Common use of Forbearance Period Clause in Contracts

Forbearance Period. (i) During the period from the Effective Date (as defined below) until March 25, 2011 (the “Forbearance Period”), each of the Administrative Agent and the Lender hereby agrees to forbear (the “Forbearance”) from exercising its rights and remedies under the Credit Agreement and the other Loan Documents arising as a result of the Forbearance Default; provided, however, that upon the occurrence of any Event of Default other than the Forbearance Default, including the Events of Defaults set forth in Section 1(d) hereof, the Forbearance Period shall automatically and immediately terminate, and the Administrative Agent and the Lender shall be entitled to exercise any and all of their rights and remedies under the Credit Agreement, the other Loan Documents and applicable law, without further notice other than as required therein. Upon termination of the Forbearance Period, (A) the forbearance shall automatically terminate and be of no further force or effect without any further action by the Lender, (B) the Forbearance Default is, without further action, reinstated and shall have the same force and effect as if the Forbearance had not been agreed to by the parties hereto and (C) subject to the terms of the Credit Agreement, the Loan Documents and applicable law, the Lender may thereafter, without limitation, xxx, ask for or demand from the Loan Parties payment of the Obligations due and payable to such Lender, in whole or in part, and otherwise enforce any of its rights and remedies (including rights of acceleration and foreclosure) provided for under the Credit Agreement, the Loan Documents or applicable law against any party. Each of the Loan Parties party hereto agrees that, subject to the agreement of the Lender to forbear from exercising certain of their rights and remedies as and to the extent expressly set forth in this Agreement, all rights and remedies of the Lender under the Credit Agreement, the Loan Documents or applicable law with respect to such Loan Party shall continue to be available to the Lender from and after the Effective Date.

Forbearance Period. (i) During the period from the Effective Date (as defined below) until March 25April 12, 2011 (the “Forbearance Period”), each of the Administrative Agent and the Lender hereby agrees to forbear (the “Forbearance”) from exercising its rights and remedies under the Credit Agreement and the other Loan Documents arising as a result of the Forbearance Default; provided, however, that upon the occurrence of any Event of Default other than the Forbearance Default, including the Events of Defaults set forth in Section 1(d) hereof, the Forbearance Period shall automatically and immediately terminate, and the Administrative Agent and the Lender shall be entitled to exercise any and all of their rights and remedies under the Credit Agreement, the other Loan Documents and applicable law, without further notice other than as required therein. Upon termination of the Forbearance Period, (A) the forbearance shall automatically terminate and be of no further force or effect without any further action by the Lender, (B) the Forbearance Default is, without further action, reinstated and shall have the same force and effect as if the Forbearance had not been agreed to by the parties hereto and (C) subject to the terms of the Credit Agreement, the Loan Documents and applicable law, the Lender may thereafter, without limitation, xxx, ask for or demand from the Loan Parties payment of the Obligations due and payable to such Lender, in whole or in part, and otherwise enforce any of its rights and remedies (including rights of acceleration and foreclosure) provided for under the Credit Agreement, the Loan Documents or applicable law against any party. Each of the Loan Parties party hereto agrees that, subject to the agreement of the Lender to forbear from exercising certain of their rights and remedies as and to the extent expressly set forth in this Agreement, all rights and remedies of the Lender under the Credit Agreement, the Loan Documents or applicable law with respect to such Loan Party shall continue to be available to the Lender from and after the Effective Date.

Forbearance Period. (i) During The Forbearance shall commence on the period from the Forbearance Effective Date and continue until the earlier of (a) July 23, 2020 at 12:01 a.m. New York City time and (b) the date on which any Event of Termination (as defined below) until March 25shall have occurred (the earlier of clause (a) and clause (b), 2011 (the “Termination Date” and the period commencing on the Forbearance Effective Date and ending on the Termination Date, the “Forbearance Period”); provided that the Forbearance Period may be extended by written confirmation (including, each at the option of the Administrative Agent and Lenders constituting the Lender hereby agrees to forbear Required Lenders, in their sole discretion, via e-mail, which may be provided by Stradley (the “Forbearance”defined below)) from exercising its rights and remedies under Lenders constituting Required Lenders). Upon the Credit Agreement and the other Loan Documents arising as a result of the Forbearance Default; provided, however, that upon the occurrence of any Event of Default other than the Forbearance Default, including the Events of Defaults set forth in Section 1(d) hereofTermination Date, the Forbearance Period shall immediately and automatically terminate (without further notice or action by the Agent or any Lender) and immediately terminatehave no further force or effect, and each of the Administrative Agent Lenders shall be released from any and the Lender all obligations and agreements under this Agreement and shall be entitled to exercise any of the Rights and Remedies as if this Agreement had never existed, and all of their rights the Rights and remedies under the Credit AgreementRemedies shall be available without restriction or modification, the other Loan Documents and applicable law, without further notice other than as required therein. Upon termination of the Forbearance Period, (A) the forbearance shall automatically terminate and be of no further force or effect without any further action by the Lender, (B) the Forbearance Default is, without further action, reinstated and shall have the same force and effect as if the Forbearance this Agreement had not been effectuated. The Agent and the Lenders have not waived any of such Rights and Remedies (but have agreed to by temporarily forbear from the parties hereto exercise of such Rights and (C) Remedies as to the Forbearance Defaults during the Forbearance Period subject to the terms of the Credit Agreement, the Loan Documents and applicable law, the Lender may thereafter, without limitation, xxx, ask for or demand from the Loan Parties payment of the Obligations due and payable to such Lender, in whole or in partconditions set forth herein), and otherwise enforce any of its rights and remedies (including rights of acceleration and foreclosure) provided for under the Credit Agreement, the Loan Documents or applicable law against any party. Each of the Loan Parties party hereto agrees that, subject to the agreement of the Lender to forbear from exercising certain of their rights and remedies as and to the extent expressly set forth nothing in this Agreement, all rights and remedies nor the making of the Lender under the Credit Agreement, the Loan Documents or applicable law with respect to such Loan Party shall continue to be available to the Lender any Loans from and after the Effective date hereof or after the Termination Date, nor any delay on the Agent’s or the Lenders’ part after the Termination Date in exercising any such Rights and Remedies, can be construed as a waiver of any such Rights and Remedies.

Forbearance Period. (i) During The Forbearance shall commence on the period from the Agreement Effective Date (as defined below) and continue until March 25the earlier of (a) June 3, 2011 2019 (the “Forbearance Outside Date”) and (b) the date on which any Event of Termination (as defined below) shall have occurred (the earlier of (a) and (b), the “Termination Date” and the period commencing on the Agreement Effective Date and ending on the Termination Date, the “Forbearance Period”). From and after the Termination Date, without limiting the obligations of the Supporting Lenders and the Agent to provide the In-Court Forbearance, if applicable, the Forbearance shall immediately and automatically terminate and have no further force or effect, and each of the Administrative Agent Supporting Lenders and the Lender hereby agrees to forbear (the “Forbearance”) from exercising its rights and remedies under the Credit Agreement and the other Loan Documents arising as a result of the Forbearance Default; provided, however, that upon the occurrence of any Event of Default other than the Forbearance Default, including the Events of Defaults set forth in Section 1(d) hereof, the Forbearance Period shall automatically and immediately terminate, and the Administrative Agent and the Lender shall be entitled to exercise any of the Rights and Remedies as if the Forbearance had never existed, and all of their rights the Rights and remedies Remedies under the Credit Agreement, the other Loan Documents and applicable lawin law and in equity shall be available without restriction or modification, without further notice other than as required therein. Upon termination of the Forbearance Period, (A) the forbearance shall automatically terminate and be of no further force or effect without any further action by the Lender, (B) the Forbearance Default is, without further action, reinstated and shall have the same force and effect as if the Forbearance had not occurred. The In-Court Forbearance shall commence on the In-Court Forbearance Effective Date as long as the Support Agreement shall not have been agreed to by terminated at such time and continue until the parties hereto earlier of (a) the Forbearance Outside Date and (Cb) subject to the terms date on which any In-Court Event of Termination (as defined below) shall have occurred (the earlier of (a) and (b), the “In-Court Termination Date” and the period commencing on the In-Court Forbearance Effective Date and ending on the In-Court Termination Date, the “In-Court Forbearance Period”). From and after the In-Court Termination Date, the In-Court Forbearance shall immediately and automatically terminate and have no further force or effect, and each of the Credit AgreementSupporting Lenders and the Agent shall be released from any and all obligations and agreements under this Agreement and shall be entitled to exercise any of the Rights and Remedies as if this Agreement had never existed, and all of the Rights and Remedies under the Loan Documents and applicable law, the Lender may thereafter, without limitation, xxx, ask for or demand from the Loan Parties payment of the Obligations due in law and payable to such Lender, in whole or in part, and otherwise enforce any of its rights and remedies (including rights of acceleration and foreclosure) provided for under the Credit Agreement, the Loan Documents or applicable law against any party. Each of the Loan Parties party hereto agrees that, subject to the agreement of the Lender to forbear from exercising certain of their rights and remedies as and to the extent expressly set forth in this Agreement, all rights and remedies of the Lender under the Credit Agreement, the Loan Documents or applicable law with respect to such Loan Party equity shall continue to be available to the Lender from and after the Effective Datewithout restriction or modification, as if this In-Court Forbearance had not occurred.

Forbearance Period. The agreement and forbearance granted pursuant to Section 2 above (ithe "Forbearance") During shall commence on the period from the Forbearance Effective Date (as defined in Section 4 below) and continue until March 25the earlier of (a) July 14, 2011 2023 (such date, the “Specified Date”) and (b) the first date on which any Termination Event (as defined in Section 7 hereof) shall have occurred (such earlier date, the "Termination Date" and such period, the "Forbearance Period"). The parties hereto agree that notices under the Financing Agreement (including notices pursuant to this Amendment and Forbearance Agreement) may be provided both by the means specified in Section 12.01 of the Financing Agreement and by delivery of such notice to the email address specified under the name of the applicable Person on the signature pages hereto (so long as the Agents are copied on all such notices).” 2. The parties hereto hereby amend Section 5 of the Forbearance Agreement by adding the following at the end thereof: “(b) By no later than June 19, 2023, the Loan Parties shall deliver an executed engagement letter appointing Xxxxxx Xxxxxxx of Ankura as special project officer with full authority for all operational and restructuring matters of the Parent and its Subsidiaries reporting to the board of directors of the Parent. (c) By no later than June 30, 2023, the Loan Parties shall cause the Financial Advisor to deliver to the Agents a draft of the written report containing a bottoms up, step-by-step operational performance improvement plan with a fully integrated financial model and recommendations of the Financial Advisor on the restructuring options of the Loan Parties, including a description of the future capital and liquidity requirements of the Loan Parties (the “Forbearance PeriodTransition Plan”), each of the Administrative Agent and the Lender hereby agrees to forbear (the “Forbearance”) from exercising its rights and remedies under the Credit Agreement and the other Loan Documents arising as a result of the Forbearance Default; provided, however, that upon the occurrence of any Event of Default other than the Forbearance Default, including the Events of Defaults set forth in Section 1(d) hereof, the Forbearance Period shall automatically and immediately terminate, and the Administrative Agent and the Lender which Transition Plan shall be entitled in form and substance satisfactory to exercise any and all of their rights and remedies under the Credit AgreementAgents. (d) By no later than July 7, the other Loan Documents and applicable law, without further notice other than as required therein. Upon termination of the Forbearance Period, 2023 (A) the forbearance shall automatically terminate and be of no further force or effect without any further action by the Lender, (B) the Forbearance Default is, without further action, reinstated and shall have the same force and effect as if the Forbearance had not been such later date agreed to by the parties hereto and (C) subject to the terms of the Credit AgreementAdministrative Agent), the Loan Documents Parties shall cause the Financial Advisor to deliver to the Agents the board approved final Transition Plan, which shall be in form and applicable lawsubstance satisfactory to the Agents. (e) By no later than July 7, 2023 (or such later date agreed to by the Lender may thereafterAdministrative Agent), without limitation, xxx, ask for or demand from the Loan Parties payment of the Obligations due and payable to such Lender, in whole shall have engaged E&Y or in part, and otherwise enforce any of its rights and remedies (including rights of acceleration and foreclosure) provided for under the Credit Agreement, the Loan Documents or applicable law against any party. Each of the Loan Parties party hereto agrees that, subject another expert reasonably satisfactory to the agreement of the Lender Agents, to forbear from exercising certain of their rights and remedies as and to the extent expressly set forth in this Agreement, all rights and remedies of the Lender under the Credit Agreement, the Loan Documents or applicable law with respect to such Loan Party shall continue to be available to the Lender from and after the Effective Dateprovide an IDW-S6 opinion.” 3.

Forbearance Period. (i) During the period from the Effective Date (as defined below) until March 25May 13, 2011 (the “Forbearance Period”), each of the Administrative Agent and the Lender hereby agrees to forbear (the “Forbearance”) from exercising its rights and remedies under the Credit Agreement and the other Loan Documents arising as a result of the Forbearance Default; provided, however, that upon the occurrence earlier to occur of (x) any Event of Default other than the Forbearance Default, including the Events of Defaults set forth in Section 1(d) hereofhereof and (y) the fifth Business Day following receipt by the Borrower or any other Loan Party of notice from Xxxxxxxx International Energy Services Ltd. (“Xxxxxxxx”) that Xxxxxxxx will no longer pursue the acquisition of the Borrower and/or substantially all or a portion of the Borrower’s rig assets (the “Acquisition”), the Forbearance Period shall automatically and immediately terminate, and the Administrative Agent and the Lender shall be entitled to exercise any and all of their rights and remedies under the Credit Agreement, the other Loan Documents and applicable law, without further notice other than as required therein. Upon termination of the Forbearance Period, (A) the forbearance shall automatically terminate and be of no further force or effect without any further action by the Lender, (B) the Forbearance Default is, without further action, reinstated and shall have the same force and effect as if the Forbearance had not been agreed to by the parties hereto and (C) subject to the terms of the Credit Agreement, the Loan Documents and applicable law, the Lender may thereafter, without limitation, xxx, ask for or demand from the Loan Parties payment of the Obligations due and payable to such Lender, in whole or in part, and otherwise enforce any of its rights and remedies (including rights of acceleration and foreclosure) provided for under the Credit Agreement, the Loan Documents or applicable law against any party. Each of the Loan Parties party hereto agrees that, subject to the agreement of the Lender to forbear from exercising certain of their rights and remedies as and to the extent expressly set forth in this Agreement, all rights and remedies of the Lender under the Credit Agreement, the Loan Documents or applicable law with respect to such Loan Party shall continue to be available to the Lender from and after the Effective Date.

Forbearance Period. (i) During the period from the Effective Date (as defined below) until March 25August 8, 2011 (the “Forbearance Period”), each of the Administrative Agent and the Lender hereby agrees to forbear (the “Forbearance”) from exercising its rights and remedies under the Credit Agreement and the other Loan Documents arising as a result of the Forbearance Default; provided, however, that upon the occurrence of any Event of Default other than the Forbearance Default, including the Events of Defaults set forth in Section 1(d1(c) hereof, the Forbearance Period shall automatically and immediately terminate, and the Administrative Agent and the Lender shall be entitled to exercise any and all of their rights and remedies under the Credit Agreement, the other Loan Documents and applicable law, without further notice other than as required therein. Upon termination of the Forbearance Period, (A) the forbearance shall automatically terminate and be of no further force or effect without any further action by the Lender, (B) the Forbearance Default is, without further action, reinstated and shall have the same force and effect as if the Forbearance had not been agreed to by the parties hereto and (C) subject to the terms of the Credit Agreement, the Loan Documents and applicable law, the Lender may thereafter, without limitation, xxx, ask for or demand from the Loan Parties payment of the Obligations due and payable to such Lender, in whole or in part, and otherwise enforce any of its rights and remedies (including rights of acceleration and foreclosure) provided for under the Credit Agreement, the Loan Documents or applicable law against any party. Each of the Loan Parties party hereto agrees that, subject to the agreement of the Lender to forbear from exercising certain of their rights and remedies as and to the extent expressly set forth in this Agreement, all rights and remedies of the Lender under the Credit Agreement, the Loan Documents or applicable law with respect to such Loan Party shall continue to be available to the Lender from and after the Effective Date.

Forbearance Period. (i) During The Forbearance shall commence on the period from the Forbearance Effective Date (as defined below) and continue until March 25the earlier of (a) July 16, 2011 2020 at 12:01 a.m. New York City time and (b) the date on which any Event of Termination (as defined below) shall have occurred (the earlier of clause (a) and clause (b), the “Termination Date” and the period commencing on the Forbearance Effective Date and ending on the Termination Date, the “Forbearance Period”); provided that the Forbearance Period may be extended by written confirmation (including, each at the option of the Administrative Agent and Lenders constituting the Lender hereby agrees to forbear Required Lenders, in their sole discretion, via e-mail, which may be provided by Stradley (the “Forbearance”defined below)) from exercising its rights and remedies under Lenders constituting Required Lenders). Upon the Credit Agreement and the other Loan Documents arising as a result of the Forbearance Default; provided, however, that upon the occurrence of any Event of Default other than the Forbearance Default, including the Events of Defaults set forth in Section 1(d) hereofTermination Date, the Forbearance Period shall immediately and automatically terminate (without further notice or action by the Agent or any Lender) and immediately terminatehave no further force or effect, and each of the Administrative Agent Lenders shall be released from any and the Lender all obligations and agreements under this Agreement and shall be entitled to exercise any of the Rights and Remedies as if this Agreement had never existed, and all of their rights the Rights and remedies under the Credit AgreementRemedies shall be available without restriction or modification, the other Loan Documents and applicable law, without further notice other than as required therein. Upon termination of the Forbearance Period, (A) the forbearance shall automatically terminate and be of no further force or effect without any further action by the Lender, (B) the Forbearance Default is, without further action, reinstated and shall have the same force and effect as if the Forbearance this Agreement had not been effectuated. The Agent and the Lenders have not waived any of such Rights and Remedies (but have agreed to by temporarily forbear from the parties hereto exercise of such Rights and (C) Remedies as to the Forbearance Defaults during the Forbearance Period subject to the terms of the Credit Agreement, the Loan Documents and applicable law, the Lender may thereafter, without limitation, xxx, ask for or demand from the Loan Parties payment of the Obligations due and payable to such Lender, in whole or in partconditions set forth herein), and otherwise enforce any of its rights and remedies (including rights of acceleration and foreclosure) provided for under the Credit Agreement, the Loan Documents or applicable law against any party. Each of the Loan Parties party hereto agrees that, subject to the agreement of the Lender to forbear from exercising certain of their rights and remedies as and to the extent expressly set forth nothing in this Agreement, all rights and remedies nor the making of the Lender under the Credit Agreement, the Loan Documents or applicable law with respect to such Loan Party shall continue to be available to the Lender any Loans from and after the Effective date hereof or after the Termination Date, nor any delay on the Agent’s or the Lenders’ part after the Termination Date in exercising any such Rights and Remedies, can be construed as a waiver of any such Rights and Remedies.

Forbearance Period. (i) During the period from the Effective Date (as defined below) until March 25January 31, 2011 (the “Forbearance Period”), each of the Administrative Agent and the Lender hereby agrees to forbear (the “Forbearance”) from exercising its rights and remedies under the Credit Agreement and the other Loan Documents arising as a result of the Forbearance Default; provided, however, that upon the occurrence of any Event of Default other than the Forbearance Default, including the Events of Defaults set forth in Section 1(d1(c) hereof, the Forbearance Period shall automatically and immediately terminate, and the Administrative Agent and the Lender shall be entitled to exercise any and all of their rights and remedies under the Credit Agreement, the other Loan Documents and applicable law, without further notice other than as required therein. Upon termination of the Forbearance Period, (A) the forbearance shall automatically terminate and be of no further force or effect without any further action by the Lender, (B) the Forbearance Default is, without further action, reinstated and shall have the same force and effect as if the Forbearance had not been agreed to by the parties hereto and (C) subject to the terms of the Credit Agreement, the Loan Documents and applicable law, the Lender may thereafter, without limitation, xxx, ask for or demand from the Loan Parties payment of the Obligations due and payable to such Lender, in whole or in part, and otherwise enforce any of its rights and remedies (including rights of acceleration and foreclosure) provided for under the Credit Agreement, the Loan Documents or applicable law against any party, subject to any defenses available at law or equity as a result of Lender’s Breach. Each of the Loan Parties party hereto agrees that, subject to the agreement of the Lender to forbear from exercising certain of their rights and remedies as and to the extent expressly set forth in this Agreement, all rights and remedies of the Lender under the Credit Agreement, the Loan Documents or applicable law with respect to such Loan Party shall continue to be available to the Lender from and after the Effective Date.

Forbearance Period. (i) During the period from the Effective Date (as defined below) until March 25April 15, 2011 (the “Forbearance Period”), each of the Administrative Agent and the Lender hereby agrees to forbear (the “Forbearance”) from exercising its rights and remedies under the Credit Agreement and the other Loan Documents arising as a result of the Forbearance Default; provided, however, that upon the occurrence of any Event of Default other than the Forbearance Default, including the Events of Defaults set forth in Section 1(d) hereof, the Forbearance Period shall automatically and immediately terminate, and the Administrative Agent and the Lender shall be entitled to exercise any and all of their rights and remedies under the Credit Agreement, the other Loan Documents and applicable law, without further notice other than as required therein. Upon termination of the Forbearance Period, (A) the forbearance shall automatically terminate and be of no further force or effect without any further action by the Lender, (B) the Forbearance Default is, without further action, reinstated and shall have the same force and effect as if the Forbearance had not been agreed to by the parties hereto and (C) subject to the terms of the Credit Agreement, the Loan Documents and applicable law, the Lender may thereafter, without limitation, xxx, ask for or demand from the Loan Parties payment of the Obligations due and payable to such Lender, in whole or in part, and otherwise enforce any of its rights and remedies (including rights of acceleration and foreclosure) provided for under the Credit Agreement, the Loan Documents or applicable law against any party. Each of the Loan Parties party hereto agrees that, subject to the agreement of the Lender to forbear from exercising certain of their rights and remedies as and to the extent expressly set forth in this Agreement, all rights and remedies of the Lender under the Credit Agreement, the Loan Documents or applicable law with respect to such Loan Party shall continue to be available to the Lender from and after the Effective Date.

Forbearance Period. (i) During the period from the Effective Date (as defined below) until March 25August 1, 2011 (the “Forbearance Period”), each of the Administrative Agent and the Lender hereby agrees to forbear (the “Forbearance”) from exercising its rights and remedies under the Credit Agreement and the other Loan Documents arising as a result of the Forbearance Default; provided, however, that upon the occurrence of any Event of Default other than the Forbearance Default, including the Events of Defaults set forth in Section 1(dl(d) hereof, the Forbearance Period shall automatically and immediately terminate, and the Administrative Agent and the Lender shall be entitled to exercise any and all of their rights and remedies under the Credit Agreement, the other Loan Documents and applicable law, without further notice other than as required therein. Upon termination of the Forbearance Period, (A) the forbearance shall automatically terminate and be of no further force or effect without any further action by the Lender, (B) the Forbearance Default is, without further action, reinstated and shall have the same force and effect as if the Forbearance had not been agreed to by the parties hereto and (C) subject to the terms of the Credit Agreement, the Loan Documents and applicable law, the Lender may thereafter, without limitation, xxx, ask for or demand from the Loan Parties payment of the Obligations due and payable to such Lender, in whole or in part, and otherwise enforce any of its rights and remedies (including rights of acceleration and foreclosure) provided for under the Credit Agreement, the Loan Documents or applicable law against any party. Each of the Loan Parties party hereto agrees that, subject to the agreement of the Lender to forbear from exercising certain of their rights and remedies as and to the extent expressly set forth in this Agreement, all rights and remedies of the Lender under the Credit Agreement, the Loan Documents or applicable law with respect to such Loan Party shall continue to be available to the Lender from and after the Effective Date.