Common use of Extension of Revolving Credit Maturity Date Clause in Contracts

Extension of Revolving Credit Maturity Date. The Borrower shall have, at its election, either (i) one (1) option to extend the Revolving Credit Maturity Date by one (1) year to the One-Year Extended Maturity Date (Revolver) (the “One-Year Option to Extend (Revolver)”), which One Year Option to Extend (Revolver) cannot be exercised if the Borrower exercises a Six-Month Option to Extend (Revolver) (defined below), or (ii) up to two (2) successive options to extend the Revolving Credit Maturity Date for a period of six (6) months each to the First Six-Month Extended Maturity Date (Revolver) and to the Second Six-Month Extended Maturity Date (Revolver), as applicable (each a “Six-Month Option to Extend (Revolver), and together with the One-Year Option to Extend (Revolver), each an “Option to Extend (Revolver)”), upon satisfaction of each of the following conditions precedent: (i) the Borrower shall provide the Administrative Agent with written notice of the Borrower’s request to exercise the Option to Extend (Revolver) not more than one hundred twenty (120) days but not less than forty-five (45) days prior to the then applicable Revolving Credit Maturity Date; (ii) as of the date of receipt by the Administrative Agent of written notice of the Borrower’s request to exercise the Option to Extend (Revolver) and as of the applicable Revolving Credit Maturity Date, no Default or Event of Default shall have occurred and be continuing, and the Borrower shall so certify in writing; (iii) all representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as of the date of receipt by the Administrative Agent of written notice of the Borrower’s request to exercise the Option to Extend (Revolver) and as of the applicable Revolving Credit Maturity Date with the same force and effect as if made on and as of such date, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances permitted under the Loan Documents, and the Borrower shall so certify in writing; (iv) the Borrower shall execute or cause the execution of all documents reasonably required by the Administrative Agent to effect the exercise of the Option to Extend (Revolver); and (v) on or before the applicable Revolving Credit Maturity Date, the Borrower shall pay to the Administrative Agent (for the account of the Revolving Credit Lenders) the extension fee provided for in Section 3.5(d)(i).

Appears in 2 contracts

Sources: Credit Agreement (RLJ Lodging Trust), Credit Agreement (RLJ Lodging Trust)

Extension of Revolving Credit Maturity Date. The Borrower Company shall have, at its election, either have two (i2) one (1) option options to extend (each, an “Option to Extend”) the Revolving Credit Maturity Date by one (1) year to the One-Year Extended Maturity Date (Revolver) (the “One-Year Option to Extend (Revolver)”), which One Year Option to Extend (Revolver) cannot be exercised if the Borrower exercises a Six-Month Option to Extend (Revolver) (defined below), or (ii) up to two (2) successive options to extend the Revolving Credit Maturity Date for a period of six (6) months months, in each to the First Six-Month Extended Maturity Date (Revolver) and to the Second Six-Month Extended Maturity Date (Revolver), as applicable (each a “Six-Month Option to Extend (Revolver), and together with the One-Year Option to Extend (Revolver), each an “Option to Extend (Revolver)”)case, upon satisfaction of each of the following conditions precedent: (ia) the Borrower The Company shall provide the Administrative Agent with written notice of the BorrowerCompany’s request to exercise the an Option to Extend (Revolver) not more than one hundred twenty (120) days but not less than forty-five thirty (4530) days prior to the then applicable then-current Revolving Credit Maturity Date; (iib) as As of the date of receipt by the Administrative Agent of written notice of the BorrowerCompany’s request to exercise the such Option to Extend (Revolver) and as of the applicable then-current Revolving Credit Maturity Date, no Default or Event of Default shall have occurred and be continuing, and the Borrower Company shall so certify in writing; (iiic) all All representations and warranties made or deemed made by the Borrower Company or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as of the date of receipt by the Administrative Agent of written notice of the BorrowerCompany’s request to exercise the such Option to Extend (Revolver) and as of the applicable then-current Revolving Credit Maturity Date with the same force and effect as if made on and as of such date, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances permitted under the Loan Documents, and the Borrower Company shall so certify in writing; (ivd) the Borrower The Company shall execute or cause the execution of all documents reasonably required by the Administrative Agent to effect the exercise of the such Option to Extend (Revolver)Extend; and (ve) on On or before the applicable then-current Revolving Credit Maturity Date, the Borrower Company shall pay to the Administrative Agent (for the account of the Revolving Credit Lenders) the extension fee provided for in Section 3.5(d)(i3.5.(e).

Appears in 2 contracts

Sources: Credit Agreement (Park Hotels & Resorts Inc.), Credit Agreement (Park Hotels & Resorts Inc.)

Extension of Revolving Credit Maturity Date. The Borrower shall have, at its election, either (i) have one (1) option to extend (the “Option to Extend”) the Revolving Credit Maturity Date by one (1) year to the One-Year Extended Maturity Date (Revolver) (the “One-Year Option to Extend (Revolver)”), which One Year Option to Extend (Revolver) cannot be exercised if the Borrower exercises a Six-Month Option to Extend (Revolver) (defined below), or (ii) up to two (2) successive options to extend the Revolving Credit Maturity Date for a period of six (6) months each to the First Six-Month Extended Maturity Date (Revolver) and to the Second Six-Month Extended Maturity Date (Revolver), as applicable (each a “Six-Month Option to Extend (Revolver), and together with the One-Year Option to Extend (Revolver), each an “Option to Extend (Revolver)”), upon satisfaction of each of the following conditions precedent: (ia) the The Borrower shall provide the Administrative Agent with written notice of the Borrower’s request to exercise the Option to Extend (Revolver) not more than one hundred twenty (120) days but not less than forty-five (45) days prior to the then applicable initial Revolving Credit Maturity Date; (iib) as As of the date of receipt by the Administrative Agent of written notice of the Borrower’s request to exercise the Option to Extend (Revolver) and as of the applicable initial Revolving Credit Maturity Date, no Default or Event of Default shall have occurred and be continuing, and the Borrower shall so certify in writing; (iiic) all All representations and warranties made or deemed made by of the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party under this Agreement shall be true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as of the date of receipt by the Administrative Agent of written notice of the Borrower’s request to exercise the Option to Extend (Revolver) and as of the applicable initial Revolving Credit Maturity Date with the same force and effect as if made on and as of such dateDate, except (A) to the extent that any such representations and warranties expressly relate solely representation or warranty relates to an a specific earlier date (in which case such representations representation and warranties warranty shall have been true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty it shall have been be true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances or (B) as a result of transactions permitted under the Loan Documentsby this Agreement, and the Borrower shall so certify in writing; (ivd) the The Borrower shall execute or cause the execution of all documents reasonably required by the Administrative Agent to effect the exercise of the Option to Extend (Revolver)Extend; and (ve) on On or before the applicable initial Revolving Credit Maturity Date, the Borrower shall pay to the Administrative Agent (for the account of the Revolving Credit Lenders) the extension fee provided for in Section 3.5(d)(i3.5(d).

Appears in 1 contract

Sources: Credit Agreement (RLJ Lodging Trust)

Extension of Revolving Credit Maturity Date. The Borrower shall have, at its election, either (i) have one (1) option to extend (the “Option to Extend (Revolver)”) the Revolving Credit Maturity Date by one (1) year to the One-Year Extended Maturity Date (Revolver) (the “One-Year Option to Extend (Revolver)”), which One Year Option to Extend (Revolver) cannot be exercised if the Borrower exercises a Six-Month Option to Extend (Revolver) (defined below), or (ii) up to two (2) successive options to extend the Revolving Credit Maturity Date for a period of six (6) months each to the First Six-Month Extended Maturity Date (Revolver) and to the Second Six-Month Extended Maturity Date (Revolver), as applicable (each a “Six-Month Option to Extend (Revolver), and together with the One-Year Option to Extend (Revolver), each an “Option to Extend (Revolver)”), upon satisfaction of each of the following conditions precedent: (ia) the The Borrower shall provide the Administrative Agent with written notice of the Borrower’s request to exercise the Option to Extend (Revolver) not more than one hundred twenty (120) days but not less than forty-five (45) days prior to the then applicable initial Revolving Credit Maturity Date; (iib) as As of the date of receipt by the Administrative Agent of written notice of the Borrower’s request to exercise the Option to Extend (Revolver) and as of the applicable initial Revolving Credit Maturity Date, no Default or Event of Default shall have occurred and be continuing, and the Borrower shall so certify in writing; (iiic) all All representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as of the date of receipt by the Administrative Agent of written notice of the Borrower’s request to exercise the Option to Extend (Revolver) and as of the applicable initial Revolving Credit Maturity Date with the same force and effect as if made on and as of such date, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances permitted under the Loan Documents, and the Borrower shall so certify in writing; (ivd) the The Borrower shall execute or cause the execution of all documents reasonably required by the Administrative Agent to effect the exercise of the Option to Extend (Revolver); and (ve) on On or before the applicable initial Revolving Credit Maturity Date, the Borrower shall pay to the Administrative Agent (for the account of the Revolving Credit Lenders) the extension fee provided for in Section 3.5(d)(i3.5(d).

Appears in 1 contract

Sources: Credit Agreement (RLJ Lodging Trust)

Extension of Revolving Credit Maturity Date. The Borrower shall havehave two (2) options (which shall be binding on the Lenders), at its electionexercisable by written notice to the Administrative Agent given no more than 120 days nor less than 30 days prior to the then Revolving Maturity Date, either (i) one (1) option to extend the Revolving Credit Maturity Date by one (1) year to the One-Year Extended Maturity Date (Revolver) (the “One-Year Option to Extend (Revolver)”), which One Year Option to Extend (Revolver) cannot be exercised if the Borrower exercises a Six-Month Option to Extend (Revolver) (defined below), or (ii) up to two (2) successive options to extend the Revolving Credit Maturity Date for a period of six (6) months each to per extension option. Upon delivery of such notice, the First Six-Month Extended Revolving Maturity Date shall be extended for six (Revolver6) and to the Second Six-Month Extended Maturity Date (Revolver), months so long as applicable (each a “Six-Month Option to Extend (Revolver), and together with the One-Year Option to Extend (Revolver), each an “Option to Extend (Revolver)”), upon satisfaction of each of the following conditions precedent: are satisfied as of the effective date of such extension: (i) the Borrower shall provide the Administrative Agent with written notice of the Borrower’s request to exercise the Option to Extend (Revolver) not more than one hundred twenty (120) days but not less than forty-five (45) days prior to the then applicable Revolving Credit Maturity Date; (ii) as of the date of receipt by the Administrative Agent of written notice of the Borrower’s request to exercise the Option to Extend (Revolver) and as of the applicable Revolving Credit Maturity Date, no Default or Event of Default shall have has occurred and be is continuing, and ; (ii) the Borrower shall so certify in writing; (iii) all representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (unless or, in the case of any such representation and warranty is already qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as of the date of receipt by the Administrative Agent of written notice of the Borrower’s request to exercise the Option to Extend (Revolver) and as of the applicable Revolving Credit Maturity Date with the same force and effect as if made on and as of such date), except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (unless or, in the case of any such representation and warranty is already qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) ), on and as of such earlier date) ); and except for changes in factual circumstances permitted under the Loan Documents, and the Borrower shall so certify in writing; (iviii) the Borrower shall execute or cause have paid an extension fee equal to (x) 0.05% of the execution then aggregate outstanding amount of all documents reasonably required by the Revolving Commitments for the first extension and (y) 0.075% of the then aggregate outstanding amount of the Revolving Commitments for the second extension (in each case, to the Administrative Agent to effect for the exercise ratable benefit of the Option Revolving Lenders). Notwithstanding the foregoing, the Borrower may elect to Extend simultaneously exercise the extension of the Revolving Maturity Date for both six-month extension periods; provided, that, (Revolverx) for purposes of the conditions set forth in clauses (i) and (ii) above which are required to be satisfied on the effective date of the extension, such conditions shall be required to be satisfied only on the effective date of the first six-month extension period (and such conditions shall not be re-tested on the effective date of the second six-month extension period); and , and (vy) on or before for purposes of the applicable Revolving Credit Maturity Datecondition set forth in clause (iii) above, the Borrower shall be required to pay the extension fee for both six-month extension periods on or prior to the Administrative Agent (effective date of the first six-month extension period and the extension fee for both six-month extension periods shall be calculated based on the account then-current aggregate amount of the Revolving Credit Lenders) Commitments as of the effective date of the first six-month extension fee provided for in Section 3.5(d)(i)period.

Appears in 1 contract

Sources: Revolving Credit Agreement (Brixmor Operating Partnership LP)

Extension of Revolving Credit Maturity Date. The Borrower shall have, at its election, either (i) have one (1) option to extend (the “Option to Extend (Revolver)”) the Revolving Credit Maturity Date by one (1) year to the One-Year Extended Maturity Date (Revolver) (the “One-Year Option to Extend (Revolver)”), which One Year Option to Extend (Revolver) cannot be exercised if the Borrower exercises a Six-Month Option to Extend (Revolver) (defined below), or (ii) up to two (2) successive options to extend the Revolving Credit Maturity Date for a period of six (6) months each to the First Six-Month Extended Maturity Date (Revolver) and to the Second Six-Month Extended Maturity Date (Revolver), as applicable (each a “Six-Month Option to Extend (Revolver), and together with the One-Year Option to Extend (Revolver), each an “Option to Extend (Revolver)”), upon satisfaction of each of the following conditions precedent: (i) the Borrower shall provide the Administrative Agent with written notice of the Borrower’s request to exercise the Option to Extend (Revolver) not more than one hundred twenty (120) days but not less than forty-five (45) days prior to the then applicable initial Revolving Credit Maturity Date; (ii) as of the date of receipt by the Administrative Agent of written notice of the Borrower’s request to exercise the Option to Extend (Revolver) and as of the applicable initial Revolving Credit Maturity Date, no Default or Event of Default shall have occurred and be continuing, and the Borrower shall so certify in writing; (iii) all representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as of the date of receipt by the Administrative Agent of written notice of the Borrower’s request to exercise the Option to Extend (Revolver) and as of the applicable initial Revolving Credit Maturity Date with the same force and effect as if made on and as of such date, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances permitted under the Loan Documents, and the Borrower shall so certify in writing; (iv) the Borrower shall execute or cause the execution of all documents reasonably required by the Administrative Agent to effect the exercise of the Option to Extend (Revolver); and (v) on or before the applicable initial Revolving Credit Maturity Date, the Borrower shall pay to the Administrative Agent (for the account of the Revolving Credit Lenders) the extension fee provided for in Section 3.5(d)(i).

Appears in 1 contract

Sources: Credit Agreement (RLJ Lodging Trust)

Extension of Revolving Credit Maturity Date. The Borrower (a) Provided that no Default or Event of Default has occurred and is continuing, Company may, by written notice to Agent (with sufficient copies for each Bank) (which notice shall havebe irrevocable and which shall not be deemed effective unless actually received by Agent) prior to April 15, at its electionbut not before January 1, either of each fiscal year (i) beginning with the fiscal year ending December 31, 2000), request that the Banks extend the then applicable Revolving Credit Maturity Date to a date that is one year later than the Revolving Credit Maturity Date then in effect (1) option each such request, a "Request"). Each Bank shall, not later than June 1 of such fiscal year, give written notice to the Agent stating whether such Bank is willing to extend the Revolving Credit Maturity Date by one (1) year to as requested. If Agent has received the One-Year Extended aforesaid written approvals of such Request from each of the Banks, then, effective upon the date of Agent's receipt of all such written approvals from the Banks, as aforesaid, the Revolving Credit Maturity Date shall be so extended for an additional one year period, the term Revolving Credit Maturity Date shall mean such extended date and Agent shall promptly notify the Company that such extension has occurred. (Revolverb) If (i) any Bank gives the “One-Year Option to Extend (Revolver)”), which One Year Option to Extend (Revolver) cannot be exercised if the Borrower exercises a Six-Month Option to Extend (Revolver) (defined below), or (ii) up to two (2) successive options Agent written notice that it is unwilling to extend the Revolving Credit Maturity Date for a period of six (6) months each to the First Six-Month Extended Maturity Date (Revolver) and to the Second Six-Month Extended Maturity Date (Revolver), as applicable (each a “Six-Month Option to Extend (Revolver), and together with the One-Year Option to Extend (Revolver), each an “Option to Extend (Revolver)”), upon satisfaction of each of the following conditions precedent: (i) the Borrower shall provide the Administrative Agent with written notice of the Borrower’s request to exercise the Option to Extend (Revolver) not more than one hundred twenty (120) days but not less than forty-five (45) days prior to the then applicable Revolving Credit Maturity Date; requested or (ii) as of the date of receipt by the Administrative any Bank fails to provide written approval to Agent of written notice such a Request on or before June 1 of such fiscal year, then (w) the Borrower’s request Banks shall be deemed to exercise have declined to extend the Option to Extend (Revolver) and as of the applicable Revolving Credit Maturity Date, no Default or Event of Default shall have occurred and be continuing, and (x) the Borrower shall so certify in writing; (iii) all representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as of the date of receipt by the Administrative Agent of written notice of the Borrower’s request to exercise the Option to Extend (Revolver) and as of the applicable then-current Revolving Credit Maturity Date shall remain in effect (with no further right on the same force and effect as if made on and as part of such date, except Company to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances permitted request extensions thereof under the Loan Documentsthis Section 2.14), and the Borrower shall so certify in writing; (ivy) the Borrower shall execute or cause the execution of all documents reasonably required by the Administrative Agent to effect the exercise commitments of the Option Banks to Extend (Revolver); and (v) on or before the applicable Revolving Credit Maturity Date, the Borrower shall pay to the Administrative Agent (for the account make Advances of the Revolving Credit Lenders) hereunder shall terminate on the extension fee provided for Revolving Credit Maturity Date then in Section 3.5(d)(i)effect, and Agent shall promptly notify Company thereof.

Appears in 1 contract

Sources: Credit Agreement (Mce Companies Inc)

Extension of Revolving Credit Maturity Date. The Borrower shall have, at its election, either (i) have one (1) option to extend (the “Option to Extend”) the Revolving Credit Maturity Date by one (1) year to the One-Year Extended Maturity Date (Revolver) (the “One-Year Option to Extend (Revolver)”), which One Year Option to Extend (Revolver) cannot be exercised if the Borrower exercises a Six-Month Option to Extend (Revolver) (defined below), or (ii) up to two (2) successive options to extend the Revolving Credit Maturity Date for a period of six (6) months each to the First Six-Month Extended Maturity Date (Revolver) and to the Second Six-Month Extended Maturity Date (Revolver), as applicable (each a “Six-Month Option to Extend (Revolver), and together with the One-Year Option to Extend (Revolver), each an “Option to Extend (Revolver)”), upon satisfaction of each of the following conditions precedent: (i) the The Borrower shall provide the Administrative Agent with written notice of the Borrower’s request to exercise the Option to Extend (Revolver) not more than one hundred twenty (120) days but not less than forty-five (45) days prior to the then applicable initial Revolving Credit Maturity Date; (ii) as As of the date of receipt by the Administrative Agent of written notice of the Borrower’s request to exercise the Option to Extend (Revolver) and as of the applicable initial Revolving Credit Maturity Date, no Default or Event of Default shall have occurred and be continuing, and the Borrower shall so certify in writing; (iii) all All representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as of the date of receipt by the Administrative Agent of written notice of the Borrower’s request to exercise the Option to Extend (Revolver) and as of the applicable initial Revolving Credit Maturity Date with the same force and effect as if made on and as of such date, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances permitted under the Loan Documents, and the Borrower shall so certify in writing; (iv) the The Borrower shall execute or cause the execution of all documents reasonably required by the Administrative Agent to effect the exercise of the Option to Extend (Revolver)Extend; and (v) on On or before the applicable initial Revolving Credit Maturity Date, the Borrower shall pay to the Administrative Agent (for the account of the Revolving Credit Lenders) the extension fee provided for in Section 3.5(d)(i3.5(d).

Appears in 1 contract

Sources: Credit Agreement (RLJ Lodging Trust)

Extension of Revolving Credit Maturity Date. The Borrower (a) Provided that no Default or Event of Default has occurred and is continuing, Company may, by written notice to Agent (with sufficient copies for each Bank) (which notice shall havebe irrevocable and which shall not be deemed effective unless actually received by Agent) prior to May 1 but not before April 1 of each year beginning in 2010 (or at such other time as agreed to by the Agent and the Majority Banks), at its electionrequest that each Bank extend the then applicable Revolving Credit Maturity Date to a date that is one year later than the Revolving Credit Maturity Date then in effect (each such request, either (i) one (1) option a “Request”). Each Bank shall, not later than 30 days after such Request, give written notice to the Agent stating whether such Bank is willing to extend the Revolving Credit Maturity Date by one (1) year to as requested. If Agent has received the One-Year Extended Maturity Date (Revolver) (aforesaid written approvals of such Request from each of the “One-Year Option to Extend (Revolver)”)Banks, which One Year Option to Extend (Revolver) cannot be exercised if then, effective upon the Borrower exercises a Six-Month Option to Extend (Revolver) (defined below)date of Agent’s receipt of all such written approvals from the Banks, or (ii) up to two (2) successive options to extend the Revolving Credit Maturity Date for a period of six (6) months each to the First Six-Month Extended Maturity Date (Revolver) and to the Second Six-Month Extended Maturity Date (Revolver), as applicable (each a “Six-Month Option to Extend (Revolver), and together with the One-Year Option to Extend (Revolver), each an “Option to Extend (Revolver)”), upon satisfaction of each of the following conditions precedent: (i) the Borrower shall provide the Administrative Agent with written notice of the Borrower’s request to exercise the Option to Extend (Revolver) not more than one hundred twenty (120) days but not less than forty-five (45) days prior to the then applicable Revolving Credit Maturity Date; (ii) as of the date of receipt by the Administrative Agent of written notice of the Borrower’s request to exercise the Option to Extend (Revolver) and as of the applicable Revolving Credit Maturity Date, no Default or Event of Default shall have occurred and be continuing, and the Borrower shall so certify in writing; (iii) all representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (unless so extended for such representation and warranty is qualified by materialityadditional one year period, in which event such representation and warranty shall be true and correct in all respects) on and as of the date of receipt by the Administrative Agent of written notice of the Borrower’s request to exercise the Option to Extend (Revolver) and as of the applicable term Revolving Credit Maturity Date with shall mean such extended date and Agent shall promptly notify the same force and effect as if made on and as Company that such extension has occurred. (b) The Agent shall promptly notify the Company whether all of the Banks have consented to such request. If the Agent does not so notify the Company within 30 days of the Agent’s receipt of such dateRequest, except the Agent shall be deemed to have notified the Company that all of the Banks have not consented to the extent that such representations and warranties expressly relate solely Company’s request. If a Bank does not respond within 30 days after a Request it shall be deemed to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances permitted under denied the Loan Documents, and the Borrower shall so certify in writing;Request. (ivc) Notwithstanding anything herein to the Borrower shall execute or cause contrary, the execution of all documents reasonably required by the Administrative Agent to effect the exercise of the Option to Extend (Revolver); and (v) on or before the applicable Revolving Credit Maturity Date, the Borrower shall pay Date will not be extended unless all Banks have consented to the Administrative Agent (for the account extension.” 6. Sections 6.16, 6.18 and 6.19 of the Revolving Credit Lenders) the extension fee provided for Agreement are amended to read in Section 3.5(d)(i).their entireties as follows:

Appears in 1 contract

Sources: Credit Agreement (North Pointe Holdings Corp)

Extension of Revolving Credit Maturity Date. The Borrower shall have(a) So long as no Default or Event of Default has occurred and is continuing upon delivery of such reports, at its election, either and the Agent has received (i) one a Consolidated audit report of the Company (1in the form required in Section 7.3(b) option of this Agreement) as of the end of Fiscal Year 2007 demonstrating Consolidated Net Income for the fourth quarter of 2007 of not less than $5,000,000 and (ii) a Consolidated and Consolidating financial report as of the end of the first fiscal quarter of 2008 demonstrating Consolidated Net Income for the first quarter of 2008 of not less than $5,000,000 (accompanied by Company’s written request that the Revolving Credit Maturity Date be so extended), the Revolving Credit Maturity Date shall be extended to June 22, 2010. Agent shall give notice to the Banks of its receipt of such financial reports (and request for extension) and of the effectiveness of the extended Revolving Credit Maturity Date. (b) So long as no Default or Event of Default has occurred and is continuing Company may, by written notice to Agent and each Bank (which notice shall be irrevocable and which shall not be deemed effective unless actually received by Agent and each Bank), prior to April 15, but not before March 15, of each year beginning in 2009 (provided that if the Company waives its right to request an extension of the Revolving Credit Maturity Date under clause (a) of this Section 2.16, Company may request an extension under this clause (b), such request to be made prior to April 15, 2008 but not before March 15, 2008), request that the Banks extend the then applicable Revolving Credit Maturity Date to a date that is 364 days later than the Revolving Credit Maturity Date then in effect (each such request, a “Request”). Each Bank shall, not later than thirty (30) calendar days following the date of its receipt of a Request, give written notice to the Agent stating whether such Bank is willing to extend the Revolving Credit Maturity Date as requested. If Agent has received the aforesaid written approvals of such Request from each of the Banks, then, effective on (but not before) the date that all such approvals have been received by one Agent (1) year to so long as no Default or Event of Default has occurred and is continuing), the One-Year Extended Revolving Credit Maturity Date shall be so extended for an additional period of 364 days, the term Revolving Credit Maturity Date shall mean such extended date and Agent shall promptly notify the Company and the Banks that such extension has occurred. If (Revolveri) (any Bank gives the “One-Year Option to Extend (Revolver)”), which One Year Option to Extend (Revolver) cannot be exercised if the Borrower exercises a Six-Month Option to Extend (Revolver) (defined below), or (ii) up to two (2) successive options Agent written notice that it is unwilling to extend the Revolving Credit Maturity Date for a period of six (6) months each to the First Six-Month Extended Maturity Date (Revolver) and to the Second Six-Month Extended Maturity Date (Revolver), as applicable (each a “Six-Month Option to Extend (Revolver), and together with the One-Year Option to Extend (Revolver), each an “Option to Extend (Revolver)”), upon satisfaction of each of the following conditions precedent: (i) the Borrower shall provide the Administrative Agent with written notice of the Borrower’s request to exercise the Option to Extend (Revolver) not more than one hundred twenty (120) days but not less than forty-five (45) days prior to the then applicable Revolving Credit Maturity Date; requested or (ii) as any Bank fails to provide written approval to Agent of the Request within thirty (30) calendar days of the date of Agent’s receipt by of such Request, then (x) the Administrative Agent of written notice of Banks shall be deemed to have declined to extend the Borrower’s request to exercise the Option to Extend (Revolver) and as of the applicable Revolving Credit Maturity Date, no Default or Event of Default shall have occurred and be continuing, and (y) the Borrower shall so certify in writing; (iii) all representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as of the date of receipt by the Administrative Agent of written notice of the Borrower’s request to exercise the Option to Extend (Revolver) and as of the applicable then-current Revolving Credit Maturity Date shall remain in effect (with no further right on the same force and effect as if made on and as part of such dateCompany, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier daterequest extensions thereof under this Section 2.16) and except for changes in factual circumstances permitted under the Loan Documents, and the Borrower shall so certify in writing; (ivz) the Borrower shall execute or cause the execution of all documents reasonably required by the Administrative Agent to effect the exercise commitments of the Option Banks to Extend (Revolver); and (v) on or before the applicable Revolving Credit Maturity Date, the Borrower shall pay to the Administrative Agent (for the account make Advances of the Revolving Credit Lenders) hereunder shall terminate on the extension fee provided for Revolving Credit Maturity Date then in effect, and Agent shall promptly notify Company and the Banks thereof.” 3. Section 3.5(d)(i).6 of the Credit Agreement is hereby amended by amending and restating Section 6.5 as follows:

Appears in 1 contract

Sources: Credit Agreement (Credit Acceptance Corporation)

Extension of Revolving Credit Maturity Date. The Subject to the provisions of this Section 2.08(e), Borrower shall have, at its election, either (i) one (1) option to extend the Revolving Credit Maturity Date by one (1) year to the One-Year Extended Maturity Date (Revolver) (the “One-Year Option to Extend (Revolver)”), which One Year Option to Extend (Revolver) cannot be exercised if the Borrower exercises a Six-Month Option to Extend (Revolver) (defined below), or (ii) up to have two (2) successive options to extend the Revolving Credit Maturity Date for a period of six one (61) months each year periods each, subject to the First Six-Month Extended Maturity Date (Revolver) and to the Second Six-Month Extended Maturity Date (Revolver), as applicable (each a “Six-Month Option to Extend (Revolver), and together with the One-Year Option to Extend (Revolver), each an “Option to Extend (Revolver)”), upon satisfaction of each of the following conditions precedentconditions: (i) the i. Borrower shall provide notify the Administrative Agent with written notice of its exercise of the Borrower’s request to exercise the Option to Extend applicable option at least thirty (Revolver30) days, but not more than one hundred twenty eighty (120180) days but (or, if in connection with the submission of an Additional Commitment Notice, not less more than forty-five six (456) days months) prior to the then applicable scheduled Revolving Credit Maturity Date; (ii) as of the date of receipt by the Administrative Agent of written notice of the Borrower’s request to exercise the Option to Extend (Revolver) and as of the applicable Revolving Credit Maturity Date, no . No Default or Event of Default shall have occurred and be continuing, and continuing on the Borrower shall so certify in writingthen scheduled Revolving Credit Maturity Date; (iii) all . The representations and warranties made or deemed made by each of the Borrower or any other Parties in the Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as of the date of receipt by the Administrative Agent of written notice of the Borrower’s request to exercise the Option to Extend (Revolver) and as of the applicable Revolving Credit Maturity Date with the same force and effect as if made on and as of such date, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties Documents shall have been true and correct in all material respects (unless such representation when made and warranty is qualified by materiality, in which event such representation and warranty shall have been also be true and correct in all respects) material respects on the then scheduled Revolving Credit Maturity Date; provided, that to the extent such representations and warranties were made as of a specific date, the same shall continue on and as of such earlier date) and except for changes in factual circumstances permitted under the Loan Documents, and the Borrower shall so certify in writing; (iv) the Borrower shall execute or cause the execution of all documents reasonably required by the Administrative Agent to effect the exercise of the Option to Extend (Revolver); and (v) on or before the applicable then scheduled Revolving Credit Maturity Date, to be true and correct in all material respects as of such specific date; iv. Each Guarantor shall have reaffirmed and ratified all of its Obligations; v. Within ten (10) days prior to the date of the proposed extension, Borrower shall have delivered a Borrowing Base Certificate; vi. At the time of the exercise of the extension hereunder, Borrower shall pay to the Administrative Agent (for the account benefit of the Revolving Credit Lenders) the a non-refundable extension fee provided for in Section 3.5(d)(i)an amount equal to 0.15% of the total Commitments in effect at such time; and vii. Borrower shall have paid all reasonable out-of-pocket costs and expenses incurred by the Administrative Agent and all reasonable attorneys’ fees and expenses by the Administrative Agent in connection with such extension.

Appears in 1 contract

Sources: Credit Agreement (Jones Lang LaSalle Income Property Trust, Inc.)

Extension of Revolving Credit Maturity Date. The Borrower (a) Provided that no Default or Event of Default has occurred and is continuing, Borrowers may, by written notice to Agent (with sufficient copies for each Bank) (which notice shall havebe irrevocable and which shall not be deemed effective unless actually received by Agent) prior to October 1, at its electionbut not before August 1, either of each fiscal year (i) beginning with the fiscal year ending December 31, 1999), request that the Banks extend the then applicable Revolving Credit Maturity Date to a date that is one year later than the Revolving Credit Maturity Date then in effect (1) option each such request, a "Request"). Each Bank shall, not later than November 1 of such fiscal year, give written notice to the Agent stating whether such Bank is willing to extend the Revolving Credit Maturity Date by one (1) year to as requested. If Agent has received the One-Year Extended aforesaid written approvals of such Request from each of the Banks, then, effective upon the date of Agent's receipt of all such written approvals from the Banks, as aforesaid, the Revolving Credit Maturity Date shall be so extended for an additional one year period, the term Revolving Credit Maturity Date shall mean such extended date and Agent shall promptly notify the Borrowers that such extension has occurred. (Revolverb) If (i) any Bank gives the “One-Year Option to Extend (Revolver)”), which One Year Option to Extend (Revolver) cannot be exercised if the Borrower exercises a Six-Month Option to Extend (Revolver) (defined below), or (ii) up to two (2) successive options Agent written notice that it is unwilling to extend the Revolving Credit Maturity Date for a period of six (6) months each to the First Six-Month Extended Maturity Date (Revolver) and to the Second Six-Month Extended Maturity Date (Revolver), as applicable (each a “Six-Month Option to Extend (Revolver), and together with the One-Year Option to Extend (Revolver), each an “Option to Extend (Revolver)”), upon satisfaction of each of the following conditions precedent: (i) the Borrower shall provide the Administrative Agent with written notice of the Borrower’s request to exercise the Option to Extend (Revolver) not more than one hundred twenty (120) days but not less than forty-five (45) days prior to the then applicable Revolving Credit Maturity Date; requested or (ii) as of the date of receipt by the Administrative any Bank fails to provide written approval to Agent of written notice such a Request on or before the November 1 of such fiscal year, then (w) the Borrower’s request Banks shall be deemed to exercise have declined to extend the Option to Extend (Revolver) and as of the applicable Revolving Credit Maturity Date, no Default or Event of Default shall have occurred and be continuing, and (x) the Borrower shall so certify in writing; (iii) all representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as of the date of receipt by the Administrative Agent of written notice of the Borrower’s request to exercise the Option to Extend (Revolver) and as of the applicable then-current Revolving Credit Maturity Date shall remain in effect (with no further right on the same force and effect as if made on and as part of such date, except Borrowers to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances permitted request extensions thereof under the Loan Documentsthis Section 2.9), and the Borrower shall so certify in writing; (ivy) the Borrower shall execute or cause the execution of all documents reasonably required by the Administrative Agent to effect the exercise commitments of the Option Banks to Extend (Revolver); and (v) on or before the applicable Revolving Credit Maturity Date, the Borrower shall pay to the Administrative Agent (for the account make Advances of the Revolving Credit Lenders) hereunder shall terminate on the extension fee provided for Revolving Credit Maturity Date then in Section 3.5(d)(i)effect, and Agent shall promptly notify Borrowers thereof.

Appears in 1 contract

Sources: Revolving Credit and Term Loan Agreement (Commercial Vehicle Group, Inc.)