Waiver of Mandatory Prepayments. Anything contained in Section 2.3(b) to the contrary notwithstanding, in the event the Borrower is required to make any mandatory prepayment (a “Waivable Mandatory Prepayment”) of the Notes, not less than three (3) Business Days prior to the date (the “Required Prepayment Date”) on which the Borrower is required to make such Waivable Mandatory Prepayment, the Borrower shall notify the Agent of the amount of such prepayment, and the Agent shall promptly thereafter notify each Holder holding an outstanding Note of the amount of such Holder’s pro rata share of such Waivable Mandatory Prepayment and such Holder’s option to refuse such amount. Each such Holder may exercise such option by giving written notice to the Borrower and the Agent of its election to do so on or before the first Business Day prior to the Required Prepayment Date (it being understood that any Holder which does not notify the Borrower and the Agent of its election to exercise such option on or before the first Business Day prior to the Required Prepayment Date shall be deemed to have elected, as of such date, not to exercise such option). On the Required Prepayment Date, the Borrower shall pay to the Agent the amount of the Waivable Mandatory Prepayment, which amount shall be applied in an amount equal to that portion of the Waivable Mandatory Prepayment payable to those Holders that have elected not to exercise such option, to prepay the Notes of such Holders.
Waiver of Mandatory Prepayments. Notwithstanding the foregoing provisions of this Section 2.10, (i) in the case of any mandatory prepayment of the Term Loans (other than such mandatory prepayments required pursuant to Section 2.10(c) or 2.10(f) above), any Term Loan Lender may waive, by written notice to Borrower and the Administrative Agent on or before the date on which such mandatory prepayment would otherwise be required to be made hereunder, the right to receive the amount of such mandatory prepayment of the Term Loans, (ii) if any Term Loan Lender elects to waive the right to receive the amount of such mandatory prepayment, all of the amount that otherwise would have been applied to mandatorily prepay the Term Loans of such Lender shall be offered by Borrower to the remaining non-waiving Term Loan Lenders on a pro rata basis, based on the respective principal amounts of their outstanding Term Loans, (iii) if and to the extent any such non-waiving Term Loan Lender does not elect by written notice to Borrower and the Administrative Agent within three Business Days following the date on which the offer is made pursuant to clause (ii) above to accept such offer, such Term Loan Lender shall be deemed to have rejected such offer and (iv) the balance, if any, shall be retained by Borrower.
Waiver of Mandatory Prepayments. Notwithstanding the foregoing provisions of this Section 2.10, in the case of any mandatory prepayment of the Term Loans pursuant to Section 2.10(c), (d)(i) or (f), (i) Term Loan Lenders may waive by written notice to Borrower and the Administrative Agent the right to receive the amount of such mandatory prepayment of the Term Loans, (ii) if and to the extent any Term Loan Lender does not elect by written notice to Borrower and the Administrative Agent within one (1) Business Day following the date on which such Term Loan Lender received notice of any mandatory prepayment, such Term Loan Lender shall be deemed to have accepted such mandatory prepayment and (iii) any declined amounts shall be retained by Borrower.
Waiver of Mandatory Prepayments. Notwithstanding the foregoing provisions of this Section 2.10, (i) in the case of any mandatory prepayment of the Loans on or prior to the date that is six months after the Closing Date, Lenders may waive, by written notice to Borrower and the Administrative Agent on or before the date on which such mandatory prepayment would otherwise be required to be made hereunder, the right to receive the amount of such mandatory prepayment of the Loans, (ii) if any Lender or Lenders elect to waive the right to receive the amount of such mandatory prepayment, all of the amount that otherwise would have been applied to mandatorily prepay the Loans of such Lender or Lenders shall be offered by Borrower to the remaining non-waiving Lender or Lenders on a pro rata basis, based on the respective principal amounts of their outstanding Loans, (iii) if and to the extent any such non-waiving Lender does not elect by written notice to Borrower and the Administrative Agent within three Business Days following the date on which the offer is made pursuant to clause (ii) above to accept such offer, such Lender shall be deemed to have rejected such offer, and (iv) any amounts not applied to the prepayment of Loans pursuant to clause (ii) or clause (iii) above may be retained by Borrower and used in accordance with the terms herein Notwithstanding any other provisions of this Section 2.10, (A) to the extent that (v) any of or all the Net Cash Proceeds of any Asset Sale by a Foreign Subsidiary giving rise to a mandatory prepayment pursuant to Section 2.10(c), (w) any of or all the Net Cash Proceeds of any Equity Issuance made by a Foreign Subsidiary giving rise to a mandatory prepayment pursuant to Section 2.10(d), (x) any of or all the Net Cash Proceeds from Extraordinary Receipts received by a Foreign Subsidiary giving rise to a mandatory prepayment pursuant to Section 2.10(e), (y) any of or all the Net Cash Proceeds of any Debt Issuance by a Foreign Subsidiary giving rise to a mandatory prepayment pursuant to Section 2.10(f) or (z) any of or all the Net Cash Proceeds of any Casualty Event of a Foreign Subsidiary giving rise to a mandatory prepayment pursuant to Section 2.10(g), in each case are prohibited or delayed by applicable local law from being repatriated to the United States, the portion of such Net Cash Proceeds so affected will not be required to be applied to repay Loans at the times provided in this Section 2.10 but may be retained by the applicable Foreign Subsidiary s...
Waiver of Mandatory Prepayments. The undersigned Majority Lenders hereby waive any mandatory prepayment (and all other requirements of Section 2.05(b)) with respect to Net Asset Sale Proceeds resulting from the Holdco Transactions (as defined above), solely to the extent that such Net Asset Sale Proceeds are applied, no later than the third Business Day following the date of receipt thereof, to repay (i) loans outstanding under the $275.0 million Senior Secured Bridge Loan Agreement, executed as of April 1, 2013 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time), among the Borrower, Credit Suisse AG, as administrative agent, and the other parties thereto and (ii) loans outstanding under the Revolving Credit Agreement in an aggregate principal amount not to exceed $75,000,000.
Waiver of Mandatory Prepayments. Notwithstanding anything to the contrary in Section 2.05(c) or Section 2.05(d), (i) any Term Loan Lender shall be permitted to waive its portion of any prepayment of the Term Loan required to be made under Section 2.05(c) (the aggregate amount of any such prepayment of the Term Loan that is so waived, the "Declined Prepayment Amount"), and (ii) the Loan Parties shall be entitled to retain the entire Declined Prepayment Amount.
Waiver of Mandatory Prepayments. Notwithstanding the foregoing provisions of this Section 2.4(b), (A) any Lender may waive, by written notice to Borrower and the Administrative Agent on or before the date on which such mandatory prepayment would otherwise be required to be made hereunder, the right to receive its amount of such mandatory prepayment of the Loans, (B) if any Lender or Lenders elect to waive the right to receive the amount of such mandatory prepayment, all of the amount that otherwise would have been applied to mandatorily prepay the Loans of such Lender or Lenders shall be applied to the prepay the Loans of the remaining non-waiving Lender or Lenders on a pro rata basis, based on the respective principal amounts of their outstanding Loans, (C) to the extent there are any prepayment amounts remaining after the foregoing application, such amounts shall be applied in accordance with the mandatory prepayment provisions of the Second Lien Term Loan Credit Agreement and (D) to the extent there are any prepayment amounts remaining after the foregoing application, such amounts may be retained by the Borrower.
Waiver of Mandatory Prepayments. The undersigned Majority Lenders hereby waive any mandatory prepayment (and all other requirements of Section 2.05(b)) with respect to Net Asset Sale Proceeds resulting from the ETP Unit Exchange.
Waiver of Mandatory Prepayments. The Lenders hereby agree, subject to the terms and conditions of this Agreement, to waive the prepayment requirement under Section 2.5(c)(iv) or (v) of the Credit Agreement in connection with the issuance, on or about August 12, 2009, of the Series A Preferred Stock (but not the 2009 Common Warrants). The waiver by the Lenders described in this Section 3 is contingent upon the satisfaction of the conditions precedent set forth below in this Agreement. Such waiver is limited to the Series A Preferred Stock issued on or about August 12, 2009, does not cover the 2009 Common Warrants issued in connection therewith, and shall not be construed to be a consent to or a permanent waiver of Section 2.5(c)(iv) or (v) of the Credit Agreement or any other terms, provisions, covenants, warranties or agreements contained in the Credit Agreement or in any of the other Credit Documents.
Waiver of Mandatory Prepayments. Anything contained in Section 2.3(b) to the contrary notwithstanding, if Borrower is required to make any mandatory prepayment (a “Waivable Mandatory Prepayment”) of the Note, not less than three (3) Business Days prior to the date (the “Required Prepayment Date”) on which Borrower is required to make such Waivable Mandatory Prepayment, the Borrower Representative, on behalf of Borrower, shall notify Agent of the amount of such prepayment, and Agent shall promptly thereafter notify Lender of Lender’s option to refuse such amount. Lender may exercise such option by giving written notice to the Borrower Representative and Agent of its election to do so on or before the first Business Day prior to the Required Prepayment Date (it being understood that if Lender does not notify the Borrower Representative and Agent of its election to exercise such option on or before the first Business Day prior to the Required Prepayment Date shall be deemed to have elected, as of such date, not to exercise such option). On the Required Prepayment Date, the Borrower Representative shall pay to Agent the amount of the Waivable Mandatory Prepayment to prepay the Note.
