Common use of Extension of Maturity Dates Clause in Contracts

Extension of Maturity Dates. The Borrower shall have one (1) option (which shall be binding on the Revolving Lenders), exercisable by written notice to the Administrative Agent (which shall promptly notify each of the Revolving Lenders) given no more than 90 days nor less than 30 days prior to the then Revolving Maturity Date (the date of such written notice, the “Revolving Notice Date”), to extend the Revolving Maturity Date to a date that is twelve (12) months following the Revolving Maturity Date in effect immediately prior to giving effect to such extension. Upon delivery of such notice, the Revolving Maturity Date shall be so extended so long as the following conditions are satisfied for each extension: (i) no Default or Event of Default has occurred and is continuing as of the Revolving Notice Date and the extension date; (ii) the representations and warranties made or deemed made by the Loan Parties in any Loan Document shall be true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) as of the Revolving Notice Date and the extension date, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date); (iii) the Borrower shall have delivered an executed Borrowing Base Certificate and executed Compliance Certificate prepared using the most recently available financial statements of the Parent and demonstrating pro forma compliance with the Borrowing Base and the financial covenants after giving effect to any updated Appraisals required pursuant to Section 4A.02(a); and (iv) the Borrower shall have paid an extension fee equal to 0.20% of the aggregate outstanding amount of the Revolving Commitments (to the Administrative Agent for the ratable benefit of the Revolving Lenders) for such extension, determined and payable as of the Revolving Notice Date.

Extension of Maturity Dates. The (a) On the Tranche B Maturity Date, the principal amount then outstanding under each Tranche B Loan that would otherwise be due and payable on such Maturity Date shall become due and payable as of the Tranche B Extended Maturity Date automatically and without further notice, unless (i) the Lender with respect to such Loan shall, at its sole discretion, have provided written notice substantially in the form of Exhibit G (each such notice, a "Non-Extension Notice") to the Borrower and the Administrative Agent, not less than 90 days prior to the Tranche B Maturity Date, that such Lender will not extend the maturity of such Loan to the Tranche B Extended Maturity Date or (ii) Lenders representing more than fifty percent of the total aggregate principal Dollar Amount of the Loans outstanding under Tranche B and Tranche C shall have one (1) option (which shall be binding on provided Non-Extension Notices to the Revolving Lenders), exercisable by written notice to Borrower and the Administrative Agent (which shall promptly notify each of the Revolving Lenders) given no more not less than 90 days nor less prior to the Tranche B Maturity Date. In the case of (i) above, the principal amount outstanding under each such Tranche B Loan shall be due and payable on the Tranche B Maturity Date. In the case of (ii) above, the principal amount outstanding under all Tranche B Loans shall be due and payable on the Tranche B Maturity Date. The Administrative Agent shall provide to each Tranche B Lender, not later than 30 days prior to the then Revolving Tranche B Maturity Date, a notice specifying the Maturity Date (applicable to the date Tranche B Loans of such written noticeLender. (b) On the Tranche C Maturity Date, the “Revolving Notice Date”), to extend the Revolving Maturity Date to a date principal amount then outstanding under each Tranche C Loan that is twelve (12) months following the Revolving Maturity Date in effect immediately prior to giving effect to would otherwise be due and payable on such extension. Upon delivery of such notice, the Revolving Maturity Date shall be so extended so long as the following conditions are satisfied for each extension: (i) no Default or Event of Default has occurred and is continuing as of the Revolving Notice Date and the extension date; (ii) the representations and warranties made or deemed made by the Loan Parties in any Loan Document shall be true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) as of the Revolving Notice Date and the extension date, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date); (iii) the Borrower shall have delivered an executed Borrowing Base Certificate and executed Compliance Certificate prepared using the most recently available financial statements of the Parent and demonstrating pro forma compliance with the Borrowing Base and the financial covenants after giving effect to any updated Appraisals required pursuant to Section 4A.02(a); and (iv) the Borrower shall have paid an extension fee equal to 0.20% of the aggregate outstanding amount of the Revolving Commitments (to the Administrative Agent for the ratable benefit of the Revolving Lenders) for such extension, determined become due and payable as of the Revolving Tranche C Extended Maturity Date automatically and without further notice unless (i) the Lender with respect to such Loan shall, at its sole discretion, have provided a Non-Extension Notice to the Borrower and the Administrative Agent, not less than 90 days prior to the Tranche C Maturity Date, that such Lender will not extend the maturity of such Loan to the Tranche C Extended Maturity Date or (ii) Lenders representing more than fifty percent of the total aggregate principal Dollar Amount of the Loans outstanding under Tranche B and Tranche C shall have provided Non-Extension Notices to the Borrower and the Administrative Agent not less than 90 days prior to the Tranche C Maturity Date. In the case of (i) above, the principal amount then outstanding under each such Tranche C Loan shall be due and payable on the Tranche C Maturity Date. In the case of (ii) above, the principal amount outstanding under all Tranche C Loans shall be due and payable on the Tranche C Maturity Date. The Administrative Agent shall provide to each Tranche C Lender, not later than 30 days prior to the Tranche C Maturity Date, a notice specifying the Maturity Date applicable to the Tranche C Loans of such Lender.

Extension of Maturity Dates. (a) The Borrower shall have one two (12) option options (which shall be binding on the Revolving Lenders), exercisable by written notice to the Administrative Agent (which shall promptly notify each of the Revolving Lenders) given no more than 90 120 days nor less than 30 days prior to the then Revolving Maturity Date (the date of such written notice, the “Revolving Notice Date”), to extend the Revolving Maturity Date to a date that is twelve (12) months following the Revolving Maturity Date in effect immediately prior to giving effect to each such extension. Upon delivery of such notice, the Revolving Maturity Date shall be so extended so long as the following conditions are satisfied for each extension: (i) no Default or Event of Default has occurred and is continuing as of the Revolving Notice Date and the extension dateDate; (ii) the representations and warranties made or deemed made by the Loan Parties Borrower in any Loan Document shall be true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) as of the Revolving Notice Date and the extension dateDate, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date); (iii) the Borrower shall have delivered an executed Borrowing Base Certificate and executed Compliance Certificate prepared using the most recently available financial statements of the Parent and demonstrating pro forma compliance with the Borrowing Base and the financial covenants after giving effect to any updated Appraisals required pursuant to Section 4A.02(a); and (iv) the Borrower shall have paid an extension fee equal to 0.200.125% of the aggregate outstanding amount of the Revolving Commitments (to the Administrative Agent for the ratable benefit of the Revolving Lenders) for such each extension, determined and payable as of the Revolving commencement of the applicable extension period; (iv) Guarantors provide Administrative Agent with an acknowledgment and reaffirmation, in form and substance reasonably acceptable to Administrative Agent (which such acknowledgment and reaffirmation may be part of the notice of extension); and (v) the Borrower shall have paid all reasonable out-of-pocket costs and expenses of the Administrative Agent that have been invoiced at least two (2) Business Days prior to the commencement of the applicable extension period. (b) The Borrower shall have two (2) options (which shall be binding on the Term Loan Lenders), exercisable by written notice to the Administrative Agent (which shall promptly notify each of the Term Loan Lenders) given no more than 120 days nor less than 30 days prior to the then Term Loan Maturity Date (the date of such written notice, the “Term Loan Notice Date”), to extend the Term Loan Maturity Date to a date that is twelve (12) months following the Term Loan Maturity Date in effect immediately prior to giving effect to each such extension. Upon delivery of such notice, the Term Loan Maturity Date shall be so extended so long as the following conditions are satisfied for each extension: (i) no Default or Event of Default has occurred and is continuing as of the Term Loan Notice Date; (ii) the representations and warranties made or deemed made by the Borrower in any Loan Document shall be true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) as of the Term Loan Notice Date, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date); (iii) the Borrower shall have paid an extension fee equal to 0.125% of the aggregate outstanding principal amount of the Term Loans (to the Administrative Agent for the ratable benefit of the Term Loan Lenders) for each extension, determined and payable as of the commencement of the applicable extension period; (iv) Guarantors provide Administrative Agent with an acknowledgment and reaffirmation, in form and substance reasonably acceptable to Administrative Agent (which such acknowledgment and reaffirmation may be part of the notice of extension); and (v) the Borrower shall have paid all reasonable out-of-pocket costs and expenses of the Administrative Agent that have been invoiced at least two (2) Business Days prior to the commencement of the applicable extension period.

Extension of Maturity Dates. (a) The Borrower shall have one two (12) option options (which shall be binding on the Revolving Lenders), exercisable by written notice to the Administrative Agent (which shall promptly notify each of the Revolving Lenders) given no more than 90 180 days nor less than 30 days prior to the then Revolving Maturity Date (the date of such written notice, the “Revolving Notice Date”), to extend the Revolving Maturity Date to a date that is twelve six (126) months following the Revolving Maturity Date in effect immediately prior to giving effect to such extension. Upon delivery of such notice, the Revolving Maturity Date shall be so extended so long as the following conditions are satisfied for each extension: (i) no Default or Event of Default has occurred and is continuing as of the Revolving Notice Date and the extension dateDate; (ii) the representations and warranties made or deemed made by the Loan Parties Borrower in any Loan Document shall be true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) as of the Revolving Notice Date, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date); and (iii) the Borrower shall have paid an extension fee equal to 0.0725% of the aggregate outstanding amount of the Revolving Commitments (to the Administrative Agent for the ratable benefit of the Revolving Lenders) for each extension, determined and payable as of the Revolving Notice Date. (b) The Borrower shall have two (2) options (which shall be binding on the Initial Term Loan Lenders), exercisable by written notice to the Administrative Agent (which shall promptly notify each of the Initial Term Loan Lenders) given no more than 180 days nor less than 30 days prior to the then Initial Term Loan Maturity Date (the date of such written notice, the “Initial Term Loan Notice Date”), to extend the Initial Term Loan Maturity Date to a date that is six (6) months following the Initial Term Loan Maturity Date in effect immediately prior to giving effect to such extension. Upon delivery of such notice, the Initial Term Loan Maturity Date shall be so extended so long as the following conditions are satisfied for each extension: (i) no Default or Event of Default has occurred and is continuing as of the extension dateInitial Term Loan Notice Date; (ii) the representations and warranties made or deemed made by the Borrower in any Loan Document shall be true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) as of the Initial Term Loan Notice Date, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date); (iii) since the Effective Date and on or prior to the applicable Initial Term Loan Notice Date, the Borrower shall have delivered prepaid Initial Term Loans in an executed Borrowing Base Certificate and executed Compliance Certificate prepared using the most recently available financial statements amount equal to at least 20% of the Parent and demonstrating pro forma compliance with initial aggregate principal amount of the Borrowing Base and the financial covenants after giving effect to any updated Appraisals required pursuant to Section 4A.02(aInitial Term Loans (which, for clarity, shall mean at least $25,000,000 for each extension); and (iv) the Borrower shall have paid an extension fee equal to 0.200.0725% of the aggregate outstanding principal amount of the Revolving Commitments Initial Term Loans after giving effect to any prepayments required by clause (iii) above (to the Administrative Agent for the ratable benefit of the Revolving Initial Term Loan Lenders) for such each extension, determined and payable as of the Revolving Initial Term Loan Notice Date. (c) The Borrower shall have two (2) options (which shall be binding on the Additional Term Loan Lenders), exercisable by written notice to the Administrative Agent (which shall promptly notify each of the Additional Term Loan Lenders) given no more than 180 days nor less than 30 days prior to the then Additional Term Loan Maturity Date (the date of such written notice, the “Additional Term Loan Notice Date”), to extend the Additional Term Loan Maturity Date to a date that is six (6) months following the Additional Term Loan Maturity Date in effect immediately prior to giving effect to such extension. Upon delivery of such notice, the Additional Term Loan Maturity Date shall be so extended so long as the following conditions are satisfied for each extension: (i) no Default or Event of Default has occurred and is continuing as of the Additional Term Loan Notice Date; (ii) the representations and warranties made or deemed made by the Borrower in any Loan Document shall be true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) as of the Additional Term Loan Notice Date, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date); (iii) since the initial funding date for Additional Term Loans and on or prior to the applicable Additional Term Loan Notice Date, the Borrower shall have prepaid Additional Term Loans in an amount equal to at least 20% of the aggregate principal amount of the funded Additional Term Loans (which, for clarity, shall mean at least $20,000,000 for each extension assuming that the Additional Term Loans have been fully funded); and (iv) the Borrower shall have paid an extension fee equal to 0.0725% of the aggregate outstanding principal amount of the Additional Term Loans after giving effect to any prepayments required by clause (iii) above (to the Administrative Agent for the ratable benefit of the Additional Term Loan Lenders) for each extension, determined and payable as of the Additional Term Loan Notice Date.

Extension of Maturity Dates. (a) The Borrower shall have one two (12) option options (which shall be binding on the Revolving Lenders), exercisable by written notice to the Administrative Agent (which shall promptly notify each of the Revolving Lenders) given no more than 90 180 days nor less than 30 days prior to the then Revolving Maturity Date (the date of such written notice, the “Revolving Notice Date”), to extend the Revolving Maturity Date to a date that is twelve six (126) months following the Revolving Maturity Date in effect immediately prior to giving effect to such extension. Upon delivery of such notice, the Revolving Maturity Date shall be so extended so long as the following conditions are satisfied for each extension: (i) no Default or Event of Default has occurred and is continuing as of the Revolving Notice Date and the extension dateDate; (ii) the representations and warranties made or deemed made by the Loan Parties Borrower in any Loan Document shall be true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) as of the Revolving Notice Date and the extension dateDate, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date); and (iii) the Borrower shall have delivered an executed Borrowing Base Certificate and executed Compliance Certificate prepared using the most recently available financial statements of the Parent and demonstrating pro forma compliance with the Borrowing Base and the financial covenants after giving effect to any updated Appraisals required pursuant to Section 4A.02(a); and (iv) the Borrower shall have paid an extension fee equal to 0.200.0725% of the aggregate outstanding amount of the Revolving Commitments (to the Administrative Agent for the ratable benefit of the Revolving Lenders) for such each extension, determined and payable as of the Revolving Notice Date. (b) The Borrower shall have two (2) options (which shall be binding on the Initial Term Loan Lenders), exercisable by written notice to the Administrative Agent (which shall promptly notify each of the Initial Term Loan Lenders) given no more than 180 days nor less than 30 days prior to the then Initial Term Loan Maturity Date (the date of such written notice, the “Initial Term Loan Notice Date”), to extend the Initial Term Loan Maturity Date to a date that is six (6) months following the Initial Term Loan Maturity Date in effect immediately prior to giving effect to such extension. Upon delivery of such notice, the Initial Term Loan Maturity Date shall be so extended so long as the following conditions are satisfied for each extension: (i) no Default or Event of Default has occurred and is continuing as of the Initial Term Loan Notice Date; (ii) the representations and warranties made or deemed made by the Borrower in any Loan Document shall be true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) as of the Initial Term Loan Notice Date, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date); and (iii) the Borrower shall have paid an extension fee equal to 0.0725% of the aggregate outstanding principal amount of the Initial Term Loans (to the Administrative Agent for the ratable benefit of the Initial Term Loan Lenders) for each extension, determined and payable as of the Initial Term Loan Notice Date. (c) The Borrower shall have two (2) options (which shall be binding on the Additional Term Loan Lenders), exercisable by written notice to the Administrative Agent (which shall promptly notify each of the Additional Term Loan Lenders) given no more than 180 days nor less than 30 days prior to the then Additional Term Loan Maturity Date (the date of such written notice, the “Additional Term Loan Notice Date”), to extend the Additional Term Loan Maturity Date to a date that is six (6) months following the Additional Term Loan Maturity Date in effect immediately prior to giving effect to such extension. Upon delivery of such notice, the Additional Term Loan Maturity Date shall be so extended so long as the following conditions are satisfied for each extension: (i) no Default or Event of Default has occurred and is continuing as of the Additional Term Loan Notice Date; (ii) the representations and warranties made or deemed made by the Borrower in any Loan Document shall be true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) as of the Additional Term Loan Notice Date, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date); and (iii) the Borrower shall have paid an extension fee equal to 0.0725% of the aggregate outstanding principal amount of the Additional Term Loans (to the Administrative Agent for the ratable benefit of the Additional Term Loan Lenders) for each extension, determined and payable as of the Additional Term Loan Notice Date.

Extension of Maturity Dates. The Borrower (i) So long as no Default shall have one (1) option (which shall occurred and be binding on the Revolving Lenders)continuing at such time, exercisable by written notice to the Administrative Agent (which shall promptly notify each of the Revolving Lenders) given no at least 60 but not more than 90 days nor less than 30 days prior before each August 1 beginning August 1, 1998, the Borrower may request in writing to the then Revolving Agent and each Bank that the Banks extend either or both of the Maturity Dates by one year from the scheduled dates; provided that, the Borrower may not request more than two extensions of the Tranche A Maturity Date. On or before the immediately following June 30 after each such request, each Bank shall notify the Agent and the Borrower in writing whether it elects to so extend the Maturity Date referenced in such request. Any failure by a Bank to so notify the Agent and the Borrower shall be deemed to be a decision by such Bank to not extend the applicable Maturity Date. (ii) If each Bank elects to extend the Tranche A Maturity Date pursuant to an extension request made in clause (i), the Tranche A Maturity Date shall automatically extend for one year from the scheduled date. If each Bank elects to extend the Tranche B Maturity Date pursuant to an extension request made in clause (i), the Tranche B Maturity Date shall automatically extend for 364 days from the scheduled date. (iii) If the Majority Banks (calculated taking into account the Tranche A Advances, Letter of Credit Exposure and Tranche A Commitments only), but not all the Banks elect to extend the Tranche A Maturity Date (A) the date of such written notice, the “Revolving Notice Date”), to extend the Revolving Tranche A Maturity Date to a date that is twelve (12) months following the Revolving Maturity Date in effect immediately prior to giving effect to such extension. Upon delivery of such notice, the Revolving Maturity Date shall be so extended so long as the following conditions are satisfied for each extension: (i) no Default or Event of Default has occurred and is continuing as of the Revolving Notice Date and the extension Tranche A Commitments of the Banks electing to extend shall extend by one year from the scheduled date; , (iiB) the representations and warranties made or deemed made by Tranche A Maturity Date for the Loan Parties in any Loan Document Banks not electing to extend (each a "Terminating Bank") shall be true the Tranche A Maturity Date then existing for such Bank and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which each Terminating Bank's Tranche A Commitment shall be true and correct in all respects) as of the Revolving Notice terminate on such Tranche A Maturity Date and the extension date, except Borrower shall repay the outstanding Tranche A Advances made by each such Terminating Bank on such Tranche A Maturity Date to the extent that the Tranche A Advances under such representations Terminating Bank's Tranche A Commitments are not assumed pursuant to Section 2.14, (C) the Tranche A Commitments of the Terminating Banks may be assumed and warranties expressly relate solely the Terminating Banks may be replaced in accordance with the procedures in Section 2.14, and (D) if not all of the Terminating Banks' Tranche A Commitments are assumed in accordance with Section 2.14, each extending Bank's Pro Rata Share shall be recalculated to an earlier date take into account the termination of the Tranche A Commitments of the Terminating Banks on the Tranche A Maturity Date for such Terminating Banks. (in which case iv) If the Majority Banks (calculated taking into account the Tranche B Advances and Tranche B Commitments only), but not all the Banks elect to extend the Tranche B Maturity Date (A) the Tranche B Maturity Date and the Tranche B Commitments of the Banks electing to extend shall extend by one year from the scheduled date, (B) the Tranche B Maturity Date for the Banks not electing to extend (each a "Terminating Bank") shall be the Tranche B Maturity Date then existing for such representations Bank and warranties each Terminating Bank's Tranche B Commitment shall have been true terminate on such Tranche B Maturity Date and correct in all material respects on and as of such earlier date); (iii) the Borrower shall repay the outstanding Tranche B Advances made by each such Terminating Bank on such Tranche B Maturity Date (or, if the Borrower so elects and no Event of Default shall have delivered an executed Borrowing Base Certificate occurred and executed Compliance Certificate prepared using be continuing, the most recently available financial statements thirteen-month anniversary of such Tranche B Maturity Date) to the Parent and demonstrating pro forma compliance with extent that the Borrowing Base and the financial covenants after giving effect to any updated Appraisals required Tranche B Advances under such Terminating Bank's Tranche B Commitments are not assumed pursuant to Section 4A.02(a); 2.14, (C) the Tranche B Commitments of the Terminating Banks may be assumed and the Terminating Banks may be replaced in accordance with the procedures in Section 2.14, and (ivD) if not all of the Terminating Banks' Tranche B Commitments are assumed in accordance with Section 2.14, each extending Bank's Pro Rata Share shall be recalculated to take into account the termination of the Tranche B Commitments of the Terminating Banks on the Tranche B Maturity Date for such Terminating Banks. (v) If the Borrower requests an extension of both Maturity Dates, any Bank that elects to not extend either of the Maturity Dates shall automatically be deemed to have elected not to extend both Maturity Dates. Notwithstanding the foregoing, if the Borrower requests only an extension of the Tranche B Maturity Date and a Bank declines such request, the Borrower shall have paid an extension fee equal not be required to 0.20% of prepay the aggregate outstanding amount of Tranche A Advances on the Revolving Commitments Tranche B Maturity Date existing for such Terminating Bank. (vi) If less than the Majority Banks (calculated with respect to the Administrative Agent applicable Commitments) elect to extend the Maturity Date applicable to either the Tranche A Commitments or the Tranche B Commitments, the Maturity Date with respect to such Commitments shall not be extended for the ratable benefit of the Revolving Lenders) for such extension, determined and payable as of the Revolving Notice Dateany Bank.

Extension of Maturity Dates. The Borrower Company shall have one the option, (1x) option up to two (which shall be binding on 2) times during the term of this Agreement, to extend the Revolving Lenders)Loan Maturity Date and (y) up to two (2) times during the term of this Agreement, exercisable to extend the Term Loan Maturity Date, in each case, each time by an additional six (6) month period, subject to the satisfaction of the following conditions for each request: (i) the Agent shall have received written notice to the Administrative Agent (which shall promptly notify each of the Revolving Lenders) given no more extension request from the Company not earlier than 90 180 days nor less and not later than 30 days prior to the then applicable Revolving Loan Maturity Date (the date of such written noticeand/or Term Loan Maturity Date, the “Revolving Notice Date”)as applicable, to extend the Revolving Maturity Date to a date that is twelve (12) months following the Revolving Maturity Date then in effect immediately prior to giving effect to such extension. Upon delivery of such notice, the Revolving Maturity Date shall be so extended so long as the following conditions are satisfied for each extension: hereunder; (iii) no Default or Event of Default has shall have occurred and is be continuing as on the date of the Revolving Notice Date such extension and the extension date; after giving effect thereto; (iiiii) the representations and warranties made or deemed made by contained in this Agreement and the other Loan Parties in any Loan Document Documents shall be true and correct in all material respects (other than any representation or warranty if qualified as to “materiality”, “by materiality or Material Adverse Effect” or similar language, which shall be true and correct in all respects) on and as of the Revolving Notice Date date of such extension and the extension dateafter giving effect thereto, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects as though made on and as of such earlier date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date); (iii) the Borrower shall have delivered an executed Borrowing Base Certificate and executed Compliance Certificate prepared using the most recently available financial statements of the Parent and demonstrating pro forma compliance with the Borrowing Base and the financial covenants after giving effect to any updated Appraisals required pursuant to Section 4A.02(a); and ; (iv) the Borrower Agent shall have paid an extension fee equal to 0.20% of the aggregate outstanding amount of the Revolving Commitments (to the Administrative Agent received, for the ratable benefit of the Lenders of the applicable Class from the Company an extension fee (A) with respect to an extension of the then-applicable Revolving LendersLoan Maturity Date, in aggregate amount equal to 0.075% of the aggregate Revolving Commitments and (B) for with respect to an extension of the then-applicable Term Loan Maturity Date, in an aggregate amount equal to 0.075% of the principal amount of the outstanding Term Loans, in each case, on the date of such extension; (v) the Agent shall have received evidence that, determined before and payable as after giving effect to this Section 2.22, the Company is in compliance with each of the financial covenants set forth in Section 5.5, and (vi) the Agent shall have received a certificate signed by a duly authorized officer of the Company and each other Credit Party ratifying and reaffirming each of its obligations under the Loan Documents and certifying to subsections (i) – (v) above. The extension of the Revolving Notice DateLoan Maturity Date and/or the Term Loan Maturity Date provided for herein shall become effective on the date on which all of the foregoing conditions are satisfied and the Agent will promptly notify the Lenders of such extension. This Section shall supersede any provisions in Section 9.1 to the contrary; provided, any amendment to this Section (1) that affects the Revolving Lenders shall require the approval of each Revolving Lender affected thereby and (2) that affects the Term Loan Lenders shall require the approval of each Term Loan Lender affected thereby.

Extension of Maturity Dates. (a) The Borrower shall have one (1) option (which shall be binding on the Revolving Lenders), exercisable by written notice to the Administrative Agent (which shall promptly notify each of the Revolving Lenders) given no more than 90 days nor less than 30 days prior to the then Revolving Maturity Date (the date of such written notice, the “Revolving Notice Date”), to extend the Revolving Maturity Date to a date that is twelve six (126) months following the Revolving Maturity Date in effect immediately prior to giving effect to such extension. Upon delivery of such notice, the Revolving Maturity Date shall be so extended so long as the following conditions are satisfied for each extension: (i) no Default or Event of Default has occurred and is continuing as of the Revolving Notice Date and the extension dateDate; (ii) the representations and warranties made or deemed made by the Borrower in any Loan Parties Document shall be true and correct in all material respects (other than any representation or warranty DB3/ 204481699.8 qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) as of the Revolving Notice Date, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date); (iii) since the Effective Date and on or prior to the Revolving Notice Date, the Borrower shall have prepaid Term Loans on or prior to the Revolving Notice Date in an amount equal to 50% of the sum of (A) the initial aggregate principal amount of the Term Loans plus (B) the initial aggregate principal amount of the Revolving Loans advanced to consummate the Rockpoint Redemption; and (iv) the Borrower shall have paid an extension fee equal to 0.50% of the aggregate outstanding amount of the Revolving Commitments (to the Administrative Agent for the ratable benefit of the Revolving Lenders) for such extension, determined and payable as of the Revolving Notice Date. (b) The Borrower shall have one (1) option (which shall be binding on the Term Loan Lenders), exercisable by written notice to the Administrative Agent (which shall promptly notify each of the Term Loan Lenders) given no more than 90 days nor less than 30 days prior to the then Term Loan Maturity Date (the date of such written notice, the “Term Loan Notice Date”), to extend the Term Loan Maturity Date to a date that is six (6) months following the Term Loan Maturity Date in effect immediately prior to giving effect to such extension. Upon delivery of such notice, the Term Loan Maturity Date shall be so extended so long as the following conditions are satisfied for each extension: (i) no Default or Event of Default has occurred and is continuing as of the Term Loan Notice Date; (ii) the representations and warranties made or deemed made by the Borrower in any Loan Document shall be true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) as of the Revolving Term Loan Notice Date and the extension dateDate, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date); (iii) since the Effective Date and on or prior to the Term Loan Notice Date, the Borrower shall have delivered prepaid Term Loans on or prior to the Term Loan Notice Date in an executed Borrowing Base Certificate and executed Compliance Certificate prepared using the most recently available financial statements amount equal to 50% of the Parent and demonstrating pro forma compliance with sum of (A) the Borrowing Base and initial aggregate principal amount of the financial covenants after giving effect Term Loans plus (B) the initial aggregate principal amount of the Revolving Loans advanced to any updated Appraisals required pursuant to Section 4A.02(a)consummate the Rockpoint Redemption; and (iv) the Borrower shall have paid an extension fee equal to 0.200.50% of the aggregate outstanding principal amount of the Revolving Commitments Term Loans after giving effect to any prepayments required by clause (iii) above (to the Administrative Agent for the ratable benefit of the Revolving Term Loan Lenders) for such extension, determined and payable as of the Revolving Term Loan Notice Date.. DB3/ 204481699.8