Extension of Revolving Credit Maturity Date. The Company shall have two (2) options to extend (each, an “Option to Extend”) the Revolving Credit Maturity Date by six (6) months, in each case, upon satisfaction of each of the following conditions precedent: (a) The Company shall provide the Administrative Agent with written notice of the Company’s request to exercise an Option to Extend not more than one hundred twenty (120) days but not less than thirty (30) days prior to the then-current Revolving Credit Maturity Date; (b) As of the date of receipt by the Administrative Agent of written notice of the Company’s request to exercise such Option to Extend and as of the then-current Revolving Credit Maturity Date, no Default or Event of Default shall have occurred and be continuing, and the Company shall so certify in writing; (c) All representations and warranties made or deemed made by the Company or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as of the date of receipt by the Administrative Agent of written notice of the Company’s request to exercise such Option to Extend and as of the then-current Revolving Credit Maturity Date with the same force and effect as if made on and as of such 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 (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances permitted under the Loan Documents, and the Company shall so certify in writing; (d) The Company shall execute or cause the execution of all documents reasonably required by the Administrative Agent to effect the exercise of such Option to Extend; and (e) On or before the then-current Revolving Credit Maturity Date, the Company shall pay to the Administrative Agent (for the account of the Revolving Credit Lenders) the extension fee provided for in Section 3.5.(e).
Appears in 2 contracts
Samples: Credit Agreement (Park Hotels & Resorts Inc.), Credit Agreement (Park Hotels & Resorts Inc.)
Extension of Revolving Credit Maturity Date. The Company Borrower shall have two have, at its election, either (2i) options one (1) option to extend (each, an “Option to Extend”) the Revolving Credit Maturity Date by one (1) year to the One-Year Extended Maturity Date (Revolver) (the “One-Year Option to Extend (Revolver)”), which One Year Option to Extend (Revolver) cannot be exercised if the Borrower exercises a Six-Month Option to Extend (Revolver) (defined below), or (ii) up to two (2) successive options to extend the Revolving Credit Maturity Date for a period of six (6) monthsmonths each to the First Six-Month Extended Maturity Date (Revolver) and to the Second Six-Month Extended Maturity Date (Revolver), in as applicable (each casea “Six-Month Option to Extend (Revolver), and together with the One-Year Option to Extend (Revolver), each an “Option to Extend (Revolver)”), upon satisfaction of each of the following conditions precedent:
(ai) The Company the Borrower shall provide the Administrative Agent with written notice of the CompanyBorrower’s request to exercise an the Option to Extend (Revolver) not more than one hundred twenty (120) days but not less than thirty forty-five (3045) days prior to the then-current then applicable Revolving Credit Maturity Date;
(bii) As as of the date of receipt by the Administrative Agent of written notice of the CompanyBorrower’s request to exercise such the Option to Extend (Revolver) and as of the then-current applicable Revolving Credit Maturity Date, no Default or Event of Default shall have occurred and be continuing, and the Company Borrower shall so certify in writing;
(ciii) All all representations and warranties made or deemed made by the Company Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as of the date of receipt by the Administrative Agent of written notice of the CompanyBorrower’s request to exercise such the Option to Extend (Revolver) and as of the then-current applicable Revolving Credit Maturity Date with the same force and effect as if made on and as of such 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 (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances permitted under the Loan Documents, and the Company Borrower shall so certify in writing;
(div) The Company the Borrower shall execute or cause the execution of all documents reasonably required by the Administrative Agent to effect the exercise of such the Option to ExtendExtend (Revolver); and
(ev) On on or before the then-current applicable Revolving Credit Maturity Date, the Company Borrower shall pay to the Administrative Agent (for the account of the Revolving Credit Lenders) the extension fee provided for in Section 3.5.(e3.5(d)(i).
Appears in 2 contracts
Samples: Credit Agreement (RLJ Lodging Trust), Credit Agreement (RLJ Lodging Trust)
Extension of Revolving Credit Maturity Date. The Company shall have two (2) options to extend (each, an “Option to Extend”) the Revolving Credit Maturity Date by six (6) months, in each case, upon satisfaction of each of the following conditions precedent:
(a) The Company shall provide the Administrative Agent with written notice of the Company’s request to exercise an Option to Extend not more than one hundred twenty (120) days but not less than thirty (30) days prior to the then-current Revolving Credit Maturity Date;
(b) As of the date of receipt by the Administrative Agent of written notice of the Company’s request to exercise such Option to Extend and as of the then-current Revolving Credit Maturity Date, Provided that no Default or Event of Default shall have has occurred and be is continuing, Company may, by written notice to Agent (with sufficient copies for each Bank) (which notice shall be irrevocable and which shall not be deemed effective unless actually received by Agent) prior to May 1 but not before April 1 of each year beginning in 2010 (or at such other time as agreed to by the Agent and the Majority Banks), request that each Bank extend the then applicable Revolving Credit Maturity Date to a date that is one year later than the Revolving Credit Maturity Date then in effect (each such request, a “Request”). Each Bank shall, not later than 30 days after such Request, give written notice to the Agent stating whether such Bank is willing to extend the Revolving Credit Maturity Date as requested. If Agent has received the aforesaid written approvals of such Request from each of the Banks, then, effective upon the date of Agent’s receipt of all such written approvals from the Banks, the Revolving Credit Maturity Date shall be so extended for such additional one year period, the term Revolving Credit Maturity Date shall mean such extended date and Agent shall promptly notify the Company that such extension has occurred.
(b) The Agent shall promptly notify the Company whether all of the Banks have consented to such request. If the Agent does not so certify in writing;notify the Company within 30 days of the Agent’s receipt of such Request, the Agent shall be deemed to have notified the Company that all of the Banks have not consented to the Company’s request. If a Bank does not respond within 30 days after a Request it shall be deemed to have denied the Request.
(c) All representations and warranties made or deemed made by Notwithstanding anything herein to the Company or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (unless such representation and warranty is qualified by materialitycontrary, in which event such representation and warranty shall be true and correct in all respects) on and as of the date of receipt by the Administrative Agent of written notice of the Company’s request to exercise such Option to Extend and as of the then-current Revolving Credit Maturity Date with the same force and effect as if made on and as of such date, except will not be extended unless all Banks have consented to the extent that such representations extension.”
6. Sections 6.16, 6.18 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 (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances permitted under the Loan Documents, and the Company shall so certify in writing;
(d) The Company shall execute or cause the execution of all documents reasonably required by the Administrative Agent to effect the exercise of such Option to Extend; and
(e) On or before the then-current Revolving Credit Maturity Date, the Company shall pay to the Administrative Agent (for the account 6.19 of the Revolving Credit Lenders) the extension fee provided for Agreement are amended to read in Section 3.5.(e).their entireties as follows:
Appears in 1 contract
Extension of Revolving Credit Maturity Date. The Company Subject to the provisions of this Section 2.08(e), Borrower shall have two (2) options to extend (each, an “Option to Extend”) the Revolving Credit Maturity Date by six for one (61) monthsyear periods each, in each case, upon subject to the satisfaction of each of the following conditions precedentconditions:
(a) The Company i. Borrower shall provide notify the Administrative Agent with written notice of its exercise of the Company’s request to exercise an Option to Extend applicable option at least thirty (30) days, but not more than one hundred twenty eighty (120180) days but (or, if in connection with the submission of an Additional Commitment Notice, not less more than thirty six (306) days months) prior to the then-current then scheduled Revolving Credit Maturity Date;
(b) As of the date of receipt by the Administrative Agent of written notice of the Company’s request to exercise such Option to Extend and as of the then-current Revolving Credit Maturity Date, no ii. No Default or Event of Default shall have occurred and be continuing, and continuing on the Company shall so certify in writingthen scheduled Revolving Credit Maturity Date;
(c) All iii. The representations and warranties made or deemed made by the Company or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as each of the date of receipt by Borrower Parties in the Administrative Agent of written notice of the Company’s request to exercise such Option to Extend and as of the then-current Revolving Credit Maturity Date with the same force and effect as if made on and as of such date, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties Loan Documents shall have been true and correct in all material respects (unless such representation when made and warranty is qualified by materiality, in which event such representation and warranty shall have been also be true and correct in all respects) material respects on the then scheduled Revolving Credit Maturity Date; provided, that to the extent such representations and warranties were made as of a specific date, the same shall continue on and as of such earlier date) and except for changes in factual circumstances permitted under the Loan Documents, and the Company shall so certify in writing;
(d) The Company shall execute or cause the execution of all documents reasonably required by the Administrative Agent to effect the exercise of such Option to Extend; and
(e) On or before the then-current then scheduled Revolving Credit Maturity Date, to be true and correct in all material respects as of such specific date;
iv. Each Guarantor shall have reaffirmed and ratified all of its Obligations;
v. Within ten (10) days prior to the Company date of the proposed extension, Borrower shall have delivered a Borrowing Base Certificate;
vi. At the time of the exercise of the extension hereunder, Borrower shall pay to the Administrative Agent (for the account benefit of the Revolving Credit Lenders) the a non-refundable extension fee provided for in Section 3.5.(e)an amount equal to 0.15% of the total Commitments in effect at such time; and
vii. Borrower shall have paid all reasonable out-of-pocket costs and expenses incurred by the Administrative Agent and all reasonable attorneys’ fees and expenses by the Administrative Agent in connection with such extension.
Appears in 1 contract
Samples: Credit Agreement (Jones Lang LaSalle Income Property Trust, Inc.)
Extension of Revolving Credit Maturity Date. The Company Borrower shall have two one (21) options option to extend (each, an the “Option to Extend”) the Revolving Credit Maturity Date by six one (61) months, in each case, year upon satisfaction of each of the following conditions precedent:
(ai) The Company Borrower shall provide the Administrative Agent with written notice of the CompanyBorrower’s request to exercise an the Option to Extend not more than one hundred twenty (120) days but not less than thirty forty-five (3045) days prior to the then-current initial Revolving Credit Maturity Date;
(bii) As of the date of receipt by the Administrative Agent of written notice of the CompanyBorrower’s request to exercise such the Option to Extend and as of the then-current initial Revolving Credit Maturity Date, no Default or Event of Default shall have occurred and be continuing, and the Company Borrower shall so certify in writing;
(ciii) All representations and warranties made or deemed made by the Company Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as of the date of receipt by the Administrative Agent of written notice of the CompanyBorrower’s request to exercise such the Option to Extend and as of the then-current initial Revolving Credit Maturity Date with the same force and effect as if made on and as of such 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 (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances permitted under the Loan Documents, and the Company Borrower shall so certify in writing;
(div) The Company Borrower shall execute or cause the execution of all documents reasonably required by the Administrative Agent to effect the exercise of such the Option to Extend; and
(ev) On or before the then-current initial Revolving Credit Maturity Date, the Company Borrower shall pay to the Administrative Agent (for the account of the Revolving Credit Lenders) the extension fee provided for in Section 3.5.(e3.5(d).
Appears in 1 contract
Samples: Credit Agreement (RLJ Lodging Trust)
Extension of Revolving Credit Maturity Date. The Company shall have two (2) options to extend (each, an “Option to Extend”) the Revolving Credit Maturity Date by six (6) months, in each case, upon satisfaction of each of the following conditions precedent:
(a) The Company shall provide the Administrative Agent with written notice of the Company’s request to exercise an Option to Extend not more than one hundred twenty (120) days but not less than thirty (30) days prior to the then-current Revolving Credit Maturity Date;
(b) As of the date of receipt by the Administrative Agent of written notice of the Company’s request to exercise such Option to Extend and as of the then-current Revolving Credit Maturity Date, Provided that no Default or Event of Default shall have has occurred and be is continuing, and the Company shall so certify in writing;
Borrowers may, by written notice to Agent (cwith sufficient copies for each Bank) All representations and warranties made or deemed made by the Company or any other Loan Party in any Loan Document to (which such Loan Party is a party notice shall be true irrevocable and correct which shall not be deemed effective unless actually received by Agent) prior to October 1, but not before August 1, of each fiscal year (beginning with the fiscal year ending December 31, 1999), request that the Banks extend the then applicable Revolving Credit Maturity Date to a date that is one year later than the Revolving Credit Maturity Date then in all material respects effect (unless each such representation and warranty request, a "Request"). Each Bank shall, not later than November 1 of such fiscal year, give written notice to the Agent stating whether such Bank is qualified by materialitywilling to extend the Revolving Credit Maturity Date as requested. If Agent has received the aforesaid written approvals of such Request from each of the Banks, in which event such representation and warranty shall be true and correct in all respects) on and as of then, effective upon the date of Agent's receipt by of all such written approvals from the Administrative Banks, as aforesaid, the Revolving Credit Maturity Date shall be so extended for an additional one year period, the term Revolving Credit Maturity Date shall mean such extended date and Agent shall promptly notify the Borrowers that such extension has occurred.
(b) If (i) any Bank gives the Agent written notice that it is unwilling to extend the Revolving Credit Maturity Date as requested or (ii) any Bank fails to provide written approval to Agent of written notice such a Request on or before the November 1 of such fiscal year, then (w) the Company’s request Banks shall be deemed to exercise such Option have declined to Extend and as of extend the Revolving Credit Maturity Date, (x) the then-current Revolving Credit Maturity Date shall remain in effect (with no further right on the same force and effect as if made on and as part of such date, except Borrowers 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 (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances permitted request extensions thereof under the Loan Documentsthis Section 2.9), and (y) the Company shall so certify in writing;
(d) The Company shall execute or cause commitments of the execution of all documents reasonably required by the Administrative Agent Banks to effect the exercise of such Option to Extend; and
(e) On or before the then-current Revolving Credit Maturity Date, the Company shall pay to the Administrative Agent (for the account make Advances of the Revolving Credit Lenders) hereunder shall terminate on the extension fee provided for Revolving Credit Maturity Date then in Section 3.5.(e)effect, and Agent shall promptly notify Borrowers thereof.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Commercial Vehicle Group, Inc.)
Extension of Revolving Credit Maturity Date. The Company Borrower shall have two one (21) options option to extend (each, an the “Option to Extend”) the Revolving Credit Maturity Date by six one (61) months, in each case, year upon satisfaction of each of the following conditions precedent:
(a) The Company Borrower shall provide the Administrative Agent with written notice of the CompanyBorrower’s request to exercise an the Option to Extend not more than one hundred twenty (120) days but not less than thirty forty-five (3045) days prior to the then-current initial Revolving Credit Maturity Date;
(b) As of the date of receipt by the Administrative Agent of written notice of the CompanyBorrower’s request to exercise such the Option to Extend and as of the then-current initial Revolving Credit Maturity Date, no Default or Event of Default shall have occurred and be continuing, and the Company Borrower shall so certify in writing;
(c) All representations and warranties made or deemed made by of the Company or any other Loan Party in any Loan Document to which such Loan Party is a party Borrower under this Agreement shall be true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as of the date of receipt by the Administrative Agent of written notice of the CompanyBorrower’s request to exercise such the Option to Extend and as of the then-current initial Revolving Credit Maturity Date with the same force and effect as if made on and as of such dateDate, except (A) to the extent that any such representations and warranties expressly relate solely representation or warranty relates to an a specific earlier date (in which case such representations representation and warranties warranty shall have been true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty it shall have been be true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances or (B) as a result of transactions permitted under the Loan Documentsby this Agreement, and the Company Borrower shall so certify in writing;
(d) The Company Borrower shall execute or cause the execution of all documents reasonably required by the Administrative Agent to effect the exercise of such the Option to Extend; and
(e) On or before the then-current initial Revolving Credit Maturity Date, the Company Borrower shall pay to the Administrative Agent (for the account of the Revolving Credit Lenders) the extension fee provided for in Section 3.5.(e3.5(d).
Appears in 1 contract
Samples: Credit Agreement (RLJ Lodging Trust)
Extension of Revolving Credit Maturity Date. The Company shall have two (2) options to extend (each, an “Option to Extend”) the Revolving Credit Maturity Date by six (6) months, in each case, upon satisfaction of each of the following conditions precedent:
(a) The Company shall provide the Administrative Agent with written notice of the Company’s request to exercise an Option to Extend not more than one hundred twenty (120) days but not less than thirty (30) days prior to the then-current Revolving Credit Maturity Date;
(b) As of the date of receipt by the Administrative Agent of written notice of the Company’s request to exercise such Option to Extend and So long as of the then-current Revolving Credit Maturity Date, no Default or Event of Default shall have has occurred and be continuingis continuing upon delivery of such reports, and the Agent has received (i) a Consolidated audit report of the Company (in the form required in Section 7.3(b) of this Agreement) as of the end of Fiscal Year 2007 demonstrating Consolidated Net Income for the fourth quarter of 2007 of not less than $5,000,000 and (ii) a Consolidated and Consolidating financial report as of the end of the first fiscal quarter of 2008 demonstrating Consolidated Net Income for the first quarter of 2008 of not less than $5,000,000 (accompanied by Company’s written request that the Revolving Credit Maturity Date be so extended), the Revolving Credit Maturity Date shall so certify in writing;be extended to June 22, 2010. Agent shall give notice to the Banks of its receipt of such financial reports (and request for extension) and of the effectiveness of the extended Revolving Credit Maturity Date.
(cb) All representations So long as no Default or Event of Default has occurred and warranties made or is continuing Company may, by written notice to Agent and each Bank (which notice shall be irrevocable and which shall not be deemed made effective unless actually received by Agent and each Bank), prior to April 15, but not before March 15, of each year beginning in 2009 (provided that if the Company waives its right to request an extension of the Revolving Credit Maturity Date under clause (a) of this Section 2.16, Company may request an extension under this clause (b), such request to be made prior to April 15, 2008 but not before March 15, 2008), request that the Banks extend the then applicable Revolving Credit Maturity Date to a date that is 364 days later than the Revolving Credit Maturity Date then in effect (each such request, a “Request”). Each Bank shall, not later than thirty (30) calendar days following the date of its receipt of a Request, give written notice to the Agent stating whether such Bank is willing to extend the Revolving Credit Maturity Date as requested. If Agent has received the aforesaid written approvals of such Request from each of the Banks, then, effective on (but not before) the date that all such approvals have been received by Agent (so long as no Default or any other Loan Party in any Loan Document to which such Loan Party Event of Default has occurred and is a party continuing), the Revolving Credit Maturity Date shall be true so extended for an additional period of 364 days, the term Revolving Credit Maturity Date shall mean such extended date and correct in all material respects Agent shall promptly notify the Company and the Banks that such extension has occurred. If (unless such representation and warranty i) any Bank gives the Agent written notice that it is qualified by materiality, in which event such representation and warranty shall be true and correct in all respectsunwilling to extend the Revolving Credit Maturity Date as requested or (ii) on and as any Bank fails to provide written approval to Agent of the Request within thirty (30) calendar days of the date of Agent’s receipt by of such Request, then (x) the Administrative Agent of written notice of Banks shall be deemed to have declined to extend the Company’s request to exercise such Option to Extend and as of Revolving Credit Maturity Date, (y) the then-current Revolving Credit Maturity Date shall remain in effect (with no further right on the same force and effect as if made on and as part of such dateCompany, 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 (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier daterequest extensions thereof under this Section 2.16) and except for changes in factual circumstances permitted under (z) the Loan Documents, and commitments of the Company shall so certify in writing;
(d) The Company shall execute or cause the execution of all documents reasonably required by the Administrative Agent Banks to effect the exercise of such Option to Extend; and
(e) On or before the then-current Revolving Credit Maturity Date, the Company shall pay to the Administrative Agent (for the account make Advances of the Revolving Credit Lenders) hereunder shall terminate on the extension fee provided for Revolving Credit Maturity Date then in effect, and Agent shall promptly notify Company and the Banks thereof.”
3. Section 3.5.(e).6 of the Credit Agreement is hereby amended by amending and restating Section 6.5 as follows:
Appears in 1 contract
Extension of Revolving Credit Maturity Date. The Company Borrower shall have two one (21) options option to extend (each, an the “Option to ExtendExtend (Revolver)”) the Revolving Credit Maturity Date by six one (61) months, in each case, year upon satisfaction of each of the following conditions precedent:
(a) The Company Borrower shall provide the Administrative Agent with written notice of the CompanyBorrower’s request to exercise an the Option to Extend (Revolver) not more than one hundred twenty (120) days but not less than thirty forty-five (3045) days prior to the then-current initial Revolving Credit Maturity Date;
(b) As of the date of receipt by the Administrative Agent of written notice of the CompanyBorrower’s request to exercise such the Option to Extend (Revolver) and as of the then-current initial Revolving Credit Maturity Date, no Default or Event of Default shall have occurred and be continuing, and the Company Borrower shall so certify in writing;
(c) All representations and warranties made or deemed made by the Company Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as of the date of receipt by the Administrative Agent of written notice of the CompanyBorrower’s request to exercise such the Option to Extend (Revolver) and as of the then-current initial Revolving Credit Maturity Date with the same force and effect as if made on and as of such 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 (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances permitted under the Loan Documents, and the Company Borrower shall so certify in writing;
(d) The Company Borrower shall execute or cause the execution of all documents reasonably required by the Administrative Agent to effect the exercise of such the Option to ExtendExtend (Revolver); and
(e) On or before the then-current initial Revolving Credit Maturity Date, the Company Borrower shall pay to the Administrative Agent (for the account of the Revolving Credit Lenders) the extension fee provided for in Section 3.5.(e3.5(d).
Appears in 1 contract
Samples: Credit Agreement (RLJ Lodging Trust)
Extension of Revolving Credit Maturity Date. The Company shall have two (2) options to extend (each, an “Option to Extend”) the Revolving Credit Maturity Date by six (6) months, in each case, upon satisfaction of each of the following conditions precedent:
(a) The Company shall provide the Administrative Agent with written notice of the Company’s request to exercise an Option to Extend not more than one hundred twenty (120) days but not less than thirty (30) days prior to the then-current Revolving Credit Maturity Date;
(b) As of the date of receipt by the Administrative Agent of written notice of the Company’s request to exercise such Option to Extend and as of the then-current Revolving Credit Maturity Date, Provided that no Default or Event of Default shall have has occurred and be is continuing, and the Company shall so certify in writing;
may, by written notice to Agent (cwith sufficient copies for each Bank) All representations and warranties made or deemed made by the Company or any other Loan Party in any Loan Document to (which such Loan Party is a party notice shall be true irrevocable and correct which shall not be deemed effective unless actually received by Agent) prior to April 15, but not before January 1, of each fiscal year (beginning with the fiscal year ending December 31, 2000), request that the Banks extend the then applicable Revolving Credit Maturity Date to a date that is one year later than the Revolving Credit Maturity Date then in all material respects effect (unless each such representation and warranty request, a "Request"). Each Bank shall, not later than June 1 of such fiscal year, give written notice to the Agent stating whether such Bank is qualified by materialitywilling to extend the Revolving Credit Maturity Date as requested. If Agent has received the aforesaid written approvals of such Request from each of the Banks, in which event such representation and warranty shall be true and correct in all respects) on and as of then, effective upon the date of Agent's receipt by of all such written approvals from the Administrative Banks, as aforesaid, the Revolving Credit Maturity Date shall be so extended for an additional one year period, the term Revolving Credit Maturity Date shall mean such extended date and Agent shall promptly notify the Company that such extension has occurred.
(b) If (i) any Bank gives the Agent written notice that it is unwilling to extend the Revolving Credit Maturity Date as requested or (ii) any Bank fails to provide written approval to Agent of written notice such a Request on or before June 1 of such fiscal year, then (w) the Company’s request Banks shall be deemed to exercise such Option have declined to Extend and as of extend the Revolving Credit Maturity Date, (x) the then-current Revolving Credit Maturity Date shall remain in effect (with no further right on the same force and effect as if made on and as part of such date, except Company 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 (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances permitted request extensions thereof under the Loan Documentsthis Section 2.14), and (y) the Company shall so certify in writing;
(d) The Company shall execute or cause commitments of the execution of all documents reasonably required by the Administrative Agent Banks to effect the exercise of such Option to Extend; and
(e) On or before the then-current Revolving Credit Maturity Date, the Company shall pay to the Administrative Agent (for the account make Advances of the Revolving Credit Lenders) hereunder shall terminate on the extension fee provided for Revolving Credit Maturity Date then in Section 3.5.(e)effect, and Agent shall promptly notify Company thereof.
Appears in 1 contract
Samples: Credit Agreement (Mce Companies Inc)
Extension of Revolving Credit Maturity Date. The Company Borrower shall have two one (21) options option to extend (each, an the “Option to ExtendExtend (Revolver)”) the Revolving Credit Maturity Date by six one (61) months, in each case, year upon satisfaction of each of the following conditions precedent:
(ai) The Company the Borrower shall provide the Administrative Agent with written notice of the CompanyBorrower’s request to exercise an the Option to Extend (Revolver) not more than one hundred twenty (120) days but not less than thirty forty-five (3045) days prior to the then-current initial Revolving Credit Maturity Date;
(bii) As as of the date of receipt by the Administrative Agent of written notice of the CompanyBorrower’s request to exercise such the Option to Extend (Revolver) and as of the then-current initial Revolving Credit Maturity Date, no Default or Event of Default shall have occurred and be continuing, and the Company Borrower shall so certify in writing;
(ciii) All all representations and warranties made or deemed made by the Company Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as of the date of receipt by the Administrative Agent of written notice of the CompanyBorrower’s request to exercise such the Option to Extend (Revolver) and as of the then-current initial Revolving Credit Maturity Date with the same force and effect as if made on and as of such 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 (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances permitted under the Loan Documents, and the Company Borrower shall so certify in writing;
(div) The Company the Borrower shall execute or cause the execution of all documents reasonably required by the Administrative Agent to effect the exercise of such the Option to ExtendExtend (Revolver); and
(ev) On on or before the then-current initial Revolving Credit Maturity Date, the Company Borrower shall pay to the Administrative Agent (for the account of the Revolving Credit Lenders) the extension fee provided for in Section 3.5.(e3.5(d)(i).
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Samples: Credit Agreement (RLJ Lodging Trust)