Waiver; Amendments; Joinder Sample Clauses

Waiver; Amendments; Joinder. Removal of Certain Borrowers; Release of Guarantors; Release of Collateral 128 Section 11.02 Notices 132 Section 11.03 Expenses, Etc. 134 Section 11.04 Indemnity 135 Section 11.05 Successors and Assigns 137 Section 11.06 Confidentiality 141 Section 11.07 Survival 143 Section 11.08 Governing Law 143 Section 11.09 Independence of Covenants 143 Section 11.10 Counterparts; Integration; Effectiveness; Electronic Execution 143 Section 11.11 Severability 144 Section 11.12 Conflicts Between This Agreement and the Other Loan Documents 144 Section 11.13 Headings 144 Section 11.14 Limitation of Interest 144 Section 11.15 Submission to Jurisdiction; Consent to Service of Process 145 Section 11.16 Waiver of Jury Trial 146 Section 11.17 Judgment Currency 146 Section 11.18 USA Patriot Act 147 Section 11.19 Appointment for Perfection 147 Section 11.20 Payments Set Aside 147 Section 11.21 No Fiduciary Duty 147 Section 11.22 Release of Guarantors 148 Section 11.23 Acknowledgement and Consent to Bail-In of EEA Financial Institutions 148 Section 11.24 Confirmation of Lender’s Status as a Swiss Qualifying Lender 149 EXHIBITS EXHIBIT A Form of Assignment and Assumption EXHIBIT B-1 Form of Borrowing Request EXHIBIT B-2 Form of Swingline Borrowing Request EXHIBIT C Form of Interest Election Request EXHIBIT D-1 Form of Revolving Credit Note EXHIBIT D-2 Form of Swingline Note EXHIBIT E [Reserved] EXHIBIT F [Reserved] EXHIBIT G Form of Compliance Certificate EXHIBIT H Form of Joinder Agreement EXHIBIT I Form of Assignee Certificate EXHIBIT J Form of Participant Certificate EXHIBIT K Form of Increasing Lender Supplement EXHIBIT L Form of Additional Lender Supplement SCHEDULES SCHEDULE 1.01A Excluded Jurisdictions SCHEDULE 1.01B Initial Guarantors SCHEDULE 2.01 Commitments SCHEDULE 6.05 Disclosed Litigation SCHEDULE 7.11 Post-Closing Matters SCHEDULE 8.01 Existing Indebtedness SCHEDULE 8.04 Existing Liens SCHEDULE 8.06 Existing Investments SCHEDULE 8.11 Existing Restrictive Agreements 364-DAY REVOLVING CREDIT AGREEMENT THIS 364-DAY REVOLVING CREDIT AGREEMENT, dated as of August 16, 2018, is among XXXXXXXXXXX INTERNATIONAL LTD., a Bermuda exempted company (“WIL-Bermuda”), XXXXXXXXXXX INTERNATIONAL plc, an Irish public limited company (“WIL-Ireland”), the other Subsidiaries of WIL-Ireland from time to time party hereto, the Lenders from time to time party hereto, JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders and as a Swingline Lender, and XXXXXX XXXXXXX SENIOR FUNDI...
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Related to Waiver; Amendments; Joinder

  • Waiver, Amendments, Etc The Trust shall not waive, modify, amend, supplement or consent to any waiver, modification, amendment of or supplement to, any of the provisions of the Certificate of Trust, the Trust Agreement or any of the other Transaction Documents unless, if no Insurer Default shall have occurred and be continuing, Financial Security shall have consented thereto in writing.

  • Waiver; Amendments (a) No failure or delay by the Administrative Agent, the Issuing Bank or any Lender in exercising any right or power hereunder or any other Loan Document, and no course of dealing between the Borrower and the Administrative Agent or any Lender, shall operate as a waiver thereof, nor shall any single or partial exercise of any such right or power or any abandonment or discontinuance of steps to enforce such right or power, preclude any other or further exercise thereof or the exercise of any other right or power hereunder or thereunder. The rights and remedies of the Administrative Agent, the Issuing Bank and the Lenders hereunder and under the other Loan Documents are cumulative and are not exclusive of any rights or remedies provided by law. No waiver of any provision of this Agreement or any other Loan Document or consent to any departure by the Borrower therefrom shall in any event be effective unless the same shall be permitted by paragraph (b) of this Section 10.2, and then such waiver or consent shall be effective only in the specific instance and for the purpose for which given. Without limiting the generality of the foregoing, the making of a Loan or the issuance of a Letter of Credit shall not be construed as a waiver of any Default or Event of Default, regardless of whether the Administrative Agent, any Lender or the Issuing Bank may have had notice or knowledge of such Default or Event of Default at the time.

  • Waiver; Amendment No provision of this Agreement will be modified, waived or discharged unless the modification, waiver or discharge is agreed to in writing and signed by an authorized officer of the Company (other than the Executive) and by the Executive. No waiver by either party of any breach of, or of compliance with, any condition or provision of this Agreement by the other party will be considered a waiver of any other condition or provision or of the same condition or provision at another time.

  • Modification; Waiver; Amendments No provision of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to in writing and signed by the parties hereto. No waiver by either party hereto, at any time, of any breach by the other party hereto of, or compliance with, any condition or provision of this Agreement to be performed by such other party shall be deemed a waiver of similar or dissimilar provisions or conditions at the same or at any prior or subsequent time. No amendments or additions to this Agreement shall be binding unless in writing and signed by both parties, except as herein otherwise provided.

  • Waivers; Amendment; Joinder Agreements (a) No failure or delay on the part of any party hereto in exercising any right or power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any such right or power, or any abandonment or discontinuance of steps to enforce such a right or power, preclude any other or further exercise thereof or the exercise of any other right or power. The rights and remedies of the parties hereto are cumulative and are not exclusive of any rights or remedies that they would otherwise have. No waiver of any provision of this Agreement or consent to any departure by any party therefrom shall in any event be effective unless the same shall be permitted by paragraph (b) of this Section, and then such waiver or consent shall be effective only in the specific instance and for the purpose for which given. No notice or demand on any party hereto in any case shall entitle such party to any other or further notice or demand in similar or other circumstances.

  • Supplements, Amendments and Waivers This Agreement may be supplemented or amended only by a subsequent writing signed by each of the parties hereto (or their successors or permitted assigns), and any provision hereof may be waived only by a written instrument signed by the party charged therewith.

  • Modifications; Amendments; Waivers The terms and provisions of this Agreement may not be modified or amended, nor may any provision be waived, except pursuant to a writing signed by the Corporation and the holders of at least a majority of the Registrable Shares then outstanding.

  • Waiver; Amendment; Modification The waiver by Company of a term or provision of this Agreement, or of a breach of any provision of this Agreement by me, shall not be effective unless such waiver is in writing signed by Company. No waiver by Company of, or consent by Company to, a breach by me, will constitute a waiver of, consent to or excuse of any other or subsequent breach by me. This Agreement may be amended or modified only with the written consent of both me and Company. No oral waiver, amendment or modification shall be effective under any circumstances whatsoever.

  • Modification, Amendment and Waiver The authority of the Trustees hereunder to authorize the Trust to enter into contracts or other agreements or arrangements shall include the authority of the Trustees to modify, amend, waive any provision of supplement, assign all or a portion of, novate, or terminate such contracts, agreements or arrangements. The enumeration of any specific contracts in this Section 5.12 shall in no way be deemed to limit the power and authority of the Trustees as otherwise set forth in this Declaration of Trust to authorize the Fund to engage, contract with or make payments to such Persons as the Trustees may deem desirable for the transaction of the business of the Fund.

  • Modifications, Amendments and Waivers This Agreement may not be modified or amended, or any provision thereof waived, except in a writing signed by all the parties to this Agreement.

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