Extension of Stated Maturity Date. If the equity interests of AF REIT become listed and publicly traded on a national securities exchange, then the Stated Maturity Date shall automatically extend by two (2) years (i.e., to April 26, 2022) (the “Listing Extension”). If the Listing Extension shall have occurred, then the Borrower shall have the right, exercisable one time, and subject to the satisfaction of the conditions set forth in this Section 1.16, to extend the then current Stated Maturity Date by one additional year (i.e., to April 26, 2023). The Borrower may exercise such right only by executing and delivering to the Administrative Agent at least 30 days but not more than 90 days prior to the then current Stated Maturity Date, a written request for such extension (an “Extension Request”). The Administrative Agent shall notify the Lenders if it receives an Extension Request promptly upon receipt thereof. Subject solely to satisfaction of the following conditions, the Stated Maturity Date shall be extended for one year effective upon receipt by the Administrative Agent of the Extension Request and payment of the fee referred to in the following clause (y): (x) immediately prior to such extension and immediately after giving effect thereto, (A) no Default or Event of Default has occurred and is continuing at such time and (B) each of the representations and warranties set forth herein and in the other Loan Documents shall be and remain true and correct in all material respects (where not already qualified by materiality or Material Adverse Effect, otherwise in all respects) as of said time, except to the extent the same expressly relate to an earlier date, in which case the same shall be true and correct in all material respects (where not already qualified by materiality or Material Adverse Effect, otherwise in all respects) as of such earlier date and (y) the Borrower shall have paid to the Administrative Agent for the account of each Lender a fee equal to 0.15% of the amount of such Lender’s Commitment (whether or not utilized) in effect at said time, which shall be due and payable in full on the effective date of such extension. At any time after the Administrative Agent’s receipt of an Extension Request and prior to the effectiveness of any such extension, upon the Administrative Agent’s request, the Borrower shall deliver to the Administrative Agent a certificate from the chief executive officer or chief financial officer of the Borrower certifying the matters referred to in the im...
Extension of Stated Maturity Date. The Borrower Parties shall have an option to extend the Stated Maturity Date then in effect for one (1) additional term of not more than twelve (12) months, subject to the consent of the Administrative Agent and each extending Lender (such extension shall be referred to herein as an “Extension”) and subject to satisfaction of the following conditions precedent:
(a) on or prior to the proposed date of such Extension, the Borrower Parties shall have paid to the Administrative Agent for the benefit of the extending Lenders the Extension Fee, payable to each such Lender ratably based on its share of the Commitments subject to extension;
(b) as of the proposed date of such Extension and immediately after giving effect thereto, the representations and warranties set forth herein and in the other Loan Documents are true and correct in all material respects 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 to an earlier date); provided that if a representation or warranty is qualified as to materiality, with respect to such representation or warranty, the foregoing materiality qualifier shall be disregarded for the purposes of this condition;
(c) no Default or Event of Default shall have occurred and be continuing on the date on which notice is given in accordance with the following clause (d) or on the date of such extension;
(d) the Borrower Parties shall have delivered a Facility Extension Request with respect to the Stated Maturity Date to the Administrative Agent not less than thirty (30) days prior to the Stated Maturity Date then in effect (or such shorter period as the Administrative Agent may agree in writing); and
(e) the Borrower Parties shall have delivered to the Lenders a new or updated Beneficial Ownership Certification, as applicable, in relation to each Borrower Party that qualifies as a “legal entity customer” under the Beneficial Ownership Regulation, if so requested by the Administrative Agent prior to the effectiveness of any extension to the Maturity Date.
Extension of Stated Maturity Date. So long as (x) no Event of Default or Default has occurred and is continuing on the date on which notice is given in accordance with the following clause (a) or on the Stated Maturity Date and (y) the representations and warranties contained in Section 7 or in any other Loan Document are true and correct in all material respects on and as of the date on which notice is given in accordance with the following clause (a) and on the Stated Maturity Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date, and except that for purposes of this Section 2.18, the representations and warranties contained in Section 7.07 are hereby deemed to refer to the most recent financial statements furnished pursuant to clauses (a) and (b), respectively, of Section 8.01, the Borrowers may extend the Stated Maturity Date to a Business Day that is not later than 12 months after the then-effective Stated Maturity Date, no more than one time, upon: (a) delivery of a Facility Extension Request to Administrative Agent at least 30 days, but no more than 90 days, prior to the Stated Maturity Date then in effect or such shorter time period as Administrative Agent may agree; (b) payment to Administrative Agent for the benefit of the Lenders of a facility extension fee equal to 25 basis points on the then-existing Maximum Commitment; and (c) payment by the Borrowers of all fees to Administrative Agent and the Lenders to the extent then due. Administrative Agent agrees to deliver written confirmation of any extension to the Borrowers.
Extension of Stated Maturity Date. So long as: (x) no Event of Default shall have occurred and be continuing on the date on which notice is given in accordance with the following clause (a) or no uncured Potential Default or Event of Default shall be continuing on the Stated Revolving Maturity Date then in effect; and (y) the representations and warranties contained in Section 7 or in any other Loan Document shall be true and correct in all material respects on and as of the date on which notice is given in accordance with the following clause (a) and on the Stated Revolving Maturity Date then in effect, except (1) to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct as of such earlier date, and (2) for purposes of this Section 2.13, the representations and warranties contained in Section 7.07 shall be deemed to refer to the most recent financial statements furnished pursuant to clauses (a) and (b), respectively, of Section 8.01, the Borrower may elect to extend the then Stated Revolving Maturity Date to a date that is not later than twelve (12) months after the then-effective Stated Revolving Maturity Date, exercisable no more than two (2) times upon: (a) delivery of a Facility Extension Request to Administrative Agent at least thirty (30) days, but no more than one hundred twenty (120) days, prior to the Stated Revolving Maturity Date then in effect; (b) delivery of an updated Compliance Certificate evidencing compliance by the Borrower of all financial covenants set forth in Section 9.08 on a pro forma basis and a Borrowing Base Report evidencing compliance with all Borrowing Base covenants and that the Revolving Principal Obligation does not exceed the Available Loan Amount, (c) payment to Administrative Agent for the benefit of the Lenders of a facility extension fee of twenty (20) basis points of then-existing Maximum Revolving Commitment; (d) delivery of a Beneficial Ownership Certification or controlling party certification to each requesting Lender in connection with any such extension; and (e) payment by Borrower of all other reasonable, out-of-pocket fees and expenses actually incurred by Administrative Agent and the Lenders. Each such extension shall be evidenced by delivery of written confirmation of the same by Administrative Agent to Borrower on or before the date that is thirty (30) days prior to the applicable Stated Revolving Maturity Date then in effect, provided Borrower must satisfy th...
Extension of Stated Maturity Date. The Borrower shall have the option to extend the Stated Maturity Date for one year beyond September 16, 2018 by giving written notice of such extension to the Administrative Agent not later than 60 days prior to September 16, 2018.
Extension of Stated Maturity Date. (a) Without further action by or consent from the Lenders, the Stated Maturity Date shall be extended to October 26, 2011 (or, if such date is not a Business Day, the next preceding Business Day) if the following requirements are satisfied on or before September 25, 2007:
(i) if the Restructuring has not occurred prior to such date, the Borrower shall have provided to the Administrative Agent the following, in form and substance satisfactory to the Administrative Agent (A) a copy of the securities certificate registered with the Pennsylvania Public Utility Commission (the “Securities Certificate”) and of the order of the Pennsylvania Public Utility Commission approving the Borrower’s incurring indebtedness hereunder with a maturity date of October 26, 2011, (B) an opinion of counsel to the Borrower (which may be internal counsel) stating that (x) the Securities Certificate has been registered with the Pennsylvania Public Utility Commission in accordance with Chapter 19 of the Pennsylvania Public Utility Code and by virtue of such registration, authorizes the Borrower to incur indebtedness hereunder with a maturity date of October 26, 2011, and (y) no other Authorizations are required by the Pennsylvania Public Utility Commission or by the PUC in any other state identified by the Borrower as being a state in which the Borrower or any of its Subsidiaries is subject to regulation by a PUC, (C) copies of corporate resolutions certified by the Secretary or Assistant Secretary of the Borrower, or such other evidence as may be satisfactory to the Administrative Agent, demonstrating that the Borrower’s incurrence of indebtedness hereunder with a maturity date of October 26, 2011 has been duly authorized by all necessary corporate action, together with an opinion of counsel to the Borrower (which may be internal counsel) to such effect, and (D) a certificate of a Responsible Officer of the Borrower stating that all federal and state Authorizations required in order to permit the Borrower to incur indebtedness hereunder with a maturity date of October 26, 2011 have been obtained, listing any such Authorizations obtained and attaching true and correct copies thereof, or stating that no such Authorizations are required; or
(ii) if the Restructuring has occurred prior to such date, the Borrower shall have provided to the Administrative Agent (A) an opinion of counsel (which may be internal counsel) in form and substance reasonably satisfactory to the Administrative Age...
Extension of Stated Maturity Date. The Loan Agreement is hereby amended by deleting Item 5 of the Schedule and substituting the following in lieu thereof:
Extension of Stated Maturity Date. So long as no (x) Event of Default or Default shall have occurred and be continuing on the Stated Maturity Date and (y) the representations and warranties contained in Section 8 or in any other Loan Document shall be true and correct in all material respects on, and as of, the Stated Maturity Date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and except that for purposes of this Section 2.16, the representations and warranties contained in Section 8.06 shall be deemed to refer to the most recent financial statements furnished pursuant to clauses (a) and (b), respectively, of Section 9.01, Borrower may extend the Stated Maturity Date to a Business Day that is not later than three (3) months after the then-effective Stated Maturity Date, no more than two (2) times, upon (the date such conditions are satisfied, the “Facility Extension Effective Date”): (a) delivery of a Facility Extension Request to Administrative Agent not less than fifteen (15) days prior to the Stated Maturity Date then in effect; (b) payment to Administrative Agent for the benefit of the Lenders of a facility extension fee as set forth in a separate fee letter agreement; and (c) consent of Administrative Agent and all Lenders of such extension, in their sole discretion.
Extension of Stated Maturity Date. As of the Amendment Effective Date (as defined in Section 5 below), the definition of “Stated Maturity Date” set forth in Section 1.01 of the Loan Agreement is restated in its entirety to read as follows:
Extension of Stated Maturity Date. The Borrower may, within 60 days but not less than 45 days prior to the Stated Maturity Date, make a request to extend the date set forth in the definition of “Stated Maturity Date” for an additional period of one year. The Stated Maturity Date may be extended by one year by mutual agreement among the Agent, the Note Purchaser, the Borrower and the Servicer (such extension, the “Initial Extension”). Following such Initial Extension, the Borrower may, within 60 days but not less than 45 days prior to the Stated Maturity Date (as revised by the Initial Extension), make a request to extend the date set forth in the definition of “Stated Maturity Date” (as revised by the Initial Extension) for an additional period of one year. The Stated Maturity Date (as revised by the Initial Extension) may be extended by one year upon the mutual agreement among the Agent, the Note Purchaser, the Borrower and the Servicer (such extension, the “Second Extension”). The effectiveness of either the Initial Extension or the Second Extension shall be conditioned upon the payment of the Additional Structuring Fee (as defined in the Fee Letter) to the Agent for the Agent’s own account, in immediately available funds. The Borrower confirms that the Note Purchaser and the Agent, in their sole and absolute discretion, without regard to the value or performance of the Loan Assets or any other factor, may elect not to extend the Stated Maturity Date.
