Common use of Extension of Revolving Maturity Date Clause in Contracts

Extension of Revolving Maturity Date. The Borrower shall have one (1) option (which shall be binding on the Revolving Lenders), exercisable by written notice to the Administrative Agent (which shall promptly notify each of the Lenders) given no more than ninety (90) days nor less than thirty (30) days prior to the then-current Revolving Maturity Date to extend the Revolving Maturity Date for a period of six (6) months. Upon delivery of such notice, the Revolving Maturity Date shall be extended for six (6) months so long as the following conditions are satisfied: (i) no Default or Event of Default has occurred and is continuing as of the effective date of such extension and after giving effect thereto; (ii) the representations and warranties made or deemed made in any Loan Document shall be true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) as of the effective date of such extension 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 (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) on and as of such earlier date); (iii) if the Guaranty Release has not occurred, each Guarantor shall have provided to the Administrative Agent an affirmation and consent to such extension, in form and substance reasonably acceptable to the Administrative Agent; (iv) the Borrower shall have paid an extension fee equal to 0.0625% of the aggregate amount of the then outstanding Revolving Commitments (to the Administrative Agent for the ratable benefit of the Revolving Lenders); and (v) the Borrower shall have paid all other outstanding fees, expenses and other amounts which are due and payable pursuant to this Agreement.

Appears in 2 contracts

Samples: Revolving Credit and Term Loan Agreement (Four Corners Property Trust, Inc.), Revolving Credit and Term Loan Agreement (Four Corners Property Trust, Inc.)

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Extension of Revolving Maturity Date. The Borrower shall have one (1) option (which shall be binding on the Revolving Lenders)right, exercisable by written notice two (2) times, to request that the Administrative Agent (which shall promptly notify each of and the Lenders) given no more than ninety (90) days nor less than thirty (30) days prior to the then-current Revolving Maturity Date to Lenders extend the Revolving Maturity Date for a period of by six (6) monthsmonths per extension. Upon delivery The Borrower may exercise such right only by executing and delivering to the Administrative Agent at least thirty (30) days, but not more than one hundred twenty (120) days, prior to the then current Revolving Maturity Date, a written request for such extension (an “Extension Request”). The Administrative Agent shall notify the Revolving Lenders if it receives an Extension Request promptly upon receipt thereof. Subject to satisfaction of such noticethe following conditions for each extension, the Revolving Maturity Date shall be extended for by six (6) months so long as (to September 30, 2023, in the following conditions are satisfied: case of the first extension, and to March 31, 2024, in the case of the second extension): (ix) immediately prior to such extension and immediately after giving effect thereto, (A) no Default or Event of Default has occurred shall exist, and is continuing as of the effective date of such extension and after giving effect thereto; (iiB) the representations and warranties made or deemed made by the Borrower and each other Loan Party in the Loan Documents to which any Loan Document of them is a party, shall be true and correct in all material respects (other than any except in the case of a representation or warranty qualified as to “by materiality, “Material Adverse Effect” in which case such representation or similar language, which warranty shall be true and correct in all respects) on and as of the effective date of such extension 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 (other than any except in the case of a representation or warranty qualified as to “by materiality, “Material Adverse Effect” in which case such representation or similar language, which warranty shall be true and correct in all respects) on and as of such earlier date); ) and except for changes in factual circumstances specifically and expressly permitted under the Loan Documents, (iii) if the Guaranty Release has not occurred, each Guarantor shall have provided to the Administrative Agent an affirmation and consent to such extension, in form and substance reasonably acceptable to the Administrative Agent; (ivy) the Borrower shall have paid an extension fee equal to 0.0625% the Fees payable under Section 3.5(c) and all expenses of the aggregate amount Administrative Agent payable pursuant to Section 13.2 that have been invoiced at least two (2) Business Days prior to such extension date and (z) each of the then outstanding Revolving Commitments (Guarantors has reaffirmed in writing that its Guaranty remains in full force and effect. At any time prior to the effectiveness of any such extension, upon the Administrative Agent’s request, the Borrower shall deliver to the Administrative Agent for a certificate from the ratable benefit of chief executive officer or chief financial officer certifying the Revolving Lendersmatters referred to in the immediately preceding clauses (x)(A); , (x)(B) and (v) the Borrower shall have paid all other outstanding fees, expenses and other amounts which are due and payable pursuant to this Agreementz).

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Spirit Realty, L.P.)

Extension of Revolving Maturity Date. The Subject to the provisions of this Section 2.15, the Borrower shall have one (1) the option (which shall be binding on the Revolving Lenders), exercisable by written notice to the Administrative Agent (which shall promptly notify each of the Lenders) given no more than ninety (90) days nor less than thirty (30) days prior to the then-current Revolving Maturity Date to extend the Revolving Maturity Date for a period of six then in effect hereunder (6) months. Upon delivery of such notice, the “Applicable Revolving Maturity Date shall be extended Date”) twice, each time, for an additional six (6) months so long as from the Applicable Revolving Maturity Date (the “Extension Option”), subject to the satisfaction of each of the following conditions are satisfied: conditions: (i) no Default or Event At least thirty (30) days and not more than one hundred twenty (120) days prior to the Applicable Revolving Maturity Date the Borrower shall notify the Administrative Agent of Default has occurred its exercise of the Extension Option; (ii) As of the date of the Borrower’s request to exercise the Extension Option and is continuing as of the effective date Applicable Revolving Maturity Date no Default shall have occurred and be continuing, provided that if such Default requires the giving of notice by the Administrative Agent in accordance with Section 9.01, such notice shall have been given; (iii) The Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Applicable Revolving Maturity Date signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension (such certification to confirm that such resolutions remain in effect and have not been modified since the adoption thereof) and (ii) in the case of the Borrower, certifying that, before and after giving effect thereto; to such extension, (iiA) the representations and warranties made or deemed made contained in any Article VI and the other Loan Document shall be Documents are true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true on and correct in all respects) as of the effective date of such extension the Borrower’s request to exercise the Extension Option and as of the Applicable Revolving Maturity Date, except to the extent that such representations and warranties expressly relate solely specifically refer to an earlier date (date, in which case such representations and warranties shall have been they are true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) on and as of such earlier date, and except that for purposes of this Section 2.15, the representations and warranties contained in subsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b); , respectively, of Section 7.01, and (iiiB) if the Guaranty Release has not occurred, each Guarantor no Default exists; (iv) The Borrower shall have provided deliver to the Administrative Agent an affirmation and consent a Compliance Certificate setting forth in reasonable detail the calculations required to such extension, show that the Loan Parties are in form and substance reasonably acceptable to compliance with the Administrative Agent; terms of this Agreement; (ivv) No later than the Applicable Revolving Maturity Date the Borrower shall have paid an extension fee equal to 0.0625% of the aggregate amount of the then outstanding Revolving Commitments (to the Administrative Agent (for the ratable pro rata benefit of the Revolving Lenders)) an extension fee in the amount of 0.075% of the then-current Commitments; and and (vvi) the The Borrower shall have paid all other outstanding fees, reasonable out-of-pocket costs and expenses incurred by the Administrative Agent and other amounts which are due all reasonable fees and payable pursuant expenses paid to this Agreementthird party consultants (including reasonable attorneys’ fees and expenses) incurred by the Administrative Agent in connection with such extension.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Agree Realty Corp)

Extension of Revolving Maturity Date. The Borrower shall have the right, exercisable one (1) option (which shall be binding on time, to request that the Administrative Agent and the Revolving Lenders), exercisable Lenders extend the Original Revolving Maturity Date by written notice one year to the Extended Revolving Maturity Date by executing and delivering to the Administrative Agent at least sixty (which shall promptly notify each of the Lenders60) given no days, but not more than ninety one hundred eighty (90180) days nor less than thirty (30) days days, prior to the then-current Original Revolving Maturity Date to extend Date, a written request for such extension (an “Extension Request”). The Administrative Agent shall notify the Revolving Maturity Date for a period Lenders if it receives an Extension Request promptly upon receipt thereof. Subject to satisfaction of six (6) months. Upon delivery of such noticethe following conditions, the Revolving Maturity Date shall be extended for six (6) months so long as to the following conditions are satisfiedExtended Revolving Maturity Date: (ix) immediately prior to such extension and immediately after giving effect thereto, (A) no Default or Event of Default has occurred shall exist and is continuing as of the effective date of such extension and after giving effect thereto; (iiB) the representations and warranties made or deemed made by the Borrower and each other Loan Party in the Loan Documents to which any Loan Document of them is a party, shall be true and correct in all material respects (other than any except in the case of a representation or warranty qualified as to “by materiality, “Material Adverse Effect” in which case such representation or similar language, which warranty shall be true and correct in all respects) on and as of the effective date of such extension 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 (other than any except in the case of a representation or warranty qualified as to “by materiality, “Material Adverse Effect” in which case such representation or similar language, which warranty shall be true and correct in all respects) on and as of such earlier date); ) and except for changes in factual circumstances specifically and expressly permitted under the Loan Documents and (iii) if the Guaranty Release has not occurred, each Guarantor shall have provided to the Administrative Agent an affirmation and consent to such extension, in form and substance reasonably acceptable to the Administrative Agent; (ivy) the Borrower shall have paid an extension fee equal the Fees payable under Section 3.5(e). At any time prior to 0.0625% the effectiveness of any such extension, upon the aggregate amount of Administrative Agent’s request, the then outstanding Revolving Commitments (Borrower shall deliver to the Administrative Agent for a certificate from the ratable benefit of chief executive officer or chief financial officer certifying the Revolving Lenders); matters referred to in the immediately preceding clauses (x)(A) and (v) the Borrower shall have paid all other outstanding fees, expenses and other amounts which are due and payable pursuant to this Agreementx)(B).

Appears in 1 contract

Samples: Credit Agreement (Hudson Pacific Properties, L.P.)

Extension of Revolving Maturity Date. The Borrower shall have one may elect to extend the Initial Revolving Maturity Date for up to two (12) option successive twelve (which 12) month periods, but in no event beyond the fifth anniversary of the date of this Agreement (the “Extended Revolving Maturity Date”). Each of the twelve (12) month extensions shall be binding on subject to the Revolving Lenders), exercisable by satisfaction of the following conditions: (a) the Borrower must provide written notice to the Administrative Agent of such election to extend the maturity at least thirty (which shall promptly notify each of the Lenders30) given days but no more than ninety (90) days nor less than thirty (30) days prior to the then-current then effective Revolving Maturity Date to extend the Revolving Maturity Date for a period of six Date; (6) months. Upon delivery of such notice, the Revolving Maturity Date shall be extended for six (6) months so long as the following conditions are satisfied: (ib) no Default or Event of Default shall exist on the date of such notice of extension or on the Extension Effective Date; (c) the Required Amortization has not occurred and is continuing as of the effective date of such extension and after giving effect thereto; not then continuing; (iid) the representations and warranties made or deemed made contained in any Article V and the other Loan Document shall be Documents are true and correct correct, in all material respects (other than any representation or warranty qualified as to “materiality”respects, “Material Adverse Effect” or similar language, which shall be true on and correct in all respects) as of the effective date of such extension Extension Effective Date, except to the extent that such representations and warranties expressly relate solely specifically refer to an earlier date (date, in which case such representations and warranties shall have been they are true and correct correct, in all material respects (other than any representation or warranty qualified as to “materiality”respects, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) on and as of such earlier date); , and except that for purposes of this Section 2.17, the representations and warranties contained in subsections (iiia) if the Guaranty Release has not occurred, each Guarantor and (b) of Section 5.05 shall have provided be deemed to refer to the Administrative Agent an affirmation most recent statements furnished pursuant to subsections (a) and consent to such extension(b), in form and substance reasonably acceptable respectively, of Section 6.01; (e) on, or on a Business Day no more than five (5) Business Days prior to, the then effective Revolving Maturity Date, the Borrower shall pay to the Administrative Agent; , for the pro rata benefit of the Lenders (iv) based on their share of the Borrower shall have paid Facility AmountAggregate Revolving Commitments outstanding on the Extension Effective Date), an extension fee equal to 0.0625% twenty hundredths of one percent (0.20%) of the aggregate amount Facility AmountAggregate Revolving Commitments; (f) Administrative Agent shall have received reasonably satisfactory documentation evidencing the extension executed by the Borrower and consented to by the Guarantors; and Only as to the first twelve (12) month extension, the following additional condition shall apply: (g) CCPT V shall be in compliance with the Minimum Equity Raise Test as of the then outstanding most recent Fiscal Quarter of CCPT V ending prior to the Initial Revolving Commitments Maturity Date (or there shall have been a Full Waiver or Cure of any noncompliance therewith). Only as to the second twelve (12) month extension, the following additional condition shall apply: (h) The Unsecured Conversion has occurred prior to expiration of the first 12-month Extension Period. If the above conditions are satisfied, the extension of the Revolving Maturity Date shall be effective upon the date that the extension fee is paid to the Administrative Agent for the ratable benefit of the Revolving Lenders); and (v) the Borrower shall have paid all other outstanding fees, expenses and other amounts which are due and payable pursuant to this Agreementclause (e) above (the “Extension Effective Date”).

Appears in 1 contract

Samples: Modification Agreement (Cole Credit Property Trust V, Inc.)

Extension of Revolving Maturity Date. The Borrower shall have the right, exercisable one (1) option (which shall be binding on the Revolving Lenders)time, exercisable by written notice to request that the Administrative Agent (which shall promptly notify each of and the Lenders) given no more than ninety (90) days nor less than thirty (30) days prior to the then-current Revolving Maturity Date Lenders agree to extend the Revolving Maturity Date by one (1) year. The Borrower may exercise such right only by executing and delivering to the Administrative Agent at least thirty (30) days, but not more than one hundred twenty (120) days, prior to the current Revolving Maturity Date, a written request for a period such extension (an “Extension Request”). The Administrative Agent shall notify the Revolving Lenders if it receives an Extension Request promptly upon receipt thereof. Subject to satisfaction of six (6) months. Upon delivery of such noticethe following conditions, the Original Revolving Maturity Date shall be extended for six (6) months so long as to the following conditions are satisfiedExtended Revolving Maturity Date: (ix) immediately prior to such extension and immediately after giving effect thereto, (A) no Default or Event of Default has occurred shall exist, and is continuing as of the effective date of such extension and after giving effect thereto; (iiB) the representations and warranties made or deemed made by the Borrower and each other Loan Party in the Loan Documents to which any Loan Document of them is a party, shall be true and correct in all material respects (other than any except in the case of a representation or warranty qualified as to “by materiality, “Material Adverse Effect” in which case such representation or similar language, which warranty shall be true and correct in all respects) on and as of the effective date of such extension 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 (other than any except in the case of a representation or warranty qualified as to “by 50 materiality, “Material Adverse Effect” in which case such representation or similar language, which warranty shall be true and correct in all respects) on and as of such earlier date); ) and except for changes in factual circumstances specifically and expressly permitted under the Loan Documents, and (iii) if the Guaranty Release has not occurred, each Guarantor shall have provided to the Administrative Agent an affirmation and consent to such extension, in form and substance reasonably acceptable to the Administrative Agent; (ivy) the Borrower shall have paid an extension fee equal the Fees payable under Section 3.5(c). At any time prior to 0.0625% the effectiveness of any such extension, upon the aggregate amount of Administrative Agent’s request, the then outstanding Revolving Commitments (Borrower shall deliver to the Administrative Agent for a certificate from the ratable benefit of chief executive officer or chief financial officer certifying the Revolving Lenders); matters referred to in the immediately preceding clauses (x)(A) and (v) the Borrower shall have paid all other outstanding fees, expenses and other amounts which are due and payable pursuant to this Agreementx)(B).

Appears in 1 contract

Samples: Loan Agreement (Spirit Realty Capital, Inc.)

Extension of Revolving Maturity Date. The Borrower shall have one two (12) option options (which shall be binding on the Revolving Lenders), exercisable by written notice to the Administrative Agent (which shall promptly notify each of the Lenders) given no more than ninety (90) days nor less than thirty (30) days prior to the then-current Revolving Maturity Date Date, in each case, to extend the Revolving Maturity Date for a period of six (6) months. Upon delivery of such notice, the Revolving Maturity Date shall be extended for six (6) months so long as the following conditions are satisfied: (i) no Default or Event of Default has occurred and is continuing as of the effective date of such extension and after giving effect thereto; (ii) the representations and warranties made or deemed made in any Loan Document shall be true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) as of the effective date of such extension 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 (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) on and as of such earlier date); (iii) if the Guaranty Release has not occurred, each Guarantor shall have provided to the Administrative Agent an affirmation and consent to such extension, in form and substance reasonably acceptable to the Administrative Agent; (iv) the Borrower shall have paid an extension fee equal to 0.06250.075% of the aggregate amount of the then outstanding Revolving Commitments (to the Administrative Agent for the ratable benefit of the Revolving Lenders); and (v) the Borrower shall have paid all other outstanding fees, expenses and other amounts which are due and payable pursuant to this Agreement.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Four Corners Property Trust, Inc.)

Extension of Revolving Maturity Date. The Borrower shall have the right, exercisable one (1) option (which shall be binding on the Revolving Lenders)time, exercisable by written notice to request that the Administrative Agent (which shall promptly notify each of and the Lenders) given no more than ninety (90) days nor less than thirty (30) days prior to the then-current Revolving Maturity Date Lenders agree to extend the Revolving Maturity Date by one (1) year. The Borrower may exercise such right only by executing and delivering to the Administrative Agent at least thirty (30) days, but not more than one hundred twenty (120) days, prior to the current Revolving Maturity Date, a written request for a period such extension (an “Extension Request”). The Administrative Agent shall notify the Revolving Lenders if it receives an Extension Request 50 promptly upon receipt thereof. Subject to satisfaction of six (6) months. Upon delivery of such noticethe following conditions, the Original Revolving Maturity Date shall be extended for six (6) months so long as to the following conditions are satisfiedExtended Revolving Maturity Date: (ix) immediately prior to such extension and immediately after giving effect thereto, (A) no Default or Event of Default has occurred shall exist, and is continuing as of the effective date of such extension and after giving effect thereto; (iiB) the representations and warranties made or deemed made by the Borrower and each other Loan Party in the Loan Documents to which any Loan Document of them is a party, shall be true and correct in all material respects (other than any except in the case of a representation or warranty qualified as to “by materiality, “Material Adverse Effect” in which case such representation or similar language, which warranty shall be true and correct in all respects) on and as of the effective date of such extension 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 (other than any except in the case of a representation or warranty qualified as to “by materiality, “Material Adverse Effect” in which case such representation or similar language, which warranty shall be true and correct in all respects) on and as of such earlier date); ) and except for changes in factual circumstances specifically and expressly permitted under the Loan Documents, and (iii) if the Guaranty Release has not occurred, each Guarantor shall have provided to the Administrative Agent an affirmation and consent to such extension, in form and substance reasonably acceptable to the Administrative Agent; (ivy) the Borrower shall have paid an extension fee equal the Fees payable under Section 3.5(c). At any time prior to 0.0625% the effectiveness of any such extension, upon the aggregate amount of Administrative Agent’s request, the then outstanding Revolving Commitments (Borrower shall deliver to the Administrative Agent for a certificate from the ratable benefit of chief executive officer or chief financial officer certifying the Revolving Lenders); matters referred to in the immediately preceding clauses (x)(A) and (v) the Borrower shall have paid all other outstanding fees, expenses and other amounts which are due and payable pursuant to this Agreementx)(B).

Appears in 1 contract

Samples: Credit Agreement (Spirit Realty Capital, Inc.)

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Extension of Revolving Maturity Date. The Borrower shall have one may elect to extend the Initial Maturity Date for up to two (12) option successive six (which 6) month periods, but in no event beyond September 6, 2022 (the “Extended Maturity Date”). Each such extension shall be binding on subject to the Revolving Lenders), exercisable by satisfaction of the following conditions: (a) the Borrower must provide written notice to the Administrative Agent of such election to extend the maturity at least thirty (which shall promptly notify each of the Lenders30) given days but no more than ninety (90) days nor less than thirty (30) days prior to the then-then current Revolving Maturity Date to extend the Revolving Maturity Date for a period of six (6) months. Upon delivery of such notice, the Revolving Maturity Date shall be extended for six Facility; (6) months so long as the following conditions are satisfied: (ib) no Default or Event of Default has occurred and is continuing as of shall exist on the effective date of such notice of extension and after giving effect thereto; or on the Extension Effective Date; (iic) the representations and warranties made or deemed made contained in any Article V and the other Loan Document shall be Documents are true and correct correct, in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) as of the effective date of such extension except to the extent that such for those 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 (other than any representation or warranty qualified as to “that are conditioned by materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) on and as of the Extension Effective Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct, in all material respects (except for those representations and warranties that are conditioned by materiality, which shall be true and correct in all respects), as of such earlier date); , and except that for purposes of this Section 2.17, the representations and warranties contained in subsections (iiia) if the Guaranty Release has not occurred, each Guarantor and (b) of Section 5.05 shall have provided be deemed to refer to the Administrative Agent an affirmation most recent statements furnished pursuant to subsections (a) and consent (b), respectively, of Section 6.01; (d) on, or on a Business Day no more than five (5) Business Days prior to, the then current Maturity Date with respect to such extensionthe Revolving Facility, in form and substance reasonably acceptable the Borrower shall pay to the Administrative Agent; , for the pro rata benefit of the Revolving Lenders (iv) based on their share of the Borrower shall have paid Revolving Commitments outstanding on the Extension Effective Date), an extension fee equal to 0.0625% ten hundredths of one percent (0.10%) of the aggregate amount Aggregate Revolving Commitments as of the then outstanding Revolving Commitments Extension Effective Date; and (e) Administrative Agent shall have received satisfactory documentation evidencing the extension executed by the Borrower and consented to by the Guarantors. If the above conditions are satisfied, the extension of the maturity of this Agreement shall be effective upon the date that the extension fee is paid to the Administrative Agent for the ratable benefit of the Revolving Lenders); and (v) the Borrower shall have paid all other outstanding fees, expenses and other amounts which are due and payable pursuant to this Agreementclause (d) above (the “Extension Effective Date”).

Appears in 1 contract

Samples: Credit Agreement (Cole Real Estate Income Strategy (Daily Nav), Inc.)

Extension of Revolving Maturity Date. The Borrower shall have one two (12) option options (which shall be binding on the Revolving Lenders), exercisable by written notice to the Administrative Agent (which shall promptly notify each of the Lenders) given no more than ninety (90) days nor less than thirty (30) days prior to the then-current Revolving Maturity Date Date, in each case, to extend the Revolving Maturity Date for a period of six (6) months. Upon delivery of such notice, the Revolving Maturity Date shall be extended for six (6) months so long as the following conditions are satisfied: (i) no Default or Event of Default has occurred and is continuing as of the effective date of such extension and after giving effect thereto; (ii) the representations and warranties made or deemed made in any Loan Document shall be true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) as of the effective date of such extension 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 (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) on and as of such earlier date); (iii) if the Guaranty Release has not occurred, each Guarantor shall have provided to the Administrative Agent an affirmation and consent to such extension, in form and substance reasonably acceptable to the Administrative Agent; (iv) the Borrower shall have paid an extension fee equal to 0.06250.075% of the aggregate amount of the then outstanding Revolving Commitments (to the Administrative Agent for the ratable benefit of the Revolving Lenders); and (v) the Borrower shall have paid all other outstanding fees, expenses and other amounts which are due and payable pursuant to this Agreement.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Four Corners Property Trust, Inc.)

Extension of Revolving Maturity Date. The Subject to the provisions of this Section 2.15, the Borrower shall have the option to extend the Revolving Maturity Date then in effect hereunder (the “Initial Revolving Maturity Date”), for an additional one (1) option year from the Initial Revolving Maturity Date (which shall be binding on the Revolving Lenders“Extension Option”), exercisable by written notice subject to the Administrative Agent (which shall promptly notify satisfaction of each of the Lendersfollowing conditions: (i) given no At least thirty (30) days and not more than ninety (90) days nor less than thirty (30) days prior to the then-current Initial Revolving Maturity Date the Borrower shall notify the Administrative Agent of its exercise of the Extension Option; (ii) As of the date of the Borrower’s request to extend exercise the Extension Option and as of the Initial Revolving Maturity Date for no Default shall have occurred and be continuing, provided that if such Default requires the giving of notice by the Administrative Agent in accordance with Section 9.01, such notice shall have been given; (iii) The Borrower shall deliver to the Administrative Agent a period certificate of six (6) months. Upon delivery each Loan Party dated as of such notice, the Initial Revolving Maturity Date shall be extended for six (6) months so long as the following conditions are satisfied: signed by a Responsible Officer of such Loan Party (i) no Default certifying and attaching the resolutions adopted by such Loan Party approving or Event of Default has occurred consenting to such extension (such certification to confirm that such resolutions remain in effect and is continuing as have not been modified since the adoption thereof) and (ii) in the case of the effective date of such extension Borrower, certifying that, before and after giving effect thereto; to such extension, (iiA) the representations and warranties made or deemed made contained in any Article VI and the other Loan Document shall be Documents are true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true on and correct in all respects) as of the effective date of such extension Initial Revolving Maturity Date, except to the extent that such representations and warranties expressly relate solely specifically refer to an earlier date (date, in which case such representations and warranties shall have been they are true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) on and as of such earlier date, and except that for purposes of this Section 2.15, the representations and warranties contained in subsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b); , respectively, of Section 7.01, and (iiiB) if the Guaranty Release has not occurred, each Guarantor no Default exists; (iv) The Borrower shall have provided deliver to the Administrative Agent an affirmation and consent a Compliance Certificate setting forth in reasonable detail the calculations required to such extension, show that the Loan Parties are in form and substance reasonably acceptable to compliance with the Administrative Agent; terms of this Agreement; (ivv) No later than the Initial Revolving Maturity Date the Borrower shall have paid an extension fee equal to 0.0625% of the aggregate amount of the then outstanding Revolving Commitments (to the Administrative Agent (for the ratable pro rata benefit of the Revolving Lenders)) an extension fee in the amount of 0.15% of the then-current Revolving Commitments; and and (vvi) the The Borrower shall have paid all other outstanding fees, reasonable out-of-pocket costs and expenses incurred by the Administrative Agent and other amounts which are due all reasonable fees and payable pursuant expenses paid to this Agreementthird party consultants (including reasonable attorneys’ fees and expenses) incurred by the Administrative Agent in connection with such extension.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Agree Realty Corp)

Extension of Revolving Maturity Date. The Subject to the provisions of this Section 2.15, the Borrower shall have one (1) the option (which shall be binding on the Revolving Lenders), exercisable by written notice to the Administrative Agent (which shall promptly notify each of the Lenders) given no more than ninety (90) days nor less than thirty (30) days prior to the then-current Revolving Maturity Date to extend the Revolving Maturity Date for a period of six then in effect hereunder (6) months. Upon delivery of such notice, the “Applicable Revolving Maturity Date shall be extended Date”) twice, each time, for an additional six (6) months so long as from the Applicable Revolving Maturity Date (the “Extension Option”), subject to the satisfaction of each of the following conditions are satisfied: conditions: (i) no Default or Event At least thirty (30) days and not more than one hundred twenty (120) days prior to the Applicable Revolving Maturity Date the Borrower shall notify the Administrative Agent of Default has occurred its exercise of the Extension Option; (ii) As of the date of the Borrower’s request to exercise the Extension Option and is continuing as of the effective date Applicable Revolving Maturity Date no Default shall have occurred and be continuing, provided that if such Default requires the giving of notice by the Administrative Agent in accordance with Section 9.01, such notice shall have been given; (iii) The Borrower shall deliver to the Administrative Agent a certificate of each Loan Party dated as of the Applicable Revolving Maturity Date signed by a Responsible Officer of such Loan Party (i) certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such extension (such certification to confirm that such resolutions remain in effect and have not been modified since the adoption thereof) and (ii) in the case of the Borrower, certifying that, before and after giving effect thereto; to such extension, (iiA) the representations and warranties made or deemed made contained in any Article VI and the other Loan Document shall be Documents are true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true on and correct in all respects) as of the effective date of such extension the Borrower’s request to exercise the Extension Option and as of the Applicable Revolving Maturity Date, except to the extent that such representations and warranties expressly relate solely specifically refer to an earlier date (date, in which case such representations and warranties shall have been they are true and correct in all material respects (other than any representation or warranty qualified as to “materiality”, “Material Adverse Effect” or similar language, which shall be true and correct in all respects) on and as of such earlier date, and except that for purposes of this Section 2.15, the representations and warranties contained in subsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to subsections (a) and (b); , respectively, of Section 7.01, and (iiiB) if the Guaranty Release no Default has not occurred, each Guarantor occurred and is continuing; (iv) The Borrower shall have provided deliver to the Administrative Agent an affirmation and consent a Compliance Certificate setting forth in reasonable detail the calculations required to such extension, show that the Loan Parties are in form and substance reasonably acceptable to compliance with the Administrative Agent; terms of this Agreement; (ivv) No later than the Applicable Revolving Maturity Date the Borrower shall have paid an extension fee equal to 0.0625% of the aggregate amount of the then outstanding Revolving Commitments (to the Administrative Agent (for the ratable pro rata benefit of the Revolving Lenders)) an extension fee in the amount of 0.0625% of the then-current Commitments; and and (vvi) the The Borrower shall have paid all other outstanding fees, reasonable out-of-pocket costs and expenses incurred by the Administrative Agent and other amounts which are due all reasonable fees and payable pursuant expenses paid to this Agreementthird party consultants (including reasonable attorneys’ fees and expenses) incurred by the Administrative Agent in connection with such extension.

Appears in 1 contract

Samples: Revolving Credit and Term Loan Agreement (Agree Realty Corp)

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