Common use of Extension of Termination Date Clause in Contracts

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the Seller may request, in a written notice given to the Administrator and each Purchaser Agent not less than 60 days and not more than 120 days prior to the then current Facility Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended to the date that is 364 days after such then-current date. In the event that the Purchasers are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 days prior to the then current Facility Termination Date and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Costs) shall be paid by the Seller. In the event any Purchaser declines the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the The Seller may request, in a written notice given to advise the Administrator and each Committed Purchaser Agent in writing of its desire to extend the Scheduled Commitment Termination Date with respect to such Purchaser; provided that such request is made not more than one-hundred twenty (120) days prior to, and not less than 60 days and not more than 120 sixty (60) days prior to to, the then current Facility Scheduled Commitment Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended Date with respect to the date that is 364 days after such then-current datePurchaser. In the event that the Purchasers are all applicable Purchaser is agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 days prior to the its then current Facility Scheduled Commitment Termination Date and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Costs) shall be paid by the Seller. In the event any a Purchaser declines the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller and each Purchaser Agent of such determination; provided, however, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers Purchaser shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuingFrom time to time, the Seller any Borrower may request, in a written notice given to advise the Administrator and each Purchaser Group Agent not less than 60 days and in writing of its desire to extend the then current Scheduled Termination Date to a date that is (x) not more than 120 three hundred and sixty-four (364) days prior to the after such then current Scheduled Termination Date and (y) not later than the Facility Termination Date, that the date set forth in Date scheduled to occur pursuant to clause (a) of the then-definition thereof; provided such request is made not more than one hundred and twenty (120) days prior to, and not less than ninety (90) days prior to, the then current definition of “Facility Scheduled Termination Date” be extended to the date that is 364 days after such then-current date. In the event that all the Purchasers Lenders in any Group are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer such Borrower in writing (it being understood that the Purchasers Lenders may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 sixty (60) days prior to the then current Facility Scheduled Termination Date and the Sellersuch Borrower, the applicable Servicer, the Administrator, the Purchaser Group Agents and the Purchasers Lenders shall enter into such documents as the Purchasers Lenders may deem reasonably necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the PurchasersLenders, the Administrator and the Purchaser Group Agents in connection therewith (including reasonable Attorney Attorneys’ Costs) shall be paid by such Borrower. If all the Seller. In the event Lenders in at least one Group accept such request for extension but any Purchaser Lender in any other Group declines the request for such extensionextension (all such Lenders in Groups containing Lenders that decline such a request, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided“Exiting Lenders”), that the failure then effective as of the Administrator Scheduled Termination Date (without giving effect to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension.):

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the The Seller may request, in a written notice given to advise the Administrator and each Purchaser Agent in writing of its desire to extend the Facility Termination Date for an additional 364 days, provided such request is made not more than 90 days prior to, and not less than 60 days and not more than 120 days prior to to, the then current Facility Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended to the date that is 364 days after such then-current date. In the event that the Purchasers Purchaser Agents are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers Purchaser Agents may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 days prior to the then current Facility Termination Date and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Attorneys' Costs) shall be paid by the Seller. In the event any the Purchaser declines Agents decline the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided, however, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers Purchaser Agents shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the The Seller may request, in a request the extension of the then current Facility Termination Date by providing written notice given to the Administrator and each Purchaser Agent Agent; provided such request is made not more than 180 days prior to, and not less than 60 days and not more than 120 90 days prior to to, the then current Facility Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended to the date that is 364 days after such then-current date. In the event that the Purchasers are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers may accept or decline such a request in their sole discretion and on such terms as they may elect) not less more than 30 90 days prior to from the then current Facility Termination Date date of the Seller’s written notice and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Costs) shall be paid by the Seller. In the event any Purchaser declines the request for such extension, (a) the Purchase Limit shall be reduced by an amount equal to the Commitment of such Purchaser and (b) such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, Seller of their agreement to accept the requested extension.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuingFor each of the first four (4) years after the Closing Date, the Seller may request, request the extension of the then current Facility Termination Date for an additional three hundred and sixty-four (364) days from the Facility Termination Date then in a effect by providing written notice given to the Administrator and each Purchaser Agent not less than 60 days and Agent; provided such request is made not more than 120 days prior to to, and not less than 90 days prior to, the then current Facility Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended to the date that is 364 days after such then-current date. In the event that the Purchasers are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 days prior to the then current Facility Termination Date and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Costs) shall be paid by the Seller. In the event any Purchaser declines the request for such extension, (a) the Purchase Limit shall be reduced by an amount equal to the Commitment of such Purchaser and (b) such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, Seller of their agreement to accept the requested extension.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the The Seller may request, in a written notice given to advise the Administrator and each Purchaser Agent not less than 60 days and in writing of its desire to extend the then current Facility Termination Date; provided such request is made not more than 120 days prior to to, and not less than 90 days prior to, the then current Facility Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended to the date that is 364 days after such then-current date. In the event that the Purchasers are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 days prior to the then current Facility Termination Date and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Attorneys’ Costs) shall be paid by the Seller. In the event any Purchaser declines the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided, however, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the The Seller may request, in a written notice given to advise the Administrator and each Purchaser Agent in writing of its desire to extend the Facility Termination Date for an additional 364 days, provided such request is made not more than 90 days prior to, and not less than 60 days and not more than 120 days prior to to, the then current Facility Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended to the date that is 364 days after such then-current date. In the event that the Purchasers are all agreeable to such extensionextension by providing the Administrator written notice of such agreement, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers Purchaser Agents may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 days prior to the then current Facility Termination Date and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Attorneys’ Costs) shall be paid by the Seller. In the event any Purchaser declines the Purchasers decline the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided, however, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the Seller may request, in a request the extension of the then current Facility Termination Date by providing written notice given to the Administrator and each Purchaser Agent Agent; provided such request is made not more than one hundred eighty (180) days prior to, and not less than 60 days and not more than 120 sixty (60) days prior to to, the then current Facility Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended to the date that is 364 days after such then-current date. In the event that the Purchasers are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 thirty (30) days prior to the then current Facility Termination Date following such request and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may reasonably deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Costs) shall be paid by the Seller. In the event any Purchaser declines the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, Seller of their agreement to accept the requested extension, and either (a) the Purchase Limit shall be reduced by an amount equal to the Commitment of such Purchaser, or (b) with the consent of the Administrator (such consent not to be unreasonably withheld), the Seller may appoint a new Purchaser to assume such non-renewing Purchaser’s Commitment Percentage of the Purchase Limit and the Commitment, and such new Purchaser and the Seller shall enter into such documents as the other Purchasers may reasonably deem necessary or appropriate to reflect the new Purchaser.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the The Seller may request, in a written notice given to advise the Administrator and (which shall promptly forward a copy to each Purchaser Agent) in writing of its desire to extend the Scheduled Facility Termination Date for each Group Commitment (or portion thereof), provided such request is made not more than 90 days (or such other number of days as to which the applicable Purchaser Agent shall consent) prior to, and not less than 60 days and not more than 120 days prior to to, the then current next Scheduled Facility Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended to the date that is 364 days after such then-current date. In the event that the Purchasers in such Purchaser Group are all agreeable to such extension, the Administrator related Purchaser Agent shall so notify the Seller and the Servicer Administrator in writing (it being understood that the Purchasers may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 days prior to the then current such next Scheduled Facility Termination Date and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Costsattorneys’ fees and expenses) shall be paid by the Seller. In the event any Purchaser in a Purchaser Group declines the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator related Purchaser Agent and the Administrator Purchaser Agent shall so notify the Seller and the Administrator of such determinationdetermination (it being understood that if any such Purchaser Group does not extend its Group Commitment hereunder or assign its obligations to new Purchasers (willing to extend such Facility Termination Date) in accordance with Section 12.1, then the Purchase Limit shall be reduced by an amount equal to that portion of the Commitment of such Exiting Purchasers with respect to which the Scheduled Facility Termination Date has occurred and the Commitment Percentages and Group Commitments of the Purchasers within each Purchaser Group shall be appropriately adjusted); providedprovided that, that the failure of such Purchaser to notify the Administrator Purchaser Agent or of the Purchaser Agent to notify the Seller or the Administrator of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers shall be deemed to have refused to grant the requested extension in the event the Administrator such Purchaser Agent fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the The Seller may request, in a written notice given to advise the Administrator and each Purchaser Agent in writing of its desire to extend the Facility Termination Date for an additional 364 days, provided such request is made not more than 90 days prior to, and not less than 60 days and not more than 120 days prior to to, the then current Facility Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended to the date that is 364 days after such then-current date. In the event that the Purchasers Purchaser Agents are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers Purchaser Agents may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 days prior to the then current Facility Termination Date and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Attorneys’ Costs) shall be paid by the Seller. In the event any the Purchaser declines Agents decline the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided, however, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers Purchaser Agents shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the The Seller may request, in a written notice given to advise the Administrator and each Purchaser Agent in writing of its desire to extend the Facility Termination Date, provided such request is made not more than 90 days prior to, and not less than 60 days and not more than 120 days prior to to, the then current Facility Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended to the date that is 364 days after such then-current date. In the event that the Purchasers Purchaser Agents are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers Purchaser Agents may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 days prior to the then current Facility Termination Date and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Costs) shall be paid by the Seller. In the event any the Purchaser declines Agents decline the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided, however, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers Purchaser Agents shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred exists and is continuing, the Seller may request, in a written notice given to request the Administrator and each Purchaser Agent not less than 60 days and not more than 120 days prior to extension of the then current Facility Termination Date, that the date Date set forth in clause (a) of the thendefinition for an additional three hundred and sixty-current definition of “four (364) days from the Facility Termination Date” be extended Date set forth in clause (a) of the definition then in effect by providing written notice to the date that Administrator and each Purchaser Agent; provided such request is 364 made not more than 120 days after such then-prior to, and not less than 90 days prior to, the then current dateFacility Termination Date scheduled to occur pursuant to clause (a) of the definition thereof. In the event that the Purchasers are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 days prior to the then current Facility Termination Date scheduled to occur pursuant to clause (a) of the definition thereof and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Costs) shall be paid by the Seller. In the event any Purchaser declines the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided, however, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension.. ARTICLE II

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuingFrom time to time, the Seller may request, in a written notice given to advise the Administrator and each Purchaser Agent in writing of its desire to extend the then current Purchaser Termination Date to a date that is (x) not less more than 60 364-days after such then current Purchaser Termination Date and (y) not later than the Facility Termination Date scheduled to occur pursuant to clause (a) of the definition thereof; provided such request is made not more than 120 days prior to to, and not less than 90 days prior to, the then current Facility Purchaser Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended to the date that is 364 days after such then-current date. In the event that all the Purchasers in any Purchaser Group are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 60 days prior to the then current Facility Purchaser Termination Date and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem reasonably necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Attorneys' Costs) shall be paid by the Seller. In If all the event Purchasers in at least one Purchaser Group accept such request for extension but any Purchaser in any other Purchaser Group declines the request for such extensionextension (all such Purchasers in Purchasers Groups containing Purchasers that decline such a request, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided“Exiting Purchasers”), that the failure then effective as of the Administrator Purchaser Termination Date (without giving effect to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension.):

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuingFrom time to time, the Seller Borrower may request, in a written notice given to advise the Administrator and each Purchaser Group Agent not less than 60 days and in writing of its desire to extend the then current Scheduled Termination Date to a date that is (x) not more than 120 three hundred and sixty-four (364) days prior to the after such then current Scheduled Termination Date and (y) not later than the Facility Termination Date, that the date set forth in Date scheduled to occur pursuant to clause (a) of the then-definition thereof; provided such request is made not more than one hundred and twenty (120) days prior to, and not less than ninety (90) days prior to, the then current definition of “Facility Scheduled Termination Date” be extended to the date that is 364 days after such then-current date. In the event that all the Purchasers Lenders in any Group are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer Borrower in writing (it being understood that the Purchasers Lenders may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 sixty (60) days prior to the then current Facility Scheduled Termination Date and the SellerBorrower, the Servicer, the Administrator, the Purchaser Group Agents and the Purchasers Lenders shall enter into such documents as the Purchasers Lenders may deem reasonably necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the PurchasersLenders, the Administrator and the Purchaser Group Agents in connection therewith (including reasonable Attorney Attorneys’ Costs) shall be paid by the SellerBorrower. In If all the event Lenders in at least one Group accept such request for extension but any Purchaser Lender in any other Group declines the request for such extensionextension (all such Lenders in Groups containing Lenders that decline such a request, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided“Exiting Lenders”), that the failure then effective as of the Administrator Scheduled Termination Date (without giving effect to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension.):

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, The Borrower may advise the Seller may request, in a written notice given to the Administrator Administrative Agent and each Purchaser Lender Agent in writing of its desire to extend the Termination Date for an additional 364 days, provided (i) such request is made not more than 90 days prior to, and not less than 60 days prior to, the Termination Date and (ii) not more than 120 days prior to one such request for the then current Facility Termination Date, that the date set forth in clause (a) extension of the then-current definition of “Facility Termination Date” Date may be extended to the date that is 364 days after such then-current datemade in any one calendar year. In the event that the Purchasers Lender Agents are all agreeable to such extension, the Administrator Administrative Agent shall so notify the Seller and the Servicer Borrower in writing (it being understood that the Purchasers Lender Agents may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 45 days prior to the then current Facility Termination Date and the SellerBorrower, the ServicerAdministrative Agent, the Administrator, the Purchaser Lender Agents and the Purchasers Lenders shall enter into such documents as the Purchasers Lenders may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the PurchasersLenders, the Administrator Administrative Agent and the Purchaser Lender Agents in connection therewith (including reasonable Attorney Costsattorneys' fees) shall be paid by the SellerBorrower. In the event any Purchaser declines the Lender Agents decline the request for such extension, such Purchaser (or the applicable Purchaser Administrative Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller Borrower of such determination; provided, however, that the failure of the Administrator Administrative Agent to notify the Seller Borrower of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers Lender Agents shall be deemed to have refused to grant the requested extension in the event the Administrator Administrative Agent fails to affirmatively notify the SellerBorrower, in writing, of their agreement to accept the requested extension.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuingFor each of the first three years after the Restatement Date, the Seller may request, request the extension of the Facility Termination Date for an additional three hundred and sixty-four (364) days from the Facility Termination Date then in a effect by providing written notice given to the Administrator and each Purchaser Agent not less than 60 days and Agent; provided such request is made not more than 120 days prior to to, and not less than 90 days prior to, the then current Facility Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended to the date that is 364 days after such then-current date. In the event that the Purchasers are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 days prior to the then current Facility Termination Date and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Costs) shall be paid by the Seller. In the event any Purchaser declines the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided, however, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the The Seller may request, in a request the extension of the Facility Termination Date by providing written notice given to the Administrator and each Purchaser Agent not less than 60 days and Agent; provided such request is made not more than 120 days prior to to, and not less than 60 days prior to, the then current Facility Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended to the date that is 364 days after such then-current date. In the event that the Purchasers are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 days prior to the then current Facility Termination Date and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Costs) shall be paid by the Seller. In the event any Purchaser declines the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the The Seller may request, in a written notice given to advise the Administrator and each Purchaser Agent in writing of its desire to extend the Scheduled Termination Date, provided such request is made not more than 60 days prior to, and not less than 60 days and not more than 120 30 days prior to to, the then current Facility Scheduled Commitment Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended Date with respect to the date that is 364 days after such then-current dateany Purchaser. In the event that the Purchasers are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers each Purchaser may accept or decline such a request in their its sole discretion and on such terms as they it may elect) not less than 30 15 days prior to the then current Facility Scheduled Commitment Termination Date of such Purchaser and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the accepting Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the accepting Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Attorneys’ Costs) shall be paid by the Seller. In the event any Purchaser declines the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension; provided, further, that the failure of one or more Purchasers to accept the Seller’s request to extend the Scheduled Commitment Termination Date shall not affect the right of the other Purchasers to accept such request (it being understood that if any such Purchaser does not accept such extension request, then the Purchase Limit shall be reduced by an amount equal to the Commitment of such declining Purchaser).

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the The Seller may request, in a written notice given to advise the Administrator and each Purchaser Agent not less than 60 days and in writing of its desire to extend the then current Facility Termination Date; provided such request is made not more than 120 days prior to to, and not less than 90 days prior to, the then current Facility Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended to the date that is 364 days after such then-current date. In the event that the Purchasers are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 60 days prior to the then current Facility Termination Date and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem reasonably necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Attorneys’ Costs) shall be paid by the Seller. In the event any Purchaser declines the request for such extension, (a) the Purchase Limit shall be reduced ratably with respect to the Purchasers in each Purchaser Group by an amount equal to the Commitment of such Exiting Purchaser and the Commitment Percentages and Group Commitments of the Purchasers within each Purchaser Group shall be appropriately adjusted and (b) such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided, however, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension. Each Purchaser Agent agrees to give the Seller and Servicer 30 days’ prior written notice if the then current Purchaser Termination Date will not be extended with respect to any Purchaser for which it acts as Purchaser Agent.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the The Seller may request, in a written notice given to advise the Administrator and each Committed Purchaser Agent in writing of its desire to extend the Scheduled Commitment Termination Date with respect to such Purchaser; provided that such request is made not more than 90one-hundred twenty (120) days prior to, and not less than 60 days and not more than 120 sixty (60) days prior to to, the then current Facility Scheduled Commitment Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended Date with respect to the date that is 364 days after such then-current datePurchaser. In the event that the Purchasers are all applicable Purchaser is agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 days prior to the its then current Facility Scheduled Commitment Termination Date and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Costs) shall be paid by the Seller. In the event any a Purchaser declines the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller and each Purchaser Agent of such determination; provided, however, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers Purchaser shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the The Seller may request, in a written notice given to advise the Administrator and each Committed Purchaser Agent in writing of its desire to extend the Scheduled Commitment Termination Date with respect to such Purchaser; provided that such request is made not more than one-hundred twenty (120) days prior to, and not less than 60 days and not more than 120 sixty (60) days prior to to, the then current Facility Scheduled Commitment Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended Date with respect to the date that is 364 days after such then-current datePurchaser. In the event that the Purchasers are all applicable Purchaser is agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 days prior to the its then current Facility Scheduled Commitment Termination Date and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith 741604250 99551574 15 (including reasonable Attorney Costs) shall be paid by the Seller. In the event any a Purchaser declines the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller and each Purchaser Agent of such determination; provided, however, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers Purchaser shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuingFor each of the first three years after the Closing Date, the Seller may request, request the extension of the Facility Termination Date for an additional three hundred and sixty-four (364) days from the Facility Termination Date then in a effect by providing written notice given to the Administrator and each Purchaser Agent not less than 60 days and Agent; provided such request is made not more than 120 days prior to to, and not less than 90 days prior to, the then current Facility Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended to the date that is 364 days after such then-current date. In the event that the Purchasers are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 days prior to the then current Facility Termination Date and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Attorneys’ Costs) shall be paid by the Seller. In the event any Purchaser declines the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided, however, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the Seller may request, in a request the extension of the then current Facility Termination Date by providing written notice given to the Administrator and each Purchaser Agent Agent; provided such request is made not more than 180 days prior to, and not less than 60 days and not more than 120 90 days prior to to, the then current Facility Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended to the date that is 364 days after such then-current date. In the event that the Purchasers are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers may accept or decline such a request in their sole discretion and on such terms as they may elect) not less more than 30 90 days prior to from the then current Facility Termination Date date of the Seller’s written notice and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Costs) shall be paid by the Seller. In the event any Purchaser declines the request for such extension, (a) the Purchase Limit shall be reduced by an amount equal to the Commitment of such Purchaser and (b) such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, Seller of their agreement to accept the requested extension.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the Seller may request, in a request the extension of the then current Facility Termination Date by providing written notice given to the Administrator and each Purchaser Agent Agent; provided such request is made not more than 180 days prior to, and not less than 60 days and not more than 120 days prior to to, the then current Facility Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended to the date that is 364 days after such then-current date. In the event that the Purchasers are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 days prior to the then current Facility Termination Date following such request and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may reasonably deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Costs) shall be paid by the Seller. In the event any Purchaser declines the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, Seller of their agreement to accept the requested extension, and either (a) the Purchase Limit shall be reduced by an amount equal to the Commitment of such Purchaser, or (b) with the consent of the Administrator (such consent not to be unreasonably withheld), the Seller may appoint a new Purchaser to assume such non-renewing Purchaser’s Commitment Percentage of the Purchase Limit and the Commitment, and such new Purchaser and the Seller shall enter into such documents as the other Purchasers may reasonably deem necessary or appropriate to reflect the new Purchaser.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the The Seller may request, in a written notice given to advise the Administrator and each Related Committed Purchaser Agent in writing of its desire to extend the Scheduled Commitment Termination Date with respect to such Purchaser; provided that such request is made not more than 90 days prior to, and not less than 60 days and not more than 120 days prior to to, the then current Facility Scheduled Commitment Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended Date with respect to the date that is 364 days after such then-current datePurchaser. In the event that the Purchasers are all applicable Purchaser is agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 days prior to the its then current Facility Scheduled Commitment Termination Date and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Attorneys’ Costs) shall be paid by the Seller. In the event any a Purchaser declines the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller and each Purchaser Agent of such determination; provided, however, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers Purchaser shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the (a) The Seller may request, in a written notice given to advise the Administrator and each Related Committed Purchaser Agent in writing of its desire to extend the Scheduled Commitment Termination Date with respect to such Purchaser; provided such request is made not more than 90 days prior to, and not less than 60 days and not more than 120 days prior to to, the then current Facility Scheduled Commitment Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended Date with respect to the date that is 364 days after such then-current datePurchaser. In the event that the Purchasers are all applicable Purchaser is agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 days prior to the its then current Facility Scheduled Commitment Termination Date and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Attorneys' Costs) shall be paid by the Seller. In the event any a Purchaser declines the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller and each Purchaser Agent of such determination; provided, however, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers Purchaser shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension.

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the Seller may request, in a request the extension of the then current Facility Termination Date by providing written notice given to the Administrator and each Purchaser Agent Agent; provided such request is made not more than one hundred eighty (180) days prior to, and not less than 60 days and not more than 120 sixty (60) days prior to to, the then current Facility Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended to the date that is 364 days after such then-current date. In the event that the Purchasers are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 thirty (30) days prior to the then current Facility Termination Date following such request and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may reasonably deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Costs) shall be paid by the Seller. In the event any Purchaser declines the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, Seller of their agreement to accept the requested extension., and either (a) the Purchase Limit shall be reduced by an amount equal to the Commitment of such Purchaser, or (b) with the consent of the Administrator (such consent not to be unreasonably withheld), the Seller may appoint a new Purchaser to assume such non-renewing Purchaser’s Commitment Percentage of the Purchase Limit and the Commitment, and such new Purchaser and the Seller shall enter into such documents as the other Purchasers may reasonably deem necessary or appropriate to reflect the new Purchaser. Section 1.24

Extension of Termination Date. Provided that no Termination Event or Unmatured Termination Event has occurred and is continuing, the (a) The Seller may request, in a written notice given to advise the Administrator and each Purchaser Agent in writing of its desire to extend the Facility Termination Date for an additional 364 days, provided such request is made not more than 90 days prior to, and not less than 60 days and not more than 120 days prior to to, the then current Facility Termination Date, that the date set forth in clause (a) of the then-current definition of “Facility Termination Date” be extended to the date that is 364 days after such then-current date. In the event that the Purchasers Purchaser Agents are all agreeable to such extension, the Administrator shall so notify the Seller and the Servicer in writing (it being understood that the Purchasers Purchaser Agents may accept or decline such a request in their sole discretion and on such terms as they may elect) not less than 30 days prior to the then current Facility Termination Date and the Seller, the Servicer, the Administrator, the Purchaser Agents and the Purchasers shall enter into such documents as the Purchasers may deem necessary or appropriate to reflect such extension, and all reasonable costs and expenses incurred by the Purchasers, the Administrator and the Purchaser Agents in connection therewith (including reasonable Attorney Attorneys' Costs) shall be paid by the Seller. In the event any the Purchaser declines Agents decline the request for such extension, such Purchaser (or the applicable Purchaser Agent on its behalf) shall so notify the Administrator and the Administrator shall so notify the Seller of such determination; provided, however, that the failure of the Administrator to notify the Seller of the determination to decline such extension shall not affect the understanding and agreement that the applicable Purchasers Purchaser Agents shall be deemed to have refused to grant the requested extension in the event the Administrator fails to affirmatively notify the Seller, in writing, of their agreement to accept the requested extension.