Common use of Extension Option Clause in Contracts

Extension Option. (a) The Borrower shall have two options (each an “Extension Option”) to extend the Stated Termination Date by one year per option, subject to satisfaction of the following conditions: (i) the Administrative Agent shall have received written notice of the extension request at least 30 days, but not more than 90 days, prior to the then Stated Termination Date; (ii) all of the representations and warranties in the Loan Documents shall be true and true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) as of the date of the effectiveness of such extension (or, if such representation or warranty relates to an earlier date, as of such earlier date); (iii) no Default or Event of Default shall exist, or would immediately result from, such extension of the Stated Termination Date; (iv) each of the REIT Guarantor and any other Loan Parties shall have ratified their obligations under the Loan Documents to which they are parties pursuant to an agreement in form and substance satisfactory to the Administrative Agent; (v) the payment to the Administrative Agent for the ratable benefit of the Lenders of an extension fee of 0.25% of the Aggregate Revolving Commitment Amount at the time of such extension; (vi) the Borrower shall have paid all of Administrative Agent’s expenses incurred in respect of the extension, including reasonable attorneys’ fees; and (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth in the preceding clauses (i) through (vi) has been satisfied and that the REIT Guarantor and the Borrower are in compliance with all the Financial Covenants both immediately before and immediately after giving effect to such extension. (b) On the date of the satisfaction of the conditions set forth in Section 2.5(a) (so long as such date is prior to the Revolving Loan Commitment Termination Date), the Stated Termination Date shall be extended by one calendar year.

Appears in 2 contracts

Sources: Credit Agreement (Community Healthcare Trust Inc), Credit Agreement (Community Healthcare Trust Inc)

Extension Option. (a) The Borrower shall have two options (each an “Extension Option”) to may extend the Stated Termination Maturity Date by one year two times only for a period of six (6) months per option, subject to extension upon satisfaction of the following conditions: terms and conditions for each extension: (i) delivery by Borrower of a written notice to Administrative Agent (an “Extension Notice”) on or before a date that is not more than one hundred eighty (180) days nor less than ninety (90) days prior to the then-scheduled Maturity Date, which Extension Notice Administrative Agent shall have received written notice promptly deliver to the Banks, which Extension Notice shall include a certification dated as of the extension request at least 30 daysdate of such Extension Notice signed by a duly authorized signatory of Borrower, but not more than 90 daysstating, prior to the then Stated Termination Date; best of the certifying party’s knowledge, (iix) all of the representations and warranties contained in this Agreement and in each of the other Loan Documents shall be true and are true and correct in all material respects on and as of the date of such Extension Notice (other than except in those representations and warranties that are cases where such representation or warranty expressly relates to an earlier date or is qualified by a as to “materiality”, “Material Adverse Effect Change” or other materiality, in similar language (which case such representations and warranties shall be true and correct in all respectsrespects as qualified therein) as of the date of the effectiveness of such extension and except for changes in factual circumstances permitted hereunder), and (or, if such representation or warranty relates to an earlier date, as of such earlier date); (iiiy) no Default or under Section 9.01(1) and no Event of Default has occurred and is continuing; (ii) no Default under Section 9.01(1) and no Event of Default shall existhave occurred and be continuing on the original Maturity Date (an “Extension Date”), and (iii) Borrower shall pay to Administrative Agent on or would immediately result from, before such extension Extension Date a fee equal to 0.075% of the Stated Termination Total Loan Commitment on such Extension Date; (iv) , which fee shall be distributed by Administrative Agent pro rata to each of the REIT Guarantor and any other Loan Parties shall have ratified their obligations under Banks based on each Bank’s Pro Rata Share; provided, however, that the Loan Documents to which they are parties pursuant to an agreement in form and substance satisfactory to the Administrative Agent; (v) the payment to the Administrative Agent for the ratable benefit of the Lenders of an extension fee of 0.25% of the Aggregate Revolving Commitment Amount at the time of such extension; (vi) the Borrower shall have paid all of Administrative Agent’s expenses incurred in respect of the extension, including reasonable attorneys’ fees; and (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth in the preceding clauses (i) through (vi) has been satisfied and that the REIT Guarantor and this Section 2.17 shall not be payable if the Borrower are in compliance with all rescinds the Financial Covenants both immediately before and immediately after giving effect to such extension. (b) On the date of the satisfaction of the conditions set forth in Section 2.5(a) (so long as such date is Extension Notice prior to the Revolving Loan Commitment Termination then current Maturity Date), the Stated Termination Date shall be extended by one calendar year.

Appears in 2 contracts

Sources: Revolving Credit Agreement (Urban Edge Properties), Revolving Credit Agreement (Urban Edge Properties)

Extension Option. (a) The Borrower shall have two options (each an “Extension Option”) to may extend the Stated Termination Maturity Date by two (2) times only for a period of one (1) year per option, subject to extension upon satisfaction of the following conditions: terms and conditions for each extension: (i) the delivery by Borrower of a written notice to Administrative Agent shall have received written notice of the extension request at least 30 days, but (an “Extension Notice”) on or before a date that is not more than 90 days, one hundred twenty (120) days nor less than one (1) month prior to the then Stated Termination scheduled Maturity Date; (ii) all of , which Extension Notice Administrative Agent shall promptly deliver to the representations and warranties in the Loan Documents Banks, which Extension Notice shall be true and true and correct in all material respects (other than those representations and warranties that are expressly qualified by include a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) certification dated as of the date of such Extension Notice signed by a duly authorized signatory of Borrower, stating, to the effectiveness best of the certifying party’s knowledge, (x) all representations and warranties contained in this Agreement and in each of the other Loan Documents are true and correct on and as of the date of such extension Extension Notice (or, if except in those cases where such representation or warranty expressly relates to an earlier datedate and except for changes in factual circumstances not prohibited under the Loan Documents), as of such earlier date); and (iiiy) no Event of Default or has occurred and is continuing; (ii) no Event of Default shall existhave occurred and be continuing on the original Maturity Date (an “Extension Date”), and (iii) Borrower shall pay to Administrative Agent on or would immediately result from, before such extension Extension Date a fee equal to 0.125% of the Stated Termination outstanding principal amount of Loans on such Extension Date; (iv) , which fee shall be distributed by Administrative Agent pro rata to each of the REIT Guarantor and any other Loan Parties shall have ratified their obligations under the Loan Documents to which they are parties pursuant to an agreement in form and substance satisfactory to the Administrative Agent; (v) the payment to the Administrative Agent for the ratable benefit Banks based on each Bank’s Pro Rata Share. Borrower’s delivery of the Lenders of an extension fee of 0.25% of the Aggregate Revolving Commitment Amount at the time of such extension; (vi) the Borrower shall have paid all of Administrative Agent’s expenses incurred in respect of the extension, including reasonable attorneys’ fees; and (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth in the preceding clauses (i) through (vi) has been satisfied and that the REIT Guarantor and the Borrower are in compliance with all the Financial Covenants both immediately before and immediately after giving effect to such extension. (b) On the date of the satisfaction of the conditions set forth in Section 2.5(a) (so long as such date is prior to the Revolving Loan Commitment Termination Date), the Stated Termination Date Extension Notice shall be extended by one calendar yearirrevocable.

Appears in 2 contracts

Sources: Term Loan Agreement (Vornado Realty Trust), Term Loan Agreement (Vornado Realty Lp)

Extension Option. (a) The Borrower shall have two options (each an “Extension Option”) to may extend the Stated Termination Maturity Date by one year two times only for a period of six (6) months per option, subject to extension upon satisfaction of the following conditions: terms and conditions for each extension: (i) delivery by Borrower of a written notice to Administrative Agent (an “Extension Notice”) on or before a date that is not more than one hundred eighty (180) days nor less than ninety (90) days prior to the then-scheduled Maturity Date, which Extension Notice Administrative Agent shall have received written notice promptly deliver to the Banks, which Extension Notice shall include a certification dated as of the extension request at least 30 daysdate of such Extension Notice signed by a duly authorized signatory of Borrower, but not more than 90 daysstating, prior to the then Stated Termination Date; best of the certifying party’s knowledge, (iix) all of the representations and warranties contained in this Agreement and in each of the other Loan Documents shall be true and are true and correct in all material respects on and as of the date of such Extension Notice (other than except in those representations and warranties that are cases where such representation or warranty expressly relates to an earlier date or is qualified by a as to “materiality”, “Material Adverse Effect Change” or other materiality, in similar language (which case such representations and warranties shall be true and correct in all respectsrespects as qualified therein) as of the date of the effectiveness of such extension and except for changes in factual circumstances permitted hereunder), and (or, if such representation or warranty relates to an earlier date, as of such earlier date); (iiiy) no Default or under Section 9.01(1) and no Event of Default has occurred and is continuing; (ii) no Default under Section 9.01(1) and no Event of Default shall existhave occurred and be continuing on the original Maturity Date (an “Extension Date”), and (iii) Borrower shall pay to Administrative Agent on or would immediately result from, before such extension Extension Date a fee equal to 0.0625% of the Stated Termination Total Loan Commitment on such Extension Date; (iv) , which fee shall be distributed by Administrative Agent pro rata to each of the REIT Guarantor and any other Loan Parties shall have ratified their obligations under Banks based on each Bank’s Pro Rata Share; provided, however, that the Loan Documents to which they are parties pursuant to an agreement in form and substance satisfactory to the Administrative Agent; (v) the payment to the Administrative Agent for the ratable benefit of the Lenders of an extension fee of 0.25% of the Aggregate Revolving Commitment Amount at the time of such extension; (vi) the Borrower shall have paid all of Administrative Agent’s expenses incurred in respect of the extension, including reasonable attorneys’ fees; and (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth in the preceding clauses (i) through (vi) has been satisfied and that the REIT Guarantor and this Section 2.17 shall not be payable if the Borrower are in compliance with all rescinds the Financial Covenants both immediately before and immediately after giving effect to such extension. (b) On the date of the satisfaction of the conditions set forth in Section 2.5(a) (so long as such date is Extension Notice prior to the Revolving Loan Commitment Termination then current Maturity Date), the Stated Termination Date shall be extended by one calendar year.

Appears in 1 contract

Sources: Revolving Credit Agreement (Urban Edge Properties LP)

Extension Option. (a) The Borrower shall have two options (each an “Extension Option”) to may extend the Stated Termination Maturity Date by one time only for a period of one (1) year per option, subject to upon satisfaction of the following terms and conditions: : (i) delivery by Borrower of a written notice to Administrative Agent (the "Extension Notice") on or before a date that is not more than one hundred twenty (120) days nor less than one (1) month prior to the Maturity Date, which Extension Notice Administrative Agent shall have received written notice of the extension request at least 30 days, but not more than 90 days, prior promptly deliver to the then Stated Termination Date; (ii) all of the representations and warranties in the Loan Documents Banks, which Extension Notice shall be true and true and correct in all material respects (other than those representations and warranties that are expressly qualified by include a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) certification dated as of the date of the effectiveness Extension Notice signed by a duly authorized signatory of such extension Borrower, stating, to the best of the certifying party's knowledge, (or, if x) all representations and warranties contained in this Agreement and in each of the other Loan Documents are true and correct on and as of the date of the Extension Notice (except in those cases where such representation or warranty expressly relates to an earlier datedate and except for changes in factual circumstances not prohibited under the Loan Documents), as of such earlier date); and (iiiy) no Event of Default or has occurred and is continuing; (ii) no Event of Default shall existhave occurred and be continuing on the original Maturity Date (the "Extension Date"), or would immediately result from, such extension of the Stated Termination Date; and (iviii) each of the REIT Guarantor and any other Loan Parties Borrower shall have ratified their obligations under the Loan Documents pay to which they are parties pursuant to an agreement in form and substance satisfactory to the Administrative Agent; (v) the payment to the Administrative Agent for on or before the ratable benefit of the Lenders of an extension Extension Date a fee of equal to 0.25% of the Aggregate Revolving Total Loan Commitment Amount at on the time of such extension; (vi) the Borrower Extension Date, which fee shall have paid all of Administrative Agent’s expenses incurred in respect of the extension, including reasonable attorneys’ fees; and (vii) the be distributed by Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that pro rata to each of the conditions set forth in the preceding clauses (i) through (vi) has been satisfied and that the REIT Guarantor and the Borrower are in compliance with all the Financial Covenants both immediately before and immediately after giving effect to such extension. (b) On the date Banks based on each Bank's Pro Rata Share. Borrower's delivery of the satisfaction of the conditions set forth in Section 2.5(a) (so long as such date is prior to the Revolving Loan Commitment Termination Date), the Stated Termination Date Extension Notice shall be extended by one calendar yearirrevocable.

Appears in 1 contract

Sources: Revolving Credit Agreement (Vornado Realty Trust)

Extension Option. (a) The Borrower shall have two options one option (each an the “Extension Option”) to extend the Stated maturity of the Revolving Credit Commitments for a period of one (1) year. Subject to the conditions set forth in clause (b) below, Borrower may exercise the Extension Option by delivering written notice (the “Extension Notice”), together with the payment of the Extension Fee for the account of the Lenders (based on their respective Pro Rata Shares), to the Administrative Agent on or before December 10, 2007, but in no event prior to July 11, 2007, stating that Borrower will extend the Revolving Credit Termination Date by for one year per option(1) year. Borrower’s delivery of the Extension Notice shall be irrevocable. In no event shall the Revolving Credit Termination Date occur later than January 11, 2009. (b) The Borrower’s right to exercise the Extension Option shall be subject to satisfaction of the following terms and conditions: : (i) the Administrative Agent shall have received written notice no Potential Event of the extension request at least 30 days, but not more than 90 days, prior to the then Stated Termination Date; (ii) all of the representations and warranties in the Loan Documents shall be true and true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) as of the date of the effectiveness of such extension (or, if such representation or warranty relates to an earlier date, as of such earlier date); (iii) no Default or Event of Default shall exist, or would immediately result from, such extension of have occurred and be continuing either on the Stated Termination Date; (iv) each of date Borrower delivers the REIT Guarantor and any other Loan Parties shall have ratified their obligations under the Loan Documents to which they are parties pursuant to an agreement in form and substance satisfactory Extension Notice to the Administrative Agent; Agent or on the date that this Agreement would otherwise have terminated, (vii) the payment Borrower shall be in full compliance with all covenants and conditions set forth in this Agreement as of the date Borrower delivers the Extension Notice to the Agent and on the date that this Agreement would otherwise have terminated, and (iii) the Borrower shall have paid the Extension Fee to the Administrative Agent for the ratable benefit account of the Lenders of an extension fee of 0.25% of the Aggregate Revolving Commitment Amount at the time of such extension; (vi) the Borrower shall have paid all of Administrative Agent’s expenses incurred in respect of the extension, including reasonable attorneys’ fees; and (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth in the preceding clauses (i) through (vi) has been satisfied and that the REIT Guarantor and the Borrower are in compliance with all the Financial Covenants both immediately before and immediately after giving effect to such extensionbased on their respective Pro Rata Shares). (b) On the date of the satisfaction of the conditions set forth in Section 2.5(a) (so long as such date is prior to the Revolving Loan Commitment Termination Date), the Stated Termination Date shall be extended by one calendar year.

Appears in 1 contract

Sources: Credit Agreement (Simon Property Group L P /De/)

Extension Option. (a) The Borrower shall have two options (each an “Extension Option”) to may extend the Stated Termination Maturity Date by one year two (2) times only for a period of six (6) months per option, subject to extension upon satisfaction of the following conditions: terms and conditions for each extension: (i) delivery by Borrower of a written notice to Administrative Agent (an “Extension Notice”) on or before a date that is not more than one hundred twenty (120) days nor less than one (1) month prior to the then-scheduled Maturity Date, which Extension Notice Administrative Agent shall have received written notice promptly deliver to the Banks, which Extension Notice shall include a certification dated as of the extension request at least 30 daysdate of such Extension Notice signed by a duly authorized signatory of Borrower, but not more than 90 daysstating, prior to the then Stated Termination Date; best of the certifying party’s knowledge, (iix) all of the representations and warranties contained in this Agreement and in each of the other Loan Documents shall be true and are true and correct on and as of the date of such Extension Notice (except in all material respects (other than those representations and warranties that are cases where such representation or warranty expressly qualified by a Material Adverse Effect or other materialityrelates to an earlier date, in which case such representations and warranties shall be were true and correct in all respects) as of the date of the effectiveness of such extension (or, if such representation or warranty relates to an earlier date, as of such earlier date, and except for changes in factual circumstances not prohibited under the Loan Documents); , and (iiiy) no Event of Default or has occurred and is continuing; (ii) no Event of Default shall exist, have occurred and be continuing on the original Maturity Date (an “Extension Date”); and (iii) Borrower shall pay to Administrative Agent on or would immediately result from, before such extension Extension Date a fee equal to 0.075% of the Stated Termination Date; (iv) Total Loan Commitment on such Extension Date for each extension, which fee shall be distributed by Administrative Agent pro rata to each of the REIT Guarantor and any other Loan Parties shall have ratified their obligations under the Loan Documents to which they are parties pursuant to an agreement in form and substance satisfactory to the Administrative Agent; (v) the payment to the Administrative Agent for the ratable benefit of the Lenders Banks based on each Bank’s Pro Rata Share. Borrower’s delivery of an extension fee of 0.25% of the Aggregate Revolving Commitment Amount at the time of such extension; (vi) the Borrower shall have paid all of Administrative Agent’s expenses incurred in respect of the extension, including reasonable attorneys’ fees; and (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth in the preceding clauses (i) through (vi) has been satisfied and that the REIT Guarantor and the Borrower are in compliance with all the Financial Covenants both immediately before and immediately after giving effect to such extension. (b) On the date of the satisfaction of the conditions set forth in Section 2.5(a) (so long as such date is prior to the Revolving Loan Commitment Termination Date), the Stated Termination Date Extension Notice shall be extended by one calendar yearirrevocable.

Appears in 1 contract

Sources: Revolving Credit Agreement (Vornado Realty Lp)

Extension Option. (a) The Borrower shall have two options (each an “Extension Option”) to may extend the Stated Termination Maturity Date by one year two (2) times only for a period of six (6) months per option, subject to extension upon satisfaction of the following conditions: terms and conditions for each extension: (i) the delivery by Borrower of a written notice to Administrative Agent shall have received written notice of the extension request at least 30 days, but (an “Extension Notice”) on or before a date that is not more than 90 days, one hundred twenty (120) days nor less than one (1) month prior to the then Stated Termination scheduled Maturity Date; (ii) all of , which Extension Notice Administrative Agent shall promptly deliver to the representations and warranties in the Loan Documents Banks, which Extension Notice shall be true and true and correct in all material respects (other than those representations and warranties that are expressly qualified by include a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) certification dated as of the date of such Extension Notice signed by a duly authorized signatory of Borrower, stating, to the effectiveness best of the certifying party’s knowledge, (x) all representations and warranties contained in this Agreement and in each of the other Loan Documents are true and correct on and as of the date of such extension Extension Notice (or, if except in those cases where such representation or warranty expressly relates to an earlier datedate and except for changes in factual circumstances not prohibited under the Loan Documents), as of such earlier date); and (iiiy) no Event of Default or has occurred and is continuing; (ii) no Event of Default shall existhave occurred and be continuing on the original Maturity Date (an “Extension Date”), and (iii) Borrower shall pay to Administrative Agent on or would immediately result from, before such extension Extension Date a fee equal to 0.075% of the Stated Termination Total Loan Commitment on such Extension Date; (iv) , which fee shall be distributed by Administrative Agent pro rata to each of the REIT Guarantor and any other Loan Parties shall have ratified their obligations under the Loan Documents to which they are parties pursuant to an agreement in form and substance satisfactory to the Administrative Agent; (v) the payment to the Administrative Agent for the ratable benefit Banks based on each Bank’s Pro Rata Share. Borrower’s delivery of the Lenders of an extension fee of 0.25% of the Aggregate Revolving Commitment Amount at the time of such extension; (vi) the Borrower shall have paid all of Administrative Agent’s expenses incurred in respect of the extension, including reasonable attorneys’ fees; and (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth in the preceding clauses (i) through (vi) has been satisfied and that the REIT Guarantor and the Borrower are in compliance with all the Financial Covenants both immediately before and immediately after giving effect to such extension. (b) On the date of the satisfaction of the conditions set forth in Section 2.5(a) (so long as such date is prior to the Revolving Loan Commitment Termination Date), the Stated Termination Date Extension Notice shall be extended by one calendar yearirrevocable.

Appears in 1 contract

Sources: Revolving Credit Agreement (Vornado Realty Trust)

Extension Option. (a) The Borrower shall have two options (each an “Extension Option”) to may extend the Stated Termination Maturity Date by one year two (2) times only for a period of six (6) months per option, subject to extension upon satisfaction of the following conditions: terms and conditions for each extension: (i) delivery by Borrower of a written notice to Administrative Agent (an “Extension Notice”) on or before a date that is not more than one hundred twenty (120) days nor less than one (1) month prior to the then-scheduled Maturity Date, which Extension Notice Administrative Agent shall have received written notice promptly deliver to the Banks, which Extension Notice shall include a certification dated as of the extension request at least 30 daysdate of such Extension Notice signed by a duly authorized signatory of Borrower, but not more than 90 daysstating, prior to the then Stated Termination Date; best of the certifying party’s knowledge, (iix) all of the representations and warranties contained in this Agreement and in each of the other Loan Documents shall be true and are true and correct on and as of the date of such Extension Notice (except in all material respects (other than those representations and warranties that are cases where such representation or warranty expressly qualified by a Material Adverse Effect or other materialityrelates to an earlier date, in which case such representations and warranties shall be were true and correct in all respects) as of the date of the effectiveness of such extension (or, if such representation or warranty relates to an earlier date, as of such earlier date, and except for changes in factual circumstances not prohibited under the Loan Documents); , and (iiiy) no Event of Default or has occurred and is continuing; (ii) no Event of Default shall existhave occurred and be continuing on the original Maturity Date (an “Extension Date”), and (iii) Borrower shall pay to Administrative Agent on or would immediately result from, before such extension Extension Date a fee equal to (x) 0.0625% of the Stated Termination Date; Total Loan Commitment for the first extension and (ivy) 0.075% of the Total Loan Commitment for the second extension, which fee shall be distributed by Administrative Agent pro rata to each of the REIT Guarantor and any other Loan Parties shall have ratified their obligations under the Loan Documents to which they are parties pursuant to an agreement in form and substance satisfactory to the Administrative Agent; (v) the payment to the Administrative Agent for the ratable benefit of the Lenders Banks based on each Bank’s Pro Rata Share. Borrower’s delivery of an extension fee of 0.25% of the Aggregate Revolving Commitment Amount at the time of such extension; (vi) the Borrower shall have paid all of Administrative Agent’s expenses incurred in respect of the extension, including reasonable attorneys’ fees; and (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth in the preceding clauses (i) through (vi) has been satisfied and that the REIT Guarantor and the Borrower are in compliance with all the Financial Covenants both immediately before and immediately after giving effect to such extension. (b) On the date of the satisfaction of the conditions set forth in Section 2.5(a) (so long as such date is prior to the Revolving Loan Commitment Termination Date), the Stated Termination Date Extension Notice shall be extended by one calendar yearirrevocable.

Appears in 1 contract

Sources: Revolving Credit Agreement (Vornado Realty Lp)

Extension Option. (a) The Borrower shall have two options one option (each an “Extension Option”) to extend the Stated Termination Date by one year per optionone-year, subject to satisfaction of the following conditions: (i) the Administrative Agent shall have received written notice of the extension request at least 30 days, but not more than 90 days, prior to the then Stated Termination Date; (ii) all of the representations and warranties in the Loan Documents shall be true and true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materialitymateriality qualifier, in which case such representations and warranties shall be true and correct in all respects) as of the date of the effectiveness of such extension (or, if such representation or warranty relates to an earlier date, as of such earlier date); (iii) no Default or Event of Default shall exist, or would immediately result from, such extension of the Stated Termination Date; (iv) each of the REIT Guarantor Borrower and any other Loan Parties shall have ratified their obligations under the Loan Documents to which they are parties pursuant to an agreement in form and substance satisfactory to the Administrative Agent; (v) the payment to the Administrative Agent for the ratable benefit of the Revolving Lenders of an extension fee of 0.250.15% of the Aggregate Revolving Commitment Amount at the time of such extension; (vi) the Borrower shall have paid all of Administrative Agent’s expenses incurred in respect of the extension, including reasonable attorneys’ fees; and (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth in the preceding clauses (i) through (vi) has been satisfied and that the REIT Guarantor and the Borrower are is in compliance with all the Financial Covenants both immediately before and immediately after giving effect to such extension. (b) On the date of the satisfaction of the conditions set forth in Section 2.5(a) (so long as such date is prior to the Revolving Loan Commitment Termination Date), the Stated Termination Date shall be extended by one calendar year.

Appears in 1 contract

Sources: Credit Agreement (Community Healthcare Trust Inc)

Extension Option. (a) The Borrower shall have two options (each an “Extension Option”) to may extend the Stated Termination Maturity Date by two times only for two (2) periods of one (1) year per option, subject to satisfaction of each upon the following terms and conditions: : (i) the delivery by Borrower of a written notice to Administrative Agent shall have received written notice of (the extension request at least 30 days, but "Extension Notice") on or before a date that is not more than 90 days, one hundred twenty (120) days nor less than one (1) month prior to the then Stated Termination applicable Maturity Date; (ii) all of , which Extension Notice Administrative Agent shall promptly deliver to the representations and warranties in the Loan Documents Banks, which Extension Notice shall be true and true and correct in all material respects (other than those representations and warranties that are expressly qualified by include a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) certification dated as of the date of the effectiveness Extension Notice signed by a duly authorized signatory of such extension Borrower, stating, to the best of the certifying party's knowledge, (or, if x) all representations and warranties contained in this Agreement and in each of the other Loan Documents are true and correct on and as of the date of the Extension Notice (except in those cases where such representation or warranty expressly relates to an earlier date), as of such earlier date); and (iiiy) no Default or Event of Default has occurred and is continuing; (ii) no Event of Default shall existhave occurred and be continuing both on the date Borrower delivers the Extension Notice and on the original Maturity Date or on the Maturity Date as so extended, or would immediately result from, such extension in the case of the Stated Termination second Extension Notice (in either case, the "Extension Date; "), and (iviii) Borrower shall pay to Administrative Agent on or before (x) the first Extension Date a fee equal to 0.075% of the Total Loan Commitment on the first Extension Date, and (y) the second Extension Date a fee equal to 0.10% of the Total Loan Commitment on the second Extension Date, which fees shall be distributed by Administrative Agent pro rata to each of the REIT Guarantor and any other Loan Parties shall have ratified their obligations under the Loan Documents to which they are parties pursuant to an agreement in form and substance satisfactory to the Administrative Agent; (v) the payment to the Administrative Agent for the ratable benefit Banks based on each Bank's Pro Rata Share. Borrower's delivery of the Lenders of an extension fee of 0.25% of the Aggregate Revolving Commitment Amount at the time of such extension; (vi) the Borrower shall have paid all of Administrative Agent’s expenses incurred in respect of the extension, including reasonable attorneys’ fees; and (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth in the preceding clauses (i) through (vi) has been satisfied and that the REIT Guarantor and the Borrower are in compliance with all the Financial Covenants both immediately before and immediately after giving effect to such extension. (b) On the date of the satisfaction of the conditions set forth in Section 2.5(a) (so long as such date is prior to the Revolving Loan Commitment Termination Date), the Stated Termination Date Extension Notices shall be extended by one calendar yearirrevocable.

Appears in 1 contract

Sources: Revolving Credit Agreement (Vornado Realty Trust)

Extension Option. (a) The Borrower shall have two options one option (each an “Extension Option”the "EXTENSION OPTION") to extend the Stated maturity of the Commitments for a period of one (1) year. Subject to the conditions set forth in clause (b) below, Borrower may exercise the Extension Option by delivering written notice (the "EXTENSION NOTICE"), together with the payment of the Extension Fee for the account of the Lenders (based on their respective Pro Rata Shares), to the Administrative Agent on or before January 31, 2003 but not before October 31, 2002, stating that Borrower will extend the Termination Date by for one year per option(1) year. Borrower's delivery of the Extension Notice shall be irrevocable. In no event shall the Termination Date occur later than February 28, 2004. (b) The Borrower's right to exercise the Extension Option shall be subject to satisfaction of the following terms and conditions: : (i) the Administrative Agent shall have received written notice no Potential Event of the extension request at least 30 days, but not more than 90 days, prior to the then Stated Termination Date; (ii) all of the representations and warranties in the Loan Documents shall be true and true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) as of the date of the effectiveness of such extension (or, if such representation or warranty relates to an earlier date, as of such earlier date); (iii) no Default or Event of Default shall exist, or would immediately result from, such extension of have occurred and be continuing either on the Stated Termination Date; (iv) each of date Borrower delivers the REIT Guarantor and any other Loan Parties shall have ratified their obligations under the Loan Documents to which they are parties pursuant to an agreement in form and substance satisfactory Extension Notice to the Administrative Agent; Agent or on the date that this Agreement would otherwise have terminated, (vii) the payment Borrower shall be in full compliance with all covenants and conditions set forth in this Agreement as of the date Borrower delivers the Extension Notice to the Agent and on the date that this Agreement would otherwise have terminated, and (iii) the Borrower shall have paid the Extension Fee to the Administrative Agent for the ratable benefit account of the Lenders of an extension fee of 0.25% of the Aggregate Revolving Commitment Amount at the time of such extension; (vi) the Borrower shall have paid all of Administrative Agent’s expenses incurred in respect of the extension, including reasonable attorneys’ fees; and (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth in the preceding clauses (i) through (vi) has been satisfied and that the REIT Guarantor and the Borrower are in compliance with all the Financial Covenants both immediately before and immediately after giving effect to such extensionbased on their respective Pro Rata Shares). (b) On the date of the satisfaction of the conditions set forth in Section 2.5(a) (so long as such date is prior to the Revolving Loan Commitment Termination Date), the Stated Termination Date shall be extended by one calendar year.

Appears in 1 contract

Sources: Credit Agreement (Simon Property Group L P /De/)

Extension Option. (a) The Borrower shall have two options (each an “Extension Option”) to may extend the Stated Termination Maturity Date by one year two (2) times only for a period of six (6) months per option, subject to extension upon satisfaction of the following conditions: terms and conditions for each extension: (i) the delivery by Borrower of a written notice to Administrative Agent shall have received written notice of the extension request at least 30 days, but (an “Extension Notice”) on or before a date that is not more than 90 days, one hundred twenty (120) days nor less than one (1) month prior to the then Stated Termination scheduled Maturity Date; , which Extension Notice Administrative Agent shall promptly deliver to the Banks, which Extension Notice shall include a certification dated as of the date of such Extension Notice signed by a duly authorized signatory of Borrower, stating, to the best of the certifying party’s knowledge, (iix) all of the representations and warranties contained in this Agreement and in each of the other Loan Documents shall be true and are true and correct on and as of the date of such Extension Notice (except in all material respects (other than those representations and warranties that are cases where such representation or warranty expressly qualified by a Material Adverse Effect or other materialityrelates to an earlier date, in which case such representations and warranties shall be were true and correct in all respects) as of the date of the effectiveness of such extension (or, if such representation or warranty relates to an earlier date, as of such earlier date, and except for changes in factual circumstances not prohibited under the Loan Documents); , and (iiiy) no Event of Default or has occurred and is continuing; (ii) no Event of Default shall existhave occurred and be continuing on the original Maturity Date (an “Extension Date”), and (iii) Borrower shall pay to Administrative Agent on or would immediately result frombefore such Extension Date a fee equal to (x) for the first extension, such extension 0.0625% of the Stated Termination Total Loan Commitment and (y) for the second extension, 0.075% of the Total Loan Commitment, in each case on such Extension Date; (iv) , which fee shall be distributed by Administrative Agent pro rata to each of the REIT Guarantor and any other Loan Parties shall have ratified their obligations under the Loan Documents to which they are parties pursuant to an agreement in form and substance satisfactory to the Administrative Agent; (v) the payment to the Administrative Agent for the ratable benefit of the Lenders Banks based on each Bank’s Pro Rata Share. Borrower’s delivery of an extension fee of 0.25% of the Aggregate Revolving Commitment Amount at the time of such extension; (vi) the Borrower shall have paid all of Administrative Agent’s expenses incurred in respect of the extension, including reasonable attorneys’ fees; and (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth in the preceding clauses (i) through (vi) has been satisfied and that the REIT Guarantor and the Borrower are in compliance with all the Financial Covenants both immediately before and immediately after giving effect to such extension. (b) On the date of the satisfaction of the conditions set forth in Section 2.5(a) (so long as such date is prior to the Revolving Loan Commitment Termination Date), the Stated Termination Date Extension Notice shall be extended by one calendar yearirrevocable.

Appears in 1 contract

Sources: Revolving Credit Agreement (Vornado Realty Lp)

Extension Option. (a) The Borrower shall have two options (each may, by delivery of an Extension Option”) Notice at least 30 days but not more than 60 days prior to the Initial Maturity Date, request the Agent to extend the Stated Termination Final Maturity Date by one year per optionto 30 September 2010 for all or part of the Loans (being in a minimum aggregate amount of €100,000,000 or its equivalent in other currencies) whereupon, subject to satisfaction clause 7.2(b), the Final Maturity Date shall be so extended in respect of those Loans. (b) No extension of the following conditionsFinal Maturity Date pursuant to paragraph (a) shall occur if: (i) on or before the Administrative Initial Maturity Date, the Borrower has not paid the Conversion Fee to the Agent shall have received written notice on behalf of the extension request at least 30 days, but not more than 90 days, prior to the then Stated Termination Date;Lenders; or (ii) all of the representations and warranties in the Loan Documents shall be true and true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) as of any Default is outstanding on the date of the effectiveness of such extension (Extension Notice or on the Initial Maturity Date; or, if such representation or warranty relates to an earlier date, as of such earlier date); (iii) no Default or Event of Default shall exist, or would immediately result from, such extension any of the Stated Termination Date; Repeating Representations made or deemed to be made by the Borrower on the Initial Maturity Date are not true in all material respects, provided that the conditions specified in sub-paragraphs (ivii) each of and (iii) may only be waived by a Lender in its absolute discretion provided that if Lenders whose participations in the REIT Guarantor and any other Loan Parties shall have ratified their obligations under the Loan Documents to which they are parties pursuant to an agreement in form and substance satisfactory to the Administrative Agent; (v) the payment to the Administrative Agent for the ratable benefit of the Lenders of an extension fee of 0.25Loans exceed 662/3% of the Aggregate Revolving Commitment Amount at Loans (the time of such extension; (viConsenting Lenders) determine that the conditions shall be waived, the Borrower shall have paid all of Administrative Agent’s expenses incurred in respect of only be required to repay the extension, including reasonable attorneys’ fees; and (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth participations in the preceding clauses (i) through (vi) has been satisfied and Loans of those Lenders that the REIT Guarantor are not Consenting Lenders and the Borrower are in compliance with all the Financial Covenants both immediately before and immediately after giving effect to such extensionCommitments of those Lenders only shall be cancelled. (bc) On For the date avoidance of doubt this Extension Option may be exercised once only by the satisfaction of the conditions set forth in Section 2.5(a) (so long as such date is prior to the Revolving Loan Commitment Termination Date), the Stated Termination Date shall be extended by one calendar yearBorrower.

Appears in 1 contract

Sources: Loan Agreement (Ship Acquisition Inc.)

Extension Option. (a) The Borrower shall have two options one option (each an the “Extension Option”) to extend the Stated maturity of the Revolving Credit Commitments for a period of one (1) year. Subject to the conditions set forth in clause (b) below, Borrower may exercise the Extension Option by delivering written notice (the “Extension Notice”), together with the payment of the Extension Fee for the account of the Lenders (based on their respective Pro Rata Shares), to the Administrative Agent on or before October 1, 2015, but in no event prior to May 1, 2015, stating that Borrower will extend the Revolving Credit Termination Date by for one year per option(1) year. Borrower’s delivery of the Extension Notice shall be irrevocable. In no event shall the Revolving Credit Termination Date occur later than October 30, 2016. (b) The Borrower’s right to exercise the Extension Option shall be subject to satisfaction of the following terms and conditions: : (i) the Administrative Agent shall have received written notice no Potential Event of the extension request at least 30 days, but not more than 90 days, prior to the then Stated Termination Date; (ii) all of the representations and warranties in the Loan Documents shall be true and true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) as of the date of the effectiveness of such extension (or, if such representation or warranty relates to an earlier date, as of such earlier date); (iii) no Default or Event of Default shall exist, or would immediately result from, such extension of have occurred and be continuing either on the Stated Termination Date; (iv) each of date Borrower delivers the REIT Guarantor and any other Loan Parties shall have ratified their obligations under the Loan Documents to which they are parties pursuant to an agreement in form and substance satisfactory Extension Notice to the Administrative Agent; Agent or on the date that this Agreement would otherwise have terminated, (vii) the payment Borrower shall be in full compliance with all covenants and conditions set forth in this Agreement as of the date Borrower delivers the Extension Notice to the Agent and on the date that this Agreement would otherwise have terminated, and (iii) the Borrower shall have paid the Extension Fee to the Administrative Agent for the ratable benefit account of the Lenders of an extension fee of 0.25% of the Aggregate Revolving Commitment Amount at the time of such extension; (vi) the Borrower shall have paid all of Administrative Agent’s expenses incurred in respect of the extension, including reasonable attorneys’ fees; and (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth in the preceding clauses (i) through (vi) has been satisfied and that the REIT Guarantor and the Borrower are in compliance with all the Financial Covenants both immediately before and immediately after giving effect to such extensionbased on their respective Pro Rata Shares). (b) On the date of the satisfaction of the conditions set forth in Section 2.5(a) (so long as such date is prior to the Revolving Loan Commitment Termination Date), the Stated Termination Date shall be extended by one calendar year.

Appears in 1 contract

Sources: Credit Agreement (Simon Property Group L P /De/)

Extension Option. (a) The Borrower may, by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders) not less than 30 days and not more than 90 days prior to any anniversary of the Effective Date (but on not more than two occasions6 during the term of this Agreement), request that the Lenders extend the Termination Date for an additional period of one year. Each Lender shall, by notice to the Borrower and the Administrative Agent given not later than the 20th day after the date of the Administrative Agent’s receipt of the Borrower’s notice, advise the Borrower whether or not it agrees to the requested extension (each Lender agreeing to a requested extension being called a “Consenting Lender”, and each Lender declining to agree to a requested extension being called ea “Declining Lender”). Any Lender that has not so advised the Borrower and the 6 The extensions effected pursuant to the First Amendment , the Second Amendment and the Second AmendmentsThird Amendment do not reduce the number of occasions on which the Borrower may further extend the Termination Date. [[NYCORP:3871949v1:09/28/2018--03:51 PM]][[NYCORP:3871949v5:10/16/2018--11:40 AM]][[NYCORP:3871949v5:10/16/2018--11:40 AM]] Letter of Credit Termination Date and (b) no extension of the Termination Date pursuant to this Section 2.18 shall become effective unless (i) to the extent reasonably requested by the Administrative Agent, the Administrative Agent shall have two options (each an “Extension Option”received documents consistent with those delivered under Section 3.01(b) and/or 3.01(d) as to extend the Stated Termination Date by one year per option, subject to satisfaction corporate power and authority of the following conditions: Borrower to effect such extension and (iii) the Administrative Agent shall have received written notice a certificate executed by a financial officer of the Borrower, dated as of the anniversary of the Effective Date that immediately follows the date on which the Borrower deliversdate of effectiveness of the applicable Termination Date extension request at least 30 daysrequest, but not more than 90 daysstating that (A) as of such date, prior to the then Stated Termination Date; no Default shall have occurred and is continuing and (iiB) all of the representations and warranties of the Borrower contained in the Loan Documents shall be Article 4 are true and true and correct in all material respects on and as of such date (other than those except to the extent any such representations and or warranties that are expressly qualified by a Material Adverse Effect or other materialitylimited to an earlier date, in which case such representations and warranties shall be true and correct in all respects) as of the date of the effectiveness of such extension (or, if such representation or warranty relates to an earlier date, material respects as of such earlier date); (iii) . For the avoidance of doubt, no Default consent, upfront or Event of Default shall exist, or would immediately result from, such similar fees will be required to be paid by the Borrower in connection with any extension of the Stated Termination Date; (iv) each of the REIT Guarantor and any other Loan Parties shall have ratified their obligations under the Loan Documents to which they are parties effected pursuant to an agreement in form and substance satisfactory to this Section 2.18, except as otherwise expressly agreed by the Administrative Agent; (v) the payment to the Administrative Agent for the ratable benefit of the Lenders of an extension fee of 0.25% of the Aggregate Revolving Commitment Amount at the time of such extension; (vi) the Borrower shall have paid all of Administrative Agent’s expenses incurred in respect of the extension, including reasonable attorneys’ fees; and (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth in the preceding clauses (i) through (vi) has been satisfied and that the REIT Guarantor and the Borrower are in compliance with all the Financial Covenants both immediately before and immediately after giving effect to such extensionBorrower. (b) On the date of the satisfaction of the conditions set forth in Section 2.5(a) (so long as such date is prior to the Revolving Loan Commitment Termination Date), the Stated Termination Date shall be extended by one calendar year.

Appears in 1 contract

Sources: Credit Agreement (Marathon Oil Corp)

Extension Option. (a) The Borrower shall have two options one option (each an “Extension Option”the "EXTENSION OPTION") to extend the Stated maturity of the Revolving Credit Commitments for a period of one (1) year. Subject to the conditions set forth in clause (b) below, Borrower may exercise the Extension Option by delivering written notice (the "EXTENSION NOTICE"), together with the payment of the Extension Fee for the account of the Lenders (based 50 on their respective Pro Rata Shares), to the Payment and Disbursement Agent on or before March 1, 2005, stating that Borrower will extend the Revolving Credit Termination Date by for one year per option(1) year. Borrower's delivery of the Extension Notice shall be irrevocable. In no event shall the Revolving Credit Termination Date occur later than April 16, 2006. (b) The Borrower's right to exercise the Extension Option shall be subject to satisfaction of the following terms and conditions: : (i) the Administrative Agent shall have received written notice no Potential Event of the extension request at least 30 days, but not more than 90 days, prior to the then Stated Termination Date; (ii) all of the representations and warranties in the Loan Documents shall be true and true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) as of the date of the effectiveness of such extension (or, if such representation or warranty relates to an earlier date, as of such earlier date); (iii) no Default or Event of Default shall existhave occurred and be continuing either on the date Borrower delivers the Extension Notice to the Payment and Disbursement Agent or on the date that this Agreement would otherwise have terminated, or would immediately result from, such extension (ii) the Borrower shall be in full compliance with all covenants and conditions set forth in this Agreement as of the Stated Termination Date; (iv) each of date Borrower delivers the REIT Guarantor and any other Loan Parties shall have ratified their obligations under the Loan Documents to which they are parties pursuant to an agreement in form and substance satisfactory Extension Notice to the Administrative Agent; Agent and on the date that this Agreement would otherwise have terminated, and (v) the payment to the Administrative Agent for the ratable benefit of the Lenders of an extension fee of 0.25% of the Aggregate Revolving Commitment Amount at the time of such extension; (viiii) the Borrower shall have paid all of Administrative Agent’s expenses incurred in respect the Extension Fee to the Payment and Disbursement Agent for the account of the extension, including reasonable attorneys’ fees; and Lenders (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth in the preceding clauses (i) through (vi) has been satisfied and that the REIT Guarantor and the Borrower are in compliance with all the Financial Covenants both immediately before and immediately after giving effect to such extensionbased on their respective Pro Rata Shares). (b) On the date of the satisfaction of the conditions set forth in Section 2.5(a) (so long as such date is prior to the Revolving Loan Commitment Termination Date), the Stated Termination Date shall be extended by one calendar year.

Appears in 1 contract

Sources: Credit Agreement (Simon Property Group L P /De/)

Extension Option. (a) The Borrower shall have two options (each an “Extension Option”) to may extend the Stated Termination Maturity Date by one year per optiontwo times for a period of six (6) months for each extension (i.e., subject to 12 months in the aggregate) upon satisfaction of the following terms and conditions: : (i) delivery by Borrower of a written notice to Administrative Agent (an “Extension Notice”) on or before a date that is not more than one hundred twenty (120) days nor less than one (1) month prior to the then-scheduled Maturity Date, which Extension Notice Administrative Agent shall have received written notice promptly deliver to the Banks, which Extension Notice shall include a certification dated as of the extension request at least 30 daysdate of such Extension Notice signed by a duly authorized signatory of Borrower, but not more than 90 daysstating, prior to the then Stated Termination Date; best of the certifying party’s knowledge, (iix) all of the representations and warranties contained in this Agreement and in each of the other Loan Documents shall be true and are true and correct on and as of the date of such Extension Notice (except in all material respects (other than those representations and warranties that are cases where such representation or warranty expressly qualified by a Material Adverse Effect or other materialityrelates to an earlier date, in which case such representations and warranties shall be were true and correct in all respects) as of the date of the effectiveness of such extension (or, if such representation or warranty relates to an earlier date, as of such earlier date, and except for changes in factual circumstances not prohibited under the Loan Documents); , and (iiiy) no Event of Default or has occurred and is continuing; (ii) no Event of Default shall existhave occurred and be continuing on the then-scheduled Maturity Date (an “Extension Date”), and (iii) if the then-scheduled Maturity Date is extended, Borrower shall pay to Administrative Agent on or would immediately result from, such before the Extension Date for each extension a fee equal to 0.075% of the Stated Termination Total Loan Commitment on such Extension Date; (iv) , which fee shall be distributed by Administrative Agent pro rata to each of the REIT Guarantor Banks based on each Bank’s Pro Rata Share. Borrower’s delivery of an Extension Notice shall be irrevocable.” (xiii) Section 8.01 of the Credit Agreement is deleted in its entirety and any the following is substituted in place thereof: SECTION 8.01 [Reserved].” (xiv) Paragraph (7) of Section 9.01 of the Credit Agreement is amended by inserting the following at the end of such paragraph (7) immediately after the words “Twenty Million Dollars ($20,000,000)”: “and such event or condition is unremedied, or such tax, penalty or other Loan Parties shall have ratified their obligations under liability is not reserved against or the Loan Documents payment thereof otherwise secured to which they are parties pursuant to an agreement in form and substance satisfactory to the reasonable satisfaction of the Administrative Agent, for a period of forty-five (45) consecutive days after notice from the Administrative Agent; (vxv) Section 12.02 of the payment Credit Agreement is amended by restating clause (7) of the proviso to the Administrative Agent for the ratable benefit of the Lenders of an extension fee of 0.25% of the Aggregate Revolving Commitment Amount at the time of such extension; (vi) the Borrower shall have paid all of Administrative Agent’s expenses incurred in respect of the extension, including reasonable attorneys’ fees; and (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth in the preceding clauses (i) through (vi) has been satisfied and that the REIT Guarantor and the Borrower are in compliance with all the Financial Covenants both immediately before and immediately after giving effect first sentence thereof to such extension. (b) On the date of the satisfaction of the conditions set forth in Section 2.5(a) (so long read as such date is prior to the Revolving Loan Commitment Termination Date), the Stated Termination Date shall be extended by one calendar year.follows:

Appears in 1 contract

Sources: Revolving Credit Agreement (Vornado Realty Trust)

Extension Option. (a) The Borrower shall have two options (each each, an “Extension Option”) to extend the Stated maturity of the Revolving Credit Commitments for a period of six (6) months. Subject to the conditions set forth in clause (b) below, Borrower may exercise the Extension Option by delivering written notice (the “Extension Notice”), to the Administrative Agent on or before May 30, 2016, but in no event prior to December 30, 2015, in the case of the first extension, and on or before November 30, 2016, but in no event prior to June 30, 2016, in the case of the second extension, stating that Borrower will extend the Revolving Credit Termination Date by one year per optionfor six (6) months. Borrower’s delivery of the Extension Notice shall be irrevocable. In no event shall the Revolving Credit Termination Date occur later than June 30, 2017. (b) The Borrower’s right to exercise an Extension Option shall be subject to satisfaction of the following terms and conditions: : (i) the Administrative Agent shall have received written notice no Potential Event of the extension request at least 30 days, but not more than 90 days, prior to the then Stated Termination Date; (ii) all of the representations and warranties in the Loan Documents shall be true and true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) as of the date of the effectiveness of such extension (or, if such representation or warranty relates to an earlier date, as of such earlier date); (iii) no Default or Event of Default shall exist, or would immediately result from, such extension of have occurred and be continuing either on the Stated Termination Date; (iv) each of date Borrower delivers the REIT Guarantor and any other Loan Parties shall have ratified their obligations under the Loan Documents to which they are parties pursuant to an agreement in form and substance satisfactory Extension Notice to the Administrative Agent; Agent or on the date that this Agreement would otherwise have terminated, (vii) the payment Borrower shall be in full compliance with all covenants and conditions set forth in this Agreement as of the date Borrower delivers the Extension Notice to the Agent and on the date that this Agreement would otherwise have terminated, (iii) the Borrower shall have paid the Extension Fee to the Administrative Agent for the ratable benefit account of the Lenders of an extension fee of 0.25% (based on their respective Pro Rata Shares) on the date that this Agreement would otherwise have terminated, and, in the case of the Aggregate Revolving Commitment Amount at the time of such extension; (vi) second Extension Option, the Borrower previously shall have paid all of Administrative Agent’s expenses incurred in respect of exercised the extension, including reasonable attorneys’ fees; and (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth in the preceding clauses (i) through (vi) has been satisfied and that the REIT Guarantor and the Borrower are in compliance with all the Financial Covenants both immediately before and immediately after giving effect to such extensionfirst Extension Option. (b) On the date of the satisfaction of the conditions set forth in Section 2.5(a) (so long as such date is prior to the Revolving Loan Commitment Termination Date), the Stated Termination Date shall be extended by one calendar year.

Appears in 1 contract

Sources: Credit Agreement (Simon Property Group L P /De/)

Extension Option. (a) The Borrower shall have two options the right, at its option, to extend the Term until (i) January 9, 2024 (the “First Extended Maturity Date”) and (ii) January 9, 2025 (the “Second Extended Maturity Date”) (and the period of time during each such extension period being referred to herein as an “Extension OptionPeriod”) by giving notice of such extension to Lender at least thirty (30) days but no more than ninety (90) days prior to the then scheduled Stated Maturity Date. Upon receipt of such request to extend the Term until the First Extended Maturity Date or the Second Extended Maturity Date, as the case may be, Lender will promptly confirm to Borrower in writing whether or not the Stated Termination Maturity Date by one year per optionwill be so extended, subject to which extension will be granted upon the satisfaction of the following conditions: : (i) the Administrative Agent shall have received written notice of the extension request at least 30 days, but not more than 90 days, prior to the then Stated Termination Date; (ii) all of the representations and warranties in the Loan Documents shall be true and true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) as of the date of the effectiveness of such extension (or, if such representation or warranty relates to an earlier date, as of such earlier date); (iiia) no Default or Event of Default shall exist, or would immediately result from, such extension of the Stated Termination Date; (iv) each of the REIT Guarantor and any other Loan Parties shall have ratified their obligations under the Loan Documents to which they are parties pursuant to an agreement in form and substance satisfactory to the Administrative Agent; (v) the payment to the Administrative Agent for the ratable benefit of the Lenders of an extension fee of 0.25% of the Aggregate Revolving Commitment Amount be continuing at the time of such extension; request is made or on the then scheduled Stated Maturity Date; (vib) Borrower delivers to Lender an Officer’s Certificate confirming the Borrower shall have paid all of Administrative Agent’s expenses incurred in respect accuracy of the extensioninformation contained in clause (a) above, including reasonable attorneys’ fees; and (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower and certifying that each of the conditions set forth representations and warranties of Borrower contained in the preceding clauses (i) through (vi) has been satisfied Loan Documents is true, complete and that the REIT Guarantor and the Borrower are correct in compliance with all the Financial Covenants both immediately before and immediately after giving effect to such extension. (b) On material respects as of the date of such Officer’s Certificate to the satisfaction extent such representations and warranties are not matters which by their nature can no longer be true and correct as a result of the conditions set forth in Section 2.5(a) passage of time; (so long as such date is prior to the Revolving Loan Commitment Termination Date), the Stated Termination Date shall be extended by one calendar year.

Appears in 1 contract

Sources: Loan Agreement (Strategic Realty Trust, Inc.)

Extension Option. (a) The Borrower shall have two options (each an “Extension Option”) to may extend the Stated Termination Maturity Date by one time only for a period of one (1) year per option, subject to upon satisfaction of the following terms and conditions: : (i) delivery by Borrower of a written notice to Administrative Agent (the “Extension Notice”) on or before a date that is not more than one hundred twenty (120) days nor less than one (1) month prior to the Maturity Date, which Extension Notice Administrative Agent shall have received written notice of the extension request at least 30 days, but not more than 90 days, prior promptly deliver to the then Stated Termination Date; (ii) all of the representations and warranties in the Loan Documents Banks, which Extension Notice shall be true and true and correct in all material respects (other than those representations and warranties that are expressly qualified by include a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) certification dated as of the date of the effectiveness Extension Notice signed by a duly authorized signatory of such extension Borrower, stating, to the best of the certifying party’s knowledge, (or, if x) all representations and warranties contained in this Agreement and in each of the other Loan Documents are true and correct on and as of the date of the Extension Notice (except in those cases where such representation or warranty expressly relates to an earlier datedate and except for changes in factual circumstances not prohibited under the Loan Documents), as of such earlier date); and (iiiy) no Event of Default or has occurred and is continuing; (ii) no Event of Default shall existhave occurred and be continuing on the original Maturity Date (the “Extension Date”), and (iii) Borrower shall pay to Administrative Agent on or would immediately result from, such extension before the Extension Date a fee equal to 0.20% of the Stated Termination Total Loan Commitment on the Extension Date; (iv) , which fee shall be distributed by Administrative Agent pro rata to each of the REIT Guarantor and any other Loan Parties shall have ratified their obligations under the Loan Documents to which they are parties pursuant to an agreement in form and substance satisfactory to the Administrative Agent; (v) the payment to the Administrative Agent for the ratable benefit Banks based on each Bank’s Pro Rata Share. Borrower’s delivery of the Lenders of an extension fee of 0.25% of the Aggregate Revolving Commitment Amount at the time of such extension; (vi) the Borrower shall have paid all of Administrative Agent’s expenses incurred in respect of the extension, including reasonable attorneys’ fees; and (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth in the preceding clauses (i) through (vi) has been satisfied and that the REIT Guarantor and the Borrower are in compliance with all the Financial Covenants both immediately before and immediately after giving effect to such extension. (b) On the date of the satisfaction of the conditions set forth in Section 2.5(a) (so long as such date is prior to the Revolving Loan Commitment Termination Date), the Stated Termination Date Extension Notice shall be extended by one calendar yearirrevocable.

Appears in 1 contract

Sources: Revolving Credit Agreement (Vornado Realty Lp)

Extension Option. (a) The Credit Loan shall expire on the Maturity Date. Notwithstanding the foregoing, Borrower shall have two options the option to extend the Credit Loan for one (each an 1) additional period of one (1) year (the “Extension Option”), but only if (a) no default exists under this Agreement, the Note, the Mortgage or the Other Security Documents at the time the Extension Notice (as hereinafter defined) is given, and on the Maturity Date, (b) in order to elect the Extension Option, Borrower so elects by written notice (the “Extension Notice”) to the Bank delivered in accordance with the requirements of this Agreement not later than thirty (30) nor earlier than ninety (90) days prior to the Maturity Date, (c) Borrower shall execute all documents the Bank determines are reasonably necessary to extend the Stated Termination Date by one year per optionCredit Loan, subject (d) Borrower shall obtain and deliver to satisfaction the Bank, all at the sole cost and expense of Borrower, an updated title report for the Property, together with a “date down” title insurance endorsement insuring the security interest of the following conditions: Mortgage as a first lien on the Property, (ie) there shall be no material adverse change in the Administrative Agent Property or the financial or other condition of Borrower, in each instance determined by the Bank in its sole discretion, and (f) Borrower shall have received written notice of the extension request at least 30 dayspay all costs and expenses incurred in connection with such extension, including, but not more than 90 dayslimited to, prior to the then Stated Termination Date; (ii) all of the representations Bank’s attorneys’ fees and warranties in the Loan Documents shall be true disbursements, title charges and true recording fees, and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) as of the date of the effectiveness of such extension (or, if such representation or warranty relates to an earlier date, as of such earlier date); (iii) no Default or Event of Default shall exist, or would immediately result from, such extension of the Stated Termination Date; (iv) each of the REIT Guarantor and any other Loan Parties shall have ratified their obligations under the Loan Documents to which they are parties pursuant to an agreement in form and substance satisfactory to the Administrative Agent; (v) the payment to the Administrative Agent for the ratable benefit of the Lenders of an extension fee of 0.25% equal to $62,500.00, payable simultaneously with the delivery of the Aggregate Revolving Commitment Amount at the time of such extension; (vi) the Borrower shall have paid all of Administrative Agent’s expenses incurred in respect of the extension, including reasonable attorneys’ fees; and (vii) the Administrative Agent shall have received a certificate signed by a Responsible Officer of the Borrower certifying that each of the conditions set forth in the preceding clauses (i) through (vi) has been satisfied and that the REIT Guarantor and the Borrower are in compliance with all the Financial Covenants both immediately before and immediately after giving effect to such extensionExtension Notice. (b) On the date of the satisfaction of the conditions set forth in Section 2.5(a) (so long as such date is prior to the Revolving Loan Commitment Termination Date), the Stated Termination Date shall be extended by one calendar year.

Appears in 1 contract

Sources: Revolving Line of Credit Loan Agreement (Griffin Land & Nurseries Inc)