercising its rights and remedies in respect of the Specified Defaults set forth herein shall automatically, without the requirement of any notice to any Swap Party, terminate and Bank of America shall be free in its sole and absolute discretion to proceed to enforce any or all of its rights and remedies set forth in this Forbearance Agreement, the Master Agreement or the Credit Support Documents and applicable law.
Forbearance Obligations. 2.1 Subject to the satisfaction of the condition precedent set forth below , the Lender agrees to forbear from accelerating the payment the Indebtedness and instituting proceedings to enforce its rights and remedies under the Loan Documents until that date (the "Forbearance Termination Date") which is defined as the earliest to occur of:
Forbearance Obligations sole and absolute discretion to proceed to enforce any or all of their rights and remedies under or in respect of the Loan Documents and applicable law, including without limitation, those credit termination, acceleration, enforcement and other rights and remedies arising by virtue of the occurrence of the Specified Defaults. In addition, the parties hereto hereby acknowledge and agree that time is of the essence in this Agreement. The parties intend and understand that any failure scrupulously to observe the timing requirements of this Agreement, including, without limitation, any late payment made hereunder, will be a material breach giving rise to the remedies set forth herein. The imposition of such remedies shall not be deemed a penalty, and is of the essence of the parties' bargain.
Forbearance Obligations through December 20, 2000, and (e) December 20, 2000. The period from the effective date of this Agreement through the Third Forbearance Termination Date is referred to herein as the "Limited Forbearance Period". Except as expressly provided above in this Section 4, the Agent and the Banks reserve the right to exercise all of their rights and remedies under the Loan Documents. Upon the Third Forbearance Termination Date, the Agent and the Banks shall be free in their sole and absolute discretion to proceed to enforce any or all of their rights and remedies under or in respect of the Loan Documents and applicable law, including without limitation, those credit termination, acceleration, enforcement and other rights and remedies arising by virtue of the occurrence of the Specified Defaults. In addition, the parties hereto hereby acknowledge and agree that time is of the essence in this Agreement. The parties intend and understand that any failure scrupulously to observe the timing requirements of this Agreement, including, without limitation, any late payment made hereunder, will be a material breach giving rise to the remedies set forth herein. The imposition of such remedies shall not be deemed a penalty, and is of the essence of the parties' bargain.
Forbearance Obligations. Subject to the conditions set forth in ss.5 hereof, the Banks agree to forbear from enforcing any of their rights and remedies under the Loan Documents (except with respect to the Anicom, Inc. stock, which the Company agrees is to be sold and the proceeds applied as provided in ss.6(j) hereof) for the purpose of seeking payment of any of the Bank Obligations (including, without limitation, any act with respect to any collateral now or hereafter securing payment any Bank Obligations or any setoff or any other application of funds of the Company now or hereafter on deposit with or otherwise controlled by any of the Banks until that date (the "FORBEARANCE TERMINATION DATE") which is the earliest to occur of (a) the Company's failure to comply with any of the terms and conditions of this Agreement, including any of the undertakings set forth in ss.ss.5 and 6, (b) an Event of Default (other than the Specified Defaults) under any of the Loan Documents, (c) if the Company or any person or entity claiming by or through the Company ever commences, joins in, assists, cooperates or participates as an adverse party or adverse witness in any suit or other proceeding against the Banks relating to the indebtedness referred to as the Bank Obligations or any amounts owing hereunder, (d) any of the claims of the Banks under this Agreement or with respect to the Bank Obligations shall be subordinated to the claims of any other creditor of the Company, (e) the Company shall make a general assignment for the benefit of creditors, or admit in writing its inability to pay or generally fail to pay its debts as they mature or become due, or shall petition or apply for the appointment of a trustee or other custodian, liquidator or receiver of the Company or of any substantial part of the assets of such Company or shall commence any case or other proceeding relating to the Company under any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution or liquidation or similar law of any jurisdiction, now or hereafter in effect, or shall take any action to authorize or in furtherance of any of the foregoing, or if any such petition or application shall be filed or any such case or other proceeding shall be commenced against the Company and the Company shall indicate its approval thereof, consent thereto or acquiescence therein, (f) a decree or order is entered appointing any such trustee, custodian, liquidator or receiver or adjudicating the Company bankrupt...
Forbearance Obligations. Subject to the satisfaction of the conditions precedent set forth below, the Lender agrees to waive the existing declaration of default and nullify the acceleration of sums due and forbear from instituting proceedings to enforce its rights and remedies under the Loan Documents until the earliest to occur of (a) February 1, 2000, (b) Lender's declaration of an Event of Default under the Loan Documents arising from an event or condition in existence and not disclosed to Lender as of this date or arising subsequent to the date of this Agreement, (c) the failure of Obligors to comply with the terms of this Agreement, including any of Obligors' undertakings set forth in Section 7 hereof which such failure shall constitute an Event of Default under this Agreement and under the Loan Documents, (d) the failure of Obligors to comply with any of the terms and conditions of any of the Additional Security Agreements (each as hereinafter
Forbearance Obligations. Drawing Amount and all Unpaid Reimbursement Obligations by $20,000,000, (d) the sum of the outstanding amount of the Loans, the Maximum Drawing Amount and all Unpaid Reimbursement Obligations at any time being greater than $52,000,000 for the period from the effective date of this Agreement through January 5, 2001, and (e) January 5, 2001. The period from the effective date of this Agreement through the Fourth Forbearance Termination Date is referred to herein as the "Limited Forbearance Period". Except as expressly provided above in this Section 4, the Agent and the Banks reserve the right to exercise all of their rights and remedies under the Loan Documents. Upon the Fourth Forbearance Termination Date, the Agent and the Banks shall be free in their sole and absolute discretion to proceed to enforce any or all of their rights and remedies under or in respect of the Loan Documents and applicable law, including without limitation, those credit termination, acceleration, enforcement and other rights and remedies arising by virtue of the occurrence of the Specified Defaults. In addition, the parties hereto hereby acknowledge and agree that time is of the essence in this Agreement. The parties intend and understand that any failure scrupulously to observe the timing requirements of this Agreement, including, without limitation, any late payment made hereunder, will be a material breach giving rise to the remedies set forth herein. The imposition of such remedies shall not be deemed a penalty, and is of the essence of the parties' bargain.
Forbearance Obligations. The Agent, each of the Lenders and the Issuer, agrees to forbear from exercise of its or their rights and remedies, legal or equitable, against the Loan Parties regarding the Existing Defaults from and after the date upon which all conditions precedent to effectiveness of this Agreement have, in the Agent’s sole discretion, been satisfied until the Termination Date; provided, however, that nothing herein shall prevent or estop the Agent, on behalf of itself, the Lenders or the Issuer, or each Lender individually from exercise of its or their, if any, rights and remedies, legal or equitable, against any of the Loan Parties, or all of them, upon default under any obligation to the Agent, the Lenders or the Issuer, other than with respect to the Existing Defaults. The Loan Parties expressly acknowledge and agree that on the Termination Date, the Agent, for itself and on behalf of the Lenders and the Issuer, and each Lender and the Issuer, to the extent applicable, shall have the right, at any time and from time to time, to exercise its or their, as applicable, rights and remedies available against the Loan Parties, or any of them, at law and in equity, to the same extent as they would be entitled if the foregoing forbearance had never been part of this Agreement, expect to the extent otherwise agreed to in writing by the Agent, each of the Lenders and the Issuer. The Loan Parties expressly acknowledge and agree that, upon the occurrence of a Termination Event hereunder, the Agent, for itself and on behalf of the Lenders and the Issuer may, among other things, enter judgment by confession on certain of the Other Loan Documents and/or the Guaranty against any or all of the Loan Parties, and that the Agent, for itself and on behalf of the Lenders and the Issuer may, without notice or hearing, foreclose upon, attach, garnish or otherwise seize or levy upon any or all of the property of the Loan Parties including, without limitation, the Collateral in full or partial payment of any judgment. The Loan Parties, and each of them, are fully aware of their rights, including any rights to prior notice and a hearing on the validity of any claims that the Loan Parties may assert against the Agent, the Lenders and the Issuer, and the Loan Parties acknowledge and agree that they have willingly, knowingly and intelligently waived these rights and expressly consented to the entry of judgment by confession on the Other Loan Documents including, without limitation, the Guaranty...
