Forbearance by Lender. (a) The Borrower acknowledges and agrees that the Identified Events of Default have occurred and are continuing, and further acknowledges and agrees that the Lender has the right to immediately accelerate and commence enforcement of its rights and remedies under the Loan Documents and applicable law as a result thereof. In consideration of the Borrower’s performance and strict compliance in accordance with each term and condition of this Agreement (TIME BEING OF THE ESSENCE), as and when due, the Lender shall forbear from enforcing its rights and remedies under the Loan Documents and applicable law as a result of the Identified Events of Default until the earliest of: (i) 4:00 pm (Boston time) on January 2, 2011, (ii) the date of the occurrence of any Default Event or Event of Default (excluding any Identified Events of Default) under the Loan Agreement or any other Loan Document, (iii) the date of the occurrence of any breach by Borrower of any of the terms set forth in this Agreement, including but not limited to the obligations set forth in Section 6 hereof; or (iv) the date on which the Borrower, any Guarantor, or any affiliate of the Borrower or any Guarantor, or any person or entity claiming by or through either the Borrower or any Guarantor joins in, assists, cooperates or participates as an adverse party or adverse witness in any suit or other proceeding against the Lender, or any of its affiliates, relating to the Obligations or any of the transactions contemplated by the Loan Documents, this Agreement or any other documents, agreements or instruments executed in connection with this Agreement. Each of the events described in the foregoing clauses (i), (ii), (iii) and (iv) are referred to herein as a “Termination Event,” and the date of the earliest to occur of any Termination Event is referred to herein as the “Forbearance Termination Date.” The period commencing as of the date of the effectiveness of this Agreement and ending on the Forbearance Termination Date shall be referred to as the “
Forbearance by Lender. 2. Notwithstanding the occurrence and continuance of the Existing Defaults, subject to the terms and conditions hereof, the Lender hereby agrees to forbear, during the Forbearance Period, from the exercise of any and all rights or remedies under the Financing Documents or applicable law solely in respect of the Existing Defaults. Notwithstanding the foregoing, nothing contained in this Agreement shall constitute a waiver by the Lender of any default or Event of Default, whether now existing or hereafter arising (including, without limitation, the Existing Defaults). This Agreement shall only constitute an agreement by the Lender to forbear from enforcing its rights and remedies upon the terms and conditions set forth herein.
Forbearance by Lender. Notwithstanding written notice by the Lender of an election not to make any additional advances hereunder, the Lender hereby agrees to forebear exercising any rights under the Security Documents through and including the Maturity Date, so long as no Events of Default have occurred hereunder or thereunder, to allow the Borrower to perform its duties as Manager at the Project and to seek additional financing during that time. Notwithstanding such forbearance, however, Lender shall be entitled to declare the Loan immediately due and payable in accordance with the provisions of Section 8.1 and to exercise all rights it has to the full extent of the Security Documents in the event that (a) TSVLP shall undertake any action to enforce its rights under the TSVLP Security Agreement or other documents securing its existing Lien, or (b) any third party shall exercise any rights of foreclosure or other collection action against the Collateral.
Forbearance by Lender. The Borrower acknowledges and agrees that the Acknowledged Events of Default have occurred and are continuing under the Loan Documents and that as a result thereof the Lender hereby declares all Obligations to be immediately due and payable in full, and this Agreement hereby further confirms that the Termination Date has occurred. The Lender expressly reserves all rights and remedies under the Credit Agreement and the other Loan Documents. In consideration of the Borrower’ performance in accordance with each and every term and condition of this Agreement and the Forbearance Documents, the Lender shall forbear from enforcing its rights and remedies against the Borrower and the Collateral until the earlier of (a) the occurrence of a Termination Event (as defined below), or (b) 5:00 P.M. (prevailing Eastern time) on the Forbearance Termination Date. Notwithstanding the foregoing, nothing contained in this Agreement or the other Forbearance Documents shall constitute a waiver by the Lender of any Default or Event of Default, whether now existing or hereafter arising (including, without limitation, the Acknowledged Events of Default). This Agreement shall only constitute an agreement by the Lender to forbear from enforcing its rights and remedies upon the terms and conditions set forth herein.
Forbearance by Lender. 13. In consideration of the Obligors’ performance in accordance with this Agreement and the other Forbearance Documents, the Lender shall forbear from enforcing the Lender’s rights and remedies as a result of the Existing Defaults, including the Lender’s right to enforce the Utah Judgment (as defined in the Prior Forbearance Agreement), until the earlier of (a) the occurrence of a Termination Event, or (b) the Termination Date. Notwithstanding the foregoing, nothing contained in this Agreement or the other Forbearance Documents shall (i) constitute a waiver by the Lender of any default or Event of Default, whether now existing or hereafter arising (including, without limitation, the Existing Defaults), (ii) prevent the Lender from protecting, preserving, and enforcing its rights and remedies in connection with efforts by creditors of the Obligors to seize assets of the Obligors, including, without limitation, collection efforts by ABS, or (iii) prevent the Lender from protecting, preserving, and enforcing its rights against Katana and/or the assets set forth in Schedule 1 attached to the Prior Forbearance Agreement whether under the Financing Documents, the Utah Judgment, or otherwise. This Agreement shall only constitute an agreement by the Lender to forbear from enforcing its rights and remedies upon the terms and conditions set forth herein. The Obligors further acknowledge and agree that any statutes of limitation or repose or similar time limitations on the ability of the Lender to enforce its rights under the Financing Documents, the Utah Judgment, or otherwise, shall all be tolled during the term of this Agreement.
Forbearance by Lender. 7. In consideration of the Company’s performance in accordance with this Agreement, the Lender shall forbear from enforcing the Lender’s rights and remedies as a result of the Existing Defaults, until the earlier of (i) the occurrence of a Termination Event (as defined below), or (ii) the Termination Date. Notwithstanding the foregoing, nothing contained in this Agreement shall constitute a waiver by the Lender of any default or event of default, whether now existing or hereafter arising (including, without limitation, the Existing Defaults). This Agreement shall only constitute an agreement by the Lender to forbear from enforcing its rights and remedies upon the terms and conditions set forth herein.
Forbearance by Lender. 11. In consideration of the Obligors' performance in accordance with this Agreement, the Lender shall forbear from enforcing its rights and remedies under the Loan Documents and applicable law as a result of the Borrower's defaults, until the occurrence of an Event of Default, as defined in Paragraph 12, below. Notwithstanding the foregoing, nothing contained in this Agreement shall constitute a waiver by the Lender of any Event of Default under the Loan Documents, whether now existing or hereafter arising. This Agreement shall only constitute an agreement by the Lender to forbear from enforcing its rights and remedies upon the terms and conditions set forth herein. EVENTS OF DEFAULT -----------------
Forbearance by Lender. In consideration of the grant of the additional security interests referred to in Section 7 hereof, from the date hereof through July 31, 2002, and so long as no further Event of Default (as defined herein) has occurred, Lender shall not exercise any right or remedy under any of the Loan Documents against any Co-Debtor or any property of any Co-Debtor or take any action to collect the Loan. Upon the occurrence of any Event of Default (as defined herein), Lender shall be relieved of its obligation to forbear from exercising any such rights or remedies, and may at any time thereafter exercise any right or remedy provided for in this Agreement or in any document executed pursuant to the Borrowing Agreement.
Forbearance by Lender. Provided that Borrower commits no breaches or defaults under the Transaction Documents other than continuing defaults due to the failure to pay scheduled payments of principal and/or interest under the Notes, Lender shall forbear from foreclosing upon any of its collateral securing repayment of the Notes until after the Payment Deadline.
Forbearance by Lender. (a) In reliance upon the representations of the Borrower herein and in the Loan Documents and subject to each of the terms and conditions set forth herein, during the Forbearance Period (but only so long as no Termination Event shall occur) the Lenders hereby agree to forbear from exercising the Lender’s rights and remedies with respect to the Existing Defaults. The Borrower hereby acknowledges and agrees that nothing in this Section 4 or elsewhere in this Agreement shall be deemed or otherwise construed as a waiver by Lenders of the Existing Defaults, and/or of any of the Lender’s rights, remedies, powers, privileges, and discretions pursuant to the Loan Documents, applicable law, or otherwise. Without limiting the generality of the foregoing, the Borrower expressly acknowledges and agrees: (i) that in no event and under no circumstance shall the agreements by the Lenders pursuant to this Agreement be deemed or otherwise construed to modify, amend, limit, or waive the unconditional obligation of the Borrower to pay in full the entire amount of all Obligations, including, without limitation, as set forth in Section 3 herein (further including, without limitation, with respect to the Prepayment Fee, the Final Payment, the non-draw fee set forth in Section 2.4 of the Loan Agreement and the Lenders’ Expenses as set forth in Section 2.4 of the Loan Agreement) and (ii) that from and after the occurrence of the Existing Defaults interest shall at all times continue to accrue on the unpaid principal amount of the Obligations and all interest (accrued and hereafter accruing) shall be at the Default Rate, as provided in the Loan Agreement, as and when determined solely and exclusively by the Lenders from time to time.
