Common use of Waiver of Specified Defaults Clause in Contracts

Waiver of Specified Defaults. The Borrower has notified the Administrative Agent and the Lenders of the existence of certain Defaults and Events of Default under the Credit Agreement as a result of (a) the failure to comply with (i) the requirements of Section 5.12 of the Credit Agreement to cause Twin River-Tiverton, LLC, a wholly-owned Subsidiary of the Borrower (“Tiverton”), to promptly become a Subsidiary Guarantor and to guaranty, and pledge substantially all of its assets to secure, the Obligations and (ii) any corresponding requirements under the Guarantee and Collateral Agreement related thereto or that are otherwise required in connection with the formation of Tiverton (including the pledge by the Borrower of the capital stock of Tiverton), in each case, that are required to have been satisfied or complied with prior to the Fifth Amendment Effective Date, (b) the dissolution of Border Investments, LLC (the “Dissolution”) on September 18, 2017 and the transfer of substantially all of its assets to Tiverton, which was not a Subsidiary Guarantor at the time of the transfer of such assets, and (c) the failure to satisfy any notice or disclosure related requirements or misrepresentations related to the foregoing and/or related to the formation of Tiverton (including the failure to disclose the existence of Tiverton and/or the Dissolution in any Perfection Certificate supplement or other schedule delivered in connection with the Loan Documents and any misrepresentations as a result thereof) after the date of the formation of Tiverton and prior to the Fifth Amendment Effective Date (collectively, the “Specified Defaults”). Effective as of the Fifth Amendment Effective Date, the Lenders party hereto (constituting the Required Lenders) and the Administrative Agent (at the direction of the Required Lenders) hereby waive the Specified Defaults. The waiver provided in this Section 2 is limited to the Specified Defaults. The Lenders shall not be deemed to have waived any other Default, Event of Default or right other than the limited waiver of the Specified Defaults provided in this Section 2.

Waiver of Specified Defaults. The (a) Each Borrower has notified and Guarantor acknowledges and agrees that the Administrative Agent Specified Defaults have occurred and are continuing. (b) Notwithstanding any provisions of the Credit Agreement and the Lenders other Loan Documents to the contrary, subject to the satisfaction of the existence of certain Defaults and conditions precedent set forth in Section 5 hereof, Lender hereby waives the Specified Defaults; provided, that nothing herein, nor any communications among any Borrower, any Guarantor, or Lender, shall be deemed a waiver with respect to any Events of Default or any failure of any Borrower or any Guarantor to comply fully with any provision of the Credit Agreement or any provision of any other Loan Document (in each case other than with respect to the Specified Defaults), and in no event shall this waiver be deemed to be a waiver of enforcement of any of Lender’s rights or remedies under the Credit Agreement and the other Loan Documents, at law (including under the Uniform Commercial Code), in equity, or otherwise including, without limitation, the right to declare all Obligations immediately due and payable pursuant to Section 8.02 of the Credit Agreement, with respect to any other Defaults or Events of Default now existing or hereafter arising. Except as a result expressly provided herein, Lender hereby reserves and preserves all of its rights and remedies against any Borrower and any Guarantor under the Credit Agreement and the other Loan Documents, at law (aincluding under the Uniform Commercial Code), in equity, or otherwise including, without limitation, the right to declare all Obligations immediately due and payable pursuant to Section 8.02 of the Credit Agreement. (c) The waivers in this Section 3 shall be effective only in the failure to comply with (i) specific instances and for the requirements of Section 5.12 specific purposes set forth herein and do not allow for any other or further departure from the terms and conditions of the Credit Agreement to cause Twin River-Tivertonor any other Loan Document, LLC, a wholly-owned Subsidiary which terms and conditions shall continue in full force and effect. (d) The Loan Parties agree that neither the foregoing agreement by Lender nor the acceptance by Lender of any of the Borrower (“Tiverton”)payments provided for hereunder or in the Loan Documents, to promptly become a Subsidiary Guarantor and to guaranty, and pledge substantially all of its assets to secure, the Obligations and (ii) nor any corresponding requirements under the Guarantee and Collateral Agreement related thereto or that are otherwise required in connection with the formation of Tiverton (including the pledge by the Borrower of the capital stock of Tiverton), in each case, that are required to have been satisfied or complied with payment prior to the Fifth Amendment Effective Datedate hereof, (b) the dissolution of Border Investments, LLC (the “Dissolution”) on September 18, 2017 and the transfer of substantially all shall excuse any Loan Party from any of its assets to Tivertonobligations under the Loan Documents. Each Loan Party agrees that it will not assert laches, which was not a Subsidiary Guarantor at the time of the transfer of such assets, and (c) the failure to satisfy waiver or any notice or disclosure related requirements or misrepresentations related other defense to the foregoing and/or related to the formation enforcement of Tiverton (including the failure to disclose the existence any of Tiverton and/or the Dissolution in any Perfection Certificate supplement or other schedule delivered in connection with the Loan Documents and based upon the foregoing agreement of Lender to waive or the acceptance by Lender of any misrepresentations as a result thereof) after the date of the formation of Tiverton and payments provided for in the Loan Documents or any payment prior to the Fifth Amendment Effective Date (collectively, the “Specified Defaults”). Effective as of the Fifth Amendment Effective Date, the Lenders party hereto (constituting the Required Lenders) and the Administrative Agent (at the direction of the Required Lenders) hereby waive the Specified Defaults. The waiver provided in this Section 2 is limited to the Specified Defaults. The Lenders shall not be deemed to have waived any other Default, Event of Default or right other than the limited waiver of the Specified Defaults provided in this Section 2date hereof.

Waiver of Specified Defaults. The (a) Each Borrower has notified and each Guarantor acknowledges and agrees that the Administrative Agent Specified Defaults have occurred and are continuing. (b) Notwithstanding any provisions of the Credit Agreement and the Lenders other Loan Documents to the contrary, subject to the satisfaction of the existence of certain Defaults and conditions precedent set forth in Section 6 hereof, Lender hereby waives the Specified Defaults; provided, that nothing herein, nor any communications among any Borrower, any Guarantor, or Lender, shall be deemed a waiver with respect to any Events of Default or any failure of any Borrower or any Guarantor to comply fully with any provision of the Credit Agreement or any provision of any other Loan Document (in each case other than with respect to the Specified Defaults), and in no event shall this waiver be deemed to be a waiver of enforcement of any of Lender’s rights or remedies under the Credit Agreement and the other Loan Documents, at law (including under the Uniform Commercial Code), in equity, or otherwise including, without limitation, the right to declare all Obligations immediately due and payable pursuant to Section 8.02 of the Credit Agreement, with respect to any other Defaults or Events of Default now existing or hereafter arising. Except as expressly provided herein, Lender hereby reserves and preserves all of its rights and remedies against any Borrower and any Guarantor under the Credit Agreement and the other Loan Documents, at law (including under the Uniform Commercial Code), in equity, or otherwise including, without limitation, the right to declare all Obligations immediately due and payable pursuant to Section 8.02 of the Credit Agreement. [***] Omitted pursuant to a result of request for confidential treatment with the SEC. (ac) The waivers in this Section 3 shall be effective only in the failure to comply with (i) specific instances and for the requirements of Section 5.12 specific purposes set forth herein and do not allow for any other or further departure from the terms and conditions of the Credit Agreement to cause Twin River-Tivertonor any other Loan Document, LLC, a wholly-owned Subsidiary which terms and conditions shall continue in full force and effect. (d) The Loan Parties agree that neither the foregoing agreement by Lender nor the acceptance by Lender of any of the Borrower (“Tiverton”)payments provided for hereunder or in the Loan Documents, to promptly become a Subsidiary Guarantor and to guaranty, and pledge substantially all of its assets to secure, the Obligations and (ii) nor any corresponding requirements under the Guarantee and Collateral Agreement related thereto or that are otherwise required in connection with the formation of Tiverton (including the pledge by the Borrower of the capital stock of Tiverton), in each case, that are required to have been satisfied or complied with payment prior to the Fifth Amendment Effective Datedate hereof, (b) the dissolution of Border Investments, LLC (the “Dissolution”) on September 18, 2017 and the transfer of substantially all shall excuse any Loan Party from any of its assets to Tivertonobligations under the Loan Documents. Each Loan Party agrees that it will not assert laches, which was not a Subsidiary Guarantor at the time of the transfer of such assets, and (c) the failure to satisfy waiver or any notice or disclosure related requirements or misrepresentations related other defense to the foregoing and/or related to the formation enforcement of Tiverton (including the failure to disclose the existence any of Tiverton and/or the Dissolution in any Perfection Certificate supplement or other schedule delivered in connection with the Loan Documents and based upon the foregoing agreement of Lender to waive or the acceptance by Lender of any misrepresentations as a result thereof) after the date of the formation of Tiverton and payments provided for in the Loan Documents or any payment prior to the Fifth Amendment Effective Date (collectively, the “Specified Defaults”). Effective as of the Fifth Amendment Effective Date, the Lenders party hereto (constituting the Required Lenders) and the Administrative Agent (at the direction of the Required Lenders) hereby waive the Specified Defaults. The waiver provided in this Section 2 is limited to the Specified Defaults. The Lenders shall not be deemed to have waived any other Default, Event of Default or right other than the limited waiver of the Specified Defaults provided in this Section 2date hereof.

Waiver of Specified Defaults. The (a) Each Borrower has notified and Guarantor acknowledges and agrees that the Administrative Agent Specified Defaults have occurred and are continuing. [***] Omitted pursuant to a request for confidential treatment with the SEC. (b) Notwithstanding any provisions of the Credit Agreement and the Lenders other Loan Documents to the contrary, subject to the satisfaction of the existence of certain Defaults and conditions precedent set forth in Section 6 hereof, Lender hereby waives the Specified Defaults; provided, that nothing herein, nor any communications among any Borrower, any Guarantor, or Lender, shall be deemed a waiver with respect to any Events of Default or any failure of any Borrower or any Guarantor to comply fully with any provision of the Credit Agreement or any provision of any other Loan Document (in each case other than with respect to the Specified Defaults), and in no event shall this waiver be deemed to be a waiver of enforcement of any of Lender’s rights or remedies under the Credit Agreement and the other Loan Documents, at law (including under the Uniform Commercial Code), in equity, or otherwise including, without limitation, the right to declare all Obligations immediately due and payable pursuant to Section 8.02 of the Credit Agreement, with respect to any other Defaults or Events of Default now existing or hereafter arising. Except as a result expressly provided herein, Lender hereby reserves and preserves all of its rights and remedies against any Borrower and any Guarantor under the Credit Agreement and the other Loan Documents, at law (aincluding under the Uniform Commercial Code), in equity, or otherwise including, without limitation, the right to declare all Obligations immediately due and payable pursuant to Section 8.02 of the Credit Agreement. (c) The waivers in this Section 3 shall be effective only in the failure to comply with (i) specific instances and for the requirements of Section 5.12 specific purposes set forth herein and do not allow for any other or further departure from the terms and conditions of the Credit Agreement to cause Twin River-Tivertonor any other Loan Document, LLC, a wholly-owned Subsidiary which terms and conditions shall continue in full force and effect. (d) The Loan Parties agree that neither the foregoing agreement by Lender nor the acceptance by Lender of any of the Borrower (“Tiverton”)payments provided for hereunder or in the Loan Documents, to promptly become a Subsidiary Guarantor and to guaranty, and pledge substantially all of its assets to secure, the Obligations and (ii) nor any corresponding requirements under the Guarantee and Collateral Agreement related thereto or that are otherwise required in connection with the formation of Tiverton (including the pledge by the Borrower of the capital stock of Tiverton), in each case, that are required to have been satisfied or complied with payment prior to the Fifth Amendment Effective Datedate hereof, (b) the dissolution of Border Investments, LLC (the “Dissolution”) on September 18, 2017 and the transfer of substantially all shall excuse any Loan Party from any of its assets to Tivertonobligations under the Loan Documents. Each Loan Party agrees that it will not assert laches, which was not a Subsidiary Guarantor at the time of the transfer of such assets, and (c) the failure to satisfy waiver or any notice or disclosure related requirements or misrepresentations related other defense to the foregoing and/or related to the formation enforcement of Tiverton (including the failure to disclose the existence any of Tiverton and/or the Dissolution in any Perfection Certificate supplement or other schedule delivered in connection with the Loan Documents and based upon the foregoing agreement of Lender to waive or the acceptance by Lender of any misrepresentations as a result thereof) after the date of the formation of Tiverton and payments provided for in the Loan Documents or any payment prior to the Fifth Amendment Effective Date (collectively, the “Specified Defaults”). Effective as of the Fifth Amendment Effective Date, the Lenders party hereto (constituting the Required Lenders) and the Administrative Agent (at the direction of the Required Lenders) hereby waive the Specified Defaults. The waiver provided in this Section 2 is limited to the Specified Defaults. The Lenders shall not be deemed to have waived any other Default, Event of Default or right other than the limited waiver of the Specified Defaults provided in this Section 2date hereof.