Extension of Commitment Termination Date. Exelon may request an extension of the scheduled Commitment Termination Date for any or all Borrowers by submitting a request for an extension to the Administrative Agent (an “Extension Request”) no more than 60 days prior to the scheduled Commitment Termination Date then in effect. The Extension Request must specify the new scheduled Commitment Termination Date requested by Exelon and the date (which must be at least 30 days after the Extension Request is delivered to the Administrative Agent) as of which the Lenders must respond to the Extension Request (the “Response Date”). The new scheduled Commitment Termination Date shall be 364 days after the scheduled Commitment Termination Date in effect at the time an Extension Request is received, including the scheduled Commitment Termination Date as one of the days in the calculation of the days elapsed. Promptly upon receipt of an Extension Request, the Administrative Agent shall notify each Lender of the contents thereof and shall request each Lender to approve such Extension Request, which approval shall be at the sole discretion of each Lender. Each Lender approving such Extension Request shall deliver its written consent no later than the Response Date. If the written consent of each of the Lenders (excluding any Person which ceases to be a Lender pursuant to Section 8.07(g)(iii)) is received by the Administrative Agent, the new scheduled Commitment Termination Date specified in the Extension Request shall become effective on the existing scheduled Commitment Termination Date and the Administrative Agent shall promptly notify each Borrower and each Lender of the new scheduled Commitment Termination Date. If all Lenders (including any Person which becomes a Lender pursuant to Section 8.07(g)) do not consent to an Extension Request, the scheduled Commitment Termination Date shall not be extended pursuant to such Extension Request.
Extension of Commitment Termination Date. The Borrower may, no more frequently than once each year by delivering written notice to the Managing Agents (with a copy to the Program Agent), request the Lenders to extend the Commitment Termination Date for an additional 364 days past the then applicable Commitment Termination Date, with such extension to become effective with respect to any Lender Group, as of the date one or more Committed Lenders having Commitments equal to 100% of such Lender Group’s Lender Group Limit shall in their sole discretion consent to such extension (the Lenders in such a Lender Group, “Extending Lenders”). Any such request shall be subject to the following conditions: (i) at no time will any Commitment have a term of more than 364 days and, if any such request would result in a term of more than 364 days, such request shall be deemed to have been made for such number of days so that, after giving effect to such extension on the date requested, such term will not exceed 364 days, (ii) none of the Lenders will have any obligation to extend any Commitment, (iii) any such extension of the Commitment Termination Date will be effective only upon the written agreement of at least one Committed Lender and the Borrower and (iv) any request for such extension shall be made at least sixty (60) days prior to the then current Commitment Termination Date. The Managing Agent for each applicable Committed Lender will respond to any such request within thirty (30) days (with a copy to the Paying Agent) but in any event no earlier than thirty (30) days prior to the then current Commitment Termination Date, provided that any Managing Agent’s failure to respond within such period shall be deemed to be a rejection of the requested extension.
Extension of Commitment Termination Date. (a) The Borrower may, by notice to the Administrative Agent (which shall promptly notify the Banks) not earlier than 45 days prior to any anniversary of November 28, 2022 (each, an “Anniversary Date”) but no later than 30 days prior to any such Anniversary Date, request that each Bank extend such Bank’s Commitment Termination Date for an additional one year after the Commitment Termination Date then in effect for such Bank hereunder (the “Existing Commitment Termination Date”); provided, however, the Borrower may request no more than two extensions pursuant to this Section.
(b) In the event it receives a notice from the Administrative Agent pursuant to Section 2.22(a), each Bank, acting in its sole and individual discretion, shall, by notice to the Administrative Agent given not earlier than 30 days prior to the applicable Anniversary Date and not later than the date (the “Bank Extension Notice Date”) that is 20 days prior to the applicable Anniversary Date, advise the Administrative Agent whether or not such Bank agrees to such extension (and each Bank that determines not to so extend its Existing Commitment Termination Date (a “Non-Extending Bank”) shall notify the Administrative Agent of such fact promptly after such determination (but in any event no later than the Bank Extension Notice Date)), and any Bank that does not so advise the Administrative Agent on or before the Bank Extension Notice Date shall be deemed to be a Non-Extending Bank. The election of any Bank to agree to any such extension shall not obligate any other Bank to so agree.
(c) The Administrative Agent shall notify the Borrower of each Bank’s determination (or deemed determination) under this Section no later than the date that is 15 days prior to the applicable Anniversary Date, or, if such date is not a Business Day, on the next preceding Business Day (the “Specified Date”).
(d) The Borrower shall have the right on or before the fifth Business Day after the Specified Date (the “Extension Date”) to replace each Non-Extending Bank (i) with an existing Bank, and/or (ii) by adding as “Banks” under this Agreement in place thereof, one or more Persons (each Bank in clauses (i) and (ii), an “Additional Commitment Bank”), each of which Additional Commitment Banks shall be an Assignee and shall have entered into an agreement in form and substance satisfactory to the Borrower and the Administrative Agent pursuant to which such Additional Commitment Bank shall, effective as of the Extension D...
Extension of Commitment Termination Date. (a) Provided that no Default shall exist, the Parent Borrower may request that the Commitment Termination Date be extended for additional years (but in no event by more than one year per request) by giving written notice thereof (each an "Extension Request") to the Administrative Agent at any time (but in no event more than 120 days but not less than 90 days prior to the then current Commitment Termination Date) and, upon receipt of each such notice, the Administrative Agent shall promptly notify each Lender thereof. Subject to Section 2.11(b), the then current Commitment Termination Date shall not be extended unless and until each Lender, in its sole and absolute discretion, shall have consented in writing to such request, in which event such then current Commitment Termination Date shall be extended to the day which is one year after the then current Commitment Termination Date, provided that if such day is not a Business Day, then such then current Commitment Termination Date shall be extended to the immediately preceding Business Day. Subject to Section 2.11(b), in the event that any Lender shall not have granted its consent to an Extension Request, the then current Commitment Termination Date shall remain in effect. Each Lender shall respond to each Extension Request by no later than the 30th day following the date of the relevant Extension Request (each an "Expiration Date"), provided that each Lender which shall have failed so to respond by such time shall be deemed not to have consented thereto. In the event that any Lender declines to grant an Extension Request, the Administrative Agent shall notify the Parent Borrower of the name of each such Lender.
(b) Notwithstanding any provision of Section 2.11(a) to the contrary, in the event that Lenders having Commitment Amounts equal to or more than 51% of the Aggregate Commitment Amount desire to extend the Commitment Termination Date pursuant to Section 2.11(a) (collectively, the "Continuing Lenders"), the Parent Borrower shall have the right, provided that no Default shall have occurred and be continuing, to replace or remove any Lender that does not desire to extend the Commitment Termination Date (each a "Non-Extending Lender") by giving the Administrative Agent notice, no later than 20 days after the relevant Expiration Date, of its intent to extend the Commitment Termination Date. On or prior to the then current Commitment Termination Date, the Parent Borrower shall, with respect to each Non-Exten...
Extension of Commitment Termination Date. The Borrower may, no more frequently than once every six months by delivering written notice to the Managing Agents (with a copy to the Administrative Agent and the Conduit Lenders), request the Lenders to extend the Commitment Termination Date for an additional number of days past the then applicable Commitment Termination Date, with such extension to become effective with respect to any Lender Group, as of the date one or more Committed Lenders having Commitments equal to 100% of such Lender Group’s Lender Group Limit shall in their sole discretion consent to such extension (the Lenders in such a Lender Group, “Extending Lenders”). Any such request shall be subject to the following conditions: (i) none of the Lenders will have any obligation to extend any Commitment and (ii) any such extension of the Commitment Termination Date will be effective only upon the written agreement of at least one Committed Lender and the Borrower. The Managing Agent for each applicable Committed Lender will respond to any such request within thirty (30) days (with a copy to the Paying Agent), provided, that any Managing Agent’s failure to respond within such period shall be deemed to be a rejection of the requested extension.
Extension of Commitment Termination Date. The Seller may advise the Agent in writing of its desire to extend the Commitment Termination Date for an additional period not exceeding 364 days, provided such request is made not more than 90 days prior to, and not less than 60 days prior to, the then current Commitment Termination Date. The Agent so advised by the Seller shall promptly notify each Financial Institution of any such request and each such Financial Institution shall notify the Agent and the Seller of its decision to accept or decline the request for such extension no later than 30 days prior to the then current Commitment Termination Date (it being understood that each Financial Institution may accept or decline such request in its sole discretion and on such terms as it may elect, and the failure to so notify the Agent and the Seller shall be deemed an election not to extend by such Financial Institution). In the event that at least one Financial Institution agrees to extend the Commitment Termination Date, the Seller Parties, the Agent, the extending Financial Institution(s) and the Agent shall enter into such documents as such extending Financial Institution(s) may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by such Financial Institution(s) and the Agent (including reasonable attorneys' fees) shall be paid by the Seller. In the event that any Financial Institution declines the requests to extend the Commitment Termination Date (each such Financial Institution being referred to herein as a "Non-Renewing Financial Institution"), and the Commitment of such Non-Renewing Financial Institution is not assigned to another Person in accordance with the terms of this Article XII prior to the then current Commitment Termination Date, the Purchase Limit shall be reduced by an amount equal to each such Non-Renewing Financial Institution's Commitment on the then current Commitment Termination Date.
Extension of Commitment Termination Date. Between 60 and 45 days prior to the Commitment Termination Date, the Borrowers may, by notice to the Agent, request that all Banks extend for an additional 364 days the Commitment Termination Date. Such extension so requested shall become effective if (and only if) on or prior to 30 days after such notice, each Bank shall have consented to such extension in writing by notice to the Agent. If a Bank shall not respond to any such request, it shall be deemed to have refused to extend. If any Bank (a "Non-Extending Bank") shall not agree to such extension, but Banks holding at least 80% of the Commitments shall agree to such extension, the Borrowers may request one or more of the other Banks to purchase the Commitment of the Non-Extending Bank or, with the consent of the Agent, the Borrowers may request an Assignee to purchase the Commitment of the Non-Extending Bank. Such purchase shall be subject to the payment to the Non-Extending Bank of all accrued and unpaid interest, principal, fees and other amounts due and owing hereunder. Any such purchase by such other Bank(s) or Assignee shall be subject to the terms of Section 9.7, except that the assignment fee contemplated by Section 9.7(b) shall not be payable. The respective obligations of the Borrowers to any Non-Extending Bank under Sections 2.9, 3.1, 3.3, 3.4, 9.4 and 9.5, and the obligations of such Non-Extending Bank under Sections 8.7 and 9.8, shall in each case survive and continue in full force and effect after the date on which such Non-Extending Bank shall cease to be a Bank hereunder.
Extension of Commitment Termination Date. Prior to the two year anniversary of the Closing Date, Initial Borrower may extend the Commitment Termination Date to a date that is not later than twelve (12) months after the then-effective Commitment Termination Date, no more than one time, upon: (a) delivery of a Facility Extension Request in the form attached hereto as Exhibit M (the “Facility Extension Request”) to Administrative Agent; (b) payment to Administrative Agent for the benefit of the Lenders of a facility extension fee equal to twenty basis points (0.20%) on the then-existing Committed Amount (i.e., 0.20% times the Committed Amount); and (c) payment by Borrower of all fees and expenses to Administrative Agent and the Lenders to the extent then due. Such extension shall be evidenced by delivery of written confirmation of the same by Administrative Agent to Initial Borrower; provided, that:
(i) no Default or Event of Default shall have occurred and be continuing; and
(ii) the representations and warranties contained in this Credit Agreement shall be true and correct on and as of the Facility Extension Request as if made on and as of such date (or, if any such representation and warranty is expressly stated to have been made as of a specific date, such representations and warranties shall be true and correct as of such specific date).
Extension of Commitment Termination Date. (a) So long as no Event of Default has occurred and is continuing, the Borrower may request, in a notice given as herein provided and substantially in the form attached hereto as Exhibit E or in such other form as shall be acceptable to the Administrative Agent (the “
Extension of Commitment Termination Date. Seller may advise the Program Agent and each Managing Agent in writing of its desire to extend the Commitment Termination Date for an additional period not exceeding 364 days, provided such request is made not more than 90 days prior to, and not less than 60 days prior to, the then current Commitment Termination Date. Each Managing Agent shall promptly notify each Investor in its related Investor Group of any such request and each such Investor shall notify its related Managing Agent, the Program Agent and Seller of its decision to accept or decline the request for such extension no later than 30 days prior to the then current Commitment Termination Date (it being understood that each Investor may accept or decline such request in its sole discretion and on such terms as it may elect, and the failure to so notify its Managing Agent, the Program Agent and Seller shall be deemed an election not to extend by such Investor). In the event that all Committed Investors (each with the consent of the related Conduit Investor) agree to extend the Commitment Termination Date, the Seller Parties, the Program Agent, the Investors and the applicable Managing Agent or Managing Agents shall enter into such documents as such Investors may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by such Investors, the Managing Agents and the Program Agent (including reasonable attorneys’ fees) shall be paid by Seller.
