Termination of Forbearance. The Forbearance shall commence on the date hereof and continue until the earlier of (a) the Forbearance End Date, and (b) the date on which any of the following events shall occur: a. other than the Specified Defaults (as defined herein), there occurs and is continuing any (i) Lease Event of Default, (ii) Lease Indenture Event of Default, or (iii) Pass Through Trust Event of Default; b. the Company commences a case under title 11 of the United States Code or any equivalent; or c. the Company terminates discussions with the Consenting Certificateholders and/or the Owner Participant regarding a Potential Restructuring. For the avoidance of doubt, the remaining provisions of this Agreement, including the consents and reservations provided hereunder, shall remain effective notwithstanding the termination of the Forbearance. Notwithstanding anything to the contrary herein, during the duration of the Forbearance the Facility Lessee may take any action it is permitted or required to take under the Operative Documents, in the ordinary course of operating and maintaining its business, as though no Lease Event of Default, Lease Indenture Event of Default, Pass Through Event of Default or any other breach and/or default or event of default under the Operative Documents (if any) with respect to the matters covered by this Forbearance has occurred or is continuing; provided, that the provisions of this paragraph shall not apply to the negative covenants set forth in Sections 5.3 through 5.6 of the Participation Agreement.
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Sources: Forbearance & Consent Agreement (GenOn Energy, Inc.)
Termination of Forbearance. The Forbearance shall commence on the date hereof and continue until the earlier of (a) the Forbearance End Date, and (b) the date on which any of the following events shall occur:
a. other than the Specified Defaults or the Pre-Existing Defaults (as defined herein), there occurs and is continuing any (i) Lease Event of Default, (ii) Lease Indenture Event of Default, or (iii) Pass Through Trust Event of Default;
b. the Company commences a case under title 11 of the United States Code or any equivalent; or
c. the Company terminates discussions with the Consenting Certificateholders and/or the Owner Participant regarding a Potential Restructuring. For the avoidance of doubt, the remaining provisions of this Agreement, including the consents and reservations provided hereunder, shall remain effective notwithstanding the termination of the Forbearance. Notwithstanding anything to the contrary herein, during the duration of the Forbearance the Facility Lessee may take any action it is permitted or required to take under the Operative Documents, in the ordinary course of operating and maintaining its business, as though no Lease Event of Default, Lease Indenture Event of Default, Pass Through Event of Default or any other breach and/or default or event of default under the Operative Documents (if any) with respect to the matters covered by this Forbearance has occurred or is continuing; provided, that the provisions of this paragraph shall not apply to the negative covenants set forth in Sections 5.3 through 5.6 of the Participation Agreement.
Appears in 1 contract
Sources: Forbearance & Consent Agreement (GenOn Energy, Inc.)
Termination of Forbearance. The Forbearance shall commence on the date hereof and continue until the earlier of (a) the Forbearance End Date, and (b) the date on which The occurrence of any of the following events or circumstances shall occur:constitute a termination event with respect to the Limited Forbearance (each, a “Termination Event”):
a. other than the Specified Defaults (as defined herein), there occurs and is continuing any (i) Lease the occurrence of any Event of Default under the Credit Agreement that is not a Specified Default, ;
(ii) Lease Indenture Event of Default, failure by the Borrower to comply with or (iii) Pass Through Trust Event of Default;
b. the Company commences a case perform under title 11 of the United States Code or any equivalent; or
c. the Company terminates discussions with the Consenting Certificateholders and/or the Owner Participant regarding a Potential Restructuring. For the avoidance of doubt, the remaining provisions provision of this Agreement, including which failure, is not cured within three (3) Business Days following the consents and reservations provided hereunder, shall remain effective notwithstanding Borrower’s receipt of notice of such failure from the termination Agent or the Lenders constituting Required Lenders;
(iii) the exercise by any holder of any Material Indebtedness (other than the Obligations) of any remedy during the Forbearance Period or the acceleration of any such Indebtedness;
(iv) any representation or warranty of the Forbearance. Notwithstanding anything to Borrower contained herein shall have been misleading in any material respect when made;
(v) the contrary herein, during the duration occurrence of a termination event under any of the Concurrent Forbearance Agreements; or
(vi) the Facility Lessee may take any action it is permitted termination, expiration, non-extension or required to take under revocation of the Operative Documents, in the ordinary course of operating and maintaining its business, as though no Lease Event of Default, Lease Indenture Event of Default, Pass Through Event of Default or any other breach and/or Opioid Payment Extension if after such occurrence a default or event of default is existing and continuing under the Operative Documents Opioid Deferred Cash Payments Agreement.
(if anyb) with respect The Borrower acknowledges and agrees that the occurrence of a Termination Event shall constitute an immediate Event of Default under the Credit Agreement to the matters covered by this Forbearance has occurred or is continuing; providedextent any Specified Default shall have occurred, that the provisions be continuing and then constitute an Event of this paragraph shall not apply to the negative covenants set forth in Sections 5.3 through 5.6 of the Participation AgreementDefault.
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