Common use of Extension of Revolving Credit Termination Date Clause in Contracts

Extension of Revolving Credit Termination Date. The Borrower shall have the option (the “Extension Option”) to extend the original Revolving Credit Termination Date for a period of seven (7) months. Subject to the conditions set forth below, the Borrower may exercise the Extension Option by delivering a written notice to Agent (who shall provide such notice, promptly upon receipt, to each of the Revolving Credit Lenders) not more than ninety (90) days and not less than thirty (30) days prior to the original Revolving Credit Termination Date (a “Notice to Extend”), stating that the Borrower has elected to extend the original Revolving Credit Termination Date for seven (7) months. The Borrower’s delivery of the Notice to Extend shall be irrevocable and the Borrower’s right to exercise the Extension Option shall be subject to the following terms and conditions: (i) there shall exist no Default of Event of Default on both the date the Borrower delivers the Notice to Extend to Agent and on the original Revolving Credit Termination Date, (ii) the Borrower shall have paid to Agent for the account of each Revolving Credit Lender (other than a Defaulting Lender), not less than five days before the original Revolving Credit Termination Date, an extension fee equal to 0.05% of such Revolving Credit Lender’s Commitment Amount, and (iii) without limiting the conditions set forth in the foregoing clause (i), the Borrower shall have delivered to the Agent a Compliance Certificate, dated as of the date of the Notice to Extend, which includes detailed calculations establishing that the Borrower and its Subsidiaries were in compliance with the financial covenants contained in Section 9.1 as of the date of the most recently ended calendar quarter for which the Borrower is required to report financial results.

Extension of Revolving Credit Termination Date. (a) The Borrower shall have the option (the “Extension Option”) to extend the original Revolving Credit Termination Date for a period of seven (7) months. Subject to the conditions set forth belowmay, the Borrower may exercise the Extension Option by delivering a written notice to the Administrative Agent in the form of Exhibit E (who shall provide each such notice, promptly upon receipt, to each of the Revolving Credit Lendersnotice being an “Extension Request”) not more given no earlier than ninety sixty (9060) days and not less no later than thirty forty-five (3045) days prior to the original Revolving Credit Termination Date (a “Notice to Extend”), stating that the Borrower has elected to extend the original Revolving Credit Termination Date for seven (7) months. The Borrower’s delivery of the Notice to Extend shall be irrevocable and the Borrower’s right to exercise the Extension Option shall be subject to the following terms and conditions: (i) there shall exist no Default of Event of Default on both the date the Borrower delivers the Notice to Extend to Agent and on the original then applicable Revolving Credit Termination Date, (ii) request that the Borrower shall have paid to Agent for the account of each then applicable Revolving Credit Termination Date be extended to a date 364 days after the then applicable Revolving Credit Termination Date. Such extension shall be effective with respect to each Lender which, by written notice in the form of Exhibit F (other a “Continuation Notice”) to Borrower and the Administrative Agent given no earlier than a Defaulting Lender), not less forty-five (45) days and no later than thirty- five (35) days before prior to the original then applicable Revolving Credit Termination Date, an consents, in its sole discretion, to such extension fee equal (each Lender giving a Continuation Notice being referred to 0.05sometimes as a “Continuing Lender” and each Lender other than a Continuing Lender being a “Non-Extending Lender”); provided however, that such extension shall be effective only if the aggregate Revolving Loan Commitments of the Continuing Lenders are not less than 51% of such the Total Revolving Credit Lender’s Commitment Amount, and (iii) without limiting of the conditions set forth in the foregoing clause (i), the Borrower shall have delivered to the Agent a Compliance Certificate, dated as of Lenders on the date of the Notice Extension Request. No Lender shall have any obligation to Extendconsent to any such extension of the Revolving Credit Termination Date. If less than all of the Lenders consent to any such request pursuant to subsection (a) of this subsection 2.22, which includes detailed calculations establishing the Administrative Agent shall promptly so notify the Continuing Lenders, and each Continuing Lender may, in its sole discretion, not later than ten (10) days after receipt of such notice, give written notice to the Administrative Agent of the amount of the Non- Extending Lenders’ Commitments that it is willing to accept an assignment. If the Continuing Lenders notify the Administrative Agent that they are willing to accept assignments of Commitments in an aggregate amount that exceeds the amount of the Commitments of the Non-Extending Lenders, such Commitments shall be allocated among the Continuing Lenders willing to accept such assignments in such amounts as are agreed between the Borrower and its Subsidiaries were in compliance with the financial covenants contained in Section 9.1 as Administrative Agent. The Administrative Agent shall notify each Lender of the receipt of an Extension Request within three (3) Business Days after receipt thereof. The Administrative Agent shall notify the Borrower and the Lenders no later than fifteen (15) days prior to the applicable Revolving Credit Termination Date whether the Administrative Agent has received Continuation Notices from Lenders holding at least 51% of the Total Revolving Credit Commitment on the date of the most recently ended calendar quarter Extension Request. (b) The Revolving Credit Commitment of each Non-Extending Lender shall terminate at the close of business on the Revolving Credit Termination Date in effect prior to the delivery of such Extension Request without giving any effect to such proposed extension, and on such Revolving Credit Termination Date Borrower shall take one of the following three actions: (i) Replace the Non-Extending Lenders pursuant to Section 2.22(c); or (ii) Pay or cause to be paid to the Administrative Agent, for which the account of the Non-Extending Lenders, an amount equal to the Non-Extending Lenders’ Revolving Credit Loans, together with accrued but unpaid interest and fees thereon and all other amounts then payable hereunder; or (iii) By giving notice to the Administrative Agent, no later than three (3) days prior to the Revolving Credit Termination Date, elect not to extend the Revolving Credit Termination Date beyond the applicable Revolving Credit Termination Date and in this event the Borrower shall repay any amount of the Revolving Credit Loans then outstanding, together with accrued but unpaid interest and fees thereon and all other amounts then payable hereunder. (c) A Non-Extending Lender shall be obligated, at the request of the Borrower to assign pursuant to subsection 10.6(c) at any time prior to the close of business on the Revolving Credit Termination Date applicable to such Non-Extending Lender all of its rights (other than rights that would survive the termination of this Agreement pursuant to subsection 10.5) and obligations hereunder to one or more Lenders or other commercial lenders nominated by Borrower and willing to become Lenders in place of such Non- Extending Lender (the “Replacement Lenders”). In order to qualify as a Replacement Lender, a Lender or lender must satisfy all of the requirements of this Agreement (including without limitation, the Replacement Lender must satisfy the terms of subsection 10.6(c) and 10.6(e) as if such Replacement Lender is required actually a “Purchasing Lender” therein). Such obligation of the Non-Extending Lenders is subject to report financial resultssuch Non- Extending Lenders receiving payment in full from the Replacement Lenders (i) of the principal amount of all Revolving Credit Loans owing to such Non-Extending Lender immediately prior to an assignment to the Replacement Lenders and (ii) of all accrued interest and fees and other amounts payable hereunder and then owing to such Non- Extending Lender immediately prior to the assignment to the Replacement Lenders. Upon such assignment, the Non-Extending Lenders, and the Administrative Agent shall make appropriate entries in the Register to reflect the foregoing. (c) Section 10.6(c) of the Credit Agreement is amended to (i) add “)” immediately after the phrase “(or any part of such rights and obligations” appearing in the first sentence thereof and (ii) add the parenthetical “(or in accordance with subsection 2.22(c), must)” immediately after the phrase “Any Lender may” appearing therein. (d) Section 10.7(a) of the Credit Agreement is amended to add the phrase “other than a Non-Extending Lender pursuant to subsection 2.22” immediately after the phrase “If any Lender” appearing in the first line thereof. (e) The Credit Agreement is amended to add a new Exhibit E thereto as set forth and attached as Annex I hereto. (f) The Credit Agreement is amended to add a new Exhibit F thereto as set forth and attached as Annex II hereto.

Extension of Revolving Credit Termination Date. The Borrower Borrowers shall have the option (the “Extension Option”) to extend the original Revolving Credit Termination Date for a period of seven one (71) monthsyear. Subject to the conditions set forth below, the Borrower Borrowers may exercise the Extension Option by delivering a written notice to Agent (who shall provide such notice, promptly upon receipt, to each of the Revolving Credit Lenders) not more than ninety (90) days and not less than thirty (30) days prior to the original Revolving Credit Termination Date (a “Notice to Extend”), stating that the Borrower has Borrowers have elected to extend the original Revolving Credit Termination Date for seven one (71) monthsyear. The Borrower’s Borrowers’ delivery of the Notice to Extend shall be irrevocable and the Borrower’s Borrowers’ right to exercise the Extension Option shall be subject to the following terms and conditions: (i) there shall exist no Default of Event of Default on both the date the Borrower delivers Borrowers deliver the Notice to Extend to Agent and on the original Revolving Credit Termination Date, (ii) the Borrower Borrowers shall have paid to Agent for the account of each Revolving Credit Lender (other than a Defaulting Lender), not less than five days before the original Revolving Credit Termination Date, an extension fee equal to 0.050.10% of such Revolving Credit Lender’s Commitment Amount, and (iii) without limiting the conditions set forth in the foregoing clause (i), the Borrower Borrowers shall have delivered to the Agent a Compliance Certificate, dated as of the date of the Notice to Extend, which includes detailed calculations establishing that the Borrower EPR and its Subsidiaries were in compliance with the financial covenants contained in Section 9.1 as of the date of the most recently ended calendar quarter for which the Borrower is Borrowers are required to report financial results.

Extension of Revolving Credit Termination Date. The (a) On or . (a) During the period commencing not more than 120 days prior to the Fourth Amendment Effective , and ending not less than 30 days prior to, the Revolving Credit Termination Date then in effect, the Borrower shall have may request one one-yeartwo six-month extensions of the option Revolving Credit Termination Date by delivering to the Administrative Agent a written notice (the “Extension OptionRequest”), which the Administrative Agent shall distribute promptly to the Lenders,; provided that, (i) the Borrower may not submit more than onetwo Extension Requests (except as provided in Section 2.6(b) below) and (ii) the Revolving Credit Termination Date, as extended, shall not be later than the earlier of (x) March 8, 2023October 28, 2027 and (y) the date that is one year prior to extend the earliest maturity date of any Incremental Term Loans, if any. The Administrative Agent and the Lenders acknowledge and agree that the Extension Request has been deemed given by the Borrower on the Fourth Amendment Effective Date. The extension of the Revolving Credit Termination Date pursuant to this Section 2.6(a) shall become automatically effective on the date on which the following conditions have been satisfied (and by execution of the Fourth Amendment to Amended and Restated Credit Agreement, dated as of the Fourth Amendment Effective Date, the Administrative Agent and the Lenders acknowledge and agree that the following conditions have been deemed satisfied): (i) the Administrative Agent shall have received the Extension Request; (ii) no Default or Event of Default shall have occurred and be continuing either on the date that the Borrower delivers the Extension Request, or on the original Revolving Credit Termination Date for a period of seven (7) months. Subject immediately prior to the conditions set forth belowor after giving effect to such extension, provided that, the Borrower may exercise shall deliver a certificate from a Responsible Officer together with the Extension Option by delivering a written notice to Agent Request (who shall provide such notice, promptly upon receipt, to each b) The Borrower may request two (2) six-month extensions of the Revolving Credit Termination Date by delivering to the Administrative Agent an Extension Request, which the Administrative Agent shall distribute promptly to the Lenders, provided that, (i) the Borrower may not submit more than two (2) Extension Requests and (ii) the Revolving Credit Termination Date, as extended, shall not be later than the earlier of (x) March 8, 2024 and (y) the date that is one year prior to the earliest maturity date of any Incremental Term Loans, if any. (cb) The first extension of the Revolving Credit Termination Date (the six (6) month anniversary of the Revolving Credit Termination Date, the “First Extended Revolving Credit Termination Date”) pursuant to Section 2.6(b) shall become automatically effective on the date on which the following conditions have been satisfied: (i) the Administrative Agent shall have received the Extension Request not more than ninety (90) 120 days prior to, and ending not less than thirty (30) 30 days prior to to, the Revolving Credit Termination Date; (ii) no Default or Event of Default shall have occurred and be continuing either on the date that the Borrower delivers the Extension Request, or on the original Revolving Credit Termination Date (a “Notice immediately prior to Extend”)or after giving effect to such extension,; provided that, stating that the Borrower has elected to extend the original Revolving Credit Termination Date for seven (7) months. The Borrower’s delivery of the Notice to Extend shall be irrevocable and the Borrower’s right to exercise deliver a certificate from a Responsible Officer together with the Extension Option shall be subject to the following terms and conditions: (i) there shall exist Request certifying that no Default of or Event of Default shall have occurred and be continuing on both the date the Borrower delivers the Notice to Extend to Agent such date; and on the original Revolving Credit Termination Date, (iiiii) the Borrower shall have paid to Agent the Administrative Agent, for distribution to each Lender (and, in the account case of each the Extension Non-Consenting Lender, only to the extent the Extension Non-Consenting Lender has agreed to extend its Revolving Credit Lender (other than a Defaulting LenderCommitment), not less than five days before a one-time fee in an amount equal to 0.075% of the original Revolving Credit Termination Date, an extension fee equal to 0.05% Commitment of such Lender on such date (or, if the Revolving Credit Lender’s Commitment Amount, and (iii) without limiting the conditions set forth in the foregoing clause (i)Commitments have been terminated, the Borrower shall have delivered to the Agent a Compliance Certificate, dated as aggregate principal amount of the date of the Notice to Extend, which includes detailed calculations establishing that the Borrower and its Subsidiaries were in compliance with the financial covenants contained in Section 9.1 as of the date of the most recently ended calendar quarter for which the Borrower is required to report financial resultsRevolving Credit Loans then outstanding); and.

Extension of Revolving Credit Termination Date. The During the period commencing not more than 120 days prior to, and ending not less than 30 days prior to, the Revolving Credit Termination Date then in effect, the Borrower shall have may request two six-month extensions of the option Revolving Credit Termination Date by delivering to the Administrative Agent a written notice (the “Extension OptionRequest”), which the Administrative Agent shall distribute promptly to the Lenders, provided that, (i) the Borrower may not submit more than two Extension Requests and (ii) the Revolving Credit Termination Date, as extended, shall not be later than the earlier of (x) March 8, 2023 and (y) the date that is one year prior to the earliest maturity date of any Incremental Term Loans, if any. (a) The first extension of the Revolving Credit Termination Date (the “First Extended Revolving Credit Termination Date”) to extend shall become automatically effective on the date on which the following conditions have been satisfied: (i) the Administrative Agent shall have received the Extension Request; (ii) no Default or Event of Default shall have occurred and be continuing either on the date that the Borrower delivers the Extension Request, or on the original Revolving Credit Termination Date for a period of seven (7) months. Subject immediately prior to the conditions set forth belowor after giving effect to such extension, provided that, the Borrower may exercise shall deliver a certificate from a Responsible Officer together with the Extension Option by delivering a written notice to Agent (who shall provide such notice, promptly upon receipt, to each of the Revolving Credit Lenders) not more than ninety (90) days and not less than thirty (30) days prior to the original Revolving Credit Termination Date (a “Notice to Extend”), stating Request certifying that the Borrower has elected to extend the original Revolving Credit Termination Date for seven (7) months. The Borrower’s delivery of the Notice to Extend shall be irrevocable and the Borrower’s right to exercise the Extension Option shall be subject to the following terms and conditions: (i) there shall exist no Default of or Event of Default shall have occurred and be continuing on both the date the Borrower delivers the Notice to Extend to Agent and on the original Revolving Credit Termination Date, such date; and (iiiii) the Borrower shall have paid to Agent the Administrative Agent, for distribution to each Lender, a one-time fee in an amount equal to 0.075% of the account of each Revolving Credit Commitment of such Lender on such date (other than a Defaulting Lenderor, if the Revolving Credit Commitments have been terminated, the aggregate principal amount of the Revolving Credit Loans then outstanding), not less than five days before . (b) The second extension of the original Revolving Credit Termination Date, an extension fee equal to 0.05% of such Date shall become automatically effective on the date on which the following conditions have been satisfied: (i) the Administrative Agent shall have received the Extension Request; (ii) the First Extended Revolving Credit Lender’s Commitment Amount, and Termination Date shall have occurred; (iii) without limiting no Default or Event of Default shall have occurred and be continuing either on the conditions set forth in date that the foregoing clause (i)Borrower delivers the Extension Request, or on the First Extended Revolving Credit Termination Date immediately prior to or after giving effect to such extension, provided that, the Borrower shall deliver a certificate from a Responsible Officer together with the Extension Request certifying that no Default or Event of Default shall have delivered occurred and be continuing on such date; and (iv) the Borrower shall have paid to the Agent Administrative Agent, for distribution to each Lender, a Compliance Certificate, dated as one-time fee in an amount equal to 0.075% of the Revolving Credit Commitment of such Lender on such date (or, if the Revolving Credit Commitments have been terminated, the aggregate principal amount of the Notice to Extend, which includes detailed calculations establishing that the Borrower and its Subsidiaries were in compliance with the financial covenants contained in Section 9.1 as of the date of the most recently ended calendar quarter for which the Borrower is required to report financial resultsRevolving Credit Loans then outstanding).

Extension of Revolving Credit Termination Date. (a) The Borrower shall have the option (the “Extension Option”) to extend the original Revolving Credit Termination Date for a period of seven (7) months. Subject to the conditions set forth belowmay, the Borrower may exercise the Extension Option by delivering a written notice to the Administrative Agent in the form of Exhibit E (who shall provide each such notice, promptly upon receipt, to each of the Revolving Credit Lendersnotice being an "Extension Request") not more given no earlier than ninety sixty (9060) days and not less no later than thirty forty-five (3045) days prior to the original Revolving Credit Termination Date (a “Notice to Extend”), stating that the Borrower has elected to extend the original Revolving Credit Termination Date for seven (7) months. The Borrower’s delivery of the Notice to Extend shall be irrevocable and the Borrower’s right to exercise the Extension Option shall be subject to the following terms and conditions: (i) there shall exist no Default of Event of Default on both the date the Borrower delivers the Notice to Extend to Agent and on the original then applicable Revolving Credit Termination Date, (ii) request that the Borrower shall have paid to Agent for the account of each then applicable Revolving Credit Termination Date be extended to a date 364 days after the then applicable Revolving Credit Termination Date. Such extension shall be effective with respect to each Lender which, by written notice in the form of Exhibit F (other a "Continuation Notice") to Borrower and the Administrative Agent given no earlier than a Defaulting Lender), not less forty-five (45) days and no later than thirty-five (35) days before prior to the original then applicable Revolving Credit Termination Date, an consents, in its sole discretion, to such extension fee equal (each Lender giving a Continuation Notice being referred to 0.05sometimes as a "Continuing Lender" and each Lender other than a Continuing Lender being a "Non-Extending Lender"); provided however, that such extension shall be effective only if the aggregate Revolving Loan Commitments of the Continuing Lenders are not less than 51% of such the Total Revolving Credit Lender’s Commitment Amount, and (iii) without limiting of the conditions set forth in the foregoing clause (i), the Borrower shall have delivered to the Agent a Compliance Certificate, dated as of Lenders on the date of the Notice Extension Request. No Lender shall have any obligation to Extendconsent to any such extension of the Revolving Credit Termination Date. If less than all of the Lenders consent to any such request pursuant to subsection (a) of this Section 2.22, the Administrative Agent shall promptly so notify the Continuing Lenders, and each Continuing Lender may, in its sole discretion, give written notice to the Administrative Agent not later than ten (10) days after receipt of such notice of the amount of the Non-Extending Lenders' Commitments for which includes detailed calculations establishing it is willing to accept an assignment. If the Continuing Lenders notify the Administrative Agent that they are willing to accept assignments of Commitments in an aggregate amount that exceeds the amount of the Commitments of the Non-Extending Lenders, such Commitments shall be allocated among the Continuing Lenders willing to accept such assignments in such amounts as are agreed between the Borrower and its Subsidiaries were in compliance with the financial covenants contained in Section 9.1 as Administrative Agent. The Administrative Agent shall notify each Lender of the receipt of an Extension Request within three (3) Business Days after receipt thereof. The Administrative Agent shall notify the Borrower and the Lenders no later than fifteen (15) days prior to the applicable Revolving Credit Termination Date whether the Administrative Agent has received Continuation Notices from Lenders holding at least 51% of the Total Revolving Credit Commitment on the date of the most recently ended calendar quarter Extension Request. (b) The Revolving Credit Commitment of each Non-Extending Lender shall terminate at the close of business on the Revolving Credit Termination Date in effect prior to the delivery of such Extension Request without giving any effect to such proposed extension, and on such Revolving Credit Termination Date Borrower shall take one of the following three actions: (i) Replace the Non-Extending Lenders pursuant to Section 2.22(c); or (ii) Pay or cause to be paid to the Administrative Agent, for which the account of the Non-Extending Lenders, an amount equal to the Non-Extending Lenders' Revolving Credit Loans, together with accrued but unpaid interest and fees thereon and all other amounts then payable hereunder; or (iii) By giving notice to the Administrative Agent, no later than three (3) days prior to the Revolving Credit Termination Date, elect not to extend the Revolving Credit Termination Date beyond the applicable Revolving Credit Termination Date and in this event the Borrower is required to report financial resultsshall repay any amount of the Revolving Credit Loans then outstanding, together with accrued but unpaid interest and fees thereon and all other amounts then payable hereunder.

Extension of Revolving Credit Termination Date. The Borrower shall have (a) At any time after the option (first anniversary of the “Extension Option”) date this Agreement but prior to extend the original Revolving Credit Termination Date, the Company, by written notice to the Agent, may request an extension of the Revolving Credit Termination Date for by a period of seven (7) monthsone year from the date then in effect. Subject to The Agent shall promptly send each Lender a copy of such extension request, and each Lender shall in turn, in its sole discretion, not later than the conditions set forth below, the Borrower may exercise the Extension Option by delivering a written notice to Agent (who shall provide such notice, promptly upon receipt, to each of the Revolving Credit Lenders) not more than ninety (90) days and not less than thirty (30) days following the date of such extension request, notify the Company and the Agent in writing as to whether such Lender will consent to such extension. If any Lender shall fail to notify the Agent and the Company in writing of its consent to any such extension request on or before such 30/th/ day (such 30/th/ day hereinafter referred to as the "Extension Date"), such Lender shall be deemed not to have consented to such request. The Agent shall notify the Company on or prior to the original Extension Date of the decision of the Lenders regarding the Company's request for an extension of the Revolving Credit Termination Date. (b) If all Lenders consent in writing to such request in accordance with subsection (a) of this Section 2.23, the Revolving Credit Termination Date in effect at such time shall, effective as at the Extension Date, be extended for a period of one year, provided, however, that on the -------- ------- Extension Date the applicable conditions set forth in Sections 3.1 and 3.2 shall be satisfied. If fewer than all Lenders consent in writing to any such request in accordance with subsection (a “Notice to Extend”)a) of this Section 2.23, stating that the Borrower has elected to extend the original Revolving Credit Termination Date for seven (7) months. The Borrower’s delivery in effect at such time shall be extended, but only as to those Lenders who consented to such extension, and only if the aggregate Commitment Amount of the Notice to Extend consenting Lenders would equal or exceed $75,000,000. To the extent the aggregate Commitment Amount would not equal or exceed $75,000,000, the Revolving Credit Termination Date shall not be irrevocable and the Borrower’s right to exercise the Extension Option shall be subject extended. In addition, to the following terms and conditions: extent the Revolving Credit Termination Date is not extended as to any Lender, then (i) there such Lender's Commitment Percentage of the Commitment Amount shall exist remain in effect until, and automatically terminate in whole upon, the original unextended Revolving Credit Termination Date, and (ii) upon such termination as to such Lender, the aggregate Commitment Amount of the Lenders under this Agreement shall be automatically reduced by an amount equal to such terminated Commitment Percentage. It is understood and agreed that no Default Lender shall have any obligation whatsoever to agree to any request made by the Company for any requested extension of Event the Revolving Credit Termination Date. It is further understood and agreed that in no event shall the Commitment Percentage of Default on both the date the Borrower delivers the Notice to Extend to Agent and on Lenders hereunder extend for a period longer than 365 days from the original Revolving Credit Termination Date, (ii) the Borrower shall have paid to Agent for the account of each Revolving Credit Lender (other than a Defaulting Lender), not less than five days before the original Revolving Credit Termination Date, an extension fee equal to 0.05% of such Revolving Credit Lender’s Commitment Amount, and (iii) without limiting the conditions set forth in the foregoing clause (i), the Borrower shall have delivered to the Agent a Compliance Certificate, dated as of the date of the Notice to Extend, which includes detailed calculations establishing that the Borrower and its Subsidiaries were in compliance with the financial covenants contained in Section 9.1 as of the date of the most recently ended calendar quarter for which the Borrower is required to report financial results.

Extension of Revolving Credit Termination Date. The Borrower shall have (a) Provided that no Default or Event of Default exists during the option (the “Extension Option”) to extend the original Revolving Credit Termination Date for a period of seven (7) months. Subject to the conditions periods set forth below, the Borrower may exercise the Extension Option by delivering a written notice to Agent (who shall provide such notice, promptly upon receipt, to each request one or more extensions of the Revolving Credit LendersTermination Date, each such extension to be for a period of 364-days. The Borrower shall give notice of each such request to the Agent (each, an "Extension Request") not more than ninety (90) days and not less than thirty (30) at least 30 days prior to the original then current Revolving Credit Termination Date (the Lenders being under no obligation to consider any request delivered after such date). Any extension of the Revolving Credit Termination Date requested in accordance with the foregoing procedure shall be determined as follows: (i) If all of the Lenders consent to an Extension Request within 30, but not less than 15, days from the date of such Extension Request (such period being the "Extension Consideration Period") the Revolving Credit Termination Date shall be extended as provided above. Upon receipt of such consents from each Lender, the Agent will notify the Lenders of its receipt of all such consents and the new Revolving Credit Termination Date. (ii) If fewer than all Lenders, but at least the Required Lenders, consent to an Extension Request, by giving written notice thereof to the Borrower and the Agent during the Extension Consideration Period, the Borrower may elect to (i) withdraw such Extension Request, (ii) effect an assignment of all or part of the rights and obligations under the Loan Documents of each Lender who did not consent to such Extension Request (each a “Notice to Extend”"Nonconsenting Lender" and collectively, the "Nonconsenting Lenders"), stating that subject to, and in accordance with, the provisions of Section 2.19(c), or (iii) terminate the Commitment of each Nonconsenting Lender effective on the then current Revolving Credit Termination Date with respect to such Nonconsenting Lender, and, on such date, pay to the Agent for distribution to such Nonconsenting Lender the outstanding principal balance, if any, of the Note of such Nonconsenting Lender, together with any accrued and unpaid interest thereon to the date of such payment, any accrued and unpaid Facility Fee due to such Lender, and any other amount due to such Lender under this Agreement, whereupon (y) the then current Revolving Credit Termination Date shall be extended as to all Lenders from whom the Agent has received such consent (the "Consenting Lenders"), and the Agent will notify the Consenting Lenders of the new Revolving Credit Termination Date and the new Total Commitment Amount, and (z) each Nonconsenting Lender shall cease to be (iii) If Lenders comprising at least the Required Lenders do not consent to an Extension Request, by giving written notice thereof to the Borrower has elected during the Extension Consideration Period, the Revolving Credit Termination Date shall not be extended. (b) In the event the Borrower elects to extend terminate the original Commitment of the Nonconsenting Lender under Section 2.19(a)(ii) above, the Agent is authorized and directed to amend Exhibit B, effective on the then current Revolving Credit Termination Date, and promptly distribute a copy thereof to the Borrower and the Consenting Lenders reflecting the Commitment Amount of each Consenting Lender and the new Total Commitment Amount. The new Commitment Percentage of each Consenting Lender based on such new Total Commitment Amount (after giving effect to the termination of each Nonconsenting Lender's Commitment) is sometimes hereinafter referred to as the "Reallocated Commitment Percentage." The Consenting Lenders agree (subject to their receipt of any mandatory prepayment referred to below), effective on the then current Revolving Credit Termination Date, to assume their Reallocated Commitment Percentages of the Revolving Credit Loans, provided, that if, after giving effect to such assumption, the outstanding principal balance of the Consenting Lenders' Revolving Credit Loans would exceed the Total Commitment Amount or any Lender's Commitment Amount, then the Borrower will pay to the Agent on the then current Revolving Credit Termination Date for seven distribution to the Consenting Lenders, an amount sufficient to reduce the outstanding principal balance of the Revolving Credit Loans to an amount which does not exceed the Total Commitment Amount and each Consenting Lender's Commitment Amount. (7c) monthsIn the event the Borrower elects to effect an assignment of all or part of the Nonconsenting Lenders' rights and obligations under the Loan Documents in accordance with Section 2.19(a)(ii) above, then, provided that there shall not exist and be continuing any Default or Event of Default, the Borrower may, subject to the terms of this Section 2.19(c), obtain the agreement of a Substitute Lender to accept such an assignment, and one or more Nonconsenting Lenders designated by the Borrower (as hereinafter set forth) shall, subject to the terms of this Section 2.19(c), assign all or part of their rights and obligations in the Loan Documents to such Substitute Lender. The Borrower shall at least 15 days prior to the Revolving Credit Termination Date on which the Commitments of such Nonconsenting Lenders shall terminate (a "Nonconsenting Lender Termination Date") notify the Agent and one or more of the Nonconsenting At the request of the Borrower’s , the Nonconsenting Lender whose Commitment has been assigned shall promptly after the later to occur of such effective date and payment in full of all amounts hereunder and under the Note return to the Borrower its Note or other evidence that such Nonconsenting Lender has received full payment of such amounts. The purchase price paid under each Assignment and Assumption Agreement delivered pursuant to this Section 2.19(c) shall be the principal amount of the Revolving Credit Loans assigned thereunder. On the effective date of such Assignment and Assumption Agreement, the Borrower, the Substitute Lender and the Nonconsenting Lender shall make appropriate adjustments in the payment of interest, Facility Fees and other amounts with respect to the assigned Revolving Credit Loans, it being understood, however, that the Nonconsenting Lender may require, as a condition to its execution and delivery of the Notice Assignment and Assumption Agreement, that it receive all accrued and unpaid interest, Facility Fees and other amounts due to Extend shall be irrevocable it (whether or not the same are then payable) on the effective date of such Assignment and Assumption Agreement. To the Borrower’s right to exercise the Extension Option shall be subject to the following terms and conditions: (i) there shall exist no Default of Event of Default on both the date extent that the Borrower delivers does not purchase all of the Notice to Extend to Agent rights and on obligations of the original Revolving Credit Termination DateNonconsenting Lenders under the Loan Documents, (ii) then the Borrower shall have paid to Agent for will make the account of each Revolving Credit Lender (other than a Defaulting Lender), not less than five days before the original Revolving Credit Termination Date, an extension fee equal to 0.05% of such Revolving Credit Lender’s Commitment Amount, and payment described in clause (iii) without limiting the conditions set forth in the foregoing clause (i), the Borrower shall have delivered of Section 2.19(a)(ii) with respect to the Agent a Compliance Certificate, dated as of the date of the Notice to Extend, which includes detailed calculations establishing that the Borrower Revolving Credit Loans and its Subsidiaries were in compliance with the financial covenants contained in Section 9.1 as of the date of the most recently ended calendar quarter for which the Borrower is required to report financial results.the

Extension of Revolving Credit Termination Date. The During the period commencing not more than 120 days prior to, and ending not less than 30 days prior to, the Revolving Credit Termination Date then in effect, the Borrower shall have may request two six-month extensions of the option Revolving Credit Termination Date by delivering to the Administrative Agent a written notice (the “Extension OptionRequest”), which the Administrative Agent shall distribute promptly to the Lenders, provided that, (i) the Borrower may not submit more than two Extension Requests and (ii) the Revolving Credit Termination Date, as extended, shall not be later than [●], 2020. (a) The first extension of the Revolving Credit Termination Date (the “First Extended Revolving Credit Termination Date”) to extend shall become automatically effective on the date on which the following conditions have been satisfied: (i) the Administrative Agent shall have received the Extension Request; (ii) no Default or Event of Default shall have occurred and be continuing either on the date that the Borrower delivers the Extension Request, or on the original Revolving Credit Termination Date for a period of seven (7) months. Subject immediately prior to the conditions set forth belowor after giving effect to such extension, provided that, the Borrower may exercise shall deliver a certificate from a Responsible Officer together with the Extension Option by delivering a written notice to Agent (who shall provide such notice, promptly upon receipt, to each of the Revolving Credit Lenders) not more than ninety (90) days and not less than thirty (30) days prior to the original Revolving Credit Termination Date (a “Notice to Extend”), stating Request certifying that the Borrower has elected to extend the original Revolving Credit Termination Date for seven (7) months. The Borrower’s delivery of the Notice to Extend shall be irrevocable and the Borrower’s right to exercise the Extension Option shall be subject to the following terms and conditions: (i) there shall exist no Default of or Event of Default shall have occurred and be continuing on both the date the Borrower delivers the Notice to Extend to Agent and on the original Revolving Credit Termination Date, such date; and (iiiii) the Borrower shall have paid to Agent the Administrative Agent, for distribution to each Lender, a one-time fee in an amount equal to 0.075% of the account of each Revolving Credit Commitment of such Lender on such date (other than a Defaulting Lenderor, if the Revolving Credit Commitments have been terminated, the aggregate principal amount of the Revolving Credit Loans then outstanding), not less than five days before . (b) The second extension of the original Revolving Credit Termination Date, an extension fee equal to 0.05% of such Revolving Credit Lender’s Commitment Amount, and (iii) without limiting the conditions set forth in the foregoing clause (i), the Borrower Date shall have delivered to the Agent a Compliance Certificate, dated as of become automatically effective on the date of the Notice to Extend, which includes detailed calculations establishing that the Borrower and its Subsidiaries were in compliance with the financial covenants contained in Section 9.1 as of the date of the most recently ended calendar quarter for on which the Borrower is required to report financial results.following conditions have been satisfied:

Extension of Revolving Credit Termination Date. (a) The Borrower shall have Company may, from time to time, by notice to the option Agent (the “each such notice being an "Extension Option”Notice") given no later than 30 days but not sooner than 60 days prior to October 31 of each year beginning 1996 (each such October 31, called an "Extension Date") of this Agreement, extend the original Revolving Credit Termination Date for to a period of seven date one year after the then applicable Revolving Credit Termination Date. Such extension shall not be effective with respect to a Bank which, by a notice (7a "Withdrawal Notice") months. Subject to the conditions set forth belowCompany and the Agent given within 30 days following the Agent's receipt of such Extension Notice, declines to consent to such extension or which has failed to respond to the Company and the Agent within said 30-day period (each Bank giving a Withdrawal Notice or failing to respond in a timely manner being called a "Withdrawing Bank" and each Bank other than a Withdrawing Bank being a "Continuing Bank"). Such extension shall be effective only if the aggregate of the Commitments of the Continuing Banks is 66 2/3% or more of the Aggregate Commitment in effect on the date of this Agreement. If Banks with less than 66-2/3% of the Aggregate Commitment elect to be Continuing Banks, the Borrower may exercise Revolving Credit Termination Date shall not be extended and the Banks (including Withdrawing Banks) shall be obligated to make Loans to the Company in accordance with the original terms of this Agreement (including any previously approved extensions). If Banks with 66-2/3% or more, but less than 100%, of the Aggregate Commitment elect to be Continuing Banks, the Company may, at any time prior to the then applicable Extension Option by delivering a written notice Date, invite the Continuing Banks to Agent (who shall provide such noticeincrease their Commitments and/or invite other banks to become party to the Agreement in accordance with Section 13.3, promptly upon receiptin an aggregate amount not to exceed the Commitments of the Withdrawing Banks. If the Company fails to receive new or increased Commitments equal to the Commitments of the Withdrawing Banks prior to the then applicable Extension Date, the Company may, at its option, elect to each cancel the requested extension of the Revolving Credit Lenders) not more than ninety Termination Date and the Banks, including the Withdrawing Banks, shall continue to be obligated to make Loans in accordance with the original terms of this Agreement (90) days and not including any previously approved extensions). If the Company receives 66-2/3% or more, but less than thirty (30) days prior 100%, of the Aggregate Commitment, and the Company elects not to cancel the original requested extension, the Revolving Credit Termination Date (a “Notice to Extend”)shall be extended by one year, stating provided, however, that the Borrower has elected to extend Commitment of each Withdrawing Bank shall terminate on the original then applicable Revolving Credit Termination Date for seven (7) months. The Borrower’s delivery of the Notice without giving any effect to Extend shall be irrevocable and the Borrower’s right to exercise the Extension Option shall be subject to the following terms and conditions: (i) there shall exist no Default of Event of Default such each Withdrawing Bank on both the date the Borrower delivers the Notice to Extend to Agent and on the original such Revolving Credit Termination Date, (ii) provided, however, that so long as no Default or Unmatured Default exists, the Borrower shall have paid Company may, at any time prior to Agent for the account of each such Revolving Credit Lender (other than a Defaulting Lender), Termination Date and by not less than five days before Business Days' prior written notice to the original Agent and any Withdrawing Bank, cancel such Bank's Commitment, and thereupon prepay all Loans made by such Bank, together with interest and fees accrued to the date of such prepayment and breakage costs due under Section 3.3, if any, whereupon such Bank shall cease to be obliged to make further Loans hereunder, its Commitment shall be reduced to zero and it shall be released from all unaccrued obligations under this Agreement. The Agent shall notify each Bank of its receipt of an Extension Notice within two Business Days after the Agent's receipt thereof. The Company may deliver only one Extension Notice per year. (b) A Withdrawing Bank shall be obliged, at the request of the Company and subject to the Withdrawing Bank receiving payment in full of all amounts owing to it under this Agreement prior to completion of an assignment, to assign, without recourse or warranty and by an assignment agreement in substantially the form of Exhibit "J" attached hereto, and in accordance with Section 13.3, all of its rights and obligations hereunder to another financial institution which is an Eligible Assignee nominated by the Company and willing to participate in the facility in the place of such Withdrawing Bank; provided that such transferee satisfies all the requirements of this Agreement. (c) If the Revolving Credit Termination Date shall have been extended in respect of Continuing Banks in accordance with this Section 2.6, any Ratable Borrowing Notice or Notice of Conversion/Continuation specifying a Borrowing Date or Conversion/Continuation Date occurring after the Revolving Credit Termination Date applicable to a Withdrawing Bank or requesting an Interest Period extending beyond such date (i) shall have no effect in respect of such Withdrawing Bank and (ii) shall not specify a requested aggregate principal amount exceeding, when combined with all then outstanding Advances, the Aggregate Commitment calculated on the basis of the Commitments of the Continuing Banks. (d) If the Revolving Credit Termination Date shall have been extended in respect of Continuing Banks in accordance with this Section 2.6, all references herein to the "Revolving Credit Termination Date" shall, an extension fee equal with respect to 0.05% of such all parties hereto other than Withdrawing Banks, refer to the Revolving Credit Lender’s Commitment Amount, and (iii) without limiting the conditions set forth in the foregoing clause (i), the Borrower shall have delivered to the Agent a Compliance Certificate, dated Termination Date as of the date of the Notice to Extend, which includes detailed calculations establishing that the Borrower and its Subsidiaries were in compliance with the financial covenants contained in Section 9.1 as of the date of the most recently ended calendar quarter for which the Borrower is required to report financial resultsso extended.