Common use of Conditions to Effectiveness of Extension Clause in Contracts

Conditions to Effectiveness of Extension. The Original Termination Date shall be automatically extended to the Extended Termination Date on the first day (the “Extension Effective Date”) that each of the following conditions is satisfied: (i) no Default or Event of Default shall have occurred and be continuing on the date of receipt of the Extension Request by the Administrative Agent or on the Extension Effective Date after giving effect thereto; (ii) the representations and warranties contained in this Agreement are true and correct in all material respects on and as of the date of receipt of the Extension Request by the Administrative Agent and as of the Extension Effective Date after giving effect thereto, as though made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date); (iii) the Borrower shall have delivered to the Administrative Agent, prior to delivering the Extension Request, an update of the DIP Budget through [ ], 2010(1) in form and scope reasonably satisfactory to the Instructing Group; (iv) the Borrower shall have filed, prior to delivering the Extension Request, a draft Reorganization Plan and related disclosure statement, in each case in form and substance reasonably satisfactory to the Instructing Group; (v) the most recent Appraisal Report and field examination and audit report delivered by the Borrower to the Administrative Agent are dated no earlier than the date which is two (2) months prior to the Original Termination Date; (vi) the Borrower shall have delivered to the Administrative Agent an updated DIP Forecast in form and substance satisfactory to the Instructing Group which shall include each week beginning on or prior to the Extended Termination Date to the extent that any such week is not included in the most recent DIP Forecast provided to the Administrative Agent; and (vii) the Borrower shall have paid (x) the Extension Fee to the Administrative Agent for the account of each First Out Lender and (y) the Additional Interest to the Administrative Agent for the account of each Last Out Term Lender.

Conditions to Effectiveness of Extension. The Original Termination Date shall be automatically extended to the Extended Termination Date on the first day (the “Extension Effective Date”) that each of the following conditions is satisfied: (i) no Default or Event of Default shall have occurred and be continuing on the date of receipt of the Extension Request by the Administrative Agent or on the Extension Effective Date after giving effect thereto; (ii) the representations and warranties contained in this Agreement are true and correct in all material respects on and as of the date of receipt of the Extension Request by the Administrative Agent and as of the Extension Effective Date after giving effect thereto, as though made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date); (iii) the Borrower shall have delivered to the Administrative Agent, prior to delivering the Extension Request, an update of the DIP Budget through [ ]October 9, 2010(1) 2010 in form and scope reasonably satisfactory to the Instructing Group; (iv) the Borrower shall have filed, prior to delivering the Extension Request, a draft Reorganization Plan and related disclosure statement, in each case in form and substance reasonably satisfactory to the Instructing Group; (v) the most recent Appraisal Report and field examination and audit report delivered by the Borrower to the Administrative Agent are dated no earlier than the date which is two (2) months prior to the Original Termination Date; (vi) the Borrower shall have delivered to the Administrative Agent an updated DIP Forecast in form and substance satisfactory to the Instructing Group which shall include each week beginning on or prior to the Extended Termination Date to the extent that any such week is not included in the most recent DIP Forecast provided to the Administrative Agent; and (vii) the Borrower shall have paid (x) the Extension Fee to the Administrative Agent for the account of each First Out Lender and (y) the Additional Interest to the Administrative Agent for the account of each Last Out Term Lender.

Conditions to Effectiveness of Extension. The Original Termination Date shall be automatically extended Subject to the Extended Termination Date on the first day (the “Extension Effective Date”) that each provisions of the following conditions is satisfiedforegoing clause (a), the extension of the Maturity Date pursuant to this Section shall not be effective with respect to any Lender unless: (i) no Default or Event of Default shall have has occurred and be is continuing on the date of receipt of the Extension Request by the Administrative Agent or on the Extension Effective Date after giving effect theretoDate; (ii) the representations and warranties contained in this Agreement are Article V and the other Credit Documents shall (A) with respect to representations and warranties that contain a materiality qualification, be true and correct and (B) with respect to representations and warranties that do not contain a materiality qualification, be true and correct in all material respects respects, in each case on and as of the date of receipt of the Extension Request by the Administrative Agent and as of the Extension Effective Date after giving effect thereto, as though if made on and as of such date (or, if except for any such representation or warranty is expressly stated to have been made as of a specific an earlier date, which representation and warranty shall remain true and correct as of such specific earlier date), and except that for purposes of this Section 2.15, the representations and warranties contained in Section 5.01 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b) of Section 6.01; (iii) the Borrower Administrative Agent shall have received (for distribution to the Lenders) and reviewed new appraisals for the Borrowing Base Assets, completed at the Borrowers’ expense and by an appraiser selected by the Administrative Agent and reasonably acceptable to the Borrowers (it being understood and agreed that, in the event the Outstanding Amount exceeds the Aggregate Collateral Value Amount as determined by such new appraisals, the Borrowers shall prepay the Loans in an amount equal to or greater than such excess in accordance with Section 2.04(b)); (iv) the Borrowers shall pay to the Lenders on the Extension Effective Date a fee (to be shared among the Lenders based upon their pro rata share of the Aggregate Commitments) equal to the product of (i) 0.25% multiplied by (ii) the then Aggregate Commitments; (v) if not previously authorized by resolutions satisfactory to the Administrative Agent, the Borrowers shall have delivered to the Administrative AgentAgent true, prior to delivering the Extension Request, an update correct and complete copies of the DIP Budget through [ ], 2010(1) in form and scope reasonably satisfactory to the Instructing Group; (iv) the duly adopted resolutions of each Borrower shall have filed, prior to delivering the Extension Request, a draft Reorganization Plan and related disclosure statement, in authorizing each case in form and substance reasonably satisfactory to the Instructing Group; (v) the most recent Appraisal Report and field examination and audit report delivered by the respective Borrower to extend the Administrative Agent are dated no earlier than the date which is two (2) months prior to the Original Termination Maturity Date; (vi) the Borrower Administrative Agent shall have delivered to received a pro forma Borrowing Base Certificate calculated as of the Administrative Agent an updated DIP Forecast in form and substance satisfactory to the Instructing Group which shall include each week beginning on or prior to the Extended Termination Date to the extent that any such week is not included in the most recent DIP Forecast provided to the Administrative AgentExtension Effective Date; and (vii) the Borrower Borrowers shall have paid (x) Administrative Agent’s reasonable costs and expenses in connection with the Extension Fee to requested extension of the Administrative Agent for the account of each First Out Lender and (y) the Additional Interest to the Administrative Agent for the account of each Last Out Term LenderMaturity Date.