Common use of Extension of Scheduled Maturity Date Clause in Contracts

Extension of Scheduled Maturity Date. (a) The Company may, by delivery to the Administrative Agent of written notice substantially in the form of Exhibit L hereto, request that the Scheduled Maturity Date be extended as set forth in subsection (b) below. The Administrative Agent shall give prompt notice to the Banks of each such request and each Bank shall, within thirty-five (35) days after delivery of such notice by the Administrative Agent, notify the Administrative Agent in writing whether it consents to such extension (which consent shall be in the sole discretion of each Bank). In the event that any Bank shall fail to so notify the Administrative Agent, such Bank shall be deemed to have refused to consent to such extension. If the Administrative Agent receives timely consents from Banks constituting Majority Banks (or the Company otherwise consents in writing), and subject to the satisfaction of the conditions precedent set forth in Section 8.01(b) (both before and after the requested extension), then: (i) the Scheduled Maturity Date shall be extended as set forth in subsection (b) below; (ii) each Bank consenting to the requested extension shall remain a Bank hereunder; and (iii) each Bank not consenting to such extension shall, as of the Scheduled Maturity Date (without giving effect to the applicable extension thereof) and upon payment by the Company and the other Multicurrency Borrowers of all Obligations owing to such Bank, (1) cease to be a Bank hereunder, whereupon its Commitment shall terminate and each Tranche Commitment shall be correspondingly reduced, (2) if such Bank is an Agent, cease to be an Agent hereunder (and, if applicable, a successor Agent shall be appointed pursuant to Section 14.07), and (3) if such Bank is an Issuing Bank, cease to be an Issuing Bank hereunder (whereupon the applicable Tranche Commitment shall be reallocated in full to Tranche D, unless the Company shall previously have designated a replacement Issuing Bank and applicable Beneficiaries (each of which shall be acceptable to the Administrative Agent, the Bid Agent, and Asia Bid Agent) for such Tranche pursuant to the terms of this Agreement).

Extension of Scheduled Maturity Date. On or after the date that is two (a2) The Company may, by delivery years prior to the Administrative Agent of Scheduled Maturity Date, the Borrower may deliver a written notice substantially in to the form USActive 53428278.8 Agent requesting an extension of Exhibit L hereto, request that the Scheduled Maturity Date for an additional one year or two years; provided that, (i) the Borrower shall submit such request to the Agent in form and substance reasonably acceptable to the Lender no later than three (3) calendar weeks prior to the requested effective date of such extension, (ii) at the time of such extension, the representations and warranties of the Borrower contained in Section 4 or any other Transaction Document or any document furnished at any time under or in connection herewith or therewith shall be extended true and correct in all material respects (except for any representation or warranty that is qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects) on and as set forth of the date of such extension, except to the extent such representations and warranties expressly related to an earlier date (in subsection which case such representations and warranties shall be true and correct in all material respects (bexcept for any representation or warranty that is qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects)) belowas of such earlier date and no Default or Event of Default shall have occurred and be continuing and (iii) the Borrower shall pay any applicable extension fee in accordance with the Fee Letter. The Administrative Agent Lender may approve or decline an such extension request in its sole discretion; provided that the Lender shall give prompt notice to the Banks of each such request and each Bank shall, within thirty-five (35) days after delivery of such notice by the Administrative Agent, notify the Administrative Agent in writing whether it consents respond to such extension request in writing not later than three (which consent shall be 3) calendar weeks following receipt of such extension request, and if any Lender does not respond in writing by the sole discretion end of each Bank). In the event that any Bank shall fail to so notify the Administrative Agent, such Bank three (3) calendar week period it shall be deemed to have refused to consent to such extension. If the Administrative Agent receives timely consents from Banks constituting Majority Banks (or the Company otherwise consents in writing), and subject to the satisfaction of the conditions precedent set forth in Section 8.01(b) (both before and after the requested extension), then: (i) the Scheduled Maturity Date shall be extended as set forth in subsection (b) below; (ii) each Bank consenting to the requested extension shall remain a Bank hereunder; and (iii) each Bank not consenting to denied such extension shall, as of the Scheduled Maturity Date (without giving effect to the applicable extension thereof) and upon payment by the Company and the other Multicurrency Borrowers of all Obligations owing to such Bank, (1) cease to be a Bank hereunder, whereupon its Commitment shall terminate and each Tranche Commitment shall be correspondingly reduced, (2) if such Bank is an Agent, cease to be an Agent hereunder (and, if applicable, a successor Agent shall be appointed pursuant to Section 14.07), and (3) if such Bank is an Issuing Bank, cease to be an Issuing Bank hereunder (whereupon the applicable Tranche Commitment shall be reallocated in full to Tranche D, unless the Company shall previously have designated a replacement Issuing Bank and applicable Beneficiaries (each of which shall be acceptable to the Administrative Agent, the Bid Agent, and Asia Bid Agent) for such Tranche pursuant to the terms of this Agreement)request.