Common use of Extension of Stated Maturity Date Clause in Contracts

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 immediately preceding clauses (x)(A) and (x)(B).

Extension of Stated Maturity Date. If the equity interests of AF REIT become listed and publicly traded on a national securities exchange, then The Borrower Parties shall have an option to extend the Stated Maturity Date shall automatically extend by then in effect for an additional two (2) years terms of not more than twelve (i.e.12) months each, to April 26in each case, 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 consent 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 and all Lenders (each such extension (shall be referred to herein as an “Extension RequestExtension”). The Administrative Agent shall notify the Lenders if it receives an Extension Request promptly upon receipt thereof. Subject solely ) and subject to satisfaction of the following conditionsconditions precedent: (a) on or prior to the proposed date of such Extension, the Stated Maturity Date Borrower Parties shall be extended for one year effective upon receipt by have paid to the Administrative Agent for the benefit of the extending Lenders the Extension Request and payment Fee, payable to each such Lender ratably based on its share of the fee referred Commitments subject to in extension; (b) as of the following clause (y): (x) immediately prior to proposed date of such extension 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 are true and correct in all material respects (where not already qualified by materiality or Material Adverse Effect, otherwise in all respects) with the same force and effect as if made on and as of said time, such date (except to the extent the same that such representations and warranties expressly relate to an earlier date); provided that if a representation or warranty is qualified as to materiality, in which case with respect to such representation or warranty, the same foregoing materiality qualifier shall be true disregarded for the purposes of this condition; (c) no Default or Event of Default shall have occurred and correct be continuing on the date on which notice is given in all material respects accordance with the following clause (where not already qualified by materiality d) or Material Adverse Effect, otherwise in all respects) as on the date of such earlier date and extension; (yd) the Borrower Parties shall have paid delivered a Facility Extension Request with respect to the Stated Maturity Date to the Administrative Agent for not less than thirty (30) days prior to the account of each Lender a fee equal to 0.15% of the amount of such Lender’s Commitment (whether or not utilized) Stated Maturity Date then in effect at said time, which shall be due and payable in full on the effective date of (or such extension. At any time after shorter period as the Administrative Agent’s receipt of an Extension Request and 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 such extension, upon the Administrative Agent’s request, the Borrower shall deliver extension 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 immediately preceding clauses (x)(A) and (x)(B)Maturity Date.

Extension of Stated Maturity Date. If The Borrowers shall have the equity interests of AF REIT become listed and publicly traded on a national securities exchange, then option to extend the Stated Maturity Date shall automatically extend by two one (21) years (i.e., time for an additional term of up to April 26, 2022) (the “Listing Extension”). If the Listing Extension shall have occurred, then the Borrower shall have the right, exercisable one time, 364 days and subject to the satisfaction of the following conditions set forth precedent: (a) the Borrowers shall have paid to the Lenders an Extension Fee; (b) no Event of Default or Default shall have occurred and be continuing on the date on which notice is given in this Section 1.16, to extend accordance with the following clause (d) or on the then current effective Stated Maturity Date by one additional year Date; (i.e., to April 26, 2023). The Borrower may exercise such right only by executing c) on the date on which notice is given in accordance with the following clause (d) and delivering to the Administrative Agent at least 30 days but not more than 90 days prior to on the then current effective 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 (other than those set forth in Section 7.8 which shall be replaced with the condition in Section 6.2(b)) set forth herein and in the other Loan Documents shall be and remain are true and correct in all material respects (where not already qualified by materiality or Material Adverse Effectrespects, otherwise in all respects) with the same force and effect as if made on and as of said time, such date (except to the extent of changes in facts or circumstances that have been disclosed to the same expressly Administrative Agent in writing and do not constitute an Event of Default or a Default or to the extent such representations and warranties relate to an earlier or other specific 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 (yd) the Borrower Borrowers shall have paid delivered an Extension Request with respect to the then effective Stated Maturity Date to the Administrative Agent for not more than ninety (90) days and no less than sixty (60) days prior to the account of then effective Stated Maturity Date; (e) each Lender a fee equal to 0.15% of the amount of such Lender’s Commitment Lenders (whether or not utilizedin its sole discretion) and the Administrative Agent (in effect at said time, which shall be due and payable in full on the effective date of its reasonable discretion) consent to such extension. At any time after ; and (f) the Borrowers shall have delivered to the Lenders a new or updated Beneficial Ownership Certification, as applicable, in relation to each Borrower that qualifies as a “legal entity customer” under the Beneficial Ownership Regulation, if so requested by the Administrative Agent’s receipt of an Extension Request and Agent 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 immediately preceding clauses (x)(A) and (x)(B).

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 The Borrower shall have the right, exercisable one time, right 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 up to two (2) consecutive additional year (i.e., to April 26, 2023)six-month periods. The Borrower Borrower, for each such extension, may exercise such right only by executing and delivering to the Administrative Agent at least 30 days but not more than 90 210 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 an additional six months 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) at the time of each extension, the Borrower shall have paid to the Administrative Agent for the account of each Lender a fee equal to 0.150.075% 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 immediately preceding clauses (x)(A) and (x)(B).

Extension of Stated Maturity Date. If The Borrowers shall have the equity interests of AF REIT become listed and publicly traded on a national securities exchange, then option to extend the Stated Maturity Date shall automatically extend by two one (21) years time for an additional term of up to three (i.e.3) months, 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 following conditions set forth precedent: (a) the Borrowers shall have paid to the Lenders an Extension Fee; (b) no Event of Default or Default shall have occurred and be continuing on the date on which notice is given in this Section 1.16, to extend accordance with the following clause (d) or on the then current effective Stated Maturity Date by one additional year Date; (i.e., to April 26, 2023). The Borrower may exercise such right only by executing c) on the date on which notice is given in accordance with the following clause (d) and delivering to the Administrative Agent at least 30 days but not more than 90 days prior to on the then current effective 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 (other than those set forth in Section 7.8 which shall be replaced with the condition in Section 6.2(b)) set forth herein and in the other Loan Documents shall be and remain are true and correct in all material respects (where not already qualified by materiality or Material Adverse Effectrespects, otherwise in all respects) with the same force and effect as if made on and as of said time, such date (except to the extent of changes in facts or circumstances that have been disclosed to the same expressly Administrative Agent in writing and do not constitute an Event of Default or a Default or to the extent such representations and warranties relate to an earlier or other specific date, in which case the same shall be true and correct in all material respects ); USActive 58236919.3 -56- (where not already qualified by materiality or Material Adverse Effect, otherwise in all respects) as of such earlier date and (yd) the Borrower Borrowers shall have paid delivered an Extension Request with respect to the then effective Stated Maturity Date to the Administrative Agent for no less than thirty (30) days prior to the account of then effective Stated Maturity Date; (e) each Lender a fee equal to 0.15% of the amount of such Lender’s Commitment Lenders (whether or not utilizedin its sole discretion) and the Administrative Agent (in effect at said time, which shall be due and payable in full on the effective date of its reasonable discretion) consent to such extension. At any time after ; and (f) the Borrowers shall have delivered to the Lenders a new or updated Beneficial Ownership Certification, as applicable, in relation to each Borrower that qualifies as a “legal entity customer” under the Beneficial Ownership Regulation, if so requested by the Administrative Agent’s receipt of an Extension Request and Agent 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 immediately preceding clauses (x)(A) and (x)(B).

Extension of Stated Maturity Date. If the equity interests of AF REIT become listed and publicly traded on The Borrowers shall have a national securities exchange, then one-time option to extend the Stated Maturity Date shall automatically extend by two (2) years (i.e.then in effect for up to 364 days, 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 conditions precedent: (a) each of the Administrative Agent and the extending Lenders consent to the extension in their sole discretion; (b) the Borrowers shall have paid an extension fee to the Administrative Agent for the benefit of the extending Lenders, in accordance with the applicable Fee Letter; (c) no Event of Default or Potential Default shall have occurred and be continuing on the date on which the Extension Request and payment of the fee referred to is given in accordance with the following clause (y): e) or on the initial Stated Maturity Date; (xd) immediately prior to as of the effective date of 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 are true and correct in all material respects (where not already qualified by materiality or Material Adverse Effect, otherwise in all respects) with the same force and effect as if made on and as of said time, such date (except to the extent the same that such representations and warranties expressly relate to an earlier date); provided that if a representation or warranty is qualified as to materiality, in which case with respect to such representation or warranty, the same foregoing materiality qualifier shall be true and correct in all material respects disregarded for the purposes of this condition; (where not already qualified by materiality or Material Adverse Effect, otherwise in all respects) as of such earlier date and (ye) the Borrower Borrowers shall have paid delivered an Extension Request with respect to the Stated Maturity Date to the Administrative Agent for not less than thirty (30) days (or such shorter period agreed to by the account of each Lender a fee equal Administrative Agent) prior to 0.15% of the amount of such Lender’s Commitment (whether or not utilized) Stated Maturity Date then in effect at said time, (which shall be due and payable in full on the effective date of such extension. At any time after promptly forwarded by the Administrative Agent’s receipt of an Extension Request and Agent to each Lender); and (f) the Borrowers shall have delivered to the Lenders a new or updated Beneficial Ownership Certification, as applicable, in relation to each Borrower 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 such extension, upon the Administrative Agent’s request, the Borrower shall deliver extension 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 immediately preceding clauses (x)(A) and (x)(B)Maturity Date.

Extension of Stated Maturity Date. (a) If the equity interests Borrower obtains and maintains a private letter rating of AF REIT become listed and publicly traded on at least BBB from Exxx-Xxxxx, KBRA, Morningstar or DBRS prior to October 7, 2020 (a national securities exchange“Rating”), then the Borrower may by written notice to the Administrative Agent extend the Stated Maturity Date shall automatically extend by two to December 31, 2025 (2) years (i.e.such date, to April 26, 2022) (the “Listing Rated Maturity Extension Date”, and such election, a “Rated Maturity Extension”). If the Listing Borrower does not obtain a Rating in accordance with this Section 2.15(a), the Borrower may, by written notice to the Administrative Agent, extend the Stated Maturity Date to the date that is, as elected by the Borrower, three, six or twelve months from the Stated Maturity Date (such date, the “Non-Rated Maturity Extension Date”, and such election, a “Non-Rated Maturity Extension”); provided that the Borrower may only make one such election, and may not make any subsequent election to extend the Stated Maturity Date, or to revoke any prior election, unless otherwise approved by the Majority Lenders. (b) Notwithstanding the foregoing, the extension of the Stated Maturity Date pursuant to this Section 2.15 shall have occurrednot be effective with respect to any Lender unless : (i) on or prior to the date the Borrower requests a Non-Rated Maturity Extension, then (i) there shall be no Advances Outstanding, and (ii) the Borrower shall have the right, exercisable one time, paid in full any and subject to the satisfaction all accrued and unpaid interest and all costs and expenses of the conditions set forth in Secured Parties that are due and payable under this Section 1.16, to extend Agreement; (ii) no Event of Default or any other Market Trigger Event shall have occurred and be continuing on 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 date 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, ; and (Aiii) 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 contained in the other Loan Documents shall be and remain this Agreement are true and correct in all material respects (where not already except that any representation qualified by materiality as to “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 Effectas so qualified) on and as of the date of such extension and after giving effect thereto, otherwise in all respects) as though made on and as of such earlier date and (yas certified by the Loan Parties, or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date). (c) In connection with any Rated Maturity Extension, with respect to any Loan Asset that is a loan participation interest, the Borrower shall have paid shall, subject to the terms and conditions of the applicable Loan Agreement, to cause each such loan participation interest to be elevated to an assignment of such Loan Asset by March 31, 2021. (d) In connection with any extension of the Stated Maturity Date, the Borrower, the Administrative Agent for the account of and each Lender a fee equal may make such amendments 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 this Agreement as the Administrative Agent a certificate from (acting at the chief executive officer or chief financial officer written direction of the Borrower certifying the matters referred to in the immediately preceding clauses (x)(AInitial Lender) and (x)(B)the Borrower mutually determine to be reasonably necessary to evidence the extension.

Extension of Stated Maturity Date. If the equity interests of AF REIT become listed and publicly traded on a national securities exchange, then The Borrowers shall have an option to extend the Stated Maturity Date shall automatically extend by two then in effect for one (21) years (i.e.additional term not longer than 364 days, 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 conditions precedent: (a) the Administrative Agent and each extending Lender have consented to such extension; (b) as of the Extension Request and payment effective date 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 are true and correct in all material respects (where not already qualified by materiality or Material Adverse Effect, otherwise in all respects) with the same force and effect as if made on and as of said time, such date (except to the extent the same that such representations and warranties expressly relate to an earlier date); provided that, in which case if a representation or warranty is qualified as to materiality, with respect to such representation or warranty, the same foregoing materiality qualifier shall be true and correct in all material respects disregarded for the purposes of this condition; (where not already qualified by materiality or Material Adverse Effect, otherwise in all respects) as of such earlier date and (yc) the Borrower Borrowers shall have paid an Extension Fee to the Administrative Agent for the account of each Lender a fee equal to 0.15% benefit of the amount extending Lenders; (d) no Potential Default or Event of such Lender’s Commitment (whether or not utilized) in effect at said time, which Default shall have occurred and be due and payable in full continuing on the effective date of such extension. At any time after on which notice is given in accordance with the Administrative Agent’s receipt of following clause (e) or on the initial Stated Maturity Date; (e) the Borrowers shall have delivered an Extension Request and prior with respect to the effectiveness of any such extension, upon the Administrative Agent’s request, the Borrower shall deliver Stated Maturity Date to the Administrative Agent not less than thirty (30) days (or such shorter period agreed to by the Administrative Agent) prior to the Stated Maturity Date then in effect (which shall be promptly forwarded by the Administrative Agent to each Lender); and (f) the Borrowers shall have delivered to the Lenders a certificate from new or updated Beneficial Ownership Certification, as applicable, in relation to each Borrower that qualifies as a “legal entity customer” under the chief executive officer or chief financial officer of Beneficial Ownership Regulation, if so requested by the Borrower certifying the matters referred to in the immediately preceding clauses (x)(A) and (x)(B)Administrative Agent.

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): So long as (x) immediately prior to such extension and immediately after giving effect theretothe Trigger Event has occurred, (Ay) no Default specified in Section 11.01(a), 11.01(g) or 11.01(h) or Event of Default, or to the knowledge of any Loan Party, any other Default has occurred and is continuing at such time on the date on which notice is given in accordance with the following clause (a) or on the then-effective Stated Maturity Date, and (Bz) each of the representations and warranties set forth herein and contained in the Section 8 or in any other Loan Documents shall be and remain Document are true and correct in all material respects (where not already qualified by without duplication of any materiality or Material Adverse Effect, otherwise in all respectsqualifier contained therein) on and as of said timethe date on which notice is given in accordance with the following clause (a) and on the then-effective Stated Maturity Date, except (A) to the extent the same expressly relate that such representations and warranties specifically refer to an earlier date, in which case the same shall be they were true and correct in all material respects (where not already qualified by without duplication of any materiality or Material Adverse Effect, otherwise in all respectsqualifier contained therein) as of such earlier date date, and (yB) that for purposes of this Section 2.15, the representations and warranties contained in Section 8.06 are hereby deemed to refer to the most recent financial statements furnished pursuant to clauses (a) and (b), respectively, of Section 9.01, the Borrower shall have paid Parties may extend the Stated Maturity Date to a Business Day that is not later than twelve (12) months after the then-effective Stated Maturity Date, no more than twice, upon: (a) delivery by the Borrower Parties of a Facility Extension Request to Administrative Agent at least 30 days, but no more than 60 days, prior to the Stated Maturity Date then in effect; (b) payment to Administrative Agent for the account benefit of each Lender Lenders of a facility extension 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 then-existing Maximum Commitment; (c) confirmation, to Administrative Agent’s receipt satisfaction, that the Pledgors’ rights to make Capital Calls for Capital Contributions under the applicable Governing Agreement to pay the Obligations through and immediately following the extended Stated Maturity Date is in full force and effect; and (d) payment by the Borrower Parties of an Extension Request all reasonable and prior documented fees and out-of-pocket expenses to Administrative Agent and Lenders to the effectiveness extent then due. Administrative Agent agrees to deliver written confirmation of any such extension, upon the Administrative Agent’s request, extension to 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 immediately preceding clauses (x)(A) and (x)(B)Parties.

Extension of Stated Maturity Date. If The Borrowers shall have the equity interests of AF REIT become listed and publicly traded on a national securities exchange, then option to extend the Stated Maturity Date shall automatically extend by two one (21) years time for an additional term of up to six (i.e.6) months, 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 following conditions set forth precedent: (a) the Borrowers shall have paid to the Lenders an Extension Fee; (b) no Event of Default or Potential Default shall have occurred and be continuing on the date on which notice is given in this Section 1.16, to extend accordance with the following clause (d) or on the then current effective Stated Maturity Date by one additional year Date; USActive 58236919.3 -55- (i.e., to April 26, 2023). The Borrower may exercise such right only by executing c) on the date on which notice is given in accordance with the following clause (d) and delivering to the Administrative Agent at least 30 days but not more than 90 days prior to on the then current effective 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 (other than those set forth in Section 7.8 which shall be replaced with the condition in Section 6.2(b)) set forth herein and in the other Loan Documents shall be and remain are true and correct in all material respects (where not already qualified by materiality or Material Adverse Effectrespects, otherwise in all respects) with the same force and effect as if made on and as of said time, such date (except to the extent of changes in facts or circumstances that have been disclosed to the same expressly Administrative Agent in writing and do not constitute an Event of Default or a Potential Default or to the extent such representations and warranties relate to an earlier or other specific 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 (yd) the Borrower Borrowers shall have paid delivered an Extension Request with respect to the then effective Stated Maturity Date to the Administrative Agent for no less than thirty (30) days prior to the account of then effective Stated Maturity Date; and (e) the Borrowers shall have delivered to the Lenders a new or updated Beneficial Ownership Certification, as applicable, in relation to each Lender Borrower that qualifies as a fee equal to 0.15% of “legal entity customer” under the amount of such Lender’s Commitment (whether or not utilized) in effect at said timeBeneficial Ownership Regulation, which shall be due and payable in full on the effective date of such extension. At any time after if so requested by the Administrative Agent’s receipt of an Extension Request and Agent 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 immediately preceding clauses (x)(A) and (x)(B).

Extension of Stated Maturity Date. If The Borrowers shall have the equity interests of AF REIT become listed and publicly traded on a national securities exchange, then option to extend the Stated Maturity Date shall automatically extend by two one (21) years time for an additional term of up to three (i.e.3) months, 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 following conditions set forth precedent: (a) the Borrowers shall have paid to the Lenders an Extension Fee; (b) no Event of Default or Default shall have occurred and be continuing on the date on which notice is given in this Section 1.16, to extend accordance with the following clause (d) or on the then current effective Stated Maturity Date by one additional year Date; (i.e., to April 26, 2023). The Borrower may exercise such right only by executing c) on the date on which notice is given in accordance with the following clause (d) and delivering to the Administrative Agent at least 30 days but not more than 90 days prior to on the then current effective 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 (other than those set forth in Section 7.8 which shall be replaced with the condition in Section 6.2(b)) set forth herein and in the other Loan Documents shall be and remain are true and correct in all material respects (where not already qualified by materiality or Material Adverse Effectrespects, otherwise in all respects) with the same force and effect as if made on and as of said time, such date (except to the extent of changes in facts or circumstances that have been disclosed to the same expressly Administrative Agent in writing and do not constitute an Event of Default or a Default or to the extent such representations and warranties relate to an earlier or other specific 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 (yd) the Borrower Borrowers shall have paid delivered an Extension Request with respect to the then effective Stated Maturity Date to the Administrative Agent for no less than thirty (30) days prior to the account of then effective Stated Maturity Date; (e) each Lender a fee equal to 0.15% of the amount of such Lender’s Commitment Lenders (whether or not utilizedin its sole discretion) and the Administrative Agent (in effect at said time, which shall be due and payable in full on the effective date of its reasonable discretion) consent to such extension. At any time after ; and (f) the Borrowers shall have delivered to the Lenders a new or updated Beneficial Ownership Certification, as applicable, in relation to each Borrower that qualifies as a “legal entity customer” under the Beneficial Ownership Regulation, if so requested by the Administrative Agent’s receipt of an Extension Request and Agent 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 immediately preceding clauses (x)(A) and (x)(B).

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 The Borrower shall have the right, exercisable one time, right 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 up to two (2) consecutive additional year (i.e., to April 26, 2023)six-month periods. The Borrower Borrower, for each such extension, may exercise such right only by executing and delivering to the Administrative Agent at least 30 days but not more than 90 210 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 an additional six months 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) at the time of each extension, the Borrower shall have paid to the Administrative Agent for the account of each Lender a fee equal to 0.150.075% of the amount of such LenderXxxxxx’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 immediately preceding clauses (x)(A) and (x)(B).