Common use of Extension of Revolving Period Clause in Contracts

Extension of Revolving Period. (a) The Borrower may, at any time prior to the date that is thirty (30) days prior to the last day of the Revolving Period, request an extension of the Revolving Period by providing written notice of such request to each Agent and to the Facility Agent (an “Extension Request”). Any Lender Group agreeing to extend the Revolving Period with respect to its Commitment (each, an “Extending Lender Group”) shall, through its Agent, provide written notice of its agreement to extend the Revolving Period to the Facility Agent and the Borrower. No Lender Group shall have any obligation to agree to extend the Revolving Period with respect to its Commitment; and in the event any Agent, on behalf of its Lender Group, shall not provide written notice of its agreement to extend the Revolving Period within thirty (30) days following its receipt of the Extension Request, such Lender Group shall be deemed to have rejected such Extension Request (each, a “Non-Extending Lender Group”). The Borrower may withdraw any Extension Request in its sole discretion prior to the effectiveness of such extension, including without limitation in connection with any rejection or deemed rejection by any Agent (on behalf of its Lender Group) of any Extension Request. (b) In the event there shall be one or more Non-Extending Lender Groups, the Borrower may, in accordance with Section 2.6, (i) by notice to the Facility Agent and the Agent for each Extending Lender Group, invite each Extending Lender Group to increase their Commitment by purchasing a pro rata amount of the Non-Extending Lender Group’s Commitment, (ii) invite one or more financial institutions to purchase the Commitments of the Non-Extending Lender Group(s) and become a “Lender” under this Agreement or (iii) have the Non-Extending Lender Group’s Commitment terminated. (c) The Revolving Period with respect to Commitments of the Extending Lender Group and each New Lender, as applicable, will be extended pursuant to an amendment to this Agreement among the Borrower, the Facility Agent and each member of the Extending Lender Group and each New Lender, if any, without the consent of any other Person, and the Required Lenders hereby expressly authorize the execution and delivery of any such amendment.

Extension of Revolving Period. (a) The Borrower may, at any time after the first anniversary of the Amendment No. 1 Effective Date and prior to the date that is thirty (30) days twenty Business Days prior to the last day of the then effective Revolving Period, request deliver a written notice to each Lender (with a copy to the Administrative Agent and the Collateral Agent) requesting an extension of the Revolving Period by providing written notice of such request to for an additional twelve months (each Agent and to the Facility Agent (qualifying request, an “Extension Request”); provided, that any such extension of the Revolving Period will result in a corresponding extension of the Facility Termination Date and the Refinancing Date by the same length of time. Any Each Lender Group agreeing may approve or decline (a “Non-Extending Lender”) an Extension Request in its sole discretion; provided, that the Lenders shall respond to an Extension Request in writing not later than 30 days following receipt of such Extension Request, and if any Lender does not respond in writing by the end of such 30 day period it shall be deemed to have denied such Extension Request. No request by the Borrower to extend the Revolving Period with respect to its Commitment (each, shall be considered an “Extending Extension Request” if such request is conditioned on an amendment to any other provision of the Transaction Documents. Each Lender Group”shall promptly notify the Administrative Agent (with a copy to the Collateral Agent) shall, through its of any approved Extension Request. The Servicer (via the Collateral Agent, 's Website) shall promptly provide written notice of its agreement any approved Extension Request to extend Morningstar (via email at XXXXxxxxxxxxx@xxxxxxxxxxx.xxx); provided, that no Extension Request beyond an initial twelve month extension of the Revolving Period to shall be effective unless Morningstar confirms in writing that the Facility Agent and the Borrower. No Lender Group shall have any obligation to agree to extend the Revolving Period with respect to its Commitment; and in the event any Agent, on behalf of its Lender Group, shall not provide written notice of its agreement to extend the Revolving Period within thirty (30) days following its receipt rating of the Class A-2 Commitments and Class A-2 Advances is not downgraded or withdrawn based on such extension. All Extension RequestRequests must be approved by all Lenders to be effective, such Lender Group shall be deemed to have rejected such Extension Request (each, a “except for any Non-Extending Lender Group”)which has been or is expected to be repaid in full by the date that is 60 months after either (i) the Amendment No. The Borrower may withdraw any 1 Effective Date, in the case of the first such approved Extension Request in its sole discretion prior to or (ii) the effectiveness date the Revolving Period was last extended with the approval of such extension, including without limitation in connection with any rejection or deemed rejection by any Agent (on behalf of its Lender Group) of any Extension Request. (b) In the event there shall be one or more a Non-Extending Lender Groups, the Borrower may, in accordance with Section 2.6, (i) by notice to the Facility Agent and the Agent for each Extending Lender Group, invite each Extending Lender Group to increase their Commitment by purchasing a pro rata amount of the Non-Extending Lender Group’s Commitment, (ii) invite one or more financial institutions to purchase the Commitments of the Non-Extending Lender Group(s) and become a “Lender” under this Agreement or (iii) have the Non-Extending Lender Group’s Commitment terminated. (c) The Revolving Period with respect to Commitments of the Extending Lender Group and each New Lender, as applicable, will be extended pursuant to an amendment to this Agreement among the Borrower, the Facility Agent and each member of the Extending Lender Group and each New Lender, if any, without the consent of any other Person, and the Required Lenders hereby expressly authorize the execution and delivery of any such amendment.

Extension of Revolving Period. (a) The Borrower may, at any time prior to the date that is thirty (30) days prior to the last day of the Revolving Period, request an extension of the Revolving Period by providing written notice of such request to each Agent and to the Facility Agent (an “Extension Request”). Any Lender Group agreeing to extend the Revolving Period with respect to its Commitment (each, an “Extending Lender Group”) shall, through its Agent, provide written notice of its agreement to extend the Revolving Period to the Facility Agent and the Borrower. No Lender Group shall have any obligation to agree to extend the Revolving Period with respect to its Commitment; and in the event any Agent, on behalf of its Lender Group, shall not provide written notice of its agreement to extend the Revolving Period within thirty (30) days following its receipt of the Extension Request, such Lender Group shall be deemed to have rejected such Extension Request (each, a “Non-Extending Lender Group”). The Borrower may withdraw any Extension Request in its sole discretion prior to the effectiveness of such extension, including without limitation in connection with any rejection or deemed rejection by any Agent (on behalf of its Lender Group) of any Extension Request. (b) In the event there shall be one or more Non-Extending Lender Groups, the Borrower may, in accordance with Section 2.62.10, (i) by notice to the Facility Agent and the Agent for each Extending Lender Group, invite each Extending Lender Group to increase their Commitment by purchasing a pro rata amount of the Non-Extending Lender Group’s Commitment, (ii) invite one or more financial institutions to purchase the Commitments of the Non-Extending Lender Group(s) and become a “Lender” under this Agreement (each a “New Lender”) or (iii) have the Non-Extending Lender Group’s Commitment terminated. (c) The Revolving Period with respect to Commitments of the Extending Lender Group and each New Lender, as applicable, will be extended pursuant to an amendment to this Agreement among the Borrower, the Facility Agent and each member of the Extending Lender Group and each New Lender, if any, without the consent of any other Person, and the Required Lenders hereby expressly authorize the execution and delivery of any such amendment.

Extension of Revolving Period. (a) The Borrower may, at any time prior to the date that is thirty (30) days twenty Business Days prior to the last day of the then effective Revolving Period, request deliver a written notice to each Lender (with a copy to the Administrative Agent and the Collateral Agent) requesting an extension of the Revolving Period by providing written notice of such request to for an additional twelve months (each Agent and to the Facility Agent (qualifying request, an “Extension Request”); provided, that any such extension of the Revolving Period will result in a corresponding extension of the Facility Termination Date and the Refinancing Date by the same length of time. Any Each Lender Group agreeing may approve or decline (a “Non-Extending Lender”) an Extension Request in its sole discretion; provided, that the Lenders shall respond to an Extension Request in writing not later than 30 days following receipt of such Extension Request, and if any Lender does not respond in writing by the end of such 30 day period it shall be deemed to have denied such Extension Request. No request by the Borrower to extend the Revolving Period with respect to its Commitment (each, shall be considered an “Extending Extension Request” if such request is conditioned on an amendment to any other provision of the Transaction Documents. Each Lender Group”shall promptly notify the Administrative Agent (with a copy to the Collateral Agent) shall, through its Agent, of any approved Extension Request. The Servicer shall promptly provide written notice of its agreement any approved Extension Request to extend Morningstar (via email at XXXXxxxxxxxxx@xxxxxxxxxxx.xxx); provided, that no Extension Request beyond an initial twelve month extension of the Revolving Period to shall be effective unless Morningstar confirms in writing that the Facility Agent and the Borrower. No Lender Group shall have any obligation to agree to extend the Revolving Period with respect to its Commitment; and in the event any Agent, on behalf of its Lender Group, shall not provide written notice of its agreement to extend the Revolving Period within thirty (30) days following its receipt rating of the Class A-2 Commitments and Class A-2 Advances is not downgraded or withdrawn based on such extension. All Extension RequestRequests must be approved by all Lenders to be effective, such Lender Group shall be deemed to have rejected such Extension Request (each, a “except for any Non-Extending Lender Group”). The Borrower may withdraw any Extension Request which has been or is expected to be repaid in its sole discretion prior to full by the effectiveness date that is 60 months after the date the Revolving Period was last extended with the approval of such extension, including without limitation in connection with any rejection or deemed rejection by any Agent (on behalf of its Lender Group) of any Extension Request. (b) In the event there shall be one or more a Non-Extending Lender Groups, the Borrower may, in accordance with Section 2.6, (i) by notice to the Facility Agent and the Agent for each Extending Lender Group, invite each Extending Lender Group to increase their Commitment by purchasing a pro rata amount of the Non-Extending Lender Group’s Commitment, (ii) invite one or more financial institutions to purchase the Commitments of the Non-Extending Lender Group(s) and become a “Lender” under this Agreement or (iii) have the Non-Extending Lender Group’s Commitment terminated. (c) The Revolving Period with respect to Commitments of the Extending Lender Group and each New Lender, as applicable, will be extended pursuant to an amendment to this Agreement among the Borrower, the Facility Agent and each member of the Extending Lender Group and each New Lender, if any, without the consent of any other Person, and the Required Lenders hereby expressly authorize the execution and delivery of any such amendment.

Extension of Revolving Period. (a) The Borrower may, at any time after the first anniversary of the Amendment No. 1 Effective Date and prior to the date that is thirty (30) days twenty Business Days prior to the last day of the then effective Revolving Period, request deliver a written notice to each Lender (with a copy to the Administrative Agent and the Collateral Agent) requesting an extension of the Revolving Period by providing written notice of such request to for an additional twelve months (each Agent and to the Facility Agent (qualifying request, an “Extension Request”); provided, that any such extension of the Revolving Period will result in a corresponding extension of the Facility Termination Date and the Refinancing Date by the same length of time. Any Each Lender Group agreeing may approve or decline (a “Non-Extending Lender”) an Extension Request in its sole discretion; provided, that the Lenders shall respond to an Extension Request in writing not later than 30 days following receipt of such Extension Request, and if any Lender does not respond in writing by the end of such 30 day period it shall be deemed to have denied such Extension Request. No request by the Borrower to extend the Revolving Period with respect to its Commitment (each, shall be considered an “Extending Extension Request” if such request is conditioned on an amendment to any other provision of the Transaction Documents. Each Lender Group”shall promptly notify the Administrative Agent (with a copy to the Collateral Agent) shall, through its Agent, of any approved Extension Request. The Servicer shall promptly provide written notice of its agreement any approved Extension Request to extend Morningstar (via email at XXXXxxxxxxxxx@xxxxxxxxxxx.xxx); provided, that no Extension Request beyond an initial twelve month extension of the Revolving Period to shall be effective unless Morningstar confirms in writing that the Facility Agent and the Borrower. No Lender Group shall have any obligation to agree to extend the Revolving Period with respect to its Commitment; and in the event any Agent, on behalf of its Lender Group, shall not provide written notice of its agreement to extend the Revolving Period within thirty (30) days following its receipt rating of the Class A-2 Commitments and Class A-2 Advances is not downgraded or withdrawn based on such extension. All Extension RequestRequests must be approved by all Lenders to be effective, such Lender Group shall be deemed to have rejected such Extension Request (each, a “except for any Non-Extending Lender Group”)which has been or is expected to be repaid in full by the date that is 60 months after either (i) the Amendment No. The Borrower may withdraw any 1 Effective Date, in the case of the first such approved Extension Request in its sole discretion prior to or (ii) the effectiveness date the Revolving Period was last extended with the approval of such extension, including without limitation in connection with any rejection or deemed rejection by any Agent (on behalf of its Lender Group) of any Extension Request. (b) In the event there shall be one or more a Non-Extending Lender Groups, the Borrower may, in accordance with Section 2.6, (i) by notice to the Facility Agent and the Agent for each Extending Lender Group, invite each Extending Lender Group to increase their Commitment by purchasing a pro rata amount of the Non-Extending Lender Group’s Commitment, (ii) invite one or more financial institutions to purchase the Commitments of the Non-Extending Lender Group(s) and become a “Lender” under this Agreement or (iii) have the Non-Extending Lender Group’s Commitment terminated. (c) The Revolving Period with respect to Commitments of the Extending Lender Group and each New Lender, as applicable, will be extended pursuant to an amendment to this Agreement among the Borrower, the Facility Agent and each member of the Extending Lender Group and each New Lender, if any, without the consent of any other Person, and the Required Lenders hereby expressly authorize the execution and delivery of any such amendment.