Common use of No Course of Dealing Clause in Contracts

No Course of Dealing. Each Loan Party acknowledges and agrees that, (a) this Amendment is not intended to, nor shall it, establish any course of dealing between the Loan Parties, the First Lien Administrative Agent and the First Lien Lenders that is inconsistent with the express terms of the First Lien Credit Agreement, the Forbearance Agreement, or any other Loan Document, (b) notwithstanding any course of dealing between the Loan Parties, the First Lien Administrative Agent and the First Lien Lenders prior to the date hereof, except as set forth herein, the First Lien Lenders shall not be obligated to make any Loan, except in accordance with the terms and conditions of this Amendment and the First Lien Credit Agreement, and (c) except with respect to the limited forbearance granted in the Forbearance Agreement specifically relating to the Existing Events of Default, neither the First Lien Administrative Agent nor any First Lien Lender shall be under any obligation to forbear from exercising any of its rights or remedies upon the occurrence of any Default or Event of Default. Nothing herein modifies the agreements among the First Lien Administrative Agent and the First Lien Lenders with respect to the exercise of their respective rights and remedies under the terms of the First Lien Credit Agreement.

Appears in 3 contracts

Samples: Forbearance Agreement (Prospect Medical Holdings Inc), Forbearance Agreement (Prospect Medical Holdings Inc), Forbearance Agreement (Prospect Medical Holdings Inc)

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No Course of Dealing. Each Loan Party acknowledges and agrees that, (a) this Amendment Agreement is not intended to, nor shall it, establish any course of dealing between the Loan Parties, the First Lien Administrative Agent and the First Lien Lenders that is inconsistent with the express terms of the First Lien Credit Agreement, the Forbearance Agreement, Agreement or any other Loan Document, (b) notwithstanding any course of dealing between the Loan Parties, the First Lien Administrative Agent and the First Lien Lenders prior to the date hereof, except as set forth herein, the First Lien Lenders shall not be obligated to make any Loan, except in accordance with the terms and conditions of this Amendment Agreement and the First Lien Credit Agreement, and (c) except with respect to the limited forbearance granted in the Forbearance Agreement herein specifically relating to the Existing Events of Default, neither the First Lien Administrative Agent nor any First Lien Lender shall be under any obligation to forbear from exercising any of its rights or remedies upon the occurrence of any Default or Event of Default. Nothing herein modifies the agreements among the First Lien Administrative Agent and the First Lien Lenders with respect to the exercise of their respective rights and remedies under the terms of the First Lien Credit Agreement.

Appears in 2 contracts

Samples: Forbearance Agreement (Prospect Medical Holdings Inc), Forbearance Agreement (Prospect Medical Holdings Inc)

No Course of Dealing. Each Loan Party acknowledges and agrees that, (a) this Amendment Agreement is not intended to, nor shall it, establish any course of dealing between the Loan Parties, the First Second Lien Administrative Agent and the First Second Lien Lenders that is inconsistent with the express terms of the First Second Lien Credit Agreement, the Forbearance Agreement, Agreement or any other Loan Document, (b) notwithstanding any course of dealing between the Loan Parties, the First Second Lien Administrative Agent and the First Second Lien Lenders prior to the date hereof, except as set forth herein, the First Second Lien Lenders shall not be obligated to make any Loan, except in accordance with the terms and conditions of this Amendment Agreement and the First Second Lien Credit Agreement, and (c) except with respect to the limited forbearance granted in the Forbearance Agreement herein specifically relating to the Existing Events of DefaultDefault and as set forth in the Intercreditor Agreement, neither the First Second Lien Administrative Agent nor any First Second Lien Lender shall be under any obligation to forbear from exercising any of its rights or remedies upon the occurrence of any Default or Event of Default. Nothing herein modifies the agreements among the First Second Lien Administrative Agent and the First Second Lien Lenders with respect to the exercise of their respective rights and remedies under the terms of the First Second Lien Credit Agreement.

Appears in 2 contracts

Samples: Second Lien Forbearance Agreement (Prospect Medical Holdings Inc), Second Lien Forbearance Agreement (Prospect Medical Holdings Inc)

No Course of Dealing. Each Loan Party acknowledges and agrees that, (a) this Amendment is not intended to, nor shall it, establish any course of dealing between the Loan Parties, the First Second Lien Administrative Agent and the First Second Lien Lenders that is inconsistent with the express terms of the First Second Lien Credit Agreement, the Forbearance Agreement, or any other Loan Document, (b) notwithstanding any course of dealing between the Loan Parties, the First Second Lien Administrative Agent and the First Second Lien Lenders prior to the date hereof, except as set forth herein, the First Second Lien Lenders shall not be obligated to make any Loan, except in accordance with the terms and conditions of this Amendment and the First Second Lien Credit Agreement, and (c) except with respect to the limited forbearance granted in the Forbearance Agreement specifically relating to the Existing Events of Default, neither the First Second Lien Administrative Agent nor any First Second Lien Lender shall be under any obligation to forbear from exercising any of its rights or remedies upon the occurrence of any Default or Event of Default. Nothing herein modifies the agreements among the First Second Lien Administrative Agent and the First Second Lien Lenders with respect to the exercise of their respective rights and remedies under the terms of the First Second Lien Credit Agreement.

Appears in 2 contracts

Samples: Second Lien Forbearance Agreement (Prospect Medical Holdings Inc), Second Lien Forbearance Agreement (Prospect Medical Holdings Inc)

No Course of Dealing. Each Loan Party acknowledges and agrees that, (a) this Amendment Agreement is not intended to, nor shall it, establish any course of dealing between the Loan Parties, the First Second Lien Administrative Agent and the First Second Lien Lenders that is inconsistent with the express terms of the First Second Lien Credit Agreement, the Forbearance Agreement, Agreement or any other Loan Document, (b) notwithstanding any course of dealing between the Loan Parties, the First Second Lien Administrative Agent and the First Second Lien Lenders prior to the date hereof, except as set forth herein, the First Second Lien Lenders shall not be obligated to make any Loan, except in accordance with the terms and conditions of this Amendment Agreement and the First Second Lien Credit Agreement, and (c) except with respect to the limited forbearance waiver granted in the Forbearance Agreement herein specifically relating to the Existing Events of Default, neither the First Second Lien Administrative Agent nor any First Second Lien Lender shall be under any obligation to forbear from exercising any of its rights or remedies upon the occurrence of any Default or Event of Default. Nothing herein modifies the agreements among the First Second Lien Administrative Agent and the First Second Lien Lenders with respect to the exercise of their respective rights and remedies under the terms of the First Second Lien Credit Agreement.

Appears in 1 contract

Samples: Second Lien Credit Agreement (Prospect Medical Holdings Inc)

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No Course of Dealing. Each Loan Party acknowledges and agrees that, (a) this Amendment Consent is not intended to, nor shall it, establish any course of dealing between the Loan Parties, the First Second Lien Administrative Agent and the First Second Lien Lenders that is inconsistent with the express terms of the First Second Lien Credit Agreement, the Forbearance Agreement, Agreement or any other Loan Document, (b) notwithstanding any course of dealing between the Loan Parties, the First Second Lien Administrative Agent and the First Second Lien Lenders prior to the date hereof, except as set forth herein, the First Second Lien Lenders shall not be obligated to make any Loan, except in accordance with the terms and conditions of this Amendment Consent and the First Second Lien Credit Agreement, and (c) except with respect to the limited forbearance granted in the Forbearance Agreement specifically relating to the Existing Events of DefaultDefault and as set forth in the Intercreditor Agreement, neither the First Second Lien Administrative Agent nor any First Second Lien Lender shall be under any obligation to forbear from exercising any of its rights or remedies upon the occurrence of any Default or Event of Default. Nothing herein modifies the agreements among the First Second Lien Administrative Agent and the First Second Lien Lenders with respect to the exercise of their respective rights and remedies under the terms of the First Second Lien Credit Agreement.

Appears in 1 contract

Samples: Consent Under Second Lien Forbearance Agreement (Prospect Medical Holdings Inc)

No Course of Dealing. Each Loan Party acknowledges and agrees that, (a) this Amendment Agreement is not intended to, nor shall it, establish any course of dealing between the Loan Parties, the First Lien Administrative Agent and the First Lien Lenders that is inconsistent with the express terms of the First Lien Credit Agreement, the Forbearance Agreement, Agreement or any other Loan Document, (b) notwithstanding any course of dealing between the Loan Parties, the First Lien Administrative Agent and the First Lien Lenders prior to the date hereof, except as set forth herein, the First Lien Lenders shall not be obligated to make any Loan, except in accordance with the terms and conditions of this Amendment Agreement and the First Lien Credit Agreement, and (c) except with respect to the limited forbearance waiver granted in the Forbearance Agreement herein specifically relating to the Existing Events of Default, neither the First Lien Administrative Agent nor any First Lien Lender shall be under any obligation to forbear from exercising any of its rights or remedies upon the occurrence of any Default or Event of Default. Nothing herein modifies the agreements among the First Lien Administrative Agent and the First Lien Lenders with respect to the exercise of their respective rights and remedies under the terms of the First Lien Credit Agreement.

Appears in 1 contract

Samples: First Lien Credit Agreement (Prospect Medical Holdings Inc)

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