Agreement to Forbear. 2.1 Provided that no Forbearance Default occurs, the Consenting Holders hereby agree to refrain through the Termination Date from exercising (including, in the case of the Consenting Holders, by giving all necessary instructions permitted in accordance with the PRI Indenture to the Trustee) any of their rights and remedies under the PRI Indenture or any of the other Indenture Documents that may exist by virtue of the Existing Defaults or the Anticipated Defaults.
2.2 Nothing in this Agreement shall be construed as a waiver of or acquiescence of any Existing Default or Anticipated Default, which shall continue in existence subject only to the agreement of the Consenting Holders, as set forth herein, not to enforce their remedies for a limited period of time. Except as expressly provided herein, the execution and delivery of this Agreement shall not: (a) constitute an extension, modification, or waiver of any aspect of the PRI Indenture or the other Indenture Documents; (b) extend the terms of the PRI Indenture or the due date of any of the principal or interest payments due on the PRI Notes; (c) give rise to any obligation on the part of the Consenting Holders to extend, modify or waive any term or condition of the PRI Indenture or any of the other Indenture Documents; or (d) give rise to any defenses or counterclaims to the right of the Consenting Holders to compel payment of the principal or interest payments due on the PRI Notes or otherwise enforce their rights and remedies under the PRI Indenture and the other Indenture Documents. Except as expressly limited herein, the Consenting Holders hereby expressly reserves all of their rights and remedies under the PRI Indenture and the other Indenture Documents and under applicable law with respect to such Existing Defaults and Anticipated Defaults. From and after the Termination Date, the Consenting Holders shall be entitled to enforce the PRI Indenture and the other Indenture Documents according to the terms of the PRI Indenture and the other Indenture Documents.
2.3 This Agreement shall become effective only upon execution and delivery by holders representing greater than 75% of the outstanding principal amount of the PRI Notes (the "Required Consents"); provided, however, that such Required Consents must be received by no later than the Termination Date of the Forbearance Agreement dated May 30, 2000 executed by the Group, PRI, and the Consenting Holders (the "Expiration Time"). If the Required Consents ar...
Agreement to Forbear. (a) For the period (the “Forbearance Period”) beginning as of the date first above written and ending on the earlier to occur of (a) 5:00 p.m., New York time, on April 27, 2009, and (b) termination of this forbearance as provided herein, Agent and Lenders, without waiving, curing or ceasing the continuance of the Existing Events of Default, hereby agree to forbear from the exercise of any of their Rights and Remedies available under the Credit Agreement and the Loan Documents on account of the Existing Events of Default. Neither Agent nor Lenders shall have any obligation to make any Loans, issue, extend or renew, and Borrower shall not request the issuance, extension or renewal of, any Letters of Credit or otherwise extend credit to Borrower under the Credit Agreement during the Forbearance Period. Lenders have considered and will continue to consider during the Forbearance Period, in their sole discretion, whether to honor borrowing requests or requests for issuances of Letters of Credit which shall, in any case, be made pursuant to and in compliance with the Budget (as hereinafter defined). Any past or future Loans to, or issuances of Letters of Credit for the account of, Borrower should not be considered an agreement, express or implied, on the part of Lenders to make any additional Loans or to issue any additional Letters of Credit or an agreement to waive any terms of the Credit Agreement in the future, including, without limitation, the satisfaction of conditions precedent to funding. Agent’s and Lenders’ forbearance provided for herein shall be effective only with respect to the Existing Events of Default and shall terminate and cease to be of force and effect, and Agent and Lenders may exercise all of their respective rights and remedies as may be available under the Credit Agreement and under applicable law, in Agent’s discretion by a written notice to Borrower upon or after the occurrence of any other Default or Event of Default under the Credit Agreement or any Loan Document (other than the Existing Events of Default) or a Default or Event of Default under the terms of this Agreement (individually a “Forbearance Default” and, collectively, the “Forbearance Defaults”).
(b) During the Forbearance Period, and provided Agent has not elected to terminate the Forbearance Period following the occurrence of a Forbearance Default in its discretion in accordance with the last sentence of Section 2(a) of this Agreement and that the terms and conditions of...
Agreement to Forbear. (a) If and for so long as each of the Forbearance Conditions is timely satisfied, and subject to the satisfaction of the conditions precedent set forth in Section 6 of this Agreement and the other terms and conditions contained herein, Administrative Agent, Co-Collateral Agents and Lenders each agrees that, during (and only during) the Forbearance Period, it will not, solely by reason of the existence of the Stipulated Defaults, (x) exercise any remedy available to such Secured Party under any of the Loan Documents or Applicable Law to accelerate the maturity of any of the Obligations, enforce collection from any Loan Party of any of the Obligations, repossess any of the Collateral, or, in the case of Administrative Agent, foreclose its security interest in or other Liens upon any Collateral, or (y) charge the Default Rate with respect to the principal balance of the Obligations; provided, however, that the foregoing forbearance shall not (i) restrict, impair or otherwise affect (A) the rights of Administrative Agent, at its election or at the direction of Required Lenders, to make demand for payment of any of the Obligations that exceed any limitations imposed under the Credit Agreement or the Addendum or that are payable on demand under the terms of any of the Loan Documents, give notice of the existence of any Event of Default to the holder of any Subordinated Debt in order to bar such holder from receiving, or any Loan Party from paying, any amount in respect of such Subordinated Debt, or charge or accrue interest at the Default Rate, (B) each Secured Party’s rights or remedies (including rights of setoff) under or with respect to any deposit account, blocked account, control account, bank agency, lockbox, letter of credit or other agreement to which such Secured Party is a party relating to any deposit or other account of any Loan Party or any letter of credit issued for any Loan Party’s account (including, in each case, in respect of an Account Control Event), (C) Administrative Agent’s, each Co-Collateral Agent’s and each Lender’s respective rights to administer the lending or banking relationship with Loan Parties under and in accordance with the Loan Documents and this Agreement, including the imposition, change, release or re-imposition of Reserves in such amounts and with respect to such matters as Administrative Agent or any Co-Collateral Agent may elect from time to time or the attachment of any conditions to the provision of Bank Products; (D...
Agreement to Forbear. For the Forbearance Period (as defined below), the Agent and Lenders shall not take any action or commence any proceedings with respect to the enforcement of any of their rights or remedies under the Loan Documents based solely on the continuance of the Known Defaults. The parties agree that neither the foregoing agreement by Agent and Lenders nor the acceptance by Agent or Lenders of any of the payments provided for in the Loan Documents, nor any payment prior to the date hereof shall, however, (a) excuse any party from any of its obligations under the Loan Documents (other than as set forth in Sections 9 and 10 below), or (b) toll the running of any time periods applicable to any such rights and remedies, including, without limitation, any grace periods with respect to Defaults under the Loan Documents or otherwise. Each Loan Party agrees that it will not assert laches, waiver or any other defense to the enforcement of any of the Loan Documents based upon the foregoing agreement Agent and Lenders to forbear or the acceptance by Agent or Lenders of any of the payments provided for in the Loan Documents or any payment prior to the date hereof. As used herein, “Forbearance Period” shall mean the period commencing upon the effectiveness of this Agreement and continuing until the earlier to occur of: (w) any Default or Event of Default under this Agreement or any other Loan Document (other than any Known Default), (x) a determination by Agent in its discretion that the nature or extent of any Known Event of Default is materially different from the nature or extent as disclosed to the Agent prior to the date hereof, (y) any Loan Party makes any payment in respect of the CPM Obligations (other than payments made with the Junior Capital Proceeds (as defined below) which are permitted to be made by Section 6(a) hereof) on or before the date when Agent has received a prepayment of the Term Loans in an amount to be determined by Agent in its discretion but which in any event shall be at least $25,000,000, or (z) March 31, 2007.
Agreement to Forbear. The Investor hereby agrees to forbear from declaring during the Forbearance Period (as defined below) the Specified Default and, therefore, shall not be entitled to any Penalty Interest during the Forbearance Period. The Investor shall also refrain from exercising any of its rights and remedies in connection with an Event of Default under the Offering Documents or at law or in equity during the Forbearance Period.
Agreement to Forbear. (a) For purposes of this Section 4, the following terms have the meanings set forth below:
Agreement to Forbear. Subject to the other terms and conditions of this Agreement, the Administrative Agent and the Lenders agree to forbear exercising their rights and remedies arising exclusively as a result of the Acknowledged Events of Default until the New Forbearance Termination Date; PROVIDED, HOWEVER, that the Administrative Agent and the Lenders shall be free to exercise any or all of their rights and remedies arising on account of the Acknowledged Events of Default at any time after the occurrence of a Forbearance Default (defined below).
Agreement to Forbear. 2.1 Provided that no Forbearance Default occurs, Lender hereby agrees to refrain, through the Termination Date, from exercising any of its rights and remedies under the Credit Agreement or any of the other Loan Documents that may exist by virtue of the Term Loan Default.
2.2 Nothing in this Forbearance shall be construed as a waiver of or acquiescence to any other Default or Event of Default which shall continue in existence subject only to the agreement of Lender, as set forth herein, not to enforce its remedies for a limited period of time with respect to the Term Loan Default. Except as expressly provided herein, the execution and delivery of this Forbearance shall not:
(a) constitute an extension, modification, or waiver of any aspect of the Credit Agreement or the other Loan Documents; (b) extend the terms of the Credit Agreement or the due date of any of the Obligations thereunder or in any other Loan Document; (c) give rise to any obligation on the part of Lender to extend, modify or waive any term or condition of the Credit Agreement or any of the other Loan Documents; or (d) give rise to any defenses or counterclaims to the right of Lender to compel payment of the Obligations or to otherwise enforce its rights and remedies under the Credit Agreement and the other Loan Documents. Except as expressly limited herein, Lender hereby expressly reserves all of its rights and remedies under the Loan Documents and under applicable law with respect to the Term Loan Default. From and after the Termination Date, Lender shall be entitled to enforce the Loan Documents according to the original terms thereof.
Agreement to Forbear. Each Secured Party hereby agrees to forbear from exercising remedies in respect of the MAC Default through and until the earliest to occur of (a) the Forbearance Termination Date, (b) the occurrence of any Default or Event of Default other than the MAC Default or (c) a breach of any provision of this Agreement (such period the “Forbearance Period”). At the end of the Forbearance Period, all agreements hereunder to forbear shall terminate automatically and without further notice or action, and be of no force and effect, and the effect of such termination shall be to permit each Secured Party to immediately exercise any and all rights and remedies available to it under the Loan Agreement or any other Loan Document.
Agreement to Forbear. Subject to compliance by the Borrower with the terms and conditions of the Agreement, the Bank hereby agrees to forbear from exercising its rights and remedies against the Borrower under the Loan Documents with respect to the Existing Default during the period (the “Forbearance Period”) commencing on the Execution Date and ending on the earlier to occur of (i) September 30, 2021, and (ii) the date on which a Forbearance Default (as defined in Section 7 of this Agreement) occurs (as applicable, the “Termination Date”). On the Termination Date, (a) the Bank’s forbearance, as provided herein, shall immediately and automatically cease without further notice or action, and (b) all of the Obligations shall be accelerated and become immediately due and payable at the Default Rate, upon notice from the Bank to Borrower. On and after the Termination Date, the Bank may, in its sole discretion, exercise any and all remedies available to it under the Loan Documents and applicable law by reason of the occurrence of any Default, Event of Default, Forbearance Default or the continuation of the Existing Default, without further notice or demand, other than as may be required by this Agreement or the Loan Documents. Furthermore, during the Forbearance Period, subject to compliance by the Borrower with the terms and conditions of the Agreement, the Bank agrees to refrain from: (y) providing a “Notice of Exclusive Control” (or any other notice with similar effect) to any financial institution (including, without limitation, the Bank) regarding any and all deposit accounts subject to a deposit account control agreement, and (z) restricting, in any way, the Borrower’s ability to access or use the funds in such account with the Bank.
