Example ContractsClausesLimited Waiver
Limited Waiver
Limited Waiver contract clause examples

Limited Waiver. Subject to the terms and conditions set forth herein, the Lenders signatory hereto hereby waive the Specified Default; provided that each of the parties hereto agrees that, notwithstanding anything to the contrary in the Credit Agreement, a failure by the Borrower to deliver the 2018 Audited Financial Statements to the Administrative Agent on or prior to May 31, 2019 shall constitute an immediate Event of Default.

Limited Waiver. Subject to the terms and conditions set forth herein, effective as of April 29, 2020 (the “Effective Date”), the Administrative Agent, on behalf of the Majority Lenders, hereby waives the Specified Defaults arising solely from (a) the Borrower’s delivery of an audit report of the Parent and its Subsidiaries containing the Going Concern Qualification with respect to the 2019 Audited Financial Statements and (b) the Borrower’s delivery of the 2019 Financial Deliverable Package after the 2019 Financial Statements Delivery Deadline. The limited waiver set forth in this Section 1 (the “Waiver”) is limited to the extent expressly set forth herein and no other terms, covenants or provisions of the Credit Agreement or any other Loan Document shall in any way be affected hereby. The Waiver is granted only with respect to the Specified Defaults relating to the 2019 Financial Deliverable Package, and shall not apply to any financial statements for any other fiscal year or period, any other breach of the terms of the Credit Agreement, or any actual or prospective default or breach of any other provision of the Credit Agreement or any other Loan Document. Other than with respect to the Going Concern Qualification and the 2019 Financial Statements Delivery Deadline, the Waiver does not waive any other requirement with respect to delivery of the 2019 Financial Deliverable Package. The Waiver shall not in any manner create a course of dealing or otherwise impair the future ability of the Administrative Agent or the Lenders to declare a Default or Event of Default under or otherwise enforce the terms of the Credit Agreement or any other Loan Document with respect to any matter other than the Specified Defaults specifically and expressly waived in, and subject to the terms of, the Waiver.

Section 2.Limited Waiver. The Bank hereby waives the covenant in Section 8.03(c) of the Reference Agreement (as such term is defined in the Agreement before giving effect to this Second Amendment), with retroactive effect as of September 30, 2019, to the extent that the covenant required the Borrower to deliver a certificate of a Financial Officer together with the financial statements delivered on September 30, 2019. Except as expressly provided herein, this Second Amendment shall not limit or otherwise adversely affect the rights of the Bank under the Agreement. The Bank reserves the right to insist on strict compliance with the terms of the Agreement, and the Borrower expressly acknowledges such reservation of rights. The execution of this Second Amendment will not, either alone or taken with other waivers of provisions of the Agreement, be deemed to create or be evidence of a course of conduct. Any future or additional waiver of any provision of the Agreement shall be effective only if set forth in a writing separate and distinct from this Second Amendment. Except as expressly provided herein, the Agreement shall remain in full force and effect, without further amendment or modification.

Limited Waiver. On the terms and subject to the conditions set forth herein, each of the Waiving Parties hereby waives the occurrence of each of the Subject Events.

Limited Waiver. On the Second Amendment Effective Date, Agent and the Lenders party hereto waive the Specified Event of Default, which waiver shall not be applicable to any other circumstance or condition, and shall not be construed as a waiver of any other or future Default or Event of Default under the Credit Agreement that would require a waiver by any one or more Lenders. The waiver contained in this Section 7 is a limited waiver and (i) shall only be relied upon and used for the specific purpose set forth herein, (ii) shall not constitute nor be deemed to constitute a waiver, except as otherwise expressly set forth herein, of any term or condition of the Credit Agreement and the other Loan Documents, (iii) shall not constitute nor be deemed to constitute a consent by Agent or any Lender to anything other than the specific purpose set forth herein and (iv) shall not constitute a custom or course of dealing among the parties hereto.

Limited Waiver. Subject to the terms and conditions set forth herein, the Lenders signatory hereto hereby waive the Specified Default arising solely from the Borrowers' delivery of an audit report containing the Going Concern Qualification with respect to the 2018 Audited Financial Statements.

Limited Waiver. Subject to the terms and conditions set forth herein, effective as of April 29, 2020 (the “Effective Date”), the Required Lenders hereby waive the Specified Defaults arising solely from (a) the Borrower’s delivery of an audit report of the Parent and its Subsidiaries containing the Going Concern Qualification with respect to the 2019 Audited Financial Statements and (b) the Borrower’s delivery of the 2019 Financial Deliverable Package after the Applicable 2019 Financial Statements Delivery Deadline. The limited waiver set forth in this Section 1 (the “Waiver”) is limited to the extent expressly set forth herein and no other terms, covenants or provisions of the Credit Agreement or any other Loan Document shall in any way be affected hereby. The Waiver is granted only with respect to the Specified Defaults relating to the 2019 Financial Deliverable Package, and shall not apply to any financial statements or other deliverables for any other fiscal year or period, any other breach of the terms of the Credit Agreement, or any actual or prospective default or breach of any other provision of the Credit Agreement or any other Loan Document. Other than with respect to the Going Concern Qualification and the Applicable 2019 Financial Statements Delivery Deadline, the Waiver does not waive any other requirement with respect to delivery of the 2019 Financial Deliverable Package. The Waiver shall not in any manner create a course of dealing or otherwise impair the future ability of the Administrative Agent or the Lenders to declare a Default or Event of Default under or otherwise enforce the terms of the Credit Agreement or any other Loan Document with respect to any matter other than the Specified Defaults specifically and expressly waived in, and subject to the terms of, the Waiver.

Limited Waiver. Subject to the satisfaction of each of the conditions to effectiveness set forth in Section 5, the Agent and Required Lenders hereby irrevocably waive (x) the Event of Default with respect to the Financial Covenant Default (as defined in the TCB Waiver, and such Event of Default, the “Financial Covenant Cross Default”) and (y) the Financial Covenant and Payment Events of Default and all rights and remedies under the Amended Credit Agreement and the other Loan Documents arising as a result of the occurrence and continuance of the Financial Covenant Cross Default and the Financial Covenant and Payment Events of Default; provided that nothing contained herein shall in any way (i) waive, release, modify or limit any Loan Party’s obligations to otherwise comply with all terms and conditions of any or all of the Amended Credit Agreement (after giving effect to this Amendment) and the other Loan Documents or (ii) waive, release, modify, hinder, restrict or otherwise limit any or all of Agent’s or any Lender’s rights, remedies and privileges thereunder following the occurrence of any Default or Event of Default under the Amended Credit Agreement, other than with respect to the Financial Covenant Cross Default and the Financial Covenant and Payment Events of Default.

Limited Waiver. Subject to the terms and conditions set forth herein, the Lenders signatory hereto hereby waive the Specified Default; provided that each of the parties hereto agrees that, notwithstanding anything to the contrary in the Credit Agreement, a failure by the Borrower to deliver the 2018 Audited Financial Statements to the Administrative Agent on or prior to May 31, 2019 shall constitute an immediate Event of Default.

Failure to Comply with Financial Covenant. Borrower acknowledges that during the month of September 30, 2017, it failed to comply with the financial covenant set forth in paragraph (i) on Schedule 6.17 of the Loan Agreement resulting in an Event of Default under Section 8.2.1 of the Loan Agreement (the “Specified Default”).

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