Extension of Revolving Credit Termination Date. (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 may request one one-yeartwo six-month extensions of the Revolving Credit Termination Date by delivering to the Administrative Agent a written notice (the “Extension Request”), 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 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 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
Appears in 1 contract
Samples: And Restatement Agreement Second Amendment and Restatement Agreement (Chatham Lodging Trust)
Extension of Revolving Credit Termination Date. (a) On or . The Company may, from time to time, by notice to the Agent (aeach such notice being an "Extension Notice") During the period commencing given no later than 30 days but not more sooner than 120 60 days prior to October 31 of each year beginning 1996 (each such October 31, called an "Extension Date") of this Agreement, extend the Fourth Amendment Effective Revolving Credit Termination Date to a 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 (a "Withdrawal Notice") to the Company and ending not 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 30 days prior to66-2/3% of the Aggregate Commitment elect to be Continuing Banks, the Revolving Credit Termination Date then in effect, the Borrower may request one one-yeartwo six-month extensions of the Revolving Credit Termination Date by delivering to the Administrative Agent a written notice (the “Extension Request”), 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 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 earlier of (x) March 8Aggregate Commitment elect to be Continuing Banks, 2023October 28the Company may, 2027 and (y) the date that is one year at any time prior to the earliest maturity date then applicable Extension Date, invite the Continuing Banks to increase their Commitments and/or invite other banks to become party to the Agreement in accordance with Section 13.3, in an aggregate amount not to exceed the Commitments of any Incremental Term Loansthe 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, if any. The Administrative Agent and the Lenders acknowledge and agree that Company may, at its option, elect to cancel the Extension Request has been deemed given by the Borrower on the Fourth Amendment Effective Date. The requested extension of the Revolving Credit Termination Date pursuant and the Banks, including the Withdrawing Banks, shall continue to be obligated to make Loans in accordance with the original terms of this Section 2.6(a) shall become automatically effective on Agreement (including any previously approved extensions). If the date on which the following conditions have been satisfied (and by execution Company receives 66-2/3% or more, but less than 100%, of the Fourth Amendment Aggregate Commitment, and the Company elects not to Amended and Restated Credit Agreement, dated as of cancel the Fourth Amendment Effective Daterequested extension, 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 immediately prior to or after shall be extended by one year, provided, however, that the Commitment of each Withdrawing Bank shall terminate on the then applicable Revolving Credit Termination Date without giving any effect to such extensioneach Withdrawing Bank on such Revolving Credit Termination Date, provided thatprovided, however, that so long as no Default or Unmatured Default exists, the Borrower shall deliver a certificate from a Responsible Officer Company may, at any time prior to such Revolving Credit Termination Date and by not less than five Business Days' prior written notice to the 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 RequestNotice 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, with respect to all parties hereto other than Withdrawing Banks, refer to the Revolving Credit Termination Date as so extended. 2.7.
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Samples: Assignment Agreement (Nike Inc)
Extension of Revolving Credit Termination Date. The Borrower shall have the option (athe “Extension Option”) On or 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 (awho shall provide such notice, promptly upon receipt, to each of the Revolving Credit Lenders) During the period commencing not more than 120 ninety (90) days and not less than thirty (30) days prior to the Fourth Amendment Effective , and ending not less than 30 days prior to, the original Revolving Credit Termination Date then in effect(a “Notice to Extend”), stating that the Borrower may request one one-yeartwo six-month extensions of has elected to extend the original Revolving Credit Termination Date by delivering 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 Administrative Agent a written notice (the “Extension Request”), which the Administrative Agent shall distribute promptly to the Lenders,; provided that, following terms and conditions: (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, there shall not be later than the earlier of (x) March 8, 2023October 28, 2027 and (y) the date that is one year prior to 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) exist no Default or of Event of Default shall have occurred and be continuing either on both the date that the Borrower delivers the Extension Request, or Notice to Extend to Agent and on the original Revolving Credit Termination Date immediately prior Date, (ii) the Borrower shall have paid to or after giving effect 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 extensionRevolving Credit Lender’s Commitment Amount, provided thatand (iii) without limiting the conditions set forth in the foregoing clause (i), the Borrower shall deliver have delivered to the Agent a certificate from a Responsible Officer together 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 Extension Requestfinancial 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.
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Extension of Revolving Credit Termination Date. (a) On or . The Borrower may, by written notice to the Administrative Agent in the form of Exhibit E (aeach such notice being an “Extension Request”) During the period commencing not more given no earlier than 120 sixty (60) days and no later than forty-five (45) 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 may request one one-yeartwo six-month extensions of the Revolving Credit Termination Date by delivering to the Administrative Agent a written notice (the “Extension Request”), 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 applicable Revolving Credit Termination Date, as extendedrequest that the 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, shall not be by written notice in the form of Exhibit F (a “Continuation Notice”) to Borrower and the Administrative Agent given no earlier than forty-five (45) days and no later than the earlier of thirty- five (x35) March 8, 2023October 28, 2027 and (y) the date that is one year days prior to the earliest maturity then applicable Revolving Credit Termination Date, consents, in its sole discretion, to such extension (each Lender giving a Continuation Notice being referred to sometimes 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 the Total Revolving Credit Commitment of the Lenders on the 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 DateRequest. The No Lender shall have any obligation to consent to any such extension of the Revolving Credit Termination Date Date. If less than all of the Lenders consent to any such request pursuant to subsection (a) of 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 Datesubsection 2.22, 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 the 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 acknowledge and agree that no later than fifteen (15) days prior to 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 applicable Revolving Credit Termination Date immediately prior to or after giving effect to such extension, provided that, whether the Borrower shall deliver a certificate Administrative Agent has received Continuation Notices from a Responsible Officer together with Lenders holding at least 51% of the Total Revolving Credit Commitment on the date of the Extension Request.
Appears in 1 contract
Samples: Credit Agreement (Tc Pipelines Lp)
Extension of Revolving Credit Termination Date. The Borrowers shall have the option (athe “Extension Option”) On or to extend the original Revolving Credit Termination Date for a period of one (1) year. Subject to the conditions set forth below, Borrowers may exercise the Extension Option by delivering a written notice to Agent (awho shall provide such notice, promptly upon receipt, to each of the Revolving Credit Lenders) During the period commencing not more than 120 ninety (90) days and not less than thirty (30) days prior to the Fourth Amendment Effective , and ending not less than 30 days prior to, the original Revolving Credit Termination Date then in effect(a “Notice to Extend”), stating that the Borrower may request one one-yeartwo six-month extensions of Borrowers have elected to extend the original Revolving Credit Termination Date by delivering for one (1) year. The Borrowers’ delivery of the Notice to Extend shall be irrevocable and the Borrowers’ right to exercise the Extension Option shall be subject to the Administrative Agent a written notice (the “Extension Request”), which the Administrative Agent shall distribute promptly to the Lenders,; provided that, following terms and conditions: (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, there shall not be later than the earlier of (x) March 8, 2023October 28, 2027 and (y) the date that is one year prior to 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) exist no Default or of Event of Default shall have occurred and be continuing either on both the date that the Borrower delivers Borrowers deliver the Extension Request, or Notice to Extend to Agent and on the original Revolving Credit Termination Date immediately prior Date, (ii) the Borrowers shall have paid to or after giving effect 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 0.10% of such extensionRevolving Credit Lender’s Commitment Amount, provided thatand (iii) without limiting the conditions set forth in the foregoing clause (i), the Borrower Borrowers shall deliver have delivered to the Agent a certificate from a Responsible Officer together Compliance Certificate, dated as of the date of the Notice to Extend, which includes detailed calculations establishing that EPR and its Subsidiaries were in compliance with the Extension Requestfinancial covenants contained in Section 9.1 as of the date of the most recently ended calendar quarter for which the Borrowers are required to report financial results.
Appears in 1 contract
Extension of Revolving Credit Termination Date. (a) On or . The Borrower may, by written notice to the Administrative Agent in the form of Exhibit E (aeach such notice being an "Extension Request") During the period commencing not more given no earlier than 120 sixty (60) days and no later than forty-five (45) 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 may request one one-yeartwo six-month extensions of the Revolving Credit Termination Date by delivering to the Administrative Agent a written notice (the “Extension Request”), 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 applicable Revolving Credit Termination Date, as extendedrequest that the 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, shall not be by written notice in the form of Exhibit F (a "Continuation Notice") to Borrower and the Administrative Agent given no earlier than forty-five (45) days and no later than the earlier of thirty-five (x35) March 8, 2023October 28, 2027 and (y) the date that is one year days prior to the earliest maturity then applicable Revolving Credit Termination Date, consents, in its sole discretion, to such extension (each Lender giving a Continuation Notice being referred to sometimes 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 the Total Revolving Credit Commitment of the Lenders on the 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 DateRequest. The No Lender shall have any obligation to consent to any such extension of the Revolving Credit Termination Date Date. If less than all of the Lenders consent to any such request pursuant to subsection (a) of 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 Date2.22, 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 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 the 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 acknowledge and agree that no later than fifteen (15) days prior to 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 applicable Revolving Credit Termination Date immediately prior to or after giving effect to such extension, provided that, whether the Borrower shall deliver a certificate Administrative Agent has received Continuation Notices from a Responsible Officer together with Lenders holding at least 51% of the Total Revolving Credit Commitment on the date of the Extension Request.
Appears in 1 contract
Samples: Credit Agreement (Iroquois Gas Transmission System Lp)