Amendment and waiver documents modify existing agreements or temporarily set aside contractual rights—letting parties adapt without starting from scratch.

How it works

Venture debt lenders issue waivers when a borrower misses a reporting date but cures the underlying issue. Fund LPAs require LP supermajorities for material amendments—investment period extensions, fee changes, key-person replacements. Preferred stockholders sign amendments to authorize new financings or revise protective provisions.

Waivers are often narrow (“waive Q2 covenant breach only”); amendments persist until further amended. Counsel tracks consents so unsigned holders cannot later block closings.

Why it matters

• Founders: Proactive lender communication makes waivers routine; surprise defaults cost fees and reputation.
• Investors: Read whether waivers you sign bind only you or require class consent—minority protections matter.
• GPs: LP amendment campaigns consume partner time; plan extensions before the clock expires.

Common mistake

Assuming a friendly investor’s verbal “we’re fine with it” replaces a signed waiver. Only the documented waiver binds the lender or LP class.

Related ideas

Affirmative covenants, LPA amendments, investor consent rights, and covenant default remedies.