Conditional Waivers Sample Clauses

Conditional Waivers. Provided that Company fully cures the breaches of Section IV.B by January 14, 2022, and the breaches of Section IV.H as soon as possible and in any event on or before December 31, 2021, and obtains Approval by December 31, 2021, time being of the essence:
Sample 1Sample 2
AutoNDA by SimpleDocs
Conditional Waivers. (a) The Borrower represents and warrants to the Lenders that the description of the transactions appearing in Exhibit 1, regarding a proposed joint venture (the "Joint Venture") between the Borrower, certain of its Subsidiaries and PPG, including creation of a limited liability company to purchase, market and sell automotive glass parts and related supplies for sale to wholesalers and automotive glass retailers located primarily in the United States, (i) is true, complete and correct in all material respects as of the date hereof and (ii) contains true, complete and correct descriptions of all documents to be entered into or otherwise executed in connection with the establishment of the Joint Venture (such documents to be known as the "JV Documents").
Sample 1
Conditional Waivers. In the event that, notwithstanding that one or more conditions precedent (referred to in clauses 4.1 to 4.3 above) are not satisfied when required, the Lenders (at their discretion) agree to advance any Loan subject to conditions (specified by the Facility Agent to the Borrower), then failure to satisfy such conditions by the date specified shall constitute an immediate Event of Default.
Sample 1
Conditional Waivers. QUALCOMM, Ericsson xxx xxe Administrative Agent (a) waive the conditions precedent in Section 4.2 of the Credit Agreement with respect to the satisfaction of the conditions precedent set forth in Section 3.02(b) of the Common Agreement regarding the non-existence of an Event of Default solely with respect to Covered Vendor Parties Defaults and solely to permit funding of the Special Loans under this Agreement and consent to the funding of such Special Loans by QUALCOMM, and (b) solely to the extent necessary to permit funding of Special Loans pursuant to this Agreement, waive the conditions precedent under Section 3.2 of Amendment No. 3 to Amended and Restated Credit Agreement, dated as of October 10, 2001 ("Amendment No. 3") including the condition that requires the Ericsson Additional Commitment (as defined in Amendment No. 3) to have been fully utilized by Borrower prior to the making of loans by QUALCOMM under the QUALCOMM Additional Commitment (as defined in Amendment No. 3). Electro Banque and the Facility 2 Administrative Agent (a) waive the condition precedent in Section 6.02(b) of the Electro Banque Facility 2 Credit Agreement with respect to the satisfaction of the conditions precedent set forth in Section 3.02(b) of the Common Agreement regarding the non-existence of an Event of Default solely with respect to Covered Vendor Facility Defaults (and not for any other purpose), (b) solely to the extent necessary to permit funding of Additional Interim Loans from the Tranche B Term Facility pursuant to this Agreement (and not for any other purpose) and subject to clause (a) of this paragraph, waive the conditions precedent in Sections 6.01 and 6.02 of the Electro Banque Facility 2 Credit Agreement, and (c) consent to the funding of such Additional Interim Loans by Electro Banque (at the request of Borrower and approved by QUALCOMM). QUALCOMM, Alcatel, Ericsson, the Administrative Agent, Electro Banque and the Facility 2 Administrative Agent (a) acknowledge and consent to (i) the use of proceeds of the Special Loans to be made under this Agreement, the Credit Agreement and the Electro Banque Facility 2 Credit Agreement and (ii) the terms and conditions of the Special Loans to be made by QUALCOMM pursuant to this Agreement or by Electro Banque (at the request of Borrower and approved by QUALCOMM) pursuant to the Electro Banque Facility 2 Credit Agreement, including the interest rate and the maturity of such Special Loans (other than Additional Financin...
Sample 1

Related to Conditional Waivers

  • Additional Waivers Notwithstanding anything herein to the contrary, each of the Guarantors hereby absolutely, unconditionally, knowingly, and expressly waives:

  • Certain Additional Waivers Each Guarantor agrees that such Guarantor shall have no right of recourse to security for the Obligations, except through the exercise of rights of subrogation pursuant to Section 4.02 and through the exercise of rights of contribution pursuant to Section 4.06.

  • General Waivers Each of the Guarantors irrevocably waives acceptance hereof, presentment, demand or action on delinquency, protest, the benefit of any statutes of limitations and, to the fullest extent permitted by law, any notice not provided for herein, as well as any requirement that at any time any action be taken by any Person against the Borrower, any other guarantor of the Guaranteed Obligations, or any other Person.

  • Non-Waivers A failure or delay of either Party to enforce any of the provisions hereof, to exercise any option which is herein provided, or to require performance of any of the provisions hereof shall in no way be construed to be a waiver of such provisions or options, and each Party, notwithstanding such failure, shall have the right thereafter to insist upon the performance of any and all of the provisions of this Agreement.

  • No General Waivers The failure of any party at any time to require performance by any other party of any provision hereof or to resort to any remedy provided herein or at law or in equity shall in no way affect the right of such party to require such performance or to resort to such remedy at any time thereafter, nor shall the waiver by any party of a breach of any of the provisions hereof be deemed to be a waiver of any subsequent breach of such provisions. No such waiver shall be effective unless in writing and signed by the party against whom such waiver is sought to be enforced.

  • JURY TRIAL WAIVER; OTHER WAIVERS AND CONSENTS; GOVERNING LAW 11.1 Governing Law; Choice of Forum; Service of Process;

  • Amendments; Waivers No provision of this Agreement may be waived or amended except in a written instrument signed, in the case of an amendment, by the Company and each Purchaser or, in the case of a waiver, by the party against whom enforcement of any such waiver is sought. No waiver of any default with respect to any provision, condition or requirement of this Agreement shall be deemed to be a continuing waiver in the future or a waiver of any subsequent default or a waiver of any other provision, condition or requirement hereof, nor shall any delay or omission of either party to exercise any right hereunder in any manner impair the exercise of any such right.

  • Amendments, Waivers and Consents Neither this Credit Agreement nor any other Credit Document nor any of the terms hereof or thereof may be amended, changed, waived, discharged or terminated unless such amendment, change, waiver, discharge or termination is in writing entered into by, or approved in writing by, the Required Lenders and the Borrower, provided, however, that:

  • Certain Waivers Each Guarantor waives (a) any defense arising by reason of any disability or other defense of the Borrower or any other guarantor, or the cessation from any cause whatsoever (including any act or omission of any Secured Party) of the liability of the Borrower or any other Loan Party; (b) any defense based on any claim that such Guarantor’s obligations exceed or are more burdensome than those of the Borrower or any other Loan Party; (c) the benefit of any statute of limitations affecting any Guarantor’s liability hereunder; (d) any right to proceed against the Borrower or any other Loan Party, proceed against or exhaust any security for the Secured Obligations, or pursue any other remedy in the power of any Secured Party whatsoever; (e) any benefit of and any right to participate in any security now or hereafter held by any Secured Party; and (f) to the fullest extent permitted by law, any and all other defenses or benefits that may be derived from or afforded by applicable Law limiting the liability of or exonerating guarantors or sureties. Each Guarantor expressly waives all setoffs and counterclaims and all presentments, demands for payment or performance, notices of nonpayment or nonperformance, protests, notices of protest, notices of dishonor and all other notices or demands of any kind or nature whatsoever with respect to the Secured Obligations, and all notices of acceptance of this Guaranty or of the existence, creation or incurrence of new or additional Secured Obligations.

  • Severability; Waivers If any part of this Agreement is not enforceable, the rest of the Agreement may be enforced. The Bank retains all rights, even if it makes a loan after default. If the Bank waives a default, it may enforce a later default. Any consent or waiver under this Agreement must be in writing.

Time is Money Join Law Insider Premium to draft better contracts faster.