Waiver of Existing Defaults and Events of Default Clause Samples
The Waiver of Existing Defaults and Events of Default clause allows one party, typically the lender or counterparty, to formally forgive or overlook breaches of contract or failures to meet obligations that have already occurred. In practice, this means that if a borrower has missed payments or failed to comply with certain covenants, the lender can agree not to enforce remedies or declare a default based on those specific past issues. This clause is essential for providing relief to the defaulting party, often as part of a restructuring or amendment, and helps prevent automatic acceleration or enforcement actions, thereby giving the parties an opportunity to continue their relationship without the immediate consequences of past defaults.
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Waiver of Existing Defaults and Events of Default. Subject to SECTIONS 2.08, 6.02, 6.07 and 8.02 hereof, the Holders of a majority in principal amount of the Notes then outstanding have the right to waive existing Defaults under or compliance with any provision of this Indenture or the Notes except a continuing Default in the payment of the principal of, or interest or premium, if any, on any Note as specified in clauses (a) and (b) of SECTION 6.01 hereof or in respect of a covenant or a provision which cannot be modified or amended without the consent of all Holders as provided for in SECTION 8.02
Waiver of Existing Defaults and Events of Default. (a) Subject to Sections 2.10, 6.02, 6.08 and 8.02, the Holders of a majority in principal amount of the Notes then outstanding shall have the right to waive past Defaults under this Indenture except a Default in the payment of the principal of, or interest or premium, if any, on any Note as specified in clauses (1) and (2) of Section 6.01 or in respect of a covenant or a provision which cannot be modified or amended without the consent of all Holders as provided for in Section 8.02. The Issuer shall deliver to the Trustee an Officers’ Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the Issuer, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Notes, respectively. This subsection (a) of this Section 6.04 shall be in lieu of TIA § 316(a)(1)(B), and TIA § 316(a)(1)(B) is hereby expressly excluded from this Indenture and the Notes, as permitted by the TIA.
(b) 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 Event of Default or impair any right consequent thereto.
Waiver of Existing Defaults and Events of Default. Effective upon the Company’s notification to the Trustee that validly tendered Notes have been accepted by the Company for exchange pursuant to the Exchange Offers (such date and time, the “Effective Date”), any and all defaults that have arisen or may arise under the Indenture are hereby waived.
Waiver of Existing Defaults and Events of Default. (a) Subject to Sections 2.10, 6.02, 6.08 and 8.02, the Holders of a majority in principal amount of the Notes then outstanding shall have the right to waive any existing Defaults or Events of Default under this Indenture except a Default or Event of Default in the payment of principal of, or interest or premium, if any, on any Note as specified in clauses (1) and (2) of Section 6.01. The Issuer shall deliver to the Trustee an Officer’s Certificate stating that the requisite percentage of Holders have consented to such waiver and attaching copies of such consents. In case of any such waiver, the Issuer, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Notes, respectively.
(b) 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 Event of Default or impair any right consequent thereto.
Waiver of Existing Defaults and Events of Default. (a) Subject to Sections 2.10 and 6.08 and the terms of the Third Lien Notes Security Documents, the Holders of a majority in principal amount of the Notes then outstanding shall have the right to waive any past and existing Default or Event of Default and its consequences under this Indenture, except a Default in the payment of the principal of, or interest or premium, if any, on any Note held by a non-consenting Holder as specified in clauses (1) and (2) of Section 6.01 or in respect of a covenant or a provision which cannot be modified or amended without the consent of each Holder as provided for in Section 8.02 (which shall require the consent of all Holders); provided that, subject to Section 6.02, the Holders of a majority in aggregate principal amount of the then outstanding Notes may rescind an acceleration and its consequences, including any related payment default that resulted from such acceleration. In case of any such waiver, the Issuer, the Trustee and the Holders shall be restored to their former positions and rights hereunder and under the Notes, respectively.
(b) 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 Event of Default or impair any right consequent thereto.
Waiver of Existing Defaults and Events of Default. Effective upon the Company’s notification to the Trustee that validly tendered Notes from Holders of a majority in aggregate principal amount of Notes then outstanding have been accepted by the Company for exchange on the Settlement Date (as defined in the Amended Offering Memorandum) pursuant to the Amended Exchange Offer (such date and time, the “Effective Date”), any and all Defaults and Events of Default that have arisen or may arise under the Indenture are hereby waived.
Waiver of Existing Defaults and Events of Default. All Defaults and Events of Default in existence prior to the Eighth Amendment Effective Date are hereby waived by the Agent and the Lenders as of the Effective Date; provided, that Agent and Lenders may exercise all of their respective rights and remedies as may be available under the Credit Agreement and under applicable law, upon or after the occurrence of any other Default or Event of Default under the Credit Agreement or any Loan Document from and after the Effective Date.
Waiver of Existing Defaults and Events of Default. (a) Subject to Sections 2.10, 6.02, 6.08 and 8.02, the Holders of a majority in principal amount of the Notes of a series then outstanding shall have the right to waive any existing Defaults or Events of Default under this Indenture except a Default or Event of De- fault in the payment of principal of, or interest or premium, if any, on any Note of such series as specified in clauses (1) and (2) of Section 6.01. The Issuer shall deliver to the Trustee an
(b) Upon any such waiver with respect to such series, 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 oth- er Default or Event of Default or impair any right consequent thereto.
Waiver of Existing Defaults and Events of Default. All Defaults and Events of Default in existence prior to the Effective Date are hereby waived by the Agent and Lenders as of the Effective Date; provided, that Agent and Lenders may exercise all of their respective rights and remedies as may be available under the Credit Agreement and under applicable law, upon or after the occurrence of any other Default or Event of Default under the Credit Agreement or any Loan Document from and after the Effective Date.
Waiver of Existing Defaults and Events of Default. 5.1 The Loan Parties acknowledge the existence and continuance of the Inventory Accounting Defaults and, subject to the waiver thereof in accordance with the terms of Waiver No. 3 until the Amendment Effective Date, the Financial Reporting Defaults and the Existing Accounting Defaults (collectively, the “Acknowledged Events of Default”).
5.2 Subject to the terms and conditions set forth herein, the Lenders waive the following:
(a) the Inventory Accounting Defaults;
(b) the Financial Reporting Defaults;
(c) the Existing Accounting Defaults;
(d) any Default or Event of Default arising solely from the Borrower’s failure to timely deliver the notice required by Section 7.03 of the Credit Agreement with respect to the occurrence of any Acknowledged Event of Default; and
(e) any Default or Event of Default resulting solely from any action taken or any failure to take action during the existence of any Acknowledged Event of Default to the extent such action or failure to take action would have been permitted but for the existence of any Acknowledged Event of Default including, without limitation, any request for any Loan (or any conversion or continuation with respect thereto) or Issuance of any Letter of Credit during the existence of any Acknowledged Event of Default.
5.3 Each of the Loan Parties acknowledges and agrees that:
(a) The waivers set forth in Section 5.2 are one-time waivers limited exclusively to the Defaults and Events of Default expressly waived in Section 5.2 and shall not be construed to be a waiver of, or in any way obligate the Lenders to waive, any other Default or Event of Default that may have occurred or that may occur after the date hereof;
(b) On or before August 17, 2015, the Borrower shall deliver the Financial Information to the Agent for distribution to the Lenders, and any failure to deliver any of the Financial Information by such date shall constitute a new and immediate Event of Default under the Credit Agreement without regard to any otherwise applicable notice or cure or grace period;
(c) Any receipt by the Borrower of a notice from the trustee under the Indenture (or from the holders of at least 25% in aggregate principal amount of the outstanding notes under the Indenture) (the “Indenture Notice”) that an “Event of Default” under section 6.01(v) of the Indenture has occurred as a result of the Borrower’s failure to timely deliver to holders of the notes and the trustee under the Indenture its (i) Quarterly Reports on Form 10...