Limited Waiver of Events of Default Sample Clauses

Limited Waiver of Events of Default. On October 27, 2009, the Borrowers informed the Administrative Agent that the Borrowers changed the corporate name of Xxxxx Xxxxx & Sons U.S., Inc. to Cash, Gold & Silver USA, Inc., such name change being effective July 31, 2009. The Borrowers did not comply with the requirements of Section 10.1.3 of the Loan Agreement, including, without limitation, with respect to the furnishing of notice as required pursuant to Section 10.1.3(a)(xviii) of the Loan Agreement, prior to effecting such change. Further, such change was not permitted under Section 10.2.11(b) of the Loan Agreement. Each of (i) the failure by the Borrowers to comply with Section 10.1.3 of the Loan Agreement (including, without limitation, to notify the Administrative Agent of their intention to change the name of Xxxxx Xxxxx & Sons U.S., Inc.), and (ii) the actual name change of Xxxxx Xxxxx & Sons U.S., Inc. to Cash, Gold & Silver, USA, Inc., constitutes an Event of Default under Section 11.1(c) of the Loan Agreement (as a result of the breach of Section 10.1.3 and Section 10.2.11(b), respectively) (such Events of Default hereinafter referred to as the “Specified Covenant Events of Default”). In addition, Events of Default have occurred pursuant to Section 11.1(m) of the Loan Agreement as a result of certain corresponding breaches or defaults under the Revolving Loan Documents, as set forth in Section 16 of the Fourth Revolver Amendment (such Events of Default hereinafter referred to as the “Revolver Events of Default”). Since July 31, 2009, the Borrowers have represented to the Administrative Agent and the Lenders that no Event of Default then existed under the Loan Documents. As a result of such representations to the Administrative Agent and the Lenders, an Event of Default under Section 11.1(b) has occurred as a result of the existence of the Specified Covenant Events of Default (such Event of Default hereinafter referred to as the “Specified Representation Events of Default” and, together with the Specified Covenant Events of Default and the Revolver Events of Default, hereinafter collectively referred to as the “Specified Events of Default”). Subject to the satisfaction of the conditions set forth herein and in reliance upon the representations, warranties, covenants and acknowledgments set forth herein and in the other Loan Documents, the Administrative Agent and the Required Lenders hereby waive, on a one-time basis, the Specified Events of Default. The foregoing is a limited waiver and...
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Limited Waiver of Events of Default. Agent and Lenders waive any Events of Default occurring in August or September, 2014 by reason of Borrower making Distributions in such period when Borrower failed to satisfy the requirements of Section 10.2.4(e)(ii) (as in effect prior to the amendment of Section 10.2.4(e) pursuant to the terms of this Second Amendment). This limited waiver of Event of Default shall only apply to Events of Default arising from such Distributions made in August and September, 2014.
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Limited Waiver of Events of Default. Subject to the fulfillment of the conditions set forth in Section 8, the Lenders hereby waive the Events of Default under Section 8.2(a) of the Credit Agreement due to noncompliance with Sections 5.11 or 6.9 of the Credit Agreement, in each case, resulting from the SmartyPig Acquisition, and noncompliance with Section 7(l) of the Guaranty and Security Agreement resulting from the Centrix Conversion without prior notice to the Lenders. The waiver of the Events of Default set forth above shall be effective only in this specific instance and for the specific purpose for which it is given, and this waiver shall not entitle Borrower to any other or further waiver in any similar or other circumstances. The waiver of the Events of Default set forth above shall be limited precisely as written and shall not be deemed to (a) be a waiver or modification of any other term or condition of the Credit Agreement, Guaranty and Security Agreement or any documents related thereto, or (b) prejudice any right or remedy which Lenders may now have or may have in the future (except to the extent such right or remedy is based upon the Events of Default set forth herein) under or in connection with the Credit Agreement, Guaranty and Security Agreement or any documents related thereto. The Lender Group hereby deems the SmartyPig Acquisition to be a Permitted Acquisition, subject to the satisfaction of each of the terms set forth herein and the conditions set forth in Section 8.
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Limited Waiver of Events of Default. Upon the occurrence of the Effective Date, the Holders and the Collateral Agent shall be deemed to have waived each Stipulated Default (as defined in the Forbearance Agreement). This Amendment shall be limited solely to the matters expressly set forth herein and, except as expressly provided herein (including the immediately preceding sentence), shall not (a) constitute an amendment, modification or waiver of, or a forbearance with respect to, any term or condition of the SPA, the Forbearance Agreement or any other Note Document, (b) prejudice, restrict or affect any right or rights that Collateral Agent or any Holder may now have or may have in the future under or in connection with the SPA, the Forbearance Agreement or any other Note Document, or (c) require Collateral Agent or any Holder to agree to any amendment, modification or waiver of, or forbearance with respect to, any term or condition of the SPA, the Forbearance Agreement or any other Note Document on a future occasion. Each of Holdings, the Company and each other Company Party expressly acknowledges and agrees that the SPA and the other Note Documents to which it is a party are valid and enforceable by Collateral Agent and the Holders against it, and expressly reaffirms each of its Obligations under each Note Document to which it is a party. Holdings, the Company, each Film SPE, and each other Company Party further expressly acknowledges and agrees that Collateral Agent, on behalf of the Holders (and in the absence of a duly appointed Collateral Agent, the Holders collectively), has a valid, duly perfected, first priority and fully enforceable security interest in and lien against each item of Collateral (except as otherwise provided in the Note Documents). Each of Holdings, the Company, each Film SPE, and the other Company Parties agrees that it shall not dispute the validity or enforceability of the SPA or any of the other Note Documents or any of its Obligations thereunder, or the validity, priority, enforceability or extent of Collateral Agent’s and the Holders’ security interest in or lien against any item of Collateral. Holdings, the Company, each Film SPE, and each of the other Company Parties hereby acknowledge and agree that this Amendment shall be a Note Document, that any default by any Company Party of its respective obligations under this Amendment shall constitute an “Event of Default” under the SPA and, as such, Collateral Agent and the Holders shall have the same rights and rem...
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Related to Limited Waiver of Events of Default

  • Waiver of Events of Default The Holders representing at least 66% of the Voting Rights affected by a default or Event of Default hereunder may waive such default or Event of Default; provided, however, that (a) a default or Event of Default under clause (i) of Section 7.01 may be waived only by all of the Holders of Certificates affected by such default or Event of Default and (b) no waiver pursuant to this Section 7.04 shall affect the Holders of Certificates in the manner set forth in Section 11.01(b)(i) or (ii). Upon any such waiver of a default or Event of Default by the Holders representing the requisite percentage of Voting Rights affected by such default or Event of Default, such default or Event of Default shall cease to exist and shall be deemed to have been remedied for every purpose hereunder. No such waiver shall extend to any subsequent or other default or Event of Default or impair any right consequent thereon except to the extent expressly so waived.

  • Waiver of Defaults and Events of Default (a) The Noteholders of a majority of the Note Balance of the Controlling Class may waive any Default or Event of Default, except an Event of Default (i) in the payment of principal of or interest on any of the Notes (other than an Event of Default relating to failure to pay principal due only by reason of acceleration) or (ii) in respect of a covenant or provision of this Indenture that cannot be amended, supplemented or modified without the consent of all Noteholders.

  • Events of Default; Waiver The Holders of a Majority in liquidation amount of Preferred Securities may, by vote, on behalf of the Holders of all of the Preferred Securities, waive any past Event of Default and its consequences. Upon such waiver, any such Event of Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured, for every purpose of this Preferred Securities Guarantee, but no such waiver shall extend to any subsequent or other default or Event of Default or impair any right consequent thereon.

  • Waiver of Past Defaults and Events of Default Subject to Sections 6.02, 6.08 and 8.02, the Holders of a majority in aggregate principal amount of the Notes then outstanding have the right to waive any existing Default or compliance with any provision of this Indenture or the Notes. Upon any such waiver, such Default shall cease to exist, and any Event of Default arising therefrom shall be deemed to have been cured for every purpose of this Indenture; but no such waiver shall extend to any subsequent or other Default or impair any right consequent thereto.

  • Waiver of Event of Default The Majority Certificateholders may, on behalf of all Certificateholders, by notice in writing to the Trustee, direct the Trustee to waive any events permitting removal of any Master Servicer under this Agreement, provided, however, that the Majority Certificateholders may not waive an event that results in a failure to make any required distribution on a Certificate without the consent of the Holder of such Certificate. Upon any waiver of an Event of Default, such event shall cease to exist and any Event of Default arising therefrom shall be deemed to have been remedied for every purpose of this Agreement. No such waiver shall extend to any subsequent or other event or impair any right consequent thereto except to the extent expressly so waived. Notice of any such waiver shall be given by the Trustee to the Rating Agency.

  • Notification of Defaults and Events of Default Each Lender hereby agrees that, upon learning of the existence of a Default or an Event of Default, it shall promptly notify the Administrative Agent thereof. The Administrative Agent hereby agrees that upon receipt of any notice under this §14.10 it shall promptly notify the other Lenders of the existence of such Default or Event of Default.

  • Limitation on Events of Default Notwithstanding the terms of Sections 5 and 6 of the ISDA Form Master Agreement, if at any time and so long as the Counterparty has satisfied in full all its payment obligations under Section 2(a)(i) of the ISDA Form Master Agreement and has at the time no future payment obligations, whether absolute or contingent, under such Section, then unless BSFP is required pursuant to appropriate proceedings to return to the Counterparty or otherwise returns to the Counterparty upon demand of the Counterparty any portion of any such payment, (a) the occurrence of an event described in Section 5(a) of the ISDA Form Master Agreement with respect to the Counterparty shall not constitute an Event of Default or Potential Event of Default with respect to the Counterparty as Defaulting Party and (b) BSFP shall be entitled to designate an Early Termination Date pursuant to Section 6 of the ISDA Form Master Agreement only as a result of the occurrence of a Termination Event set forth in either Section 5(b)(i) or 5(b)(ii) of the ISDA Form Master Agreement with respect to BSFP as the Affected Party, or Section 5(b)(iii) of the ISDA Form Master Agreement with respect to BSFP as the Burdened Party.

  • Events of Default Rights and Remedies Section 7.1 Events of Default Section 7.2 Rights and Remedies Section 7.3 Certain Notices

  • Notice of Events of Default The Issuer shall give a Responsible Officer of the Indenture Trustee and each Rating Agency prompt written notice of each Event of Default hereunder and each default on the part of the Servicer or the Seller of its obligations under the Sale and Servicing Agreement.

  • Events of Default Remedies If any of the following events (“Events of Default”) shall occur:

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