Common use of Waiver of Conditions to Obligation of Backstop Parties Clause in Contracts

Waiver of Conditions to Obligation of Backstop Parties. All or any of the conditions set forth in Section 7.01 may only be waived in whole or in part with respect to all Backstop Parties by a written instrument executed by the Required Backstop Parties in their sole discretion and if so waived, all Backstop Parties shall be bound by such waiver; provided that notwithstanding the foregoing, the Required Backstop Parties desire to waive all or any of the conditions set forth in Section 7.01 (such Required Backstop Parties, the “Waiving Backstop Parties”) may require any other Backstop Parties that are not willing to waive the applicable conditions (the “Non-Waiving Backstop Parties”), and such Non-Waiving Backstop Parties shall upon written request by the Waiving Backstop Parties be so required, to transfer and assign to the Waiving Backstop Parties all of the Non-Waiving Backstop Parties’ Backstop Commitment in accordance with the Waiving Backstop Parties’ pro rata share (based on the aggregate Backstop Commitments of the Waiving Backstop Parties) of the Non-Waiving Backstop Parties’ Backstop Commitment or as otherwise reasonably agreed upon by such Waiving Backstop Parties.

Appears in 1 contract

Samples: Backstop Commitment Agreement (C&J Energy Services Ltd.)

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Waiver of Conditions to Obligation of Backstop Parties. All or any of the conditions set forth in Section 7.01 7.2 may only be waived in whole or in part with respect to all Backstop Parties by a written instrument executed by the Required Requisite Backstop Parties in their sole discretion and if so waived, all Backstop Parties shall be bound by such waiver; provided provided, that notwithstanding the foregoing, if the Required Requisite Backstop Parties desire to waive all or any of the conditions set forth in Section 7.01 (such Required 7.1 the Requisite Backstop Parties, the “Waiving Backstop Parties”) Parties may require any other Backstop Parties that are not willing to waive the applicable conditions (the “Non-Waiving Backstop Parties”), and such Non-Waiving Backstop Parties shall upon written request by the Waiving Requisite Backstop Parties be so required, to transfer and assign to the Waiving Requisite Backstop Parties all of the Non-Waiving Backstop Parties’ Backstop Commitment in accordance with the Waiving Backstop Parties’ pro rata share (based on the aggregate Backstop Commitments Commitment of the Waiving Requisite Backstop Parties) of the Non-Waiving Backstop Parties’ Backstop Commitment or as otherwise reasonably agreed upon by such Waiving the Requisite Backstop Parties.

Appears in 1 contract

Samples: Backstop Commitment Agreement (Nii Holdings Inc)

Waiver of Conditions to Obligation of Backstop Parties. All or any of the conditions set forth in Section 7.01 may only be waived in whole or in part with respect to all Backstop Parties by a written instrument executed by the Required Backstop Parties in their sole discretion and if so waived, all Backstop Parties shall be bound by such waiver; provided that notwithstanding the foregoing, the Required Backstop Parties desire to waive all or any of the conditions set forth in Section 7.01 (such Required Backstop Parties, the “Waiving Backstop Parties”) may require any other Backstop Parties that are not willing to waive the applicable conditions (the “Non-Non- Waiving Backstop Parties”), and such Non-Waiving Backstop Parties shall upon written request by the Waiving Backstop Parties be so required, to transfer and assign to the Waiving Backstop Parties all of the Non-Waiving Backstop Parties’ Backstop Commitment in accordance with the Waiving Backstop Parties’ pro rata share (based on the aggregate Backstop Commitments of the Waiving Backstop Parties) of the Non-Non- Waiving Backstop Parties’ Backstop Commitment or as otherwise reasonably agreed upon by such Waiving Backstop Parties.

Appears in 1 contract

Samples: Backstop Commitment Agreement

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Waiver of Conditions to Obligation of Backstop Parties. All or any of the conditions set forth in Section 7.01 may only be waived in whole or in part with respect to all Backstop Parties by a written instrument executed by the Required Backstop Parties in their sole discretion and if so waived, all Backstop Parties shall be bound by such waiver; provided that notwithstanding the foregoing, the Required Backstop Parties desire desiring to waive all or any of the conditions set forth in Section 7.01 (such Required Backstop Parties, the “Waiving Backstop Parties”) may require any other Backstop Parties that are not willing to waive the applicable conditions (the “Non-Non- Waiving Backstop Parties”), and such Non-Waiving Backstop Parties shall upon written request by the Waiving Backstop Parties be so required, to transfer and assign to the Waiving Backstop Parties all of the Non-Waiving Backstop Parties’ Backstop Commitment in accordance with the Waiving Backstop Parties’ pro rata share (based on the aggregate Backstop Commitments of the Waiving Backstop Parties) of the Non-Non- Waiving Backstop Parties’ Backstop Commitment or as otherwise reasonably agreed upon by such Waiving Backstop Parties.

Appears in 1 contract

Samples: Noteholder Backstop Commitment Agreement (Legacy Reserves Inc.)

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