Consent and Waiver

Consent and Waiver. Subject to the satisfaction of the conditions precedent set forth in Section 8 hereof the Agent the Collateral Agent and the Lenders hereby Consent Waiver and Amendment No 2 -2- a consent to the Borrower entering into the Assumption Agreement b waive any Defaults or Events of Default under the Credit Agreement arising directly as a result of the existence of the Settlement Agreement or the execution and delivery of the Assumption Agreement and c waive compliance with i Section 8 24 of the... Credit Agreement solely to the extent that it relates to the Assumption Agreement ii Section 8 30 of the Credit Agreement solely to the extent necessary to permit the Borrower to enter into the Assumption Agreement and iii the requirement of Section 8 21 c of the Credit Agreement to deliver Ancillary Documents other than X a legal opinion of counsel to Cheniere with respect to the due authorization execution and delivery of the Indemnification Agreement and its validity and enforceability and such other matters as the Agent may reasonably request Y evidence of the due authorization of Cheniere to execute deliver and perform the Indemnification Agreement and Z evidence of the due authorization of the Borrower to execute deliver and perform the Assumption Agreement View More