Common use of Extension Option Clause in Contracts

Extension Option. The Borrower may request that the Commitments be extended for additional one year periods by providing not less than 30 days’ written notice (the date of such notice, a “Notice Date”) to the Administrative Agent prior to any anniversary of the Closing Date. If a Lender agrees, in its individual and sole discretion, to extend its Commitment (such Lender, an “Extending Lender”), it will notify the Administrative Agent, in writing, of its decision to do so no later than 20 days after the applicable Notice Date. The Administrative Agent will notify the Borrower, in writing, of the Lenders’ decisions no later than 25 days after such Notice Date. The Extending Lenders’ Commitments will be extended for an additional year from the Termination Date (the “Extended Termination Date”) or the Extended Termination Date (the “Second Extended Termination Date”); provided that (i) more than 50% of the Commitments is extended or otherwise committed to by Extending Lenders and any new Lenders and (ii) on the date of any request by the Borrower to extend the Commitments, the applicable conditions set forth in Section 5.2 shall be satisfied. No Lender shall be required to consent to any such extension request and any Lender that declines or does not respond to the Borrower’s request for commitment renewal (a “Declining Lender”) will have its Commitment terminated on the then existing Termination Date (without regard to any renewals by other Lenders). The Borrower will have the right to accept commitments from Eligible Assignees in an amount equal to the amount of the Commitments of any Declining Lenders; provided that the Extending Lenders will have the right to increase their Commitments up to the amount of the Declining Lenders’ Commitments before the Borrower will be permitted to substitute any Eligible Assignees for the Declining Lenders. The Borrower may only extend the Termination Date twice during the term of this Agreement pursuant to this Section 2.7.

Extension Option. The Borrower At any time not earlier than 60 days prior to, nor later than 30 days prior to, the Termination Date then in effect (the “Anniversary Date”), the Borrowers may request that the Commitments be extended for additional one year periods by providing not less than 30 days’ written notice (Lender extend the Anniversary Date to the date of such notice, a “Notice Date”) to which is 364 days from the Administrative Agent prior to any anniversary of the Closing Anniversary Date. If a The Lender agrees, in its individual and sole discretion, shall respond to extend its Commitment (such Lender, an “Extending Lender”), it will notify the Administrative Agent, in writing, of its decision to do so request no later than 20 10 days after prior to the applicable Notice Anniversary Date and failure by the Lender to respond by such date shall indicate its unwillingness to agree to such requested extension. At any time more than 60 days before such Anniversary Date, the Lender may propose, by written notice to the Borrowers, an extension of this Agreement to such later date on such terms and conditions as the Lender may then require. The Administrative Agent will If the extension of this Agreement to such later date is acceptable to the Borrowers on the terms and conditions proposed by the Lender, the Borrower shall notify the Borrower, in writing, Lender of the Lenders’ decisions their acceptance of such terms and conditions no later than 25 days after the Anniversary Date, and such Notice Date. The Extending Lenders’ Commitments later date will be extended for an additional year from become the Termination Date (hereunder and this Agreement shall otherwise be amended in a manner mutually agreed among the “Extended Termination Date”) or Borrowers and the Extended Termination Date (Lenders and as described in the “Second Extended Termination Date”); provided that Lender’s notice proposing the extension of this Agreement upon the Lender’s receipt of (i) more than 50% of an amendment to this Agreement signed by the Commitments is extended or otherwise committed to by Extending Lenders Borrowers and any new Lenders and the Lender, (ii) on the date resolutions of any request by the Borrower to extend the Commitmentseach Borrower’s Board of Directors (or other governing body) authorizing such extension, the applicable conditions set forth in Section 5.2 shall be satisfied. No Lender shall be required to consent to any such extension request and any Lender that declines or does not respond (iii) an opinion of counsel to the Borrower’s request for commitment renewal (a “Declining Lender”Foreign Borrower(s) will have its Commitment terminated on the then existing Termination Date (without regard to any renewals by other Lenders). The Borrower will have the right to accept commitments from Eligible Assignees equivalent in an amount equal form and substance reasonably acceptable to the amount of the Commitments of any Declining Lenders; provided that the Extending Lenders will have the right to increase their Commitments up to the amount of the Declining Lenders’ Commitments before the Borrower will be permitted to substitute any Eligible Assignees for the Declining Lenders. The Borrower may only extend the Termination Date twice during the term of this Agreement pursuant to this Section 2.7Lender.

Extension Option. (a) The Borrower Company may by notice to the Facility Agent (the Initial Extension Request) not more than 90 days and not less than 60 days before the first anniversary of the date of this Agreement (the First Anniversary), request that the Commitments Final Maturity Date be extended for additional one year periods a further period of 364 days. (b) The Company may by providing notice to the Facility Agent (the Second Extension Request) not more than 90 days and not less than 30 days’ written notice (60 days before the second anniversary of the date of such noticethis Agreement (the Second Anniversary), a “Notice Date”) to request that the Administrative Agent prior to any Final Maturity Date be the third anniversary of the Closing Date. If a date of this Agreement plus 728 days. (c) The Facility Agent must promptly notify the Lenders of any Initial Extension Request or Second Extension Request (an Extension Request). (d) Each Lender agreesmay, in its individual and sole discretion, agree to any Extension Request. Each Lender that agrees to an Extension Request by the date falling 15 days before, the relevant anniversary of the date of this Agreement, will extend its Commitment for a further period of 364 days or 728 days, as applicable, from the then current Final Maturity Date and the Final Maturity Date with respect to the Commitment of that Lender will be, subject to paragraph (such Lendere) below, extended accordingly with effect from the then current Final Maturity Date. (e) Notwithstanding paragraph (d) above, the Final Maturity Date will not be extended unless the Extension Majority Lenders have agreed to the Extension Request. (f) If any Lender fails to reply to an “Extending Lender”)Extension Request on or before the date falling 15 days before the relevant anniversary of the date of this Agreement, it will be deemed to have refused that Extension Request and its Commitment will not be extended. (g) Each Extension Request is irrevocable. (h) Subject to Paragraph (e) above, if one or more (but not all) of the Lenders agree to an Extension Request, then the Facility Agent must notify the Administrative AgentCompany and the Lenders which have agreed to the extension, identifying in writing, of its decision that notification which Lenders have not agreed to do so no later than 20 days after the applicable Notice Date. The Administrative Agent will notify the Borrower, in writing, of the Lenders’ decisions no later than 25 days after such Notice Date. The Extending Lenders’ Commitments will be extended for an additional year from the Termination Date (the “Extended Termination Date”) or the Extended Termination Date (the “Second Extended Termination Date”); provided that Extension Request. (i) more than 50% of Each Borrower must repay each Lender that has not agreed to the Commitments is extended or otherwise committed Extension Request its share in each Loan made to by Extending Lenders and any new Lenders and (ii) it on the date of any request by the Borrower Final Maturity Date which applies to extend the Commitments, the applicable conditions set forth in Section 5.2 shall be satisfied. No Lender shall be required to consent to any such extension request and any Lender that declines or does not respond to the Borrower’s request for commitment renewal (a “Declining Lender”) will have its Commitment terminated on the then existing Termination Date (without regard to any renewals by other Lenders). The Borrower will have the right to accept commitments from Eligible Assignees in an amount equal to the amount of the Commitments of any Declining Lenders; provided that the Extending Lenders will have the right to increase their Commitments up to the amount of the Declining Lenders’ Commitments before the Borrower will be permitted to substitute any Eligible Assignees for the Declining Lenders. The Borrower may only extend the Termination Date twice during the term of this Agreement pursuant to this Section 2.7.

Extension Option. The At any time not earlier than sixty (60) days prior to, nor later than thirty (30) days prior to, the Termination Date then in effect (the “Anniversary Date”), the Borrower may request that the Commitments be extended for additional one year periods by providing not less than 30 days’ written notice (Lender extend the Anniversary Date to the date of such notice, a “Notice Date”) to which is 364 days from the Administrative Agent prior to any anniversary of the Closing Anniversary Date. If a The Lender agrees, in its individual and sole discretion, shall respond to extend its Commitment (such Lender, an “Extending Lender”), it will notify the Administrative Agent, in writing, of its decision to do so request no later than 20 ten (10) days after prior to the applicable Notice Anniversary Date and failure by the Lender to respond by such date shall indicate its unwillingness to agree to such requested extension. At any time more than sixty (60) days before such Anniversary Date. The Administrative Agent will notify , the Lender may propose, by written notice to the Borrower, in writingan extension of this Agreement to such later date on such terms and conditions as the Lender may then require. If the extension of this Agreement to such later date is acceptable to the Borrower on the terms and conditions proposed by the Lender, the Borrower shall notify the Lender of the Lenders’ decisions their acceptance of such terms and conditions no later than 25 days after the Anniversary Date, and such Notice Date. The Extending Lenders’ Commitments later date will be extended for an additional year from become the Termination Date (hereunder and this Agreement shall otherwise be amended in a manner mutually agreed between the “Extended Termination Date”) or Borrower and the Extended Termination Date (Lender and as described in the “Second Extended Termination Date”); provided that Lender’s notice proposing the extension of this Agreement upon the Lender’s receipt of (i) more than 50% of an amendment to this Agreement signed by the Commitments is extended or otherwise committed to by Extending Lenders Borrower and any new Lenders the Lender, and (ii) on the date resolutions of any request by the Borrower to extend the Commitments, the applicable conditions set forth in Section 5.2 shall be satisfied. No Lender shall be required to consent to any such extension request and any Lender that declines or does not respond to the Borrower’s request for commitment renewal Board of Directors (a “Declining Lender”or other governing body) will have its Commitment terminated on the then existing Termination Date (without regard to any renewals by other Lenders). The Borrower will have the right to accept commitments from Eligible Assignees in an amount equal to the amount of the Commitments of any Declining Lenders; provided that the Extending Lenders will have the right to increase their Commitments up to the amount of the Declining Lenders’ Commitments before the Borrower will be permitted to substitute any Eligible Assignees for the Declining Lenders. The Borrower may only extend the Termination Date twice during the term of this Agreement pursuant to this Section 2.7authorizing such extension.