Limited Forbearance. (a) Each Lender party hereto hereby agrees to forbear, and h▇▇▇▇▇ instructs Agent to forbear, and the Agent agrees to forbear, in each case, from exercising any of the Rights and Remedies with respect to any Specified Default during the Forbearance Period (the “Limited Forbearance”). For the avoidance of doubt, during the Forbearance Period, each Lender party hereto agrees that it (individually or collectively) will not deliver any notice, instruction or request to the Agent, directing the Agent to exercise any of the Rights and Remedies against the Borrower with respect to any Specified Default and to take all actions necessary or reasonably desirable to prevent the Agent from exercising any of the Rights and Remedies with respect to any Specified Default. (b) The Limited Forbearance is limited in nature and is not intended, and shall not be deemed or construed (i) to constitute a waiver of any Specified Defaults or any other existing or future Defaults or Events of Default or compliance with any term or provision of the Loan Documents or applicable law or (ii) to establish a custom or course of dealing between the Borrower, on the one hand, and the Agent and/or any Lender, on the other hand. The Borrower acknowledges and agrees that the agreement of the Agent and the Lenders hereunder to forbear from exercising their default-related remedies with respect to the Specified Defaults shall not constitute a waiver of any Specified Default and that, except as expressly set forth in this Agreement, the Agent and the Lenders expressly reserve all rights and remedies that the Agents and the Lenders have under any or all of the Loan Documents and applicable law in connection with all Defaults or Events of Default. (c) Upon the occurrence of a Termination Event or expiration of the Forbearance Period: (i) the Limited Forbearance and all agreements set forth in Section 3(a) of this Agreement shall terminate automatically and be of no further force or effect, and (ii) subject to the terms of the Loan Documents and applicable law, the Agent and each Lender shall be free to proceed to enforce any or all of its rights and remedies set forth in the Credit Agreement, the other Loan Documents and applicable law. For the avoidance of doubt, the Borrower acknowledges and confirms that the agreement of the Lenders and the Agent temporarily to forbear shall not apply to nor preclude any remedy available to the Agent or the Lenders in connection with any proceeding commenced voluntarily by the Company or its subsidiaries under any bankruptcy or insolvency law, including, without limitation, to any relief in respect of adequate protection or relief from any stay imposed under such law. (d) The parties hereto agree that the running of all statutes of limitation and the doctrine of laches applicable to all claims or causes of action that the Agent or any Lender may be entitled to take or bring in order to enforce its rights and remedies against the Borrower in respect of the Specified Defaults are, to the fullest extent permitted by law, tolled and suspended during the Forbearance Period. (e) Execution of this Agreement constitutes a direction by the Lenders party hereto that the Agent act or forbear from acting in accordance with the terms of this Agreement until the termination or expiration of the Forbearance Period. (f) The Borrower understands and accepts the temporary nature of the Limited Forbearance provided hereby and that none of the Lenders party hereto and the Agent have given any assurances that they will extend such Limited Forbearance or provide waivers or amendments to the Credit Agreement or any other Loan Document other than those expressly provided for herein. (g) Nothing in this Agreement constitutes a legal obligation to participate in any restructuring or amendment of the Credit Agreement or to execute any related documents and no such legal obligation shall arise except pursuant to mutually agreeable executed definitive documentation.
Appears in 2 contracts
Sources: Forbearance Agreement (Mallinckrodt PLC), Forbearance Agreement (Mallinckrodt PLC)
Limited Forbearance. (a) Each Lender party hereto Subject to the terms and conditions of this Agreement and any documents or instruments executed in connection herewith, each Forbearing Holder (severally and not jointly) hereby agrees to forbearforbear (solely in its capacity as a beneficial holder of Notes), and h▇▇▇▇▇ hereby instructs Agent to forbear, the Second Lien Trustee and the Second Lien Collateral Agent agrees to forbear, in each case, from exercising any of the Rights and Remedies with respect to any Specified Default during the Forbearance Period (the “Limited Forbearance”). For the avoidance of doubt, during the Forbearance Period, each Lender party hereto Forbearing Holder agrees that (i) it (individually or collectively) will not deliver (and will not take any action to cause any registered holder of the Notes or any Depository or nominee thereof or participant therein to deliver) any notice, instruction or request to the Second Lien Trustee or the Second Lien Collateral Agent directing the Second Lien Trustee or the Second Lien Collateral Agent, directing the Agent as applicable, in each case, to exercise any of the Rights and Remedies against any of the Borrower Issuers or the Guarantors, any of their respective Subsidiaries or any property or assets of any of the foregoing with respect to any the Specified Default and (ii) if the Second Lien Trustee or Second Lien Collateral Agent exercises (or commences to take all actions necessary exercise or reasonably desirable attempts to prevent the Agent from exercising exercise) any of the Rights and Remedies with respect to any Specified Default, or if the Second Lien Trustee or Second Lien Collateral Agent is instructed or requested to exercise any Rights and Remedies by holders of more than 25% of the Notes, each Forbearing Holder (severally and not jointly) agrees to use reasonable efforts to cause the Second Lien Trustee or Second Lien Collateral Agent, as applicable, to rescind such exercise of Rights and Remedies. For purposes of this Section 2(a)(ii), the Parties agree that (x) the delivery of a letter from the Forbearing Holders to the Second Lien Trustee or Second Lien Collateral Agent, as applicable, instructing or directing that the relevant exercise of Rights and Remedies be rescinded will constitute “reasonable efforts,” and (y) the Forbearing Holders have no obligation to provide any indemnification in connection with any request made pursuant to this Section 2(a)(ii) (or otherwise pursuant to this Agreement).
(b) The Limited Forbearance is limited in nature and is not intended, and shall not be deemed or construed (i) to constitute a waiver of any Specified Defaults Default or any other existing or future Defaults or Events of Default or compliance with any term or provision of the Loan Note Documents or applicable law or any options, rights and remedies to which the Forbearing Holders may be entitled, (ii) as a waiver of the Issuers’ obligation, pursuant to the Indenture and the Notes, to pay interest on unpaid interest at a rate of 10.000% pursuant to the terms of the Indenture (and which obligation to pay interest on interest pursuant to the terms of the Indenture the Issuers hereby reaffirm) or (iii) to establish a custom or course of dealing between the BorrowerIssuers and the Guarantors, on the one hand, and the Second Lien Trustee, the Second Lien Collateral Agent and/or any Lendernoteholder, on the other hand. The Borrower acknowledges Issuers acknowledge and agrees agree that the agreement of the Second Lien Trustee, the Second Lien Collateral Agent and the Lenders Forbearing Holders hereunder to forbear from exercising their default-related remedies with respect to the Specified Defaults shall not constitute a waiver of the Specified Defaults or any Specified other Default or Event of Default that may be outstanding on the date hereof or any Default or Event of Default that may occur after the date hereof (which are hereby preserved), and that, except as expressly set forth in this Agreement, the Second Lien Trustee, the Second Lien Collateral Agent and the Lenders expressly reserve Forbearing Holders shall be entitled to exercise all rights and remedies that the Agents Second Lien Trustee, the Second Lien Collateral Agent and the Lenders Forbearing Holders may have under any or all of the Loan Note Documents and applicable law in connection with all Defaults or Events of Default.
(c) Upon the occurrence of a Termination Event termination or expiration of the Forbearance Period: :
(i) the Limited Forbearance shall immediately and all agreements set forth in Section 3(a) of this Agreement automatically terminate and shall terminate automatically and be of have no further force or and effect, and ;
(ii) each of the Forbearing Holders shall be released from any and all obligations and agreements under this Agreement;
(iii) subject to the terms of the Loan Note Documents and applicable law, the Agent and each Lender Forbearing Holders shall be free to proceed to enforce any or all of its rights their Rights and remedies Remedies set forth in the Credit AgreementIndenture, the other Loan Note Documents and applicable law. For law (x) without the avoidance requirement of doubtany demand, presentment, protest, or notice of any kind, all of which the Borrower acknowledges Issuers waive, and confirms that the agreement of the Lenders (y) as if this Agreement had not occurred and the Agent temporarily to forbear shall Limited Forbearance had not apply to nor preclude any remedy available to the Agent or the Lenders in connection with any proceeding commenced voluntarily by the Company or its subsidiaries under any bankruptcy or insolvency law, including, without limitation, to any relief in respect of adequate protection or relief from any stay imposed under such lawoccurred.
(d) The parties Parties hereto agree that the running of all statutes of limitation and the doctrine of laches applicable to all claims or causes of action that the Second Lien Trustee, the Second Lien Collateral Agent or any Lender and the Forbearing Holders may be entitled to take or bring in order to enforce its rights and remedies against any of the Borrower Issuers or the Guarantors, any of their respective Subsidiaries or any property or assets of any of the foregoing in respect of the Specified Defaults are, to the fullest extent permitted by law, tolled and suspended during the Forbearance Period.
(e) Execution of this Agreement constitutes a direction by each of the Lenders party hereto Forbearing Holders that the Second Lien Trustee and the Second Lien Collateral Agent act or forbear from acting in accordance with the terms of this Agreement until Agreement. The Second Lien Trustee and the termination or expiration Second Lien Collateral Agent shall not, and shall not be required to, act against any of the Forbearance PeriodIssuers or the Guarantors, any of their respective Subsidiaries or any property or assets of any of the foregoing if such action is contrary to the terms of this Agreement. Notwithstanding any other provision of this Agreement, the Forbearing Holders are not (i) indemnifying the Second Lien Trustee or Second Lien Collateral Agent against any liability under this Agreement or (ii) undertaking any obligation to provide such indemnity in the future, whether in connection with this Agreement or otherwise.
(f) The Borrower understands Issuers understand and accepts accept the temporary nature of the Limited Forbearance provided hereby and that none of the Lenders party hereto and Second Lien Trustee, the Second Lien Collateral Agent or the Forbearing Holders have given any assurances that they will extend such Limited Forbearance or provide waivers or amendments to the Credit Agreement Indenture or any other Loan Note Document other than those expressly provided for herein.
(g) Nothing in The Issuers understand and accept that, subject to this Agreement constitutes a legal obligation Agreement, all rights and remedies that the Second Lien Trustee, the Second Lien Collateral Agent and the Forbearing Holders have under the Note Documents and applicable law with respect to participate in any restructuring or amendment of the Credit Agreement or Issuers shall continue to execute any related documents be available to the Second Lien Trustee, the Second Lien Collateral Agent and no such legal obligation shall arise except pursuant to mutually agreeable executed definitive documentationthe Forbearing Holders.
Appears in 1 contract
Limited Forbearance. (a) Each Lender party hereto hereby agrees to forbear, and h▇▇▇▇▇ instructs Agent to forbear, and the Agent agrees to forbear, in each case, from exercising any of the Rights and Remedies with respect to any Specified Default during the Forbearance Period (the “Limited Forbearance”). For the avoidance of doubt, during the Forbearance Period, each Lender party hereto agrees that it (individually or collectively) will not deliver any notice, instruction or request A. Subject to the Agentterms and conditions of this BFMA, directing the Agent to exercise any of the Rights and Remedies against the Borrower with respect to any Specified Default and to take all actions necessary or reasonably desirable to prevent the Agent from exercising any of the Rights and Remedies with respect to any Specified Default.
(b) The Limited Forbearance is limited in nature and is not intended, and shall not be deemed or construed (i) to constitute a waiver of any Specified Defaults or any other existing or future Defaults or Events of Default or compliance with any term or provision of the Loan Documents or applicable law or (ii) to establish a custom or course of dealing between the Borrower, on the one hand, and the Agent and/or any Lender, on the other hand. The Borrower acknowledges and Lender agrees that the agreement of the Agent and the Lenders hereunder to forbear from exercising their default-related remedies with respect to the Specified Defaults shall not constitute a waiver exercise of any Specified Default and that, except as expressly set forth in this Agreement, the Agent and the Lenders expressly reserve all its rights and remedies under the Business Financing Agreement that the Agents and the Lenders have under any or all of the Loan Documents and applicable law in connection with all Defaults or Events of Default.
(c) Upon arise solely from the occurrence and/or continuation of a Termination Event or any Existing Default until the expiration of the Forbearance Period: . THE FORBEARANCE GRANTED HEREIN IS A CONDITIONAL, LIMITED, TEMPORARY FORBEARANCE RELATING SOLELY TO THE EXISTING DEFAULTS AND SHALL BE IN EFFECT ONLY UNTIL THE EXPIRATION OF THE FORBEARANCE PERIOD.
B. Nothing set forth herein shall be considered as a waiver by Lender of any Existing Default (i) which Events of Default Lender will suffer to exist only upon the Limited Forbearance and all agreements terms set forth in Section 3(athis BFMA) or of any other Event of Default which may have occurred or which may be disclosed to or be discovered by Lender prior to the date of this Agreement shall terminate automatically and be of no further force or effect, and (ii) subject BFMA. Subject to the terms following sentence, immediately following the expiration of the Loan Documents Forbearance Period, at Lender's election and applicable lawwithout notice to Borrower, the Agent and each Lender shall be free to proceed to may enforce any or all of its rights and remedies set forth in under the Credit Agreement, Business Financing Agreement and the other Loan Documents and applicable law. For the avoidance of doubtExisting Documents, the Borrower acknowledges and confirms that the agreement of the Lenders and the Agent temporarily to forbear shall not apply to nor preclude any remedy available to the Agent or the Lenders in connection with any proceeding commenced voluntarily by the Company or its subsidiaries under any bankruptcy or insolvency at law, including, without limitation, to any relief or in respect of adequate protection or relief from any stay imposed under such lawequity.
(d) The parties hereto agree that the running of all statutes of limitation and the doctrine of laches applicable to all claims or causes of action that the Agent or any Lender may be entitled to take or bring in order to enforce its rights and remedies against the Borrower in respect of the Specified Defaults are, to the fullest extent permitted by law, tolled and suspended during the Forbearance Period.
(e) Execution C. Notwithstanding Section 6.A. of this Agreement constitutes a direction by BFMA, Lender reserves the Lenders party hereto that the Agent act or forbear from acting right at any time to impose default interest in accordance with the terms of this Business Financing Agreement until the termination or expiration as a result of the Forbearance PeriodExisting Defaults.
(f) The D. Borrower understands and accepts the temporary nature shall notify Lender within one business day following its obtaining notice or knowledge of the Limited occurrence of any Forbearance provided hereby and Termination Event.
E. In the event that none on or before the Forbearance Maturity Date the outstanding principal balance of the Lenders party hereto Term Advance has been reduced to $1,000,000 (or less), and no Forbearance Termination Event has occurred and is continuing, the Agent have given any assurances Existing Defaults shall be deemed automatically waived without further action required by Lender. Any such waiver shall be effective only in that they will extend specific instance and for the specific purpose for which it is given, and such Limited Forbearance or provide waivers or amendments waiver shall not entitle Borrower to the Credit Agreement or any other Loan Document other than those expressly provided for herein.
(g) Nothing in this Agreement constitutes a legal obligation to participate or further waiver in any restructuring similar or amendment of the Credit Agreement or to execute any related documents and no such legal obligation shall arise except pursuant to mutually agreeable executed definitive documentationother circumstances.
Appears in 1 contract
Sources: Business Financing Modification Agreement (Socket Mobile, Inc.)
Limited Forbearance. (a) Each Lender party hereto Subject to the terms and conditions of this Agreement and any documents or instruments executed in connection herewith, each Forbearing Holder (severally and not jointly) hereby agrees to forbearforbear (solely in its capacity as a beneficial holder of Notes), and h▇▇▇▇▇ hereby instructs Agent to forbear, the First Lien Trustee and the First Lien Collateral Agent agrees to forbear, in each case, from exercising any of the Rights and Remedies with respect to any Specified Default during the Forbearance Period (the “Limited Forbearance”). For the avoidance of doubt, during the Forbearance Period, each Lender party hereto Forbearing Holder agrees that (i) it (individually or collectively) will not deliver (and will not take any action to cause any registered holder of the Notes or any Depository or nominee thereof or participant therein to deliver) any notice, instruction or request to the First Lien Trustee or the First Lien Collateral Agent directing the First Lien Trustee or the First Lien Collateral Agent, directing the Agent as applicable, in each case, to exercise any of the Rights and Remedies against any of the Borrower Issuers or the Guarantors, any of their respective Subsidiaries or any property or assets of any of the foregoing with respect to any the Specified Default and (ii) if the First Lien Trustee or First Lien Collateral Agent exercises (or commences to take all actions necessary exercise or reasonably desirable attempts to prevent the Agent from exercising exercise) any of the Rights and Remedies with respect to any Specified Default, or if the First Lien Trustee or First Lien Collateral Agent is instructed or requested to exercise any Rights and Remedies by holders of more than 25% of the Notes, each Forbearing Holder (severally and not jointly) agrees to use reasonable efforts to cause the First Lien Trustee or First Lien Collateral Agent, as applicable, to rescind such exercise of Rights and Remedies. For purposes of this Section 2(a)(ii), the Parties agree that (x) the delivery of a letter from the Forbearing Holders to the First Lien Trustee or First Lien Collateral Agent, as applicable, instructing or directing that the relevant exercise of Rights and Remedies be rescinded will constitute “reasonable efforts,” and (y) the Forbearing Holders have no obligation to provide any indemnification in connection with any request made pursuant to this Section 2(a)(ii) (or otherwise pursuant to this Agreement).
(b) The Limited Forbearance is limited in nature and is not intended, and shall not be deemed or construed (i) to constitute a waiver of any Specified Defaults Default or any other existing or future Defaults or Events of Default or compliance with any term or provision of the Loan Note Documents or applicable law or any options, rights and remedies to which the Forbearing Holders may be entitled, (ii) as a waiver of the Issuers’ obligation, pursuant to the Indenture and the Notes, to pay interest on unpaid interest at a rate of 11.500% pursuant to the terms of the Indenture (and which obligation to pay interest on interest pursuant to the terms of the Indenture the Issuers hereby reaffirm) or (iii) to establish a custom or course of dealing between the BorrowerIssuers and the Guarantors, on the one hand, and the First Lien Trustee, the First Lien Collateral Agent and/or any Lendernoteholder, on the other hand. The Borrower acknowledges Issuers acknowledge and agrees agree that the agreement of the First Lien Trustee, the First Lien Collateral Agent and the Lenders Forbearing Holders hereunder to forbear from exercising their default-related remedies with respect to the Specified Defaults shall not constitute a waiver of the Specified Defaults or any Specified other Default or Event of Default that may be outstanding on the date hereof or any Default or Event of Default that may occur after the date hereof (which are hereby preserved), and that, except as expressly set forth in this Agreement, the First Lien Trustee, the First Lien Collateral Agent and the Lenders expressly reserve Forbearing Holders shall be entitled to exercise all rights and remedies that the Agents First Lien Trustee, the First Lien Collateral Agent and the Lenders Forbearing Holders may have under any or all of the Loan Note Documents and applicable law in connection with all Defaults or Events of Default.
(c) Upon the occurrence of a Termination Event termination or expiration of the Forbearance Period: :
(i) the Limited Forbearance shall immediately and all agreements set forth in Section 3(a) of this Agreement automatically terminate and shall terminate automatically and be of have no further force or and effect, and ;
(ii) each of the Forbearing Holders shall be released from any and all obligations and agreements under this Agreement;
(iii) subject to the terms of the Loan Note Documents and applicable law, the Agent and each Lender Forbearing Holders shall be free to proceed to enforce any or all of its rights their Rights and remedies Remedies set forth in the Credit AgreementIndenture, the other Loan Note Documents and applicable law. For law (x) without the avoidance requirement of doubtany demand, presentment, protest, or notice of any kind, all of which the Borrower acknowledges Issuers waive, and confirms that the agreement of the Lenders (y) as if this Agreement had not occurred and the Agent temporarily to forbear shall Limited Forbearance had not apply to nor preclude any remedy available to the Agent or the Lenders in connection with any proceeding commenced voluntarily by the Company or its subsidiaries under any bankruptcy or insolvency law, including, without limitation, to any relief in respect of adequate protection or relief from any stay imposed under such lawoccurred.
(d) The parties Parties hereto agree that the running of all statutes of limitation and the doctrine of laches applicable to all claims or causes of action that the First Lien Trustee, the First Lien Collateral Agent or any Lender and the Forbearing Holders may be entitled to take or bring in order to enforce its rights and remedies against any of the Borrower Issuers or the Guarantors, any of their respective Subsidiaries or any property or assets of any of the foregoing in respect of the Specified Defaults are, to the fullest extent permitted by law, tolled and suspended during the Forbearance Period.
(e) Execution of this Agreement constitutes a direction by each of the Lenders party hereto Forbearing Holders that the First Lien Trustee and the First Lien Collateral Agent act or forbear from acting in accordance with the terms of this Agreement until Agreement. The First Lien Trustee and the termination or expiration First Lien Collateral Agent shall not, and shall not be required to, act against any of the Forbearance PeriodIssuers or the Guarantors, any of their respective Subsidiaries or any property or assets of any of the foregoing if such action is contrary to the terms of this Agreement. Notwithstanding any other provision of this Agreement, the Forbearing Holders are not (i) indemnifying the First Lien Trustee or First Lien Collateral Agent against any liability under this Agreement or (ii) undertaking any obligation to provide such indemnity in the future, whether in connection with this Agreement or otherwise.
(f) The Borrower understands Issuers understand and accepts accept the temporary nature of the Limited Forbearance provided hereby and that none of the Lenders party hereto and First Lien Trustee, the First Lien Collateral Agent or the Forbearing Holders have given any assurances that they will extend such Limited Forbearance or provide waivers or amendments to the Credit Agreement Indenture or any other Loan Note Document other than those expressly provided for herein.
(g) Nothing in The Issuers understand and accept that, subject to this Agreement constitutes a legal obligation Agreement, all rights and remedies that the First Lien Trustee, the First Lien Collateral Agent and the Forbearing Holders have under the Note Documents and applicable law with respect to participate in any restructuring or amendment of the Credit Agreement or Issuers shall continue to execute any related documents be available to the First Lien Trustee, the First Lien Collateral Agent and no such legal obligation shall arise except pursuant to mutually agreeable executed definitive documentationthe Forbearing Holders.
Appears in 1 contract
Limited Forbearance. (a) Each Lender party hereto Subject to the terms and conditions of this Agreement and any documents or instruments executed in connection herewith, each Forbearing Holder (severally and not jointly) hereby agrees to forbearforbear (solely in its capacity as a beneficial holder of Notes), and h▇▇▇▇▇ hereby instructs Agent to forbear, and the Agent agrees Trustee to forbear, in each case, from exercising any of the Rights and Remedies with respect to any Specified Default during the Forbearance Period (the “Limited Forbearance”). For the avoidance of doubt, during the Forbearance Period, each Lender party hereto Forbearing Holder agrees that (i) it (individually or collectively) will not deliver (and will not take any action to cause any registered holder of the Notes or any Depository or nominee thereof or participant therein to deliver) any notice, instruction or request to the Agent, Trustee directing the Agent Trustee to exercise any of the Rights and Remedies against the Borrower Issuer or any of the Guarantors, any of their respective Subsidiaries or any property or assets of any of the foregoing with respect to any the Specified Default and (ii) if the Trustee exercises (or commences to take all actions necessary exercise or reasonably desirable attempts to prevent the Agent from exercising exercise) any of the Rights and Remedies with respect to any Specified Default, or if the Trustee is instructed or requested to exercise any Rights and Remedies by holders of more than 25% of the Notes, each Forbearing Holder (severally and not jointly) agrees to use reasonable efforts to cause the Trustee to rescind such exercise of Rights and Remedies, to the extent permitted under the Indenture. For purposes of this Section 2(a)(ii), the Parties agree that (x) the delivery of a letter from the Forbearing Holders to the Trustee instructing or directing that the relevant exercise of Rights and Remedies be rescinded will constitute “reasonable efforts,” and (y) the Forbearing Holders have no obligation to provide any indemnification in connection with any request made pursuant to this Section 2(a)(ii) (or otherwise pursuant to this Agreement).
(b) The Limited Forbearance is limited in nature and is not intended, and shall not be deemed or construed (i) to constitute a waiver of any Specified Defaults Default or any other existing or future Defaults or Events of Default or compliance with any term or provision of the Loan Indenture Documents or applicable law or any options, rights and remedies to which the Forbearing Holders may be entitled, (ii) as a waiver of the Issuer’s obligation, pursuant to the Indenture and the Notes, to pay interest on unpaid interest at a rate of 8.500% pursuant to the terms of the Indenture (and which obligation to pay interest on interest pursuant to the terms of the Indenture the Issuer hereby reaffirms) or (iii) to establish a custom or course of dealing between the BorrowerIssuer and the Guarantors, on the one hand, and the Agent Trustee and/or any Lendernoteholder, on the other hand. The Borrower Issuer acknowledges and agrees that the agreement of the Agent Trustee and the Lenders Forbearing Holders hereunder to forbear from exercising their default-related remedies Rights and Remedies with respect to the Specified Defaults shall not constitute a waiver of the Specified Defaults or any Specified other Default or Event of Default that may be outstanding on the date hereof or any Default or Event of Default that may occur after the date hereof (which are hereby preserved), and that, except as expressly set forth in this Agreement, the Agent Trustee and the Lenders expressly reserve Forbearing Holders shall be entitled to exercise all rights and remedies that the Agents Trustee and the Lenders Forbearing Holders may have under any or all of the Loan Indenture Documents and applicable law in connection with all Defaults or Events of Default.
(c) Upon the occurrence of a Termination Event termination or expiration of the Forbearance Period: :
(i) the Limited Forbearance shall immediately and all agreements set forth in Section 3(a) of this Agreement automatically terminate and shall terminate automatically and be of have no further force or and effect, and ;
(ii) each of the Forbearing Holders shall be released from any and all obligations and agreements under this Agreement; and
(iii) subject to the terms of the Loan Indenture Documents and applicable law, the Agent and each Lender Forbearing Holders shall be free to proceed to enforce any or all of its rights their Rights and remedies Remedies set forth in the Credit AgreementIndenture, the other Loan Indenture Documents and applicable law. For law (x) without the avoidance requirement of doubtany demand, presentment, protest, or notice of any kind, all of which the Borrower acknowledges Issuer waives, and confirms that the agreement of the Lenders (y) as if this Agreement had not occurred and the Agent temporarily to forbear shall Limited Forbearance had not apply to nor preclude any remedy available to the Agent or the Lenders in connection with any proceeding commenced voluntarily by the Company or its subsidiaries under any bankruptcy or insolvency law, including, without limitation, to any relief in respect of adequate protection or relief from any stay imposed under such lawoccurred.
(d) The parties Parties hereto agree that the running of all statutes of limitation and the doctrine of laches applicable to all claims or causes of action that the Agent or any Lender Trustee and the Forbearing Holders may be entitled to take or bring in order to enforce its rights Rights and remedies Remedies against the Borrower Issuer or any of the Guarantors, any of their respective Subsidiaries or any property or assets of any of the foregoing in respect of the Specified Defaults are, to the fullest extent permitted by law, tolled and suspended during the Forbearance Period.
(e) Execution of this Agreement constitutes a direction by each of the Lenders party hereto Forbearing Holders that the Agent Trustee act or forbear from acting in accordance with the terms of this Agreement until Agreement. The Trustee shall not, and shall not be required to, act against the termination Issuer or expiration any of the Forbearance PeriodGuarantors, any of their respective Subsidiaries or any property or assets of any of the foregoing if such action is contrary to the terms of this Agreement. Notwithstanding any other provision of this Agreement, the Forbearing Holders are not (i) indemnifying the Trustee against any liability under this Agreement or (ii) undertaking any obligation to provide such indemnity in the future, whether in connection with this Agreement or otherwise.
(f) The Borrower Issuer understands and accepts the temporary nature of the Limited Forbearance provided hereby and that none of the Lenders party hereto and Trustee or the Agent Forbearing Holders have given any assurances that they will extend such Limited Forbearance or provide waivers or amendments to the Credit Agreement Indenture or any other Loan Indenture Document other than those expressly provided for herein.
(g) Nothing in The Issuer understands and accepts that, subject to this Agreement constitutes a legal obligation Agreement, all rights and remedies that the Trustee and the Forbearing Holders have under the Indenture Documents and applicable law with respect to participate in any restructuring or amendment of the Credit Agreement or Issuer shall continue to execute any related documents be available to the Trustee and no such legal obligation shall arise except pursuant to mutually agreeable executed definitive documentationthe Forbearing Holders.
Appears in 1 contract
Limited Forbearance. (a1) Each Lender party hereto hereby agrees Subject to forbearthe continuing effectiveness and enforceability of the Indenture Documents in accordance with their terms, for the period commencing on the Effective Date and h▇▇▇▇▇ instructs Agent ending automatically without any further notice on the Forbearance Termination Date (such period, the “Forbearance Period”), the Supporting Noteholders agree to forbear, and the Agent agrees to forbear, in each case, forbear from exercising any of the Rights their rights and Remedies remedies solely with respect to an Event of Default arising from the Specified Default, including with respect to (i) an acceleration of the outstanding Notes under the Indenture; (ii) directing the Trustee to exercise any Specified Default during rights and remedies under the Forbearance Period Indenture, the Security Documents or applicable law; (iii) the “Limited Forbearance”)delivery of an Enforcement Request pursuant to the Indenture. For the avoidance of doubtMoreover, during the Forbearance Period, each Lender party hereto agrees that it if any Holder or group of Holders attempts exercise rights or remedies solely with respect to an Event of Default arising from the Specified Default, including with respect to (individually or collectivelya) will not deliver any notice, instruction or request to an acceleration of the Agent, outstanding Notes under the Indenture; (b) directing the Agent Trustee to exercise any rights and remedies under the Indenture, the Security Documents or applicable law; (c) the delivery of an Enforcement Request pursuant to the Indenture, the Supporting Noteholders shall (x) deliver a written notice and direction to the Trustee to not seek any rights or remedy or pursue any Enforcement Request; (y) take commercially reasonable actions in their power to cause such acceleration to be rescinded and cancelled, in each case, in accordance with the Indenture and at the sole expense of the Rights and Remedies against the Borrower with respect to any Specified Default and to take all actions necessary or reasonably desirable to prevent the Agent from exercising any of the Rights and Remedies with respect to any Specified DefaultCompanies.
(b2) The Limited Supporting Holders hereby request that during the Forbearance is limited in nature and is Period the Trustee not intendedtake, and shall direct the Trustee not be deemed or construed (i) to constitute a waiver of take, any Specified Defaults or any other existing or future Defaults or Events of Default or compliance with any term or provision of the Loan Documents or applicable law or (ii) to establish a custom or course of dealing between the Borrower, on the one hand, and the Agent and/or any Lender, on the other hand. The Borrower acknowledges and agrees that the agreement of the Agent and the Lenders hereunder to forbear from exercising their default-related remedies remedial action solely with respect to the Specified Defaults shall not constitute a waiver of any Specified Default and that, except as expressly set forth in this Agreement, the Agent and the Lenders expressly reserve all rights and remedies that the Agents and the Lenders have under any or all of the Loan Documents and applicable law in connection with all Defaults or Events of Default.
(c) Upon the occurrence of a Termination Event or expiration of the Forbearance Period: (i) the Limited Forbearance and all agreements set forth in Section 3(a) of this Agreement shall terminate automatically and be of no further force or effect, and (ii) subject to the terms of the Loan Documents and applicable law, the Agent and each Lender shall be free to proceed to enforce any or all of its rights and remedies set forth in the Credit Agreement, the other Loan Documents and applicable law. For the avoidance of doubt, the Borrower acknowledges and confirms that the agreement of the Lenders and the Agent temporarily to forbear shall not apply to nor preclude any remedy available to the Agent or the Lenders in connection with any proceeding commenced voluntarily by the Company or its subsidiaries under any bankruptcy or insolvency law, including, without limitation, to any relief in respect of adequate protection or relief from any stay imposed under such law.
(d) The parties hereto agree that the running of all statutes of limitation and the doctrine of laches applicable to all claims or causes of action that the Agent or any Lender this Agreement may be entitled to take or bring in order to enforce its rights and remedies against the Borrower in respect of the Specified Defaults are, delivered to the fullest extent permitted by law, tolled and suspended Trustee on any date during the Forbearance Period.
(e) Execution of this Agreement constitutes a direction by the Lenders party hereto , and that the Agent act or forbear Supporting Holders shall, upon reasonable request from acting in accordance with the terms of this Agreement until Company, provide such further direction to the termination or expiration Trustee as may be necessary to effectuate the intent of the Forbearance Periodforegoing.
(f) The Borrower understands and accepts the temporary nature of the Limited Forbearance provided hereby and that none of the Lenders party hereto and the Agent have given any assurances that they will extend such Limited Forbearance or provide waivers or amendments to the Credit Agreement or any other Loan Document other than those expressly provided for herein.
(g) Nothing in this Agreement constitutes a legal obligation to participate in any restructuring or amendment of the Credit Agreement or to execute any related documents and no such legal obligation shall arise except pursuant to mutually agreeable executed definitive documentation.
Appears in 1 contract
Limited Forbearance. (a) Each Lender party hereto Subject to the terms and conditions of this Agreement and any documents or instruments executed in connection herewith, each Forbearing Holder (severally and not jointly) hereby agrees to forbearforbear (solely in its capacity as a beneficial holder of Notes), and h▇▇▇▇▇ hereby instructs Agent to forbear, and the Agent agrees Trustee to forbear, in each case, from exercising any of the Rights and Remedies with respect to any the Specified Default during the Forbearance Period (the “Limited Forbearance”). For the avoidance of doubt, during the Forbearance Period, each Lender party hereto Forbearing Holder agrees that (i) it (individually or collectively) will not deliver (and will not take any action to cause any registered holder of the Notes or any Depository or nominee thereof or participant therein to deliver) any notice, instruction or request to the Agent, Trustee directing the Agent Trustee to exercise any of the Rights and Remedies against the Borrower Issuer or any of the Guarantors, any of their respective Subsidiaries or any property or assets of any of the foregoing with respect to any the Specified Default and (ii) if the Trustee exercises (or commences to take all actions necessary exercise or reasonably desirable attempts to prevent the Agent from exercising exercise) any of the Rights and Remedies with respect to any the Specified Default, or if the Trustee is instructed or requested to exercise any Rights and Remedies by holders of more than 30% of the Notes, each Forbearing Holder (severally and not jointly) agrees to use reasonable efforts to cause the Trustee to rescind such exercise of Rights and Remedies, to the extent permitted under the Indenture. For purposes of this Section 2(a)(ii), the Parties agree that (x) the delivery of a letter from the Forbearing Holders to the Trustee instructing or directing that the relevant exercise of Rights and Remedies be rescinded will constitute “reasonable efforts,” and (y) the Forbearing Holders have no obligation to provide any indemnification in connection with any request made pursuant to this Section 2(a)(ii) (or otherwise pursuant to this Agreement).
(b) The Limited Forbearance is limited in nature and is not intended, and shall not be deemed or construed (i) to constitute a waiver of any the Specified Defaults Default or any other existing or future Defaults or Events of Default or compliance with any term or provision of the Loan Indenture Documents or applicable law or any options, rights and remedies to which the Forbearing Holders may be entitled, (ii) as a waiver of the Issuer’s obligation, pursuant to the Indenture and the Notes, to pay interest on unpaid interest at a rate of 8.500% pursuant to the terms of the Indenture (and which obligation to pay interest on interest pursuant to the terms of the Indenture the Issuer hereby reaffirms) or (iii) to establish a custom or course of dealing between the BorrowerIssuer and the Guarantors, on the one hand, and the Agent Trustee and/or any Lendernoteholder, on the other hand. The Borrower Issuer acknowledges and agrees that the agreement of the Agent Trustee and the Lenders Forbearing Holders hereunder to forbear from exercising their default-related remedies Rights and Remedies with respect to the Specified Defaults Default shall not constitute a waiver of any the Specified Default or any other Default or Event of Default that may be outstanding on the date hereof or any Default or Event of Default that may occur after the date hereof (which are hereby preserved), and that, except as expressly set forth in this Agreement, the Agent Trustee and the Lenders expressly reserve Forbearing Holders shall be entitled to exercise all rights and remedies that the Agents Trustee and the Lenders Forbearing Holders may have under any or all of the Loan Indenture Documents and applicable law in connection with all Defaults or Events of Default.
(c) Upon the occurrence of a Termination Event termination or expiration of the Forbearance Period: :
(i) the Limited Forbearance shall immediately and all agreements set forth in Section 3(a) of this Agreement automatically terminate and shall terminate automatically and be of have no further force or and effect, and ;
(ii) each of the Forbearing Holders shall be released from any and all obligations and agreements under this Agreement; and
(iii) subject to the terms of the Loan Indenture Documents and applicable law, the Agent and each Lender Forbearing Holders shall be free to proceed to enforce any or all of its rights their Rights and remedies Remedies set forth in the Credit AgreementIndenture, the other Loan Indenture Documents and applicable law. For law (x) without the avoidance requirement of doubtany demand, presentment, protest, or notice of any kind, all of which the Borrower acknowledges Issuer waives, and confirms that the agreement of the Lenders (y) as if this Agreement had not occurred and the Agent temporarily to forbear shall Limited Forbearance had not apply to nor preclude any remedy available to the Agent or the Lenders in connection with any proceeding commenced voluntarily by the Company or its subsidiaries under any bankruptcy or insolvency law, including, without limitation, to any relief in respect of adequate protection or relief from any stay imposed under such lawoccurred.
(d) The parties Parties hereto agree that the running of all statutes of limitation and the doctrine of laches applicable to all claims or causes of action that the Agent or any Lender Trustee and the Forbearing Holders may be entitled to take or bring in order to enforce its rights and remedies against the Borrower Issuer or any of the Guarantors, any of their respective Subsidiaries or any property or assets of any of the foregoing in respect of the Specified Defaults areDefault is, to the fullest extent permitted by law, tolled and suspended during the Forbearance Period.
(e) Execution of this Agreement constitutes a direction by each of the Lenders party hereto Forbearing Holders that the Agent Trustee act or forbear from acting in accordance with the terms of this Agreement until Agreement. The Trustee shall not, and shall not be required to, act against the termination Issuer or expiration any of the Forbearance PeriodGuarantors, any of their respective Subsidiaries or any property or assets of any of the foregoing if such action is contrary to the terms of this Agreement. Notwithstanding any other provision of this Agreement, the Forbearing Holders are not (i) indemnifying the Trustee against any liability under this Agreement or (ii) undertaking any obligation to provide such indemnity in the future, whether in connection with this Agreement or otherwise.
(f) The Borrower Issuer understands and accepts the temporary nature of the Limited Forbearance provided hereby and that none of the Lenders party hereto and Trustee or the Agent Forbearing Holders have given any assurances that they will extend such Limited Forbearance or provide waivers or amendments to the Credit Agreement Indenture or any other Loan Indenture Document other than those expressly provided for herein.
(g) Nothing in The Issuer understands and accepts that, subject to this Agreement constitutes a legal obligation Agreement, all rights and remedies that the Trustee and the Forbearing Holders have under the Indenture Documents and applicable law with respect to participate in any restructuring or amendment of the Credit Agreement or Issuer shall continue to execute any related documents be available to the Trustee and no such legal obligation shall arise except pursuant to mutually agreeable executed definitive documentationthe Forbearing Holders.
Appears in 1 contract
Limited Forbearance. (a) Each Lender party hereto hereby agrees During the Forbearance Period, so long as no Forbearance Event of Default shall have occurred and be continuing and subject to forbear, strict compliance by Borrower with each and h▇▇▇▇▇ instructs Agent to forbear, every term and the Agent agrees to forbear, in condition of each case, from exercising any and every of the Rights Financing Agreements, Agent and Remedies with respect Lenders hereby agree that they shall forbear in the exercise of their rights, powers and remedies afforded under the Financing Agreements or at law or in equity or by statute, except that Agent specifically reserves its rights under section 3.5 of the Loan Agreement to any Specified Default during issue and deliver Redirection Notices and under section 2(b)(ii) of the Forbearance Period (the “Limited Forbearance”). For the avoidance of doubtSubordination to issue a Payment Blockage Notice, during the Forbearance Period, each Lender party hereto agrees that it (individually or collectively) will not deliver any notice, instruction or request to the Agent, directing the Agent to exercise any of the Rights and Remedies against the Borrower with respect to any Specified Default and to take all actions necessary or reasonably desirable to prevent the Agent from exercising any of the Rights and Remedies with respect to any Specified Default.
(b) . The Limited Forbearance is limited in nature and is not intended, and foregoing forbearance shall not be deemed or construed (i) to constitute a waiver impair the ability of any Specified Defaults or any other existing or future Defaults or Events of Default or compliance with any term or provision of the Loan Documents or applicable law or (ii) to establish a custom or course of dealing between the Borrower, on the one hand, and the Agent and/or any Lender, on the other hand. The Borrower acknowledges and agrees that the agreement of the Agent and the Lenders hereunder to forbear from exercising their default-related remedies with respect to the Specified Defaults shall not constitute a waiver of any Specified Default and that, except as expressly set forth in this Agreement, the Agent and the Lenders expressly reserve all rights and remedies that the Agents and the Lenders have under any or all of the Loan Documents and applicable law in connection with all Defaults or Events of Default.
(c) Upon the occurrence of a Termination Event or expiration of the Forbearance Period: (i) the Limited Forbearance and all agreements set forth in Section 3(a) of this Agreement shall terminate automatically and be of no further force or effect, and (ii) subject to the terms of the Loan Documents and applicable law, the Agent and each Lender shall be free to proceed to enforce any such rights, powers or all remedies after the Forbearance Period regardless of its rights and remedies set forth in the Credit Agreement, the other Loan Documents and applicable law. For the avoidance of doubt, the Borrower acknowledges and confirms that the agreement of the Lenders and the Agent temporarily whether or not such enforcement relates to forbear shall not apply to nor preclude any remedy available to the Agent actions taken or the Lenders in connection with any proceeding commenced voluntarily by the Company or its subsidiaries under any bankruptcy or insolvency law, including, without limitation, to any relief in respect of adequate protection or relief from any stay imposed under such law.
(d) The parties hereto agree that the running of all statutes of limitation and the doctrine of laches applicable to all claims or causes of action that the Agent or any Lender may be entitled to take or bring in order to enforce its rights and remedies against the Borrower in respect of the Specified Defaults are, to the fullest extent permitted by law, tolled and suspended payments received during the Forbearance Period.
(eb) Execution Upon the occurrence of any Forbearance Event of Default under this Agreement constitutes a direction Agreement, any Default or Event of Default under any of the Financing Agreements, Agent and Lenders, at their option, may terminate the Forbearance Period and their forbearance hereunder. As more fully set forth at Section 9(b), upon such termination, all Obligations shall be due and payable and Agent and Lenders shall have the undisputed and absolute right to exercise and enforce all other rights, powers and remedies which may exist pursuant to the Financing Agreements, or at law, in equity or by the Lenders party hereto that the Agent act statute, all without further demand or forbear from acting notice or legal process of any kind, all of which are hereby waived by Borrower.
(c) Unless earlier terminated in accordance with the terms of this Agreement until the termination or expiration of Agreement, Agent and Lenders' forbearance, as provided herein, shall immediately cease without notice on the Forbearance Period.
(f) The Termination Date and Borrower understands at that time shall be obligated to comply with and accepts the temporary nature perform all terms, conditions and provisions of the Limited Forbearance provided hereby each and that none of the Lenders party hereto and the Agent have given any assurances that they will extend such Limited Forbearance or provide waivers or amendments every Financing Agreement without giving effect to the Credit Agreement or any other Loan Document other than those expressly provided for forbearance set forth herein.
; provided, however, in the event that, prior to the Forbearance Termination Date (gi) Nothing no Forbearance Event of Default shall have occurred, and (ii) the Consultant's report referenced in Section 5.4 unequivocally states that the Borrower's business plan is likely to be achieved, then, upon the written request of Borrower, Agent and Lenders shall amend this Agreement constitutes a legal obligation to participate define Forbearance Termination Date as through and including November 14, 1997 on such terms and conditions as Agent and Lender may reasonably require including, without limitation, an increase in any restructuring the applicable interest rate or amendment of the Credit Agreement or to execute any related documents and no such legal obligation shall arise except pursuant to mutually agreeable executed definitive documentationrates.
Appears in 1 contract
Sources: Forbearance Agreement (Brothers Gourmet Coffees Inc)
Limited Forbearance. (a) Each Lender party hereto hereby agrees 2.1 In consideration of the Loan Parties’ agreement to forbeartimely and strictly comply with the terms of this Agreement, and hin reliance upon the representations, warranties, agreements and covenants of the Loan Parties set forth herein, subject to the satisfaction of the conditions precedent set forth in Section 5 hereof, from the Forbearance Agreement Effective Date (as defined below) until the Termination Date (as defined below), the Administrative Agent (at the direction of the Required Lenders) and each of the undersigned Lenders (constituting the Required Lenders), severally and not jointly, ▇▇▇▇▇▇ instructs agrees to forbear (the “Forbearance”) from exercising (and directing the Administrative Agent to forbear, and the Agent agrees to forbear, in each case, from exercising exercise) any of the Rights and Remedies under the Loan Documents or applicable Law solely with respect to any the Specified Default during Defaults and as specifically set forth in this Agreement.
2.2 The Forbearance shall commence on the Forbearance Period Agreement Effective Date and continue until the earlier of (a) 5:00 P.M. (New York City time) on September 30, 2024 (or such later date as may be agreed to in writing (email to be sufficient) by the Administrative Agent (acting at the direction of the Required Lenders) in its sole discretion), and (b) the date on which any Event of Termination (as defined below) shall have occurred (the earlier of (a) and (b), the “Limited ForbearanceTermination Date” and the period commencing on the Forbearance Agreement Effective Date and ending on the Termination Date, the “Forbearance Period”). For From and after the avoidance of doubtTermination Date, during the Forbearance Periodshall immediately and automatically terminate and have no further force or effect, and each Lender party hereto agrees that it (individually or collectively) will not deliver of the Lenders and the Administrative Agent shall be released from any notice, instruction or request to the Agent, directing the Agent and all obligations and agreements under this Agreement and shall be entitled to exercise any of the Rights and Remedies against as if this Agreement had never existed, without any further notice to the Borrower with respect to or any Specified Default other Loan Party, passage of time or forbearance of any kind, and to take all actions necessary or reasonably desirable to prevent the Agent from exercising any of the Rights and Remedies with respect under the Loan Documents and at law and in equity shall be available without restriction or modification, as if the Forbearance had not occurred. The Loan Parties agree that the Administrative Agent and the Lenders shall have no obligation to any Specified Defaultextend the Forbearance Period. This Agreement and the Forbearance contemplated by this Section 2 shall not be construed as establishing a custom or a course of dealing or conduct among the Administrative Agent, the Lenders and the Loan Parties.
(b) The Limited Forbearance is limited 2.3 Notwithstanding anything in nature and is not intendedthis Agreement or elsewhere to the contrary, the agreement to forbear in Section 2.1 above relates only to the Specified Defaults, and shall not be deemed in any way prohibit, limit, restrict or construed (i) otherwise impact any rights any Agent or Lender may have to constitute exercise any rights or remedies, or take any enforcement actions, as against any Loan Party, any Collateral or otherwise, as a waiver result of any Specified Defaults or any other existing or future Defaults or Events Event of Default or compliance with any term or provision of the Loan Documents or applicable law or (ii) to establish a custom or course of dealing between the Borroweroccurring prior to, on or after the one hand, and the Agent and/or any Lender, on the other hand. The Borrower acknowledges and agrees date hereof that the agreement of the Agent and the Lenders hereunder to forbear from exercising their default-related remedies with respect to is not the Specified Defaults shall not constitute a waiver of any Specified Default and that, except as expressly set forth in this Agreement, the Agent and the Lenders expressly reserve all rights and remedies that the Agents and the Lenders have under any or all of the Loan Documents and applicable law in connection with all Defaults or Events of DefaultDefaults.
(c) Upon the occurrence of a Termination Event or expiration of 2.4 During the Forbearance Period: (i) the Limited Forbearance and all agreements set forth , in accordance with Section 3(a10.01(c) of this Agreement shall terminate automatically and be of no further force or effect, and (ii) subject to the terms of the Loan Documents and applicable law, the Agent and each Lender shall be free to proceed to enforce any or all of its rights and remedies set forth in the Credit Agreement, the other Loan Documents and applicable law. For Lenders agree to defer collection of any interest that may accrue at the avoidance of doubt, the Borrower acknowledges and confirms that the agreement of the Lenders and the Agent temporarily to forbear shall not apply to nor preclude any remedy available to the Agent or the Lenders in connection with any proceeding commenced voluntarily by the Company or its subsidiaries under any bankruptcy or insolvency law, including, without limitation, to any relief in respect of adequate protection or relief from any stay imposed under such law.
(d) The parties hereto agree that the running of all statutes of limitation and the doctrine of laches applicable to all claims or causes of action that the Agent or any Lender may be entitled to take or bring in order to enforce its rights and remedies against the Borrower in respect Default Rate as a result of the Specified Defaults are(such amounts, the “Accrued Default Interest”). So long as the Termination Date has not occurred prior to the fullest extent permitted by law, tolled and suspended during Obligations having been paid in full in cash or otherwise satisfied in a manner acceptable to the Forbearance Period.
Required Lenders (e) Execution which may include the conversion of this Agreement constitutes a direction Obligations to Indebtedness owing by the Lenders party hereto that Borrower pursuant to an exit credit facility) (such date, the Agent act or forbear from acting in accordance with “Satisfaction Date”), all Accrued Default Interest will be waived by the terms of this Agreement until Lenders; provided, however, if the termination or expiration of the Forbearance Period.
(f) The Borrower understands and accepts the temporary nature of the Limited Forbearance provided hereby and that none of the Lenders party hereto and the Agent have given any assurances that they will extend such Limited Forbearance or provide waivers or amendments Termination Date occurs prior to the Credit Agreement Satisfaction Date, then all Accrued Default Interest will be immediately due and payable without any further notice or action by the Administrative Agent or any other Loan Document other than those expressly provided for hereinLender.
(g) Nothing in this Agreement constitutes a legal obligation to participate in any restructuring or amendment of the Credit Agreement or to execute any related documents and no such legal obligation shall arise except pursuant to mutually agreeable executed definitive documentation.
Appears in 1 contract
Sources: Forbearance Agreement (Audacy, Inc.)