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. (a) Not earlier than 75 days prior to, nor later than 30 days prior to, an annual anniversary of the Closing Date, the Borrower may, upon notice to the Administrative Agent (who shall promptly notify the Lenders), request a one year extension of the then current Stated Maturity Date. The Borrower may request such an extension no more than two times. Within 15 days of delivery of such notice, each Lender shall notify the Administrative Agent whether or not it consents to such extension (which consent may be given or withheld in such Lender’s sole and absolute discretion). Any Lender not responding within the above time period shall be deemed not to have consented to such extension. The Administrative Agent shall promptly notify the Borrower and the Lenders of the Lenders’ responses. If any Lender declines, or is deemed to have declined, to consent to such extension (a “Declining Lender”), the Borrower may cause any such Declining Lender to be removed or replaced as a Lender pursuant to Section 10.16.
(b) Only if Lenders holding greater than 50% of the Commitments (calculated prior to giving effect to any removals and/or replacements of Lenders permitted herein) (the “Consenting Lenders”) have consented to an extension requested pursuant to this Section 2.14, the Stated Maturity Date shall be extended, with respect only to the Consenting Lenders and any Lender replacing a Declining Lender pursuant to Section 10.16. If so extended, the Stated Maturity Date, as to the Consenting Lenders and each Lender replacing a Declining Lender pursuant to Section 10.16, shall be extended to the date falling one year after the existing Stated Maturity Date (except that if such date is not a Business Day, such Stated Maturity Date, as so extended, shall be the next preceding Business Day); provided, however, that the pre-existing Stated Maturity Date shall remain in effect with respect to any Declining Lender that is not replaced. The Administrative Agent and the Borrower shall promptly confirm to the Lenders such extension, and the Administrative Agent shall distribute an amended Schedule 2.01 (which shall be deemed incorporated into this Agreement), to reflect any changes in Lenders and their respective Commitments.
(c) As a condition precedent to such extension, the Borrower shall have provided to the Administrative Agent the following, in form and substance satisfactory to the Administrative Agent:
(i) copies of corporate resolutions certified by the Secretary or Assista...
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. 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. 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 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 as of such earlier date, and except that for purposes of this Section 2.13, 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 date that is not later than 364 days after the then-effective Stated Maturity Date, no more than two times, upon: (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; and (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 (i.e., 0.25% times the then-existing Maximum Commitment). Such extension shall be evidenced by delivery of written confirmation of the same by Administrative Agent to Borrower.
Extension of Stated Maturity Date. So long as no Default or Event of Default has occurred and is continuing on the then effective Stated Maturity Date (each such date, the “Extension Effective Date”), Borrowers may on two (2) occasions extend the then effective Stated Maturity Date to a date that is not later than one (1) year after the then effective Stated Maturity Date, upon:
(a) delivery of a written extension request to Administrative Agent at least thirty (30) days, but no more than ninety (90) days, prior to the then effective Stated Maturity Date;
(b) delivery to Administrative Agent of an officer’s certificate, dated as of the applicable Extension Effective Date, certifying that (i) all representations and warranties of Borrowers set forth in this Agreement are/shall be true and correct in all material respects as of the applicable Extension Effective Date, except to the extent such representations and warranties were made as of a specified date, in which case such representation and warranty shall have been true and correct in all material respects as of such specified date; (ii) no Default or Event of Default has occurred and is continuing on the applicable Extension Effective Date after giving effect to the extension of the then effective Stated Maturity Date on such date; and (iii) the calculations attached, and made in reasonable detail, in support of the determinations made in clauses (c) through (f), below;
(c) the Debt Yield, calculated on a pro-forma basis as of the applicable Extension Effective Date, being equal to or greater than twelve percent (12%);
(d) delivery to Administrative Agent of Interest Rate Cap Documentation with respect to the Outstanding Amount on the applicable Extension Effective Date (after giving effect to any optional prepayment being made in connection with such Extension) in which Administrative Agent, for Lenders and itself, has a first priority security interest, which caps one-month LIBOR for the applicable Extension period to produce an implied Debt Service Coverage Ratio of 1.25 to 1;
(e) payment to Administrative Agent for the benefit of the Lenders of a facility extension fee equal to one quarter of one percent (0.25%) of the Outstanding Amount as of the applicable Extension Effective Date (after giving effect to any optional prepayment of the Outstanding Amount being made in connection with such Extension);
(f) payment by Borrowers of all other reasonable fees and expenses to Administrative Agent and the Lenders to the extent then due as o...
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 request to extend the Stated Maturity Date to a Business Day that is not later than three hundred sixty-four (364) days after the then-effective Stated Maturity Date, 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) approval of such extension by the Administrative Agent and the Lenders, and (c) payment to Administrative Agent for the benefit of the Lenders of a facility extension fee in an amount to be agreed to among the parties at the time of such extension. Administrative Agent agrees to deliver written confirmation of any extension to the Borrower. On the Facility Extension Effective Date, Borrower shall prepay any Loans outstanding on such date (together with all accrued interest thereon and any additional amounts required pursuant to Section 4.05) to the extent necessary to keep outstanding Loans ratable with any revised Applicable Percentages of the respective Lenders effective as of such date. This Section 2.16 shall supersede any provisions in Sections 13.01 or 13.03 to the contrary.
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:
