Extension of Commitments. The Commitments may be extended in the manner and amount set forth in this subsection (b), for a period of 364 days measured from the Termination Date then in effect. If the Company wishes to request an extension of each Bank's Commitment, it shall give notice to that effect to the Agent not less than 45 days and not more than 60 days prior to the Termination Date then in effect, whereupon the Agent shall promptly notify each of the Banks of such request. Each Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to the Agent. If any Bank shall not have responded affirmatively within such 30-day period, such Bank shall be deemed to have rejected the Company's proposal to extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt by the Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the Borrower, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior to the Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declines.
Appears in 8 contracts
Samples: Credit Agreement (Us West Inc), Credit Agreement (Us West Inc), Credit Agreement (U S West Inc /De/)
Extension of Commitments. The Commitments (i) Each Lender’s Commitment may be extended extended, if at the time no Event of Default has occurred and is continuing, in the manner and amount set forth in this subsection (bc), on a single occasion on any anniversary of the date hereof (the “Extension Date”) for a period of 364 days measured from one year after the Termination Date then in effectdate on which the Commitment of such Lender would have been terminated. If the Company wishes to request an extension of each Bank's Lender’s Commitment, it shall give notice to that effect to the Administrative Agent not less than 45 days and not more than 60 90 days prior to the Termination Extension Date then in effect, whereupon the Administrative Agent shall promptly notify each of the Banks Lenders of such request. Each Bank Lender will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice request to the Administrative Agent. If any Bank Lender shall not have responded affirmatively within such 30-day period, such Bank Lender shall be deemed to have rejected the Company's ’s proposal to extend its Commitment, and only the Commitments of those Banks Lenders which have responded affirmatively shall be extended, subject to receipt by the Administrative Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H I hereto (the “Extension Agreement”) duly completed and signed by the Borrower, the Company, the Administrative Agent and all of the Banks Lenders which have responded affirmatively. The Administrative Agent shall provide to the Company, no later than 10 days prior to the Termination Extension Date then in effectfor any such request, a list of the Banks Lenders which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior to the Termination Date then in effectExtension Date, and no extension of the Commitments pursuant to this subsection (bc) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and delivered by Lenders having at least 51% of the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected aggregate amount of the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesCommitments.
Appears in 5 contracts
Samples: Credit Agreement (Johnson Controls Inc), Credit Agreement (Johnson Controls Inc), Credit Agreement (Johnson Controls Inc)
Extension of Commitments. The Commitments may be extended in Borrower may, upon notice to the manner and amount set forth in this subsection (b)Administrative Agent not less than 60 days but no more than 90 days prior to any anniversary of the Effective Date, propose to extend the Commitment Termination Dates for a an additional one-year period of 364 days measured from the Commitment Termination Date Dates then in effect. If the Company wishes to request an extension of each Bank's Commitment, it shall give notice to that effect to the Agent not less than 45 days and not more than 60 days prior to the Termination Date then in effect, whereupon the The Administrative Agent shall promptly notify each of the Banks of receipt of such request. Each Bank will use its best efforts shall endeavor to respond to such request, whether affirmatively or negatively, as it may elect negatively (such determination in its discretion, within 30 days the sole discretion of such Bank), by notice to the AgentBorrower and the Administrative Agent within 30 days. If any Bank shall not have responded affirmatively within such 30-day period, such Bank shall be deemed Subject to have rejected the Company's proposal to extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt execution by the Borrower, the Administrative Agent and such Banks of counterparts of an a duly completed Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the BorrowerE, the Company, Commitment Termination Date applicable to the Agent Commitment of each Bank so affirmatively notifying the Borrower and all of the Banks which have responded affirmatively. The Administrative Agent shall provide to be extended for the Company, period specified above; provided that no later than 10 days prior to the Commitment Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement any Bank shall be executed and delivered no later than five days prior extended unless Banks having Commitments in an aggregate amount equal to the Termination Date then at least 51% in effect, and no extension aggregate amount of the Commitments pursuant in effect at the time any such extension is requested shall have elected so to this subsection (b) extend their Commitments. Any Bank which does not give such notice to the Borrower and the Administrative Agent shall be legally binding deemed to have elected not to extend as requested, and the Commitment of each non-extending Bank shall terminate on any party hereto unless and until its Commitment Termination Date determined without giving effect to such Extension Agreement is so executed and deliveredrequested extension. The Company and the Borrower may, in accordance with Section 8.06, designate another bank or other financial institution (which may decline be, but need not be, an extending Bank) to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesreplace a non-extending Bank.
Appears in 3 contracts
Samples: Credit Agreement (Duke Energy CORP), Credit Agreement (Duke Capital LLC), Credit Agreement (Duke Energy CORP)
Extension of Commitments. The Commitments may be extended in On any Anniversary Date but on no more than two separate occasions, the manner and amount set forth in this subsection (b)Borrower may, for a period of 364 days measured from the Termination Date then in effect. If the Company wishes to request an extension of each Bank's Commitment, it shall give notice to that effect to the Agent upon not less than 45 days and not more than 60 days notice prior to such Anniversary Date to the Administrative Agent (which shall notify each Bank of receipt of such request), propose to extend the Termination Date Dates for an additional one-year period measured from the Termination Dates then in effect, whereupon the Agent shall promptly notify each of the Banks of such request. Each Bank will use its best efforts shall endeavor to respond to such request, whether affirmatively or negatively, as it may elect negatively (such determination in its discretion, within 30 days the sole discretion of such Bank), by notice to the AgentBorrower and the Administrative Agent within 15 days of receipt of such request. If any Bank shall not have responded affirmatively within such 30-day period, such Bank shall be deemed Subject to have rejected the Company's proposal to extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt execution by the Borrower, the Administrative Agent and such Banks of counterparts of an a duly completed Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the BorrowerH, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Termination Date then in effect, a list applicable to the Commitment of each Bank so affirmatively notifying the Banks which have responded affirmatively. The Extension Agreement Borrower and the Administrative Agent shall be executed and delivered extended for the period specified above; PROVIDED that no later than five days prior to the Termination Date then of any Bank shall be extended unless Banks having at least 66 2/3% in effect, and no extension aggregate amount of the Commitments pursuant in effect at the time any such extension is requested shall have elected so to this subsection (b) extend their Commitments. Any Bank which does not give such notice to the Borrower and the Administrative Agent shall be legally binding deemed to have elected not to extend as requested, and the Commitment of each non-extending Bank shall terminate on any party hereto unless and until its Termination Date determined without giving effect to such Extension Agreement is so executed and deliveredrequested extension. The Company and the Borrower may, in accordance with Section 8.06, designate another bank or other financial institution (which may decline be, but need not be, an extending Bank) to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesreplace a non-extending Bank.
Appears in 3 contracts
Samples: Credit Agreement (Duke Energy Corp), Credit Agreement (Duke Energy Corp), Credit Agreement (Duke Capital Corp)
Extension of Commitments. The Commitments may be extended in the manner and amount set forth in this subsection (b), for a period of 364 days measured from the Termination Date then in effect. If the Company wishes to request an extension of each Bank's Commitment, it shall give notice to that effect to the Agent not less than 45 days and not more than 60 days prior to the Termination Date then in effect, whereupon the Agent shall promptly notify each of the Banks of such request. Each Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to the Agent, but in any event no earlier than 45 days prior to the Termination Date then in effect. If any Bank shall not have responded affirmatively within such 30-day period, such Bank shall be deemed to have rejected the Company's proposal to extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt by the Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the BorrowerBorrowers, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior to the Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower Borrowers may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declines.
Appears in 3 contracts
Samples: Credit Agreement (Qwest Communications International Inc), Credit Agreement (U S West Communications Inc), Credit Agreement (U S West Inc /De/)
Extension of Commitments. The Commitments Commitment Termination Date may be extended from time to time in the manner and amount set forth in this subsection (bc), in each case for a period of up to 364 days measured from the Termination Date then in effectdate on which Banks having 51% of the Commitments shall have notified the Agent of their agreement so to extend. If the Company Borrower wishes to request an extension of each Bank's Commitmentthe Commitment Termination Date, it shall give written notice to that effect (such notice to state the date to which the Commitment Termination Date then in effect is requested to be extended, subject to the provisions of the preceding sentence) to the Agent not less than 45 days and not 60 nor more than 60 90 days prior to the Commitment Termination Date then in effect, whereupon the Agent shall promptly notify each of the Banks of such requestrequest and send a copy of the Extension Agreement referred to below to each Bank. Each Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to the Agent. If any Bank shall less than all Banks respond affirmatively to such request within 30 days, then the Borrower may request the Banks that do not have responded affirmatively within such 30-day period, such Bank shall be deemed to have rejected the Company's proposal elect to extend its Commitmentthe Commitment Termination Date to assign their Commitments in their entirety, and only no later than 15 days prior to the Commitment Termination Date then in effect, to one or more Assignees pursuant to Section 9.06(c) which Assignees will agree to extend the Commitment Termination Date. If Banks having at least 51% of the Commitments of those Banks which have responded affirmatively shall be extended(including such Assignees and excluding their respective transferor Banks) respond affirmatively, then, subject to receipt by the Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H I hereto duly completed and signed by the Borrower, the Company, the Agent and all of the Banks which have responded affirmativelyparties thereto, the Commitment Termination Date shall be extended for the period specified above. The Agent Commitment of any Bank that elects not to extend the Commitment Termination Date shall provide to terminate on the Company, no later than 10 days Commitment Termination Date in effect immediately prior to the Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior giving effect to the Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesextension.
Appears in 3 contracts
Samples: Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/), Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/), Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)
Extension of Commitments. The Commitments Commitment Termination Date may be extended from time to time in the manner and amount set forth in this subsection (bc), in each case for a period of up to 364 days measured from the Termination Date then date on which the Commitments would otherwise have terminated in effectfull, if the Banks having at least 51% of the Commitments shall have notified the Administrative Agent of their agreement so to extend. If the Company Borrower wishes to request an extension of each Bank's Commitmentthe Commitment Termination Date, it shall give written notice to that effect to the Agent not less than 45 days and not 60 nor more than 60 90 days prior to the Commitment Termination Date then in effect(such notice to state the date to which the Commitment Termination Date is requested to be extended, subject to the provisions of the preceding sentence) to the Administrative Agent whereupon the Administrative Agent shall promptly notify each of the Banks of such requestrequest and send a copy of the Extension Agreement referred to below to each Bank. Each Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to by the Administrative Agent. If ; provided that any Bank shall not have responded affirmatively which fails to respond to such request within 30 days of such 30-day period, such Bank notice shall be deemed to have rejected responded negatively. If less than all Banks respond affirmatively to such request within 30 days, then the Company's proposal Borrower may request each Bank that does not elect to extend the Commitment Termination Date (a "Non-Extending Bank") to assign its CommitmentCommitment (and any outstanding Loans of such Bank related thereto), and only no later than 15 days prior to the Commitment Termination Date then in effect, to one or more Assignees pursuant to Section 9.06(c), which Assignees will agree to extend the Commitment Termination Date. If the Banks having at least 51% of the Commitments of those Banks which have responded affirmatively shall be extended(including such Assignees and excluding their respective transferor Banks) respond affirmatively, then, subject to receipt by the Administrative Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by all the Borrowerparties thereto, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Commitment Termination Date then in effect, a list of shall be extended for the Banks which have responded affirmatively. The period specified above; provided that the Extension Agreement shall be executed and delivered no later earlier than five 20 days prior to the Commitment Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (bc) shall be legally binding on any party hereto hereto, unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declines.
Appears in 2 contracts
Samples: Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/), Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)
Extension of Commitments. (i) The Commitments may be extended extended, if at the time no Potential Event of Default or Event of Default has occurred and is continuing, in the manner and amount set forth in this subsection (bSection 2.01(d), for a period of 364 days one year measured from the Termination Date then in effect. If the Company Borrower wishes to request an extension of each Bank's Lender’s Commitment, it shall give notice to that effect to the Administrative Agent not less than 45 days and not nor more than 60 90 days prior to each anniversary of the date hereof that occurs on or prior to the Termination Date then in effect, whereupon the Administrative Agent shall promptly notify each of the Banks Lenders of such request. Each Bank Lender will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its sole discretion, within 30 days of such notice request to the Administrative Agent, but in any event no earlier than 30 days prior to the Termination Date then in effect. If any Bank Lender shall not have responded affirmatively within such 30-day period, such Bank Lender shall be deemed to have rejected the Company's Borrower’s proposal to extend its Commitment, and only the Commitments of those Banks Lenders which have responded affirmatively shall be extended, subject to receipt by the Administrative Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto (the “Extension Agreement”) duly completed and signed by the Borrower, the Company, the Administrative Agent and all of the Banks Lenders which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior to the Termination Date then in effect, and no No extension of the Commitments pursuant to this subsection (bSection 2.01(d) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and delivered by Lenders having at least 66 2/3% of the Borrower aggregate amount of the Commitments; provided that the Termination Date may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it only be so declinesextended for two one-year periods.
Appears in 2 contracts
Samples: Credit Agreement (Textron Inc), Credit Agreement (Textron Inc)
Extension of Commitments. The Commitments may be extended in the manner and amount set forth in this subsection (b), for a period of 364 days measured from the Termination Date then in effect. If the Company wishes to request an extension of each Bank's Commitment, it shall give notice to that effect to the Agent not less than 45 days and not more than 60 days prior to the Termination Date then in effect, whereupon the Agent shall promptly notify each of the Banks of such request. Each Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to the Agent. If any Bank shall not have responded affirmatively within such 30-day period, such Bank shall be deemed to have rejected the Company's proposal to extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt by the Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the Borrower, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior to the Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declines.
Appears in 2 contracts
Samples: Credit Agreement (U S West Inc /De/), Credit Agreement (U S West Communications Inc)
Extension of Commitments. The Commitments Commitment Termination Date may be extended from time to time in the manner and amount set forth in this subsection (bc), in each case for a period of up to 364 days measured from the Termination Date then date on which the Commitments would otherwise have terminated in effectfull, if the Banks having at least 51% of the Commitments shall have notified the Administrative Agent of their agreement so to extend. If the Company Borrower wishes to request an extension of each Bank's Commitmentthe Commitment Termination Date, it shall give written notice to that effect to the Agent not less than 45 days and not 60 nor more than 60 90 days prior to the Commitment Termination Date then in effect(such notice to state the date to which the Commitment Termination Date is requested to be extended, subject to the provisions of the preceding sentence) to the Administrative Agent whereupon the Administrative Agent shall promptly notify each of the Banks of such requestrequest and send a copy of the Extension Agreement referred to below to each Bank. Each Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to by the Administrative Agent. If , provided that any Bank shall not have responded affirmatively which fails to respond to such request within 30 days of such 30-day period, such Bank notice shall be deemed to have rejected responded negatively. If less than all Banks respond affirmatively to such request within 30 days, then the Company's proposal Borrower may request each Bank that does not elect to extend the Commitment Termination Date (a "Non-Extending Bank") to assign its CommitmentCommitment (and any outstanding Loans of such Bank related thereto), and only no later than 15 days prior to the Commitment Termination Date then in effect, to one or more Assignees pursuant to Section 9.06(c), which Assignees will agree to extend the Commitment Termination Date. If the Banks having at least 51% of the Commitments of those Banks which have responded affirmatively shall be extended(including such Assignees and excluding their respective transferor Banks) respond affirmatively, then, subject to receipt by the Administrative Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by all the Borrowerparties thereto, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Commitment Termination Date then in effectshall be extended for the period specified above, a list of provided that the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later earlier than five 20 days prior to the Commitment Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (bc) shall be legally binding on any party hereto hereto, unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declines.
Appears in 2 contracts
Samples: Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/), Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)
Extension of Commitments. The Commitments may be extended in the manner and amount set forth in this subsection (b)Borrower may, for a period of 364 days measured from the Termination Date then in effect. If the Company wishes to request an extension of each Bank's Commitment, it shall give notice to that effect to the Agent upon not less than 45 days and not more but no earlier than 60 days notice prior to the then current Commitment Termination Date Dates to the Administrative Agent (which shall notify each Bank of receipt of such request), propose to extend the Commitment Termination Dates for an additional one-year period measured from the Commitment Termination Dates then in effect, whereupon the Agent shall promptly notify each of the Banks of such request. Each Bank will use its best efforts shall endeavor to respond to such request, whether affirmatively or negatively, as it may elect negatively (such determination in its discretion, within 30 days the sole discretion of such Bank), by notice to the AgentBorrower and the Administrative Agent not more than 45 days nor less than 28 days prior to such Bank’s Commitment Termination Date. If any Bank shall not have responded affirmatively within such 30-day period, such Bank shall be deemed Subject to have rejected the Company's proposal to extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt execution by the Borrower, the Administrative Agent and such Banks of counterparts of an a duly completed Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the BorrowerE, the Company, Commitment Termination Date applicable to the Agent Commitment of each Bank so affirmatively notifying the Borrower and all of the Banks which have responded affirmatively. The Administrative Agent shall provide to be extended for the Company, period specified above; provided that no later than 10 days prior to the Commitment Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement any Bank shall be executed and delivered no later than five days prior extended unless Banks having Commitments in an aggregate amount equal to at least the Termination Date then greater of (i) 66 2/3% in effect, and no extension aggregate amount of the Commitments pursuant in effect at the time any such extension is requested and (ii) the sum of the aggregate principal amount of the Loans outstanding at such time plus the aggregate amount of the Letter of Credit Liabilities at such time, after giving effect to this subsection (b) any repayment of Loans and/or termination of Letters of Credit on such date, shall have elected so to extend their Commitments. Any Bank which does not give such notice to the Borrower and the Administrative Agent shall be legally binding deemed to have elected not to extend as requested, and the Commitment of each non-extending Bank shall terminate on any party hereto unless and until its Commitment Termination Date determined without giving effect to such Extension Agreement is so executed and deliveredrequested extension. The Company and the Borrower may, in accordance with Section 8.06, designate another bank or other financial institution (which may decline be, but need not be, an extending Bank) to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesreplace a non-extending Bank.
Appears in 2 contracts
Samples: Credit Agreement (Duke Energy Corp), Credit Agreement (Duke Energy Corp)
Extension of Commitments. The Commitments may be extended in Cinergy may, upon notice to the manner and amount set forth in this subsection (b)Administrative Agent not less than 60 days but no more than 90 days prior to any anniversary of the Effective Date, propose to extend the Commitment Termination Dates for a an additional one-year period of 364 days measured from the Commitment Termination Date Dates then in effect. If the Company wishes to request an extension of each Bank's Commitment, it shall give notice to that effect to the Agent not less than 45 days and not more than 60 days prior to the Termination Date then in effect, whereupon the The Administrative Agent shall promptly notify each of the Banks of receipt of such request. Each Bank will use its best efforts shall endeavor to respond to such request, whether affirmatively or negativelynegatively (such determination in the sole discretion of such Bank), as it may elect in its discretion, by notice to Cinergy and the Administrative Agent within 30 days of such notice days. Subject to the Agent. If any Bank shall not have responded affirmatively within such 30-day period, such Bank shall be deemed to have rejected the Company's proposal to extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt execution by the Borrowers, the Administrative Agent and such Banks of counterparts of an a duly completed Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the BorrowerE, the Company, Commitment Termination Date applicable to the Agent Commitment of each Bank so affirmatively notifying Cinergy and all of the Banks which have responded affirmatively. The Administrative Agent shall provide to be extended for the Company, period specified above; provided that no later than 10 days prior to the Commitment Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement any Bank shall be executed and delivered no later than five days prior extended unless Banks having Commitments in an aggregate amount equal to the Termination Date then at least 51% in effect, and no extension aggregate amount of the Commitments pursuant in effect at the time any such extension is requested shall have elected so to this subsection (b) extend their Commitments. Any Bank which does not give such notice to Cinergy and the Administrative Agent shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company deemed to have elected not to extend as requested, and the Borrower may decline to execute and deliver such Extension Agreement if any Commitment of each non-extending Bank has rejected the Company's proposal to extend shall terminate on its Commitment Termination Date determined without giving effect to such requested extension. Cinergy may, in accordance with Section 8.06, designate another bank or has failed other financial institution (which may be, but need not be, an extending Bank) to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesreplace a non-extending Bank.
Appears in 2 contracts
Samples: Credit Agreement (Cincinnati Gas & Electric Co), Credit Agreement (Duke Energy CORP)
Extension of Commitments. The Commitments may be extended in Borrower may, upon not less than 30 days but no earlier than 60 days notice prior to the manner and amount set forth in this subsection then current Termination Date to the Servicing Agent (bwhich shall notify each Bank of receipt of such request), propose to extend the Termination Date for a an additional one-year period of 364 days measured from the Termination Date then in effect. If the Company wishes to request an extension of each Bank's Commitment, it shall give notice to that effect to the Agent not less than 45 days and not more than 60 days prior to the Termination Date then in effect, whereupon the Agent shall promptly notify each of the Banks of such request. Each Bank will use its best efforts shall endeavor to respond to such request, whether affirmatively or negatively, as it may elect negatively (such determination in its discretion, within 30 days the sole discretion of such Bank), by notice to the Agent. If any Bank shall Borrower and the Servicing Agent not have responded affirmatively within such 30-day period, later than 20 days after such Bank shall be deemed is in receipt of such request. Subject to have rejected the Company's proposal to extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt execution by the Agent Borrower, the Administrative Agents and such Banks of counterparts of an a duly completed Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the BorrowerF, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Termination Date then in effect, a list applicable to the Commitment of each Bank so affirmatively notifying the Banks which have responded affirmatively. The Extension Agreement Borrower and the Servicing Agent shall be executed and delivered no later than five days prior to extended for the period specified above; provided that the Termination Date then shall not be extended unless Banks having at least 66 2/3% in effect, and no extension aggregate amount of the Commitments pursuant in effect at the time any such extension is requested shall have elected so to this subsection (b) extend their Commitments. Any Bank which does not give such notice to the Borrower and the Servicing Agent shall be legally binding deemed to have elected not to extend as requested, and the Commitment of each non-extending Bank shall terminate on, and each of its outstanding Loans shall mature on any party hereto unless and until a date no later than, the Termination Date determined without giving effect to such Extension Agreement is so executed and deliveredrequested extension. The Company and Borrower shall have the Borrower right, with the assistance of the Administrative Agents, to seek a mutually satisfactory substitute bank or banks or other financial institution (which may decline be, but need not be, an extending Bank) to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesreplace a non-extending Bank.
Appears in 2 contracts
Samples: Credit Agreement (Clorox Co /De/), Credit Agreement (Clorox Co /De/)
Extension of Commitments. The Commitments may be extended in the ------------------------ manner and amount set forth in in, and subject to the conditions contained in, this subsection (b), for a period of 364 days measured from the Termination Date then in effect2.19. If the Company wishes to request an extension of each Bank's Commitmentthe Commitments, it shall give notice to that effect to the Administrative Agent not less than 45 days and not 30 nor more than 60 days prior to the Termination Date then in effect, whereupon the Administrative Agent shall promptly notify each of the Banks of such request. Each such extension of Commitments shall be effective only with respect to each Bank will use its best efforts to respond to such requestwhich, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such by written notice (a "Continuation Notice") to the Agent. If any Bank shall not have responded affirmatively within such 30-day period, such Bank shall be deemed to have rejected Company ------------------- and the Company's proposal to extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt by the Administrative Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the Borrower, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, given no later earlier than 10 30 days prior to the Termination Date then in effect, consents to such extension (each Bank which has given a list Continuation Notice being a "Continuing Bank", and each Bank other than --------------- a Continuing Bank being a "Non-Continuing Bank"); provided that, the Company ------------------- -------- shall not be entitled to an extension of the Commitments hereunder unless Banks (including (i) any existing Banks or (ii) any Purchasing Banks, in either case which have responded affirmativelyacquired any Non-Continuing Banks' Commitments in accordance with subsection 9.6(c)) having at least 75% of the aggregate amount of the outstanding Commitments agree to be Continuing Banks. The Commitments of each Continuing Bank shall be extended for a period of 364 days from the effective date set forth in an Extension Agreement, in substantially the form of Exhibit I hereto, which has been duly completed and signed by the Company, the Administrative Agent and the Continuing Banks parties thereto. Such Extension Agreement shall be executed and delivered no later earlier than five 30 days prior to the Termination Date then in effect and the effective date set forth therein shall be no earlier than 29 days prior to the Termination Date then in effect, and no . No extension of the Commitments pursuant to this subsection (b) 2.19 shall be legally binding on any party hereto unless and until such party executes and delivers a counterpart of such Extension Agreement is so executed and deliveredAgreement. The Company and Commitment of each Non-Continuing Bank (to the Borrower may decline to execute and deliver extent such Extension Agreement if any Bank has rejected not assigned its Commitment to a Continuing Bank) shall terminate on the Termination Date in effect prior to giving effect to the Company's proposal extension hereunder; and the Company shall pay, for the account of each such Non-Continuing Bank on such Termination Date, the amounts then due and payable to such Non-Continuing Bank pursuant to this Agreement. No Bank shall have any obligation to extend its Commitment or has failed to execute and deliver in the event of such Extension Agreement, and will promptly notify a request by the Agent and the Banks if it so declinesCompany hereunder.
Appears in 1 contract
Extension of Commitments. The Commitments Termination Date may be extended one time in the manner and amount set forth in this subsection (b), for a period of 364 days measured up to one year from the Termination Date then in effectdate on which Banks having 100% of the Commitments shall have notified the Agent of their agreement so to extend. If the Company Borrower wishes to request an extension of each Bank's Commitmentthe Termination Date, it shall give written notice to that effect (such notice to state the date to which the Termination Date then in effect is requested to be extended, subject to the provisions of the preceding sentence) to the Agent not less than 45 days and not 60 nor more than 60 90 days prior to the Termination Date then in effect, whereupon the Agent shall promptly notify each of the Banks of such requestrequest and send a copy of the Extension Agreement referred to below to each Bank. Each Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to the Agent. If any Bank shall less than all Banks respond affirmatively to such request within 30 days, then the Borrower may request the Banks that do not have responded affirmatively within such 30-day period, such Bank shall be deemed to have rejected the Company's proposal elect to extend its Commitmentthe Termination Date to assign their Commitments in their entirety, no later than 15 days prior to the Termination Date then in effect, to one or more Assignees pursuant to Section 9.06(c) which Assignees will agree to extend the Termination Date. If all Banks (including such Assignees and only the Commitments of those Banks which have responded affirmatively shall be extendedexcluding their respective transferor Banks) respond affirmatively, then, subject to receipt by the Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H I hereto duly completed and signed by the Borrower, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Companyparties thereto, no later than 10 days prior to the Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior to extended for the Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesperiod specified above.
Appears in 1 contract
Samples: Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)
Extension of Commitments. The Commitments Expiration Date ----------- ------------------------ may be extended from time to time with the consent of the Administrative Agent and all Banks (other than Nonextending Banks whose Commitments have been terminated), each in the manner and amount set forth their sole discretion, as provided in this subsection (b)Section 3.3. Not later than July 1, 1998, and not later than each July 1 thereafter in respect of succeeding one-year extension periods provided for below, or such later date to which the Administrative Agent and the Majority Banks may consent in writing, MBIA may notify the Administrative Agent if MBIA desires to have the Expiration Date extended for a period of 364 days measured one year from the Termination Date date on which it is then in effectscheduled to occur. If The Administrative Agent shall promptly give the Company wishes Banks notice of its receipt of any such request and shall request each Bank to consent to such extension, unless the Administrative Agent has determined to withhold its consent to such extension. Such notice and request an extension of each Bank's Commitment, it shall give notice to that effect from the Administrative Agent to the Banks may be given by the Administrative Agent not less than 45 days subject to a reservation by the Administrative Agent of its right to withhold consent to such extension at a later date. Each Bank which elects to give its consent to such extension shall deliver such consent to the Administrative Agent and not more than 60 days MBIA prior to the Termination Date then in effect, whereupon later to occur of (a) 90 days following the Agent shall promptly notify each date of MBIA's request and (b) the July 1 of the Banks of year which is six years prior to then scheduled Expiration Date (or in each case such requestlater date to which the Administrative Agent and MBIA have consented). Each Any Bank will use which has not given its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to the Agent. If any Bank shall not have responded affirmatively consent within such 30-day period, such Bank period shall be deemed to have rejected the Company's proposal to extend its Commitmentbe a "Nonextending Bank", and only MBIA shall have the Commitments right at ----------------- any time thereafter to elect to terminate the Commitment of those Banks which have responded affirmatively shall be extendedsuch Nonextending Bank by not less than five Business Days' prior notice to such Nonextending Bank and the Administrative Agent unless, subject to receipt by the Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the Borrower, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Termination Date then in effecteffectiveness of such termination, a list (i) any Loan has been made or (ii) any Default or Event of the Banks which have responded affirmativelyDefault has occurred and is continuing. The Extension Agreement Any such termination shall be executed and delivered no later than five days prior to effective on the Termination Date then date specified in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesnotice.
Appears in 1 contract
Samples: Credit Agreement (Mbia Inc)
Extension of Commitments. The Commitments Expiration Date may be extended from time to time with the consent of the Administrative Agent and all Banks (other than Nonextending Banks whose Commitments have been terminated), each in the manner and amount set forth their sole discretion, as provided in this subsection (b)Section 3.3. Not later than August 1, 1999, and not later than each August 1 thereafter in respect of succeeding one-year extension periods provided for below, or such later date to which the Administrative Agent and the Majority Banks may consent in writing, MBIA may notify the Administrative Agent if MBIA desires to have the Expiration Date extended for a period of 364 days measured one year from the Termination Date date on which it is then in effectscheduled to occur. If The Administrative Agent shall promptly give the Company wishes Banks notice of its receipt of any such request and shall request each Bank to consent to such extension, unless the Administrative Agent has determined to withhold its consent to such extension. Such notice and request an extension of each Bank's Commitment, it shall give notice to that effect from the Administrative Agent to the Banks may be given by the Administrative Agent not less than 45 days subject to a reservation by the Administrative Agent of its right to withhold consent to such extension at a later date. Each Bank which elects to give its consent to such extension shall deliver such consent to the Administrative Agent and not more than 60 days MBIA prior to the Termination Date then in effect, whereupon later to occur of (a) 90 days following the Agent shall promptly notify each date of MBIA'S request and (b) the August 1 of the Banks of year which is six years prior to then scheduled Expiration Date (or in each case such requestlater date to which the Administrative Agent and MBIA have consented). Each Any Bank will use which has not given its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to the Agent. If any Bank shall not have responded affirmatively consent within such 30-day period, such Bank period shall be deemed to have rejected the Company's proposal to extend its Commitmentbe a "Nonextending Bank", and only MBIA shall have the Commitments right at any time thereafter to elect to terminate the Commitment of those Banks which have responded affirmatively shall be extendedsuch Nonextending Bank by not less than five Business Days' prior notice to such Nonextending Bank and the Administrative Agent unless, subject to receipt by the Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the Borrower, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Termination Date then in effecteffectiveness of such termination, a list (i) any Loan has been made or (ii) any Default or Event of the Banks which have responded affirmativelyDefault has occurred and is continuing. The Extension Agreement Any such termination shall be executed and delivered no later than five days prior to effective on the Termination Date then date specified in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesnotice."
Appears in 1 contract
Samples: Mbia Inc
Extension of Commitments. The Commitments may be extended in On no more than two separate occasions, the manner and amount set forth in this subsection (b)Borrower may, for a period of 364 days measured from the Termination Date then in effect. If the Company wishes to request an extension of each Bank's Commitment, it shall give notice to that effect to the Agent upon not less than 45 days and not more but no earlier than 60 days notice prior to the then current Commitment Termination Date Dates to the Administrative Agent (which shall notify each Bank of receipt of such request), propose to extend the Commitment Termination Dates for an additional one-year period measured from the Commitment Termination Dates then in effect, whereupon the Agent shall promptly notify each of the Banks of such request. Each Bank will use its best efforts shall endeavor to respond to such request, whether affirmatively or negatively, as it may elect negatively (such determination in its discretion, within 30 days the sole discretion of such Bank), by notice to the AgentBorrower and the Administrative Agent not more than 45 days nor less than 28 days prior to such Bank's Commitment Termination Date. If any Bank shall not have responded affirmatively within such 30-day period, such Bank shall be deemed Subject to have rejected the Company's proposal to extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt execution by the Borrower, the Administrative Agent and such Banks of counterparts of an a duly completed Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the BorrowerH, the Company, Commitment Termination Date applicable to the Agent Commitment of each Bank so affirmatively notifying the Borrower and all of the Banks which have responded affirmatively. The Administrative Agent shall provide to be extended for the Company, period specified above; provided that no later than 10 days prior to the Commitment Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement any Bank shall be executed and delivered no later than five days prior extended unless Banks having Commitments in an aggregate amount equal to at least the Termination Date then greater of (i) 66 2/3% in effect, and no extension aggregate amount of the Commitments pursuant in effect at the time any such extension is requested and (ii) the sum of the aggregate principal amount of the Loans outstanding at such time plus the aggregate amount of the Letter of Credit Liabilities at such time, after giving effect to this subsection (b) any repayment of Loans and/or termination of Letters of Credit on such date, shall have elected so to extend their Commitments. Any Bank which does not give such notice to the Borrower and the Administrative Agent shall be legally binding deemed to have elected not to extend as requested, and the Commitment of each non-extending Bank shall terminate on any party hereto unless and until its Commitment Termination Date determined without giving effect to such Extension Agreement is so executed and deliveredrequested extension. The Company and the Borrower may, in accordance with Section 8.06, designate another bank or other financial institution (which may decline be, but need not be, an extending Bank) to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesreplace a non-extending Bank.
Appears in 1 contract
Extension of Commitments. The Commitments may be extended in the manner and amount set forth in this subsection (b)Borrower may, for a period of 364 days measured from the Termination Date then in effect. If the Company wishes to request an extension of each Bank's Commitment, it shall give notice to that effect to the Agent upon not less than 45 days and not more but no earlier than 60 days notice prior to the then current Commitment Termination Date Dates to the Administrative Agent (which shall notify each Bank of receipt of such request), propose to extend the Commitment Termination Dates for an additional one-year period measured from the Commitment Termination Dates then in effect, whereupon the Agent shall promptly notify each of the Banks of such request. Each Bank will use its best efforts shall endeavor to respond to such request, whether affirmatively or negatively, as it may elect negatively (such determination in its discretion, within 30 days the sole discretion of such Bank), by notice to the AgentBorrower and the Administrative Agent not more than 45 days nor less than 28 days prior to such Bank’s Commitment Termination Date. If any Bank shall not have responded affirmatively within such 30-day period, such Bank shall be deemed Subject to have rejected the Company's proposal to extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt execution by the Borrower, the Administrative Agent and such Banks of counterparts of an a duly completed Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the BorrowerE, the Company, Commitment Termination Date applicable to the Agent Commitment of each Bank so affirmatively notifying the Borrower and all of the Banks which have responded affirmatively. The Administrative Agent shall provide to be extended for the Company, period specified above; provided that no later than 10 days prior to the Commitment Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement any Bank shall be executed and delivered no later than five days prior extended unless Banks having Commitments in an aggregate amount equal to at least the Termination Date then greater of (i) 51% in effect, and no extension aggregate amount of the Commitments pursuant in effect at the time any such extension is requested and (ii) the sum of the aggregate principal amount of the Loans outstanding at such time plus the aggregate amount of the Letter of Credit Liabilities at such time, after giving effect to this subsection (b) any repayment of Loans and/or termination of Letters of Credit on such date, shall have elected so to extend their Commitments. Any Bank which does not give such notice to the Borrower and the Administrative Agent shall be legally binding deemed to have elected not to extend as requested, and the Commitment of each non-extending Bank shall terminate on any party hereto unless and until its Commitment Termination Date determined without giving effect to such Extension Agreement is so executed and deliveredrequested extension. The Company and the Borrower may, in accordance with Section 8.06, designate another bank or other financial institution (which may decline be, but need not be, an extending Bank) to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesreplace a non-extending Bank.
Appears in 1 contract
Samples: Credit Agreement (Duke Energy Corp)
Extension of Commitments. The Commitments Commitment Termination Date may be extended from time to time in the manner and amount set forth in this subsection (bc), in each case for a period of up to 364 days measured from the Termination Date then in effectdate on which Banks having 51% of the Commitments shall have notified the Agent of their agreement so to extend. If the Company Borrower wishes to request an extension of each Bank's Commitmentthe Commitment Termination Date, it shall give written notice to that effect (such notice to state the date to which the Commitment Termination Date then in effect is requested to be extended, subject to the provisions of the preceding sentence) to the Agent not less than 45 days and not 60 nor more than 60 90 days prior to the Commitment Termination Date then in effect, whereupon the Agent shall promptly notify each of the Banks of such requestrequest and send a copy of the Extension Agreement referred to below to each Bank. Each Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to the Agent. If , provided, that any Bank shall not have responded affirmatively which fails to respond to such request within 30 days of such 30-day period, such Bank notice shall be deemed to have rejected responded negatively. If less than all Banks respond affirmatively to such request within 30 days, then the Company's proposal Borrower may request the Banks that do not elect to extend its Commitmentthe Commitment Termination Date to assign their Commitments in their entirety, and only no later than 15 days prior to the Commitment Termination Date then in effect, to one or more Assignees pursuant to Section 9.06(c) which Assignees will agree to extend the Commitment Termination Date. If Banks having at least 51% of the Commitments of those Banks which have responded affirmatively shall be extended(including such Assignees and excluding their respective transferor Banks) respond affirmatively, then, subject to receipt by the Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the Borrower, the Company, the Agent and all of the Banks which have responded affirmativelyparties thereto, the Commitment Termination Date shall be extended for the period specified above. The Agent Commitment of any Bank that elects not to extend the Commitment Termination Date shall provide to terminate on the Company, no later than 10 days Commitment Termination Date in effect immediately prior to the Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior giving effect to the Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesextension.
Appears in 1 contract
Samples: Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)
Extension of Commitments. (i) The Commitments may be extended extended, if at the time no Potential Event of Default or Event of Default has occurred and is continuing, in the manner and amount set forth in this subsection (bSection 2.01(d), for a period of 364 days one year measured from the Termination Date then in effecteffect (the date of effectiveness of such extension, an “Extension Date”). If the Company Borrower wishes to request an extension of each Bank's Lender’s Commitment, it shall give notice to that effect to the Administrative Agent not less than 45 days and not more than 60 30 days prior to the Termination Date then in effect, whereupon the Administrative Agent shall promptly notify each of the Banks Lenders of such request. Each Bank Lender will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its sole discretion, within 30 20 days of such notice request to the Administrative Agent. If any Bank Lender shall not have responded affirmatively within such 3020-day period, such Bank Lender shall be deemed to have rejected the Company's Borrower’s proposal to extend its Commitment, and only the Commitments of those Banks Lenders which have responded affirmatively shall be extended, subject to receipt by the Administrative Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto (the “Extension Agreement”) duly completed and signed by the Borrower, the Company, the Administrative Agent and all of the Banks Lenders which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior to the Termination Date then in effect, and no No extension of the Commitments pursuant to this subsection (bSection 2.01(d) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company delivered by the Required Lenders; provided that (i) the Termination Date may only be so extended for two one-year periods, (ii) no such extension may occur more than once in any twelve-month period and (iii) no such extension shall result in a Termination Date for any Lender that is more than five years after the Borrower may decline to execute and deliver such relevant Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesDate.
Appears in 1 contract
Samples: Credit Agreement (Textron Inc)
Extension of Commitments. The Commitments Termination Date may be extended from time to time in the manner and amount set forth in this subsection (b), in each case for a period of up to 364 days measured from the Termination Date then in effectdate on which Banks having 100% of the Commitments shall have notified the Agent of their agreement so to extend. If the Company Borrower wishes to request an extension of each Bank's Commitmentthe Termination Date, it shall give written notice to that effect (such notice to state the date to which the Termination Date then in effect is requested to be extended, subject to the provisions of the preceding sentence) to the Agent not less than 45 days and not 60 nor more than 60 90 days prior to the Termination Date then in effect, whereupon the Agent shall promptly notify each of the Banks of such requestrequest and send a copy of the Extension Agreement referred to below to each Bank. Each Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to the Agent. If any Bank shall less than all Banks respond affirmatively to such request within 30 days, then the Borrower may request the Banks that do not have responded affirmatively within such 30-day period, such Bank shall be deemed to have rejected the Company's proposal elect to extend its Commitmentthe Termination Date to assign their Commitments in their entirety, no later than 15 days prior to the Termination Date then in effect, to one or more Assignees pursuant to Section 9.06(c) which Assignees will agree to extend the Termination Date. If all Banks (including such Assignees and only the Commitments of those Banks which have responded affirmatively shall be extendedexcluding their respective transferor Banks) respond affirmatively, then, subject to receipt by the Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H I hereto duly completed and signed by the Borrower, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Companyparties thereto, no later than 10 days prior to the Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior to extended for the Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesperiod specified above.
Appears in 1 contract
Samples: Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)
Extension of Commitments. The Commitments may be extended in Borrower may, upon not less than 30 days’ notice to the manner and amount set forth in this subsection Servicing Agent (bwhich shall notify each Bank of receipt of such request), propose to extend the then-current Termination Date for a each Bank for an additional one-year period of 364 days measured from the then-current Termination Date then in effect. If effect for such Bank; provided that the Company wishes to request an for extension of each Bank's Commitment, it shall give notice to that effect to the Agent may not less than 45 days and not be exercised more than 60 days prior to twice nor more than once in any twelve month period, and the requested extended Termination Date then shall in effect, whereupon no event be more than five years later than the Agent shall promptly notify each of the Banks proposed effective date of such requestextension. Each Bank will use its best efforts shall endeavor to respond to such request, whether affirmatively or negatively, as it may elect negatively (such determination in its discretion, within 30 days the sole discretion of such Bank), by notice to the Agent. If any Bank shall Borrower and the Servicing Agent not have responded affirmatively within such 30-day period, later than 20 days after such Bank shall be deemed is in receipt of such request. Subject to have rejected the Company's proposal to extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt execution by the Agent Borrower, the Administrative Agents and such Banks of counterparts of an a duly completed Extension Agreement in substantially the form of Exhibit H hereto duly completed C and signed by the Borrower, delivery of an officer’s certificate from the Company, Borrower as to the Agent and all satisfaction of the Banks which have responded affirmatively. The Agent shall provide to the Companyconditions precedent set forth in Section 3.03, no later than 10 days prior to the Termination Date then in effect, a list applicable to the Commitment of each Bank so affirmatively notifying the Banks which have responded affirmatively. The Extension Agreement Borrower and the Servicing Agent shall be executed and delivered no later than five days prior to extended for the period specified above; provided that the Termination Date then shall not be extended unless Banks having more than 50% in effect, and no extension aggregate amount of the Commitments pursuant in effect at the time any such extension is requested shall have elected so to this subsection extend their Commitments. Any Bank which does not give such notice (ba “Non-Extending Bank”) to the Borrower and the Servicing Agent shall be legally binding deemed to have elected not to extend as requested, and the Commitment of each Non-Extending Bank shall terminate on, and each of its outstanding Loans shall mature on any party hereto unless and until a date no later than, the Termination Date determined without giving effect to such Extension Agreement is so executed and deliveredrequested extension. The Company and Borrower shall have the Borrower right, with the assistance of the Administrative Agents, to seek a mutually satisfactory substitute bank or banks or other financial institution (which may decline be, but need not be, an extending Bank) to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declines.replace a Non-
Appears in 1 contract
Samples: Assignment and Assumption Agreement (Clorox Co /De/)
Extension of Commitments. The Commitments may be extended in Borrower may, upon not less than 30 days but no earlier than 60 days notice prior to the manner and amount set forth in this subsection first and/or second anniversary of the Effective Date to the Servicing Agent (bwhich shall notify each Bank of receipt of such request), propose to extend the then-current Termination Date for a each Bank for an additional one-year period of 364 days measured from the then-current Termination Date then in effect. If the Company wishes to request an extension of each effect for such Bank's Commitment, it shall give notice to that effect to the Agent not less than 45 days and not more than 60 days prior to the Termination Date then in effect, whereupon the Agent shall promptly notify each of the Banks of such request. Each Bank will use its best efforts shall endeavor to respond to such request, whether affirmatively or negatively, as it may elect negatively (such determination in its discretion, within 30 days the sole discretion of such Bank), by notice to the Agent. If any Bank shall Borrower and the Servicing Agent not have responded affirmatively within such 30-day period, later than 20 days after such Bank shall be deemed is in receipt of such request. Subject to have rejected the Company's proposal to extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt execution by the Agent Borrower, the Administrative Agents and such Banks of counterparts of an a duly completed Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the BorrowerF, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Termination Date then in effect, a list applicable to the Commitment of each Bank so affirmatively notifying the Banks which have responded affirmatively. The Extension Agreement Borrower and the Servicing Agent shall be executed and delivered no later than five days prior to extended for the period specified above; provided that the Termination Date then shall not be extended unless Banks having more than 50% in effect, and no extension aggregate amount of the Commitments pursuant in effect at the time any such extension is requested shall have elected so to this subsection extend their Commitments. Any Bank which does not give such notice (ba “Non-Extending Bank”) to the Borrower and the Servicing Agent shall be legally binding deemed to have elected not to extend as requested, and the Commitment of each Non-Extending Bank shall terminate on, and each of its outstanding Loans shall mature on any party hereto unless and until a date no later than, the Termination Date determined without giving effect to such Extension Agreement is so executed and deliveredrequested extension. The Company and Borrower shall have the Borrower right, with the assistance of the Administrative Agents, to seek a mutually satisfactory substitute bank or banks or other financial institution (which may decline be, but need not be, an extending Bank) to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesreplace a Non-Extending Bank.
Appears in 1 contract
Samples: Credit Agreement (Clorox Co /De/)
Extension of Commitments. (a) The Commitments may be extended in Borrower may, upon not less than 60 days (but no later than 45 days prior to the manner and amount set forth in this subsection then existing Termination Date) notice prior to the then current Termination Date to the Administrative Agent (bwhich shall notify each Lender of receipt of such request), propose to extend the Termination Date for a period of 364 days an additional one year measured from the Termination Date then in effect. If the Company wishes to request an extension of each Bank's Commitment, it Each Lender shall give notice to that effect to the Agent not less than 45 days and not more than 60 days prior to the Termination Date then in effect, whereupon the Agent shall promptly notify each of the Banks of such request. Each Bank will use its best efforts endeavor to respond to such request, whether affirmatively or negatively, as it may elect negatively (such determination to be in its discretion, within 30 days the individual and sole discretion of such Lender), by written notice to the AgentAdministrative Agent no earlier than 30 days prior to the then existing Termination Date (but in any event no later than 20 days prior to the then existing Termination Date). If any Bank shall not have responded affirmatively within such 30-day periodThe Administrative Agent will notify the Borrower, such Bank shall be deemed in writing, of the Lenders' responses no later than 15 days prior to have rejected the Company's proposal then existing Termination Date. Subject to extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt execution by the Borrower, the Administrative Agent and such Lenders of counterparts of an a duly completed Extension Agreement in substantially the form of Exhibit H hereto duly completed E hereto, the Termination Date applicable to the Commitment of each Lender so affirmatively notifying the Borrower and signed the Administrative Agent (each a "Consenting Lender") shall, effective as at the Termination Date (the "Extension Date"), be extended for the period specified above; provided that no Termination Date of any Lender shall be extended unless by the Borrower, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 date 15 days prior to the Termination Date then in effect, a list effect Lenders having at least 50% in aggregate amount of the Banks Commitments in effect at the time any such extension is requested shall have elected so to extend their Commitments. Any Lender which have responded affirmatively. The Extension Agreement shall be executed does not give such notice to the Borrower and delivered no later than five the Administrative Agent by the date 15 days prior to the Termination Date (each, a "Non-Consenting Lender") then in effecteffect shall be deemed to have elected not to extend as requested, and no extension the Commitment of the Commitments pursuant each non-extending Lender shall terminate on its Termination Date determined without giving effect to this subsection (b) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesrequested extension.
Appears in 1 contract
Samples: Credit Agreement (Massey Energy Co)
Extension of Commitments. The Commitments Commitment Termination Date may be extended from time to time in the manner and amount set forth in this subsection (bc), in each case for a period of up to 364 days measured from the Termination Date then date on which the Commitments would otherwise have terminated in effectfull, if the Banks having at least 51% of the Commitments shall have notified the Administrative Agent of their agreement so to extend. If the Company Borrower wishes to request an extension of each Bank's Commitmentthe Commitment Termination Date, it shall give written notice to that effect to the Agent not less than 45 days and not 60 nor more than 60 90 days prior to the Commitment Termination Date then in effect(such notice to state the date to which the Commitment Termination Date is requested to be extended, subject to the provisions of the preceding sentence) to the Administrative Agent whereupon the Administrative Agent shall promptly notify each of the Banks of such requestrequest and send a copy of the Extension Agreement referred to below to each Bank. Each Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to by the Administrative Agent. If ; provided that any Bank shall not have responded affirmatively which fails to respond to such request within 30 days of such 30-day period, such Bank notice shall be deemed to have rejected responded negatively. If less than all Banks respond affirmatively to such request within 30 days, then the Company's proposal Borrower may request each Bank that does not elect to extend the Commitment Termination Date (a “Non-Extending Bank”) to assign its CommitmentCommitment (and any outstanding Loans of such Bank related thereto), and only no later than 15 days prior to the Commitment Termination Date then in effect, to one or more Assignees pursuant to Section 9.06(c), which Assignees will agree to extend the Commitment Termination Date. If the Banks having at least 51% of the Commitments of those Banks which have responded affirmatively shall be extended(including such Assignees and excluding their respective transferor Banks) respond affirmatively, then, subject to receipt by the Administrative Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by all the Borrowerparties thereto, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Commitment Termination Date then in effect, a list of shall be extended for the Banks which have responded affirmatively. The period specified above; provided that the Extension Agreement shall be executed and delivered no later earlier than five 20 days prior to the Commitment Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (bc) shall be legally binding on any party hereto hereto, unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declines.
Appears in 1 contract
Samples: Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)
Extension of Commitments. The Commitments may be extended extended, if at the time no Potential Event of Default or Event of Default has occurred and is continuing, in the manner and amount set forth in this subsection (bSection 2.01(d), for a period of 364 days measured from the Termination Date then in effect. If the Company wishes to request an extension of each Bank's Commitment, it shall give notice to that effect to the Administrative Agent not less than 45 days and not more than 60 55 days prior to the Termination Date then in effect, whereupon the Administrative Agent shall promptly notify each of the Banks of such request. Each Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its sole discretion, within 30 days of such notice request to the Administrative Agent, but in any event no earlier than 30 days prior to the Termination Date then in effect. If any Bank shall not have responded affirmatively within such 30-day period, such Bank shall be deemed to have rejected the Company's proposal to extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt by the Administrative Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto (the "Extension Agreement") duly completed and signed by the Borrower, the Company, the Administrative Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior to the Termination Date then in effect, and no No extension of the Commitments pursuant to this subsection (bSection 2.01(d) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and delivered by Banks having at least 662/3% of the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected aggregate amount of the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesCommitments.
Appears in 1 contract
Samples: Day Credit Agreement (Textron Inc)
Extension of Commitments. The Commitments may be extended in On or after the manner and amount set forth in this subsection (b)second anniversary of the Closing Date, for a period of 364 days measured from the Termination Date then in effect. If the Company wishes to request an extension of each Bank's Commitment, it shall give notice to that effect to the Agent but not less than 45 90 days prior to the then effective Revolving Termination Date, the Borrower may, after consultation with the Agent, request that the Revolving Termination Date be extended for an additional year by giving the Agent notice of such request (a "Commitment Extension Request"), and upon the proper and timely receipt by the Agent of any such Commitment Extension Request, the Agent shall promptly notify each Bank of the contents thereof, which notification shall include a copy of such Commitment Extension Request, and not more less than 60 days prior to the then effective Revolving Termination Date then in effectDate, whereupon each Bank shall notify the Agent shall promptly notify each of the Banks of whether such requestBank approves or disapproves such Commitment Extension Request. Each The failure by any Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of give such notice to the Agent. If any Bank shall not have responded affirmatively within Agent by such 30-day period, such Bank date shall be deemed to constitute disapproval by such Bank. If all Banks have rejected notified Agent of their approval of a Commitment Extension Request as above provided then promptly upon receipt of the Company's proposal to extend its Commitmentrequisite notifications, the Agent shall give the Company notice thereof and only upon the Commitments giving of those Banks which have responded affirmatively such notice, Revolving Termination Date shall be extended, subject extended to receipt the next succeeding anniversary of the Revolving Termination Date; PROVIDED that unless notice of such extension is given by the Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the Borrower, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later Company not less than 10 30 days prior to the then effective Revolving Termination Date then in effectDate, a list of the Banks which have responded affirmatively. The such Commitment Extension Agreement Request shall be executed and delivered no later than five days prior to the Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesdeemed disapproved by all Banks.
Appears in 1 contract
Extension of Commitments. (i) The Commitments may be extended extended, if at the time no Potential Event of Default or Event of Default has occurred and is continuing, in the manner and amount set forth in this subsection (bSection 2.01(d), for a period of 364 days one year measured from the Termination Date then in effecteffect (the date of effectiveness of such extension, an “Extension Date”). If #96109338v22 the Company Borrower wishes to request an extension of each Bank's Lender’s Commitment, it shall give notice to that effect to the Administrative Agent not less than 45 days and not more than 60 30 days prior to the Termination Date then in effect, whereupon the Administrative Agent shall promptly notify each of the Banks Lenders of such request. Each Bank Lender will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its sole discretion, within 30 20 days of such notice request to the Administrative Agent. If any Bank Lender shall not have responded affirmatively within such 3020-day period, such Bank Lender shall be deemed to have rejected the Company's Borrower’s proposal to extend its Commitment, and only the Commitments of those Banks Lenders which have responded affirmatively shall be extended, subject to receipt by the Administrative Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto (the “Extension Agreement”) duly completed and signed by the Borrower, the Company, the Administrative Agent and all of the Banks Lenders which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior to the Termination Date then in effect, and no No extension of the Commitments pursuant to this subsection (bSection 2.01(d) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company delivered by the Required Lenders; provided that (i) the Termination Date may only be so extended for two one-year periods, (ii) no such extension may occur more than once in any twelve-month period and (iii) no such extension shall result in a Termination Date for any Lender that is more than five years after the Borrower may decline to execute and deliver such relevant Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesDate.
Appears in 1 contract
Samples: Credit Agreement (Textron Inc)
Extension of Commitments. The Commitments may -------------------------- (including the Letter of Credit Commitments) shall terminate on November 21, 1999, unless on a Business Day which is at least ninety (90) days (but no more than one hundred fifty (150) days) prior to the applicable Annual Date, the Agent shall have received notice in writing from the Borrower of its desire to extend the Revolving Credit Termination Date to a date which is the anniversary of such then current Revolving Credit Termination Date in the year immediately succeeding the year in which the Revolving Credit Termination Date is then scheduled to occur, and upon consent in writing given to the Agent and the Borrower by each Bank on or prior to a date which is thirty (30) days before the applicable Annual Date (such period ending on such date, the "Consent Period"), the Revolving Credit Termination Date shall be extended to --------------- such requested date, whereupon the Commitments (including the Letter of Credit Commitments) shall continue in force and effect until such new Revolving Credit Termination Date, on the manner terms and amount conditions set forth in this subsection (b), for a period of 364 days measured from the Termination Date then in effect. If the Company wishes to request an extension of each Bank's Commitment, it shall give notice to that effect to the Agent not less than 45 days and not more than 60 days prior to the Termination Date then in effect, whereupon the Agent shall promptly notify each of the Banks of such request. Each Bank will use its best efforts to respond to such request, whether affirmatively or negativelyAgreement, as it may elect in its discretion, within 30 days of such notice hereafter amended from time to the Agenttime. If any Bank shall does not have responded affirmatively within such 30-day period, such Bank consent to the extension of the Revolving Credit Termination Date pursuant to this Section 2.11 (which determination shall be deemed to have rejected the Company's proposal to extend made by each Bank in its Commitmentsole discretion), and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt by the Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the Borrower, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent Commitments (including the Letter of Credit Commitments) shall provide to terminate on the Company, no later than 10 days Revolving Credit Termination Date in effect prior to the request for extension; provided that, notwithstanding the foregoing, the Borrower may, at its option, upon notice to the Agent in accordance with the provisions of Section 2.01(c), elect to have the principal amount of Advances outstanding as of the Revolving Credit Termination Date then converted into a Term Loan, in effect, a list accordance with the provisions of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior to the Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (bSection 2.01(c) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declineshereof.
Appears in 1 contract
Samples: Credit Agreement (Weingarten Realty Investors /Tx/)
Extension of Commitments. The Commitments may be extended in On no more than two separate occasions, the manner and amount set forth in this subsection (b)Borrower may, for a period of 364 days measured from the Termination Date then in effect. If the Company wishes to request an extension of each Bank's Commitment, it shall give notice to that effect to the Agent upon not less than 45 days and not more but no earlier than 60 days notice prior to the then current Commitment Termination Date Dates to the Administrative Agent (which shall notify each Bank of receipt of such request), propose to extend the Commitment Termination Dates for an additional one-year period measured from the Commitment Termination Dates then in effect, whereupon the Agent shall promptly notify each of the Banks of such request. Each Bank will use its best efforts shall endeavor to respond to such request, whether affirmatively or negatively, as it may elect negatively (such determination in its discretion, within 30 days the sole discretion of such Bank), by notice to the AgentBorrower and the Administrative Agent not more than 45 days nor less than 28 days prior to such Bank's Commitment Termination Date. If any Bank shall not have responded affirmatively within such 30-day period, such Bank shall be deemed Subject to have rejected the Company's proposal to extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt execution by the Borrower, the Administrative Agent and such Banks of counterparts of an a duly completed Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the BorrowerH, the Company, Commitment Termination Date applicable to the Agent Commitment of each Bank so affirmatively notifying the Borrower and all of the Banks which have responded affirmatively. The Administrative Agent shall provide to be extended for the Company, period specified above; provided that no later than 10 days prior to the Commitment Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement any Bank shall be executed and delivered no later than five days prior extended unless Banks having Commitments in an aggregate amount equal to the Termination Date then at least 66 2/3% in effect, and no extension aggregate amount of the Commitments pursuant in effect at the time any such extension is requested shall have elected so to this subsection (b) extend their Commitments. Any Bank which does not give such notice to the Borrower and the Administrative Agent shall be legally binding deemed to have elected not to extend as requested, and the Commitment of each non-extending Bank shall terminate on any party hereto unless and until its Commitment Termination Date determined without giving effect to such Extension Agreement is so executed and deliveredrequested extension. The Company and the Borrower may, in accordance with Section 8.06, designate another bank or other financial institution (which may decline be, but need not be, an extending Bank) to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesreplace a non-extending Bank.
Appears in 1 contract
Samples: Assignment and Assumption Agreement (Duke Energy Corp)
Extension of Commitments. The Commitments Commitment Termination Date may be extended from time to time in the manner and amount set forth in this subsection (bc), in each case for a period of up to 364 days measured from the Termination Date then in effectdate on which Banks having 51% of the Commitments shall have notified the Agent of their agreement so to extend. If the Company Borrower wishes to request an extension of each Bank's Commitmentthe Commitment Termination Date, it shall give written notice to that effect (such notice to state the date to which the Commitment Termination Date then in effect is requested to be extended, subject to the provisions of the preceding sentence) to the Agent not less than 45 days and not 60 nor more than 60 90 days prior to the Commitment Termination Date then in effect, whereupon the Agent shall promptly notify each of the Banks of such requestrequest and send a copy of the Extension Agreement referred to below to each Bank. Each Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to the Agent. If , provided, that any Bank shall not have responded affirmatively which fails to respond to such request within 30 days of such 30-day period, such Bank notice shall be deemed to have rejected responded negatively. If less than all Banks respond affirmatively to such request within 30 days, then the Company's proposal Borrower may request the Banks that do not elect to extend its Commitmentthe Commitment Termination Date to assign their Commitments in their entirety, and only no later than 15 days prior to the Commitment Termination Date then in effect, to one or more Assignees pursuant to Section 9.06(c) which Assignees will agree to extend the Commitment Termination Date. If Banks having at least 51% of the Commitments of those Banks which have responded affirmatively shall be extended(including such Assignees and excluding their respective transferor Banks) respond affirmatively, then, subject to receipt by the Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H I hereto duly completed and signed by the Borrower, the Company, the Agent and all of the Banks which have responded affirmativelyparties thereto, the Commitment Termination Date shall be extended for the period specified above. The Agent Commitment of any Bank that elects not to extend the Commitment Termination Date shall provide to terminate on the Company, no later than 10 days Commitment Termination Date in effect immediately prior to the Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior giving effect to the Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesextension.
Appears in 1 contract
Samples: Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)
Extension of Commitments. The Commitments Termination Date may be extended one time in the manner and amount set forth in this subsection (b), for a period of 364 days measured up to one year from the Termination Date then in effectdate on which Banks having 100% of the Commitments shall have notified the Agent of their agreement so to extend. If the Company Borrower wishes to request an extension of each Bank's Commitmentthe Termination Date, it shall give written notice to that effect (such notice to state the date to which the Termination Date then in effect is requested to be extended, subject to the provisions of the preceding sentence) to the Agent not less than 45 days and not 60 nor more than 60 90 days prior to the Termination Date then in effect, whereupon the Agent shall promptly notify each of the Banks of such requestrequest and send a copy of the Extension Agreement referred to below to each Bank. Each Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to the Agent. If ; provided, that any Bank shall not have responded affirmatively which fails to respond to such request within 30 days of such 30-day period, such Bank notice shall be deemed to have rejected responded negatively. If less than all Banks respond affirmatively to such request within 30 days, then the Company's proposal Borrower may request the Banks that do not elect to extend its Commitmentthe Termination Date to assign their Commitments in their entirety, no later than 15 days prior to the Termination Date then in effect, to one or more Assignees pursuant to Section 9.06(c) which Assignees will agree to extend the Termination Date. If all Banks (including such Assignees and only the Commitments of those Banks which have responded affirmatively shall be extendedexcluding their respective transferor Banks) respond affirmatively, then, subject to receipt by the Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the Borrower, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Companyparties thereto, no later than 10 days prior to the Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior to extended for the Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesperiod specified above.
Appears in 1 contract
Samples: Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)
Extension of Commitments. (i) The Commitments may be extended extended, if at the time no Potential Event of Default or Event of Default has occurred and is continuing, in the manner and amount set forth in this subsection (bSection 2.01(d), for a period of 364 days one year measured from the Termination Date then in effect. If the Company Borrower wishes to request an extension of each Bank's Lender’s Commitment, it shall give notice to that effect to the Administrative Agent not less than 45 days and not nor more than 60 90 days prior to each anniversary of the date hereof that occurs on or prior to the Termination Date then in effect, whereupon the Administrative Agent shall promptly notify each of the Banks Lenders of such request. Each Bank Lender will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its sole discretion, within 30 days of such notice request to the Administrative Agent, but in any event no earlier than 30 days prior to the Termination Date then in effect. If any Bank Lender shall not have responded affirmatively within such 30-day period, such Bank Lender shall be deemed to have rejected the Company's Borrower’s proposal to extend its Commitment, and only the Commitments of those Banks Lenders which have responded affirmatively shall be extended, subject to receipt by the Administrative Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H I hereto (the “Extension Agreement”) duly completed and signed by the Borrower, the Company, the Administrative Agent and all of the Banks Lenders which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior to the Termination Date then in effect, and no No extension of the Commitments pursuant to this subsection (bSection 2.01(d) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and delivered by Lenders having at least 66 2/3% of the Borrower aggregate amount of the Commitments; provided that the Termination Date may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it only be so declinesextended for two one-year periods.
Appears in 1 contract
Samples: Credit Agreement (Textron Inc)
Extension of Commitments. (i) The Commitments may be extended extended, if at the time no Event of Default has occurred and is continuing, in the manner and amount set forth in this subsection (bh), for a period of 364 days measured from the Termination Date then in effect. If the Company Borrower wishes to request an extension of each Bank's Commitment, it shall give notice to that effect to the Agent not less than 45 days and not more than 60 55 days prior to the Termination Date then in effect, whereupon the Agent shall promptly notify each of the Banks of such request. Each Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice request to the Agent, but in any event no earlier than 30 days prior to the Termination Date then in effect. If any Bank shall not have responded affirmatively within such 30-day period, such Bank shall be deemed to have rejected the CompanyBorrower's proposal to extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt by the Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H M hereto (the "EXTENSION AGREEMENT") duly completed and signed by the Borrower, the CompanyGuarantor, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the CompanyBorrower, no later than 10 days prior to the Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior to the Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (bh) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and delivered by Banks having at least 662/3% of the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected aggregate amount of the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesCommitments.
Appears in 1 contract
Extension of Commitments. The Commitments Commitment Termination Date may be extended from time to time in the manner and amount set forth in this subsection (bc), in each case for a period of up to 364 days measured from the Termination Date then in effectdate on which Banks having 51% of the Commitments shall have notified the Agent of their agreement so to extend. If the Company Borrower wishes to request an extension of each Bank's Commitmentthe Commitment Termination Date, it shall give written notice to that effect (such notice to state the date to which the Commitment Termination Date then in effect is requested to be extended, subject to the provisions of the preceding sentence) to the Agent not less than 45 days and not 60 nor more than 60 90 days prior to the Commitment Termination Date then in effect, whereupon the Agent shall promptly notify each of the Banks of such requestrequest and send a copy of the Extension Agreement referred to below to each Bank. Each Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to the Agent. If any Bank shall less than all Banks respond affirmatively to such request within 30 days, then the Borrower may request the Banks that do not have responded affirmatively within such 30-day period, such Bank shall be deemed to have rejected the Company's proposal elect to extend its Commitmentthe Commitment Termination Date to assign their Commitments in their entirety, and only no later than 15 days prior to the Commitment Termination Date then in effect, to one or more Assignees pursuant to Section 9.06(c) which Assignees will agree to extend the Commitment Termination Date. If Banks having at least 51% of the Commitments of those Banks which have responded affirmatively shall be extended(including such Assignees and excluding their respective transferor Banks) respond affirmatively, then, subject to receipt by the Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the Borrower, the Company, the Agent and all of the Banks which have responded affirmativelyparties thereto, the Commitment Termination Date shall be extended for the period specified above. The Agent Commitment of any Bank that elects not to extend the Commitment Termination Date shall provide to terminate on the Company, no later than 10 days Commitment Termination Date in effect immediately prior to the Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior giving effect to the Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesextension.
Appears in 1 contract
Samples: Revolving Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)
Extension of Commitments. (i) The Commitments may be extended in Company may, so long as no Default then exists and the manner representations and amount set forth in this subsection warranties of the Borrowers contained herein are true and correct at the time of notice, at any time after the Effective Date but prior to the then existing Commitment Termination Date (bthe “Existing Commitment Termination Date”), propose to extend the Existing Commitment Termination Date for a an additional one year period of 364 days measured from the Existing Commitment Termination Date; provided that in no event may the Company request more than two extensions of the Commitment Termination Date then in effect. If pursuant to this Section 2.01(b)(i); and provided further that the Company wishes to request an extension of each Bank's CommitmentCommitment Termination Date, it shall give notice to that after giving effect to any such extension, shall not be later than five years after the Agent not less than 45 days and not more than 60 days prior to the Termination Date then in effect, whereupon the effective date of such extension. The Administrative Agent shall promptly notify each the Lenders of the Banks receipt of such request. Each Bank will use its best efforts Lender shall endeavor to respond to such request, whether affirmatively or negatively, as it may elect negatively (such determination in its discretion, within 30 days the sole discretion of such Lender), by notice to the AgentCompany and the Administrative Agent within 30 days. If any Bank shall not have responded affirmatively within such 30-day period, such Bank shall be deemed Subject to have rejected the Company's proposal to extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt execution by the Borrowers, the Administrative Agent and such Lenders of counterparts of an a duly completed Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the BorrowerE, the Company, Commitment Termination Date applicable to the Agent Commitment of each Lender so affirmatively notifying the Company and all of the Banks which have responded affirmatively. The Administrative Agent shall provide to be extended for the Company, period specified above; provided that no later than 10 days prior to the Commitment Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement any Lender shall be executed and delivered no later than five days prior extended unless Lenders having Commitments in an aggregate amount equal to the Termination Date then in effect, and no extension at least 51% of the Commitments pursuant to this subsection (b) in effect at the time any such extension is requested shall be legally binding on any party hereto unless and until such Extension Agreement is have elected so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinestheir Commitments.
Appears in 1 contract
Extension of Commitments. (a) The Commitments Borrower may be extended in the manner and amount set forth in this subsection request by notice (b), for a period of 364 days measured from the Termination Date then in effect. If the Company wishes to request an extension of each Bank's Commitment, it shall give notice to that effect “Extension Request Notice”) to the Agent not less (which shall promptly notify the Banks), given during any period beginning on (and including) the day that is 75 days prior to an anniversary of the Effective Date and ending on (and including) the day that is 30 days prior to such anniversary, but in no event later than 45 days and not more than 60 30 days prior to the latest Stated Termination Date then for any Bank, that the Banks extend their respective Revolving Credit Commitments for an additional year; provided that the Borrower may effectuate an extension pursuant to this Section 2.22 only two times; provided further that the Borrower agrees that it shall not make such request unless on the date of such request it has satisfied all conditions that would be required pursuant to Article III for a Revolving Credit Advance on such date (other than the giving of a Notice of Revolving Credit Borrowing). If a Bank agrees, in effectits sole and absolute discretion, whereupon to so extend its Revolving Credit Commitment, it will give notice to the Agent shall promptly of its decision to do so within the ten day period following the date of such Extension Request Notice. Promptly following expiration of such ten day period, the Agent will notify each the Borrower and the Banks of the Banks of from which it has received such requesta notice agreeing to so renew (“Extending Banks”). Each Any failure by a Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to so notify the Agent. If any Bank shall not have responded affirmatively within such 30-day period, such Bank Agent shall be deemed to have rejected the Company's proposal be a decision by such Bank to not so extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt by the Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the Borrower, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Termination Date then in effect, Revolving Credit Commitment (each a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior to the Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declines“Non-Extending Bank”).
Appears in 1 contract
Extension of Commitments. The Commitments Borrower may be extended in the manner and amount set forth in this subsection request by notice (b), for a period of 364 days measured from the Termination Date then in effect. If the Company wishes to request an extension of each Bank's Commitment, it shall give notice to that effect “Extension Request Notice”) to the Agent not less (which shall promptly notify the Banks), given during any period beginning on (and including) the day that is 75 days prior to an anniversary of the Effective Date and ending on (and including) the day that is 30 days prior to such anniversary, but in no event later than 45 days and not more than 60 30 days prior to the latest Stated Termination Date then for any Bank, that the Banks extend their respective Revolving Credit Commitments for an additional year; provided that the Borrower may effectuate an extension pursuant to this Section 2.22 only two times; provided further that the Borrower agrees that it shall not make such request unless on the date of such request it has satisfied all conditions that would be required pursuant to Article III for a Revolving Credit Advance on such date (other than the giving of a Notice of Revolving Credit Borrowing). If a Bank agrees, in effectits sole and absolute discretion, whereupon to so extend its Revolving Credit Commitment, it will give notice to the Agent shall promptly of its decision to do so within the ten day period following the date of such Extension Request Notice. Promptly following expiration of such ten day period, the Agent will notify each the Borrower and the Banks of the Banks of from which it has received such requesta notice agreeing to so renew (“Extending Banks”). Each Any failure by a Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to so notify the Agent. If any Bank shall not have responded affirmatively within such 30-day period, such Bank Agent shall be deemed to have rejected the Company's proposal be a decision by such Bank to not so extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt by the Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the Borrower, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Termination Date then in effect, Revolving Credit Commitment (each a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior to the Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declines“Non-Extending Bank”).
Appears in 1 contract
Extension of Commitments. The Commitments Commitment Termination Date may be extended from time to time but on not more than two occasions and otherwise in the manner and amount subject to the conditions set forth in this subsection (b), in each case for a period of 364 days measured up to one year from the Termination Date then date on which the Commitments would otherwise have terminated in effectfull, if the Banks having at least 51% of the Commitments shall have notified the Administrative Agent of their agreement so to extend. If the Company Borrower wishes to request an extension of each Bank's Commitmentthe Commitment Termination Date, it shall give written notice to that effect to the Agent not less than 45 days and not 60 nor more than 60 90 days prior to any anniversary of the Termination Effective Date then in effect, (the "Applicable Anniversary Date") to the Administrative Agent whereupon the Administrative Agent shall promptly notify each of the Banks of such requestrequest and send a copy of the Extension Agreement referred to below to each Bank. Each Bank will use its best commercially reasonable efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to by the Administrative Agent. If ; provided that any Bank shall not have responded affirmatively which fails to respond to such request within 30 days of such 30-day period, such Bank notice shall be deemed to have rejected responded negatively. If less than all Banks respond affirmatively to such request within 30 days, then the Company's proposal Borrower may request each Bank that does not elect to extend the Commitment Termination Date (a "Non-Extending Bank") to assign its CommitmentCommitment (and any outstanding Loans of such Bank related thereto), and only no later than 15 days prior to the Applicable Anniversary Date then in effect, to one or more Assignees pursuant to Section 9.06(c), which Assignees will agree to extend the Commitment Termination Date, provided that each such Non-Extending Bank shall continue to be entitled to the rights under Section 9.03 for any period prior to the effectiveness of such assignment. If the Banks having at least 51% of the Commitments of those Banks which have responded affirmatively shall be extended(including such Assignees and excluding their respective transferor Banks) respond affirmatively, then, subject to (i) receipt by the Administrative Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by all the Borrowerparties thereto, (ii) the fact that all fees, expenses and other amounts due in connection with such extensions or under this Agreement shall have been paid in full by the Borrower prior to giving effect to such extensions, (iii) the fact that no Default shall have occurred and be continuing, immediately prior to and after giving effect to such extension and (iv) the fact that the representations and warranties of the Borrower shall be true on and as of the effective date of such extension, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Commitment Termination Date then in effectshall, a list of effective on the Banks which have responded affirmatively. The Applicable Anniversary Date, be extended for one year; provided that the Extension Agreement shall be executed and delivered no later earlier than five 20 days prior to the Commitment Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto hereto, unless and until such Extension Agreement is so executed and delivered. The Company and Any request by the Borrower may decline of an extension of the Commitment Termination Date pursuant to execute this subsection (b) shall be deemed to be a representation and deliver warranty by the Borrower as of the effective date of such Extension Agreement if any Bank has rejected extension of the Company's proposal to extend its Commitment or has failed to execute facts specified in clauses (ii), (iii) and deliver such Extension Agreement, and will promptly notify (iv) of the Agent and the Banks if it so declinesimmediately preceding sentence. Section 2.02.
Appears in 1 contract
Samples: Year Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)
Extension of Commitments. The Commitments Commitment Termination Date may be extended from time to time but on not more than two occasions and otherwise in the manner and amount subject to the conditions set forth in this subsection (b), in each case for a period of 364 days measured up to one year from the Termination Date then date on which the Commitments would otherwise have terminated in effectfull, if the Banks having at least 51% of the Commitments shall have notified the Administrative Agent of their agreement so to extend. If the Company Borrower wishes to request an extension of each Bank's Commitmentthe Commitment Termination Date, it shall give written notice to that effect to the Agent not less than 45 days and not 60 nor more than 60 90 days prior to any anniversary of the Termination Effective Date then in effect, (the "Applicable Anniversary Date") to the Administrative Agent whereupon the Administrative Agent shall promptly notify each of the Banks of such requestrequest and send a copy of the Extension Agreement referred to below to each Bank. Each Bank will use its best commercially reasonable efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to by the Administrative Agent. If ; provided that any Bank shall not have responded affirmatively which fails to respond to such request within 30 days of such 30-day period, such Bank notice shall be deemed to have rejected responded negatively. If less than all Banks respond affirmatively to such request within 30 days, then the Company's proposal Borrower may request each Bank that does not elect to extend the Commitment Termination Date (a "Non-Extending Bank") to assign its CommitmentCommitment (and any outstanding Loans of such Bank related thereto), and only no later than 15 days prior to the Applicable Anniversary Date then in effect, to one or more Assignees pursuant to Section 9.06(c), which Assignees will agree to extend the Commitment Termination Date, provided that each such Non-Extending Bank shall continue to be entitled to the rights under Section 9.03 for any period prior to the effectiveness of such assignment. If the Banks having at least 51% of the Commitments of those Banks which have responded affirmatively shall be extended(including such Assignees and excluding their respective transferor Banks) respond affirmatively, then, subject to (i) receipt by the Administrative Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by all the Borrowerparties thereto, (ii) the fact that all fees, expenses and other amounts due in connection with such extensions or under this Agreement shall have been paid in full by the Borrower prior to giving effect to such extensions, (iii) the fact that no Default shall have occurred and be continuing, immediately prior to and after giving effect to such extension and (iv) the fact that the representations and warranties of the Borrower shall be true on and as of the effective date of such extension, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Commitment Termination Date then in effectshall, a list of effective on the Banks which have responded affirmatively. The Applicable Anniversary Date, be extended for one year; provided that the Extension Agreement shall be executed and delivered no later earlier than five 20 days prior to the Commitment Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto hereto, unless and until such Extension Agreement is so executed and delivered. The Company and Any request by the Borrower may decline of an extension of the Commitment Termination Date pursuant to execute this subsection (b) shall be deemed to be a representation and deliver warranty by the Borrower as of the effective date of such Extension Agreement if any Bank has rejected extension of the Company's proposal to extend its Commitment or has failed to execute facts specified in clauses (ii), (iii) and deliver such Extension Agreement, and will promptly notify (iv) of the Agent and the Banks if it so declinesimmediately preceding sentence.
Appears in 1 contract
Samples: Revolving Five Year Credit Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)
Extension of Commitments. (a) The Commitments Borrower may be extended in request by notice (an “Extension Request Notice”) to the manner and amount set forth in this subsection Administrative Agent (bwhich shall promptly notify the Lenders), for a given during any period of 364 days measured from beginning on (and including) the Termination Date then in effect. If the Company wishes to request an extension of each Bank's Commitment, it shall give notice to day that effect to the Agent not less than 45 days and not more than is 60 days prior to the Termination Date then in effect, whereupon the Agent shall promptly notify each an anniversary of the Banks Closing Date and ending on (and including) the day that is 45 days prior to such anniversary, but in no event later than 30 days prior to the latest Stated Maturity Date for any Lender, that the Lenders extend their respective Commitments for an additional year; provided that the Borrower may effectuate an extension pursuant to this Section 2.15 only two times; provided further that the Borrower agrees that, if a Default or Event of such request. Each Bank will use its best efforts to respond to Default has occurred and is continuing on the date of any such request, whether affirmatively such request shall be accompanied by a statement of a Responsible Officer of the Borrower stating that a Default or negativelyEvent of Default has occurred and is continuing on such date. If a Lender agrees, as it may elect in its sole and absolute discretion, within 30 days of such notice to the Agent. If any Bank shall not have responded affirmatively within such 30-day period, such Bank shall be deemed to have rejected the Company's proposal so to extend its Commitment, it will give notice to the Administrative Agent of its decision to do so within the ten day period following the date of such Extension Request Notice. Promptly following expiration of such ten day period, the Administrative Agent will notify the Borrower and only the Commitments Lenders of those Banks the Lenders from which have responded affirmatively it has received such a notice agreeing so to renew (“Extending Lenders”). Any failure by a Lender so to notify the Administrative Agent shall be extended, subject deemed to receipt be a decision by the Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the Borrower, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior to the Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal Lender not to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declines(each a “Non-Extending Lender”).
Appears in 1 contract
Samples: Credit Agreement (Bj Services Co)
Extension of Commitments. The Commitments may be extended in On no more than five separate occasions, the manner and amount set forth in this subsection Borrower may, upon not less than 45 days but no earlier than 60 days notice prior to the then current Commitment Termination Dates to the Administrative Agent (bwhich shall notify each Bank of receipt of such request), propose to extend the Revolving Credit Periods for a period of an additional 364 days measured from the Commitment Termination Date Dates then in effect. If the Company wishes to request an extension of each Bank's Commitment, it shall give notice to that effect to the Agent not less than 45 days and not more than 60 days prior to the Termination Date then in effect, whereupon the Agent shall promptly notify each of the Banks of such request. Each Bank will use its best efforts shall endeavor to respond to such request, whether affirmatively or negatively, as it may elect negatively (such determination in its discretion, within 30 days the sole discretion of such Bank), by notice to the AgentBorrower and the Administrative Agent not more than 45 days nor less than 30 days prior to such Bank's Commitment Termination Date. If any Bank shall not have responded affirmatively within such 30-day period, such Bank shall be deemed Subject to have rejected the Company's proposal to extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt execution by the Borrower, the Administrative Agent and such Banks of counterparts of an a duly completed Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the BorrowerH, the Company, Commitment Termination Date applicable to the Agent Commitment of each Bank so affirmatively notifying the Borrower and all of the Banks which have responded affirmatively. The Administrative Agent shall provide to be extended for the Company, period specified above; PROVIDED that no later than 10 days prior to the Commitment Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement any Bank shall be executed and delivered no later than five days prior to the Termination Date then extended unless Banks having at least 66 2/3% in effect, and no extension aggregate amount of the Commitments pursuant in effect at the time any such extension is requested shall have elected so to this subsection (b) extend their Commitments. Any Bank which does not give such notice to the Borrower and the Administrative Agent shall be legally binding deemed to have elected not to extend as requested, and the Commitment of each non-extending Bank shall terminate on any party hereto unless and until its Commitment Termination Date determined without giving effect to such Extension Agreement is so executed and deliveredrequested extension. The Company and the Borrower may, in accordance with Section 8.06, designate another bank or other financial institution (which may decline be, but need not be, an extending Bank) to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declinesreplace a non-extending Bank.
Appears in 1 contract
Samples: Credit Agreement (Duke Capital Corp)
Extension of Commitments. The Commitments Commitment Termination Date may be extended from time to time in the manner and amount set forth in this subsection (b), in each case for a period of up to 364 days measured from the Termination Date then date on which the Commitments would otherwise have terminated in effectfull, if the Banks having at least 51% of the Commitments shall have notified the Administrative Agent of their agreement so to extend. If the Company Borrower wishes to request an extension of each Bank's Commitmentthe Commitment Termination Date, it shall give written notice to that effect to the Agent not less than 45 days and not 60 nor more than 60 90 days prior to the Commitment Termination Date then in effect(such notice to state the date to which the Commitment Termination Date is requested to be extended, subject to the provisions of the preceding sentence) to the Administrative Agent whereupon the Administrative Agent shall promptly notify each of the Banks of such requestrequest and send a copy of the Extension Agreement referred to below to each Bank. Each Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to by the Administrative Agent. If ; provided that any Bank shall not have responded affirmatively which fails to respond to such request within 30 days of such 30-day period, such Bank notice shall be deemed to have rejected responded negatively. If less than all Banks respond affirmatively to such request within 30 days, then the Company's proposal Borrower may request each Bank that does not elect to extend the Commitment Termination Date (a "Non-Extending Bank") to assign its CommitmentCommitment (and any outstanding Loans of such Bank related thereto), and only no later than 15 days prior to the Commitment Termination Date then in effect, to one or more Assignees pursuant to Section 9.06(c), which Assignees will agree to extend the Commitment Termination Date. If the Banks having at least 51% of the Commitments of those Banks which have responded affirmatively shall be extended(including such Assignees and excluding their respective transferor Banks) respond affirmatively, then, subject to receipt by the Administrative Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by all the Borrowerparties thereto, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Commitment Termination Date then in effect, a list of shall be extended for the Banks which have responded affirmatively. The period specified above; provided that the Extension Agreement shall be executed and delivered no later earlier than five 20 days prior to the Commitment Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto hereto, unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declines.
Appears in 1 contract
Samples: Assignment and Assumption Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)
Extension of Commitments. The Commitments may be extended in the manner and amount set forth in this subsection (b), for a period of 364 days measured from the Termination Date then in effect. If the Company wishes to request an extension of each Bank's Commitment, it shall give notice to that effect to the Agent not less than 45 days and not more than 60 days prior to the Termination Date then in effect, whereupon the Agent shall promptly notify each of the Banks of such request. Each Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to the Agent. If any Bank shall not have responded affirmatively within such 30-day period, such Bank shall be deemed to have rejected the Company's proposal to extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt by the Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the Borrower, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Termination Date then in effect, a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior to the Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declines.
Appears in 1 contract
Samples: Credit Agreement (Us West Inc)
Extension of Commitments. (a) The Commitments Borrower may be extended in the manner and amount set forth in this subsection request by notice (b), for a period of 364 days measured from the Termination Date then in effect. If the Company wishes to request an extension of each Bank's Commitment, it shall give notice to that effect "Extension Request Notice") to the Agent not less (which shall promptly notify the Banks), given during any period beginning on (and including) the day that is 75 days prior to an anniversary of the Effective Date and ending on (and including) the day that is 30 days prior to such anniversary, but in no event later than 45 days and not more than 60 30 days prior to the latest Stated Termination Date then for any Bank, that the Banks extend their respective Revolving Credit Commitments for an additional year; provided that the Borrower may effectuate an extension pursuant to this Section 2.21 only two times; provided further that the Borrower agrees that it shall not make such request unless on the date of such request it has satisfied all conditions that would be required pursuant to Article III for a Revolving Credit Advance on such date (other than the giving of a Notice of Revolving Credit Borrowing). If a Bank agrees, in effectits sole and absolute discretion, whereupon to so extend its Revolving Credit Commitment, it will give notice to the Agent shall promptly of its decision to do so within the ten day period following the date of such Extension Request Notice. Promptly following expiration of such ten day period, the Agent will notify each the Borrower and the Banks of the Banks of from which it has received such requesta notice agreeing to so renew ("Extending Banks"). Each Any failure by a Bank will use its best efforts to respond to such request, whether affirmatively or negatively, as it may elect in its discretion, within 30 days of such notice to so notify the Agent. If any Bank shall not have responded affirmatively within such 30-day period, such Bank Agent shall be deemed to have rejected the Company's proposal be a decision by such Bank to not so extend its Commitment, and only the Commitments of those Banks which have responded affirmatively shall be extended, subject to receipt by the Agent of counterparts of an Extension Agreement in substantially the form of Exhibit H hereto duly completed and signed by the Borrower, the Company, the Agent and all of the Banks which have responded affirmatively. The Agent shall provide to the Company, no later than 10 days prior to the Termination Date then in effect, Revolving Credit Commitment (each a list of the Banks which have responded affirmatively. The Extension Agreement shall be executed and delivered no later than five days prior to the Termination Date then in effect, and no extension of the Commitments pursuant to this subsection (b) shall be legally binding on any party hereto unless and until such Extension Agreement is so executed and delivered. The Company and the Borrower may decline to execute and deliver such Extension Agreement if any Bank has rejected the Company's proposal to extend its Commitment or has failed to execute and deliver such Extension Agreement, and will promptly notify the Agent and the Banks if it so declines"Non-Extending Bank").
Appears in 1 contract