Common use of Extension Amendments Clause in Contracts

Extension Amendments. (a) So long as no Event of Default has occurred and is continuing (after giving effect to any amendments and/or waivers that are or become effective on the date of the relevant conversion), the Borrowers may at any time and from time to time request that all or a portion of any Class of Revolving Credit Commitments then in existence selected by the Borrowers (such Class, the “Reference Revolving Credit Commitments”) be converted to extend the termination date thereof and maturity date of the Loans made thereunder (the “Reference Revolver Loans”) and to provide for other terms permitted by this Section 2.26 (any portion thereof that have been so extended, “Extended Revolving Credit Commitments” and any related revolving loans, “Extended Revolver Loans” and the remainder not so extended, “Non-Extended Revolving Credit Commitments” and “Non-Extended Revolver Loans,” respectively). Prior to entering into any Extension Agreement with respect to any Reference Revolving Credit Commitments, the Borrowers shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each Lender who has Reference Revolving Credit Commitments) in such form as approved from time to time by the Borrowers’ Representative and the Administrative Agent (each, an “Extension Request”) setting forth the terms of the proposed Extended Revolving Credit Commitments, which terms shall be identical to those applicable to the Reference Revolving Credit Commitments, except for “Section 2.26 Additional Agreements” (as hereinafter defined) or as otherwise permitted by this Section 2.26 and except (i) the final termination date of such Extended Revolving Credit Commitments and the maturity date of Extended Revolver Loans may be delayed to a later date than the final maturity date of the applicable Reference Revolving Credit Commitment from which they were converted, (ii) the interest rate and upfront or other fees of the Extended Revolver Loans may be higher or lower than the Reference Revolver Loans and (iii) the commitment fee rate with respect to the Extended Revolving Credit Commitments may be higher or lower than the commitment fee rate for the Reference Revolving Credit Commitments, in each case to the extent provided in the applicable Extension Agreement; provided that, notwithstanding anything to the contrary in this Section 2.26 or otherwise, until the occurrence of the Termination Date for the Reference Revolving Credit Commitments, the borrowing of Extended Revolver Loans under any Extended Revolving Credit Commitments shall be made on a pro rata basis with any borrowings of Non-Extended Revolver Loans (the mechanics for which may be implemented through the applicable Extension Agreement and may include technical changes related to the borrowing and repayment procedures of the Revolver Loans as determined by the Administrative Agent in the reasonable exercise of its discretion). No Lender shall have any obligation to agree to have any of its Reference Revolving Credit Commitments or Reference Revolver Loans converted into Extended Revolving Credit Commitments or Extended Revolver Loans, as applicable, pursuant to any Extension Request.

Extension Amendments. (a) So long as no Event of Default has occurred and is continuing (after giving effect to any amendments and/or waivers that are or become effective on the date of the relevant conversion), the Borrowers may at any time and from time to time request that all or a portion of any Class of Revolving A Credit Commitments then in existence selected by the Borrowers (such Class, the “Reference Revolving A Credit Commitments”) or of Revolving B Credit Commitments then in existence selected by the Borrowers (such Class, the “Reference Revolving B Credit Commitments”) be converted to extend the termination date thereof and maturity date of the Loans made thereunder (the “Reference Revolver A Loans” or “Reference Revolver B Loans”, as applicable) and to provide for other terms permitted by this Section 2.26 (any portion thereof that have been so extended, “Extended Revolving A Credit Commitments” or “Extended Revolving B Credit Commitments”, as applicable, and any related revolving loans, “Extended Revolver A Loans” or “Extended Revolver B Loans”, as applicable, and the remainder not so extended, “Non-Extended Revolving A Credit Commitments” or “Non-Extended Revolving B Credit Commitments” and “Non-Extended Revolver A Loans,” or “Non-Extended Revolver B Loans”, as applicable, respectively). Prior to entering into any Extension Agreement with respect to any Reference Revolving A Credit Commitments or Reference Revolving B Credit Commitments, the Borrowers shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each Lender who has Reference Revolving A Credit Commitments or Reference Revolving B Credit Commitments, as applicable) in such form as approved from time to time by the Borrowers’ Representative and the Administrative Agent (each, an “Extension Request”) setting forth the terms of the proposed Extended Revolving A Credit Commitments or Extended Revolving B Credit Commitments, as applicable, which terms shall be identical to those applicable to the Reference Revolving A Credit Commitments or Reference Revolving B Credit Commitments, as applicable, except for “Section 2.26 Additional Agreements” (as hereinafter defined) or as otherwise permitted by this Section 2.26 and except (i) the final termination date of such Extended Revolving A Credit Commitments or Extended Revolving B Credit Commitments, as applicable, and the maturity date of Extended Revolver A Loans and Extended Revolver B Loans, as applicable, may be delayed to a later date than the final maturity date of the applicable Reference Revolving A Credit Commitment or Reference Revolving B Credit Commitment, as applicable, from which they were converted, (ii) the interest rate and upfront or other fees of the Extended Revolver A Loans or Extended Revolver B Loans, as applicable, may be higher or lower than the Reference Revolver A Loans or Reference Revolver B Loans, as applicable, and (iii) the commitment fee rate with respect to the Extended Revolving A Credit Commitments or Extended Revolving B Credit Commitment, as applicable, may be higher or lower than the commitment fee rate for the Reference Revolving A Credit Commitments or Reference Revolving B Credit Commitments, as applicable, in each case to the extent provided in the applicable Extension Agreement; provided provided, that, notwithstanding anything to the contrary in this Section 2.26 or otherwise, until the occurrence of the Termination Date for the Reference Revolving A Credit Commitments or Reference Revolving B Credit Commitments, as applicable, the borrowing of Extended Revolver A Loans or Extended Revolver B Loans, as applicable, under any Extended Revolving A Credit Commitments or Extended Revolving B Credit Commitments, as applicable, shall be made on a pro rata basis with any borrowings of Non-Extended Revolver A Loans or Non-Extended Revolver B Loans, as applicable, (the mechanics for which may be implemented through the applicable Extension Agreement and may include technical changes related to the borrowing and repayment procedures of the Revolver A Loans or Revolver B Loans, as applicable, as determined by the Administrative Agent in the reasonable exercise of its discretion). No Lender shall have any obligation to agree to have any of its Reference Revolving A Credit Commitments or Reference Revolving B Credit Commitments, as applicable, or Reference Revolver A Loans or Reference Revolver B Loans, as applicable, converted into Extended Revolving A Credit Commitments Commitments, Extended Revolving B Credit Commitments, Extended Revolver A Loans or Extended Revolver B Loans, as applicable, pursuant to any Extension Request.

Extension Amendments. (ai) So long as no Event of Default has occurred and is continuing (after giving effect to any amendments and/or waivers that are or become effective on the date of the relevant conversion), the Borrowers may at any time and from time to time request that all or a portion of any Class of Revolving Credit Commitments then in existence selected by the Borrowers (such Class, the “Reference Revolving Credit Commitments”) be converted to extend the termination maturity date thereof and maturity date of the Revolving Credit Loans made thereunder (the “Reference Revolver Revolving Credit Loans”) and to provide for other terms permitted by this Section 2.26 2.15 (any portion thereof that have been so extended, “Extended Revolving Credit Commitments” and any related revolving credit loans, “Extended Revolver Revolving Credit Loans” and the remainder not so extended, “Non-Extended Revolving Credit Commitments” and “Non-Extended Revolver Revolving Credit Loans,” respectively). Prior to entering into any Extension Agreement with respect to any Reference Revolving Credit Commitments, the Borrowers shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each Lender who has Reference Revolving Credit Commitments) in such form as approved from time to time by the Borrowers’ Representative Borrowing Agent and the Administrative Agent (each, an “Extension Request”) setting forth the terms of the proposed Extended Revolving Credit Commitments, which terms shall be identical to those applicable to the Reference Revolving Credit Commitments, except for “Section 2.26 Additional Agreements” (as hereinafter defined) or as otherwise permitted by this Section 2.26 and except (i) the final termination date of such Extended Revolving Credit Commitments and the maturity date of Extended Revolver Loans may be delayed to a later date than the final maturity date of the applicable Reference Revolving Credit Commitment from which they were converted, (ii) the interest rate and upfront or other fees of the Extended Revolver Loans may be higher or lower than the Reference Revolver Loans and (iii) the commitment fee rate with respect to the Extended Revolving Credit Commitments may be higher or lower than the commitment fee rate for the Reference Revolving Credit Commitments, in each case to the extent provided in the applicable Extension Agreement; provided that, notwithstanding anything to the contrary in this Section 2.26 or otherwise, until the occurrence of the Termination Date for the Reference Revolving Credit Commitments, the borrowing of Extended Revolver Loans under any Extended Revolving Credit Commitments shall be made on a pro rata basis with any borrowings of Non-Extended Revolver Loans (the mechanics for which may be implemented through the applicable Extension Agreement and may include technical changes related to the borrowing and repayment procedures of the Revolver Loans as determined by the Administrative Agent in the reasonable exercise of its discretion). No Lender shall have any obligation to agree to have any of its Reference Revolving Credit Commitments or Reference Revolver Loans converted into Extended Revolving Credit Commitments or Extended Revolver Loans, as applicable, pursuant to any Extension Request.