The Forbearance Agreement Clause Samples

The Forbearance Agreement. In 2012, in anticipation of the expiry of the initial 20-year term of the ▇▇▇▇▇▇ North EPA, BC Hydro and the ▇▇▇▇▇▇ North IPP explored the potential for an EPA renewal. These discussions were not successful as the parties were unable to reach an agreement on pricing. Instead, BC Hydro and the ▇▇▇▇▇▇ North IPP executed an agreement, effective April 1, 2014, wherein BC Hydro agreed to forbear from exercising its termination rights under the ▇▇▇▇▇▇ North EPA for a certain period of time in return for payments that offset the cost of the energy purchased (Forbearance Agreement).7 BC Hydro did not file the Forbearance Agreement with the BCUC at that time. Rather, in May 2018, BC Hydro filed a ▇▇▇▇▇▇ North EPA Renewal with the BCUC pursuant to section 71 of the UCA. This filing was made conjointly with two other EPA renewals, each with a 40-year term (the EPA Renewals). The Forbearance Agreement was included as an attachment to BC Hydro’s EPA renewal filing.8 In the Reasons for Decision attached as Appendix A to Order G-278-19, the BCUC acknowledged the benefits the EPA Renewals provided to their respective local and Indigenous communities but expressed concerns with the 40-year term. The BCUC concluded that the level of market and price exposure placed on ratepayers under the EPA Renewals was problematic, particularly given the absence of an updated and approved Integrated Resource Plan (IRP).9 The BCUC adjourned the proceeding to allow BC Hydro to restructure the EPA Renewals to terms not exceeding three years in length, as the BCUC considered it reasonable “to accept these EPA renewals until the conclusion of the IRP proceeding as they could potentially provide BC Hydro with options for long term sources of energy should BC Hydro be able to demonstrate the need within the upcoming IRP.”10 On February 21, 2020, BC Hydro informed the BCUC that it was terminating the ▇▇▇▇▇▇ North EPA Renewal, effective March 22, 2020. As a result, the ▇▇▇▇▇▇ North EPA and the Forbearance Agreement would continue in effect.11 Following further regulatory process, on June 10, 2020, the BCUC issued Order G-148-20 in the EPA Renewals proceeding. Therein, the BCUC directed BC Hydro to file the Forbearance Agreement with the BCUC pursuant to section 71 of the UCA by no later than June 25, 2020. The BCUC also directed that it would hold confidential the un-redacted copy of the Forbearance Agreement due to its commercially sensitive nature. In the Reasons for Decision attached as Append...

The Forbearance Agreement. The Borrower shall provide updates from time to time, via e-mail or conference call, at the discretion of the Administrative Agent, to the Administrative Agent and the Lenders with respect to the status of the transactions contemplated with ▇▇▇▇ ▇▇▇▇ upon request by the Administrative Agent.

The Forbearance Agreement. Unless and until all amounts due and owing to Sears under the Forbearance Agreement are paid in full, Licensee and Home are reminded that, pursuant to the terms of Paragraph 19 of the Forbearance Agreement and Paragraph 42 of the License Agreement, they, their affiliates, their owners, and the other parties specified in Paragraph 19 of the Forbearance Agreement and Paragraph 42 of the License Agreement are prohibited from performing services for or having any direct or indirect, controlling or non-controlling, interest in any capacity in any other Competitive Business (as such term is defined in the Forbearance Agreement) or from entering into any relationship with a retail competitor of Sears or expanding any existing relationship with Lowe's, all as more fully set forth in Paragraph 19 of the Forbearance Agreement and Paragraph 42 of the License Agreement. Accordingly, and because of the termination of the License Agreement, Licensee may not continue to enter into new contracts with any potential customers for home improvement projects. As a courtesy, Sears intends to contact the individuals with whom Licensee has scheduled sales appointments and inform them that Sears has terminated the License Agreement and that it anticipates that these sales appointments may not proceed as scheduled. Sears will not provide any credit pursuant to the Credit Addendum to finance any home improvement projects to be performed by the Licensee unless, as of today's date, there is a pending customer contract with Licensee and Sears has previously approved the customer's credit application and agreed to provide credit for such contract. In light of the termination of the Agreements and pursuant to the terms of the Agreements and applicable law, Sears hereby demands (i) that Licensee and Home immediately perform each and every of their respective obligations under the Agreements that arise on account of or that otherwise survive the termination thereof ("Post-Termination Obligations"), including without limitation those specified below, and (ii) that Licensee and Home immediately cease each and every action that they are required to cease upon termination of the Agreements ("Post-Termination Prohibited Actions"), including without limitation those specified below. Without limiting the generality of the foregoing, Licensee is obligated: - Under Paragraph 4(A) of the License Agreement, immediately to cease all uses of the Sears licensed trademarks, service marks and trade names ...

The Forbearance Agreement. Section 5(ii) of the Forbearance Agreement is hereby deleted in its entirety, and Section 5(i) of the Forbearance Agreement is hereby amended in its entirety, as follows:

The Forbearance Agreement as modified by this Forbearance Extension and this Forbearance Extension shall terminate on the Forbearance Termination Date.

The Forbearance Agreement. Borrowers shall pay all costs and out-of-pocket expenses (including, without limitation, reasonable attorneys' fees and costs) of Lender and Congress in connection with the Agreement (including without limitation this Amendment), and the transactions contemplated thereby, which includes, among other things, the preparation, review and negotiation of this Amendment, and all costs and expenses incurred in connection with the above.

The Forbearance Agreement. The parties to this Amendment to Forbearance Agreement acknowledge and agree that the failure of the Loan Parties to deliver (i) the consolidated financial statements of the Borrower in accordance with Section 8.3.1 of the Credit Agreement for the months ended October 31 and November 30, 2000, and (ii) the Form 10-K of the Borrower in accordance with Section 8.3.3 of the Credit Agreement for the fiscal year ended September 30, 2000, shall from and after the date hereof constitute additional Existing Defaults.

The Forbearance Agreement. Obligors, the Lenders party thereto and Administrative Agent are parties to that certain Limited Forbearance Agreement dated as of November 5, 2015 (the “Forbearance Agreement”), pursuant to which Administrative Agent and the Lenders agreed to forbear from exercising their rights and remedies under the Loan Documents until December 18, 2015 to allow Obligors time to improve their liquidity and business operations.

The Forbearance Agreement. The execution, delivery and performance of this Agreement by SEI is within its corporate power and have been duly authorized by all necessary corporate action on its respective part, and this Agreement constitutes a valid and binding Agreement.