Waivers to the Credit Agreement. (a) The undersigned Lenders, collectively constituting the Required Lenders, hereby (i) waive compliance by the Borrower with the provisions of Section 6.12(a), Section 6.12(d) and Section 6.12(f) of the Credit Agreement (collectively, the “Subject Provisions”) during the Covenant Waiver Period (as defined in the Amended Credit Agreement) (the “Waiver Period”) and (ii) agree that no Default or Event of Default shall exist or arise as a result of the Borrower’s failure to comply with the Subject Provisions during the Waiver Period.
(b) Pursuant to Section 9.02 of the Credit Agreement, and subject to the limitations contained herein, the (i) undersigned Lenders, collectively constituting the Required Lenders, hereby waive the Event of Default under Article VII(d) of the Credit Agreement caused by the Borrower’s noncompliance with Section 6.12(f) of the Credit Agreement for the fiscal quarter ended March 31, 2020, and (ii) each undersigned Lender that is party to a Swap Agreement by and between such Lender and the Borrower (each such Lender in such capacity, a “Swap Counterparty”) hereby waives any default or termination event that now exists or may arise under any Swap Agreement with respect to which such Lender is a Swap Counterparty, in each case, as a result of the Borrower’s noncompliance with Section 6.12(f) of the Credit Agreement for the fiscal quarter ended March 31, 2020. Without limiting the generality of the provisions of Section 9.02 of the Credit Agreement, the waiver set forth in this Section 2 shall be limited precisely as written, and nothing herein shall be deemed to (a) constitute a waiver of compliance by the Borrower with respect to (i) the Subject Provisions other than during the Waiver Period or (ii) any other term, provision or condition of the Loan Documents or any other instrument or agreement referred to in any of them, or (b) prejudice any right or remedy that any Lender may now have or may have in the future under or in connection with the Credit Agreement, the other Loan Documents, any Swap Agreement with a Swap Counterparty or any other instrument or agreement referred to in any of them or under applicable law. For the avoidance of doubt, the waiver of compliance with the Subject Provisions set forth herein shall not extend beyond the last day of the Waiver Period and such waiver shall be of no force or effect for any purpose after the last day of the Waiver Period.
Waivers to the Credit Agreement. 1. The Lenders hereby (i) agree to extend the time for completion of the post-closing items specified on Schedule IX to the Credit Agreement to June 4, 2001 and (ii) waive any Default or Event of Default that has arisen pursuant to Section 13.18 of the Credit Agreement solely as a result of the non-completion of the actions described on Schedule IX to the Credit Agreement prior to the date of this Amendment, it being understood that such waiver shall be in effect only until June 4, 2001, at which time any failure to comply with the requirements of said Section 13.18 shall become an immediate Event of Default.
Waivers to the Credit Agreement. The definition of Waiver Period set forth in the Waivers is hereby amended to extend the period through August 2, 1999 and all references in the Waivers to the Waiver Period shall be deemed to be references to the Waiver Period as extended hereby; provided, that during the Waiver Period, as extended, the conditions set forth in Section 2 of the March Waiver are complied with and provided, further, that an Event of Default shall be deemed to have occurred as of August 3, 1999 if the Borrowers are not in compliance with any of the financial covenants set forth in the Credit Agreement as of that date.
Waivers to the Credit Agreement. (a) Waivers in Respect of Financial Condition Covenants. Any breach by --------------------------------------------------- the Company of the financial condition covenants set forth in subsections 7.6A through 7.6C of the Credit Agreement with respect to any test period ending in 1998 or 1999, and any Event of Default or Potential Event of Default resulting from any such breach, is hereby waived.
Waivers to the Credit Agreement. 2.1 The Administrative Agent, the Majority Lenders, the Majority Revolving Lenders and the Majority Term Lenders hereby waive the provisions of SECTIONS 7.11 and 7.17 of the Credit Agreement solely to the extent of permitting the SMT Intercompany Sale; PROVIDED, that (i) the aggregate net cash proceeds received by the Parent from MSL Valencia in respect of the SMT Intercompany Sale shall be (x) no less than the amount paid by the Parent to GECC for the Specified SMT Assets and (y) applied to the Obligations in the order of priority set forth in SECTION 3.8 of the Credit Agreement, (ii) MSL Valencia shall have paid to the Parent the purchase price for the Specified SMT Assets (either in cash or, subject to SECTION 7.15 of the Credit Agreement and clause (iii) below, as intercompany Debt issued by MSL Valencia to the Parent) contemporaneously with the consummation of the SMT Intercompany Sale and (iii) to the extent any portion of the consideration paid by MSL Valencia for the Specified SMT Assets is evidenced by Debt issued by MSL Valencia to the Parent, such Debt shall be repaid immediately upon the consummation of the SMT Sale Leaseback (which shall occur no later than sixty (60) days following the consummation of the SMT Intercompany Sale).
2.2 Except for the specific waivers set forth in this Section 2, nothing herein shall be deemed to be a waiver of any covenant or agreement contained in the Credit Agreement, and the Borrowers and Guarantors hereby agree that all of the covenants and agreements contained in the Credit Agreement are hereby ratified and confirmed in all respects.
Waivers to the Credit Agreement. Subject to the satisfaction of the conditions precedent specified in Article 8 hereof, the Administrative Agent (acting on the instruction (and on behalf) of the Majority Lenders) hereby agrees to waive any Event of Default that may be deemed to occur pursuant to Sections 8.12(b) or 8.12(c) of the Credit Agreement arising solely as a result of the Transaction.
Waivers to the Credit Agreement. The undersigned Lenders, collectively constituting the Required Lenders, hereby (i) waive compliance by the Borrower with the provisions of in Sections 6.11(a), (b), (c), (d), (e), (f)(ii), (g), (h) and (i) of the Credit Agreement (collectively, the “Subject Provisions”) during the Covenant Waiver Period (as defined in the Amended Credit Agreement) (the “Waiver Period”) and (ii) agree that no Default or Event of Default shall exist or arise as a result of the Borrower’s failure to comply with the Subject Provisions during the Waiver Period. Without limiting the generality of the provisions of Section 9.02 of the Credit Agreement, the waiver set forth in this Section 2 shall be limited precisely as written, and nothing herein shall be deemed to (a) constitute a waiver of compliance by the Borrower with respect to (i) the Subject Provisions other than during the Waiver Period or (ii) any other term, provision or condition of the Loan Documents or any other instrument or agreement referred to in any of them, or (b) prejudice any right or remedy that any Lender may now have or may have in the future under or in connection with the Credit Agreement, the other Loan Documents, or any other instrument or agreement referred to in any of them or under applicable law. For the avoidance of doubt, the waiver of compliance with the Subject Provisions set forth herein shall not extend beyond the last day of the Waiver Period and such waiver shall be of no force or effect for any purpose after the last day of the Waiver Period.
Waivers to the Credit Agreement. 2.1 The Required Lenders hereby waive compliance with Section 10.13 (Interest Expense Coverage Ratio) solely for the twelve fiscal month period ending 12/31/01.
2.2 The Required Lenders hereby waive compliance with Section 10.14 (Leverage Ratio) solely for the four fiscal quarter period ending 12/31/01.
Waivers to the Credit Agreement. Upon the Effective Date (as defined below):
(a) Compliance by the Parent and the Company with the provisions of Section 9.4 is hereby waived in connection with the Asset Sale solely to allow for (i) the escrow arrangements with respect to 80% of the Inventory Price (as defined in the Asset Purchase Agreement) (excluding 1% of the adjusted book value of the Inventory (as defined in the Asset Purchase Agreement)) and the entirety of the Nice Store Business Price (as defined in the Asset Purchase Agreement), and (ii) the deferred payment of 20% of the Inventory Price (as defined in the Asset Purchase Agreement), or the remaining balance thereof, on December 31, 2000 (50% of which shall be paid to Sonab on such date and 50% to be subject to escrow for an additional one year period).
(b) Compliance by the Parent and the Company with the provisions of Section 9.5 of the Credit Agreement is hereby waived solely to allow for the sale of assets pursuant to the Asset Purchase Agreement and the winding up of the operations of Sonab.
Waivers to the Credit Agreement. Section 7.1 (a) (Consolidated Leverage Ratio). The Lenders hereby waive, for the period from February 1, 2000 to and including February 14, 2000 only, any Default or Event of Default occurring solely because the Borrower exceeds the maximum Consolidated Leverage Ratio as at the end of the second fiscal quarter of Fiscal Year 2000 and thereafter (including as at the end of the third fiscal quarter of Fiscal Year 2000 and thereafter) to and including February 14, 2000; provided, however, that such waiver shall only be effective for so long as no interest is paid on or after the date hereof by the Borrower in respect of the Senior Subordinated Notes.
Section 7.1 (b) (Consolidated Interest Coverage Ratio). The Lenders hereby waive, for the period from February 1, 2000 to and including February 14, 2000 only, any Default or Event of Default occurring solely because the Borrower does not meet the minimum Consolidated Interest Coverage Ratio for the period of four consecutive fiscal quarters ended with the second fiscal quarter of Fiscal Year 2000 and for the period of four consecutive fiscal quarters ended with the third fiscal quarter of Fiscal Year 2000; provided, however, that such waiver shall only be effective for so long as no interest is paid on or after the date hereof by the Borrower in respect of the Senior Subordinated Notes.
Section 7.1 (c) (Maintenance of Minimum EBITDA). The Lenders hereby waive, for the period from February 1, 2000 to and including February 14, 2000 only, any Default or Event of Default occurring solely because the Borrower does not meet the minimum Consolidated EBITDA for the period of four consecutive fiscal quarters ended with the second fiscal quarter of Fiscal Year 2000 and for the period of four consecutive fiscal quarters ended with the third fiscal quarter of Fiscal Year 2000; provided, however, that such waiver shall only be effective for so long as no interest is paid on or after the date hereof by the Borrower in respect of the Senior Subordinated Notes.
