Common use of Extension of the Final Maturity Date Clause in Contracts

Extension of the Final Maturity Date. (a) The Borrower may request, upon written notice to the Administrative Agent (which shall promptly notify the Lenders and the Fronting Banks thereof) (such written notice, an “Extension Request”), a one- 104486778_2104486778_9 year extension of the Final Maturity Date applicable to each Lender; provided, that (i) such Extension Request shall include the requested effective date of such extension, which date shall be a Business Day no earlier than thirty (30) days, and no later than one hundred twenty (120) days, after the date of such Extension Request, (or such other effective date as may be agreed by the Administrative Agent in its sole discretion), and (ii) in no event shall the Final Maturity Date be extended to a date that is later than the fifth (5th) anniversary of the effective date of such extension. Each Lender shall notify the Administrative Agent by the date specified by the Administrative Agent (which date shall be a Business Day and shall not be less than ten (10) days, nor more than twenty (20) days, after the date of such Xxxxxx’s receipt of the Extension Request) that either (A) such Lender declines to consent to extending the Final Maturity Date or (B) such Lender consents to extending the Final Maturity Date. Any Lender not responding within the above time period shall be deemed to have declined to extend the Final Maturity Date. The consent of a Lender to any such extension shall be in the sole discretion of such Lender. The Administrative Agent shall, after receiving the notifications from all of the Lenders or the expiration of such period, whichever is earlier, notify the Borrower and the Lenders of the results thereof. The Borrower may request no more than two (2) extensions pursuant to this Section. (b) If any Lender declines, or is deemed to have declined, to consent to such request for extension (each a “Declining Lender”), the Borrower shall have the right to replace such Declining Lender in accordance with Section 2.19(b). Any Lender replacing a Declining Lender shall be deemed to have consented to such request for extension (regardless of when such replacement is effective) and shall not be deemed to be a Declining Lender. (c) If the Required Lenders have consented to the extension of the Final Maturity Date, the Final Maturity Date of each Lender that consented to the extension shall be extended to the date that is one year after such Xxxxxx’s then-effective Final Maturity Date, effective as of the date to be determined by the Administrative Agent and the Borrower (the “Extension Effective Date”). On or prior to the Extension Effective Date, the Borrower shall deliver to the Administrative Agent, in form and substance reasonably satisfactory to the Administrative Agent, (i) the resolutions of the Borrower authorizing such extension and all consents, authorizations or approvals of Governmental Authorities (if any) required in connection with such extension, certified as being in effect as of the Extension Effective Date and the related incumbency certificate of the Borrower, (ii) a favorable opinion of counsel for the Borrower as to such matters as any Lender through the Administrative Agent may reasonably request and (iii) a certificate of the Borrower stating that on and as of such Extension Effective Date, and after giving effect to the extension to be effective on such date, all conditions precedent to a Borrowing under Section 4.02 are satisfied. On each Extension Effective Date, each Declining Lender being replaced by the Borrower pursuant to Section 2.09(b) shall have received payment in full of the principal amount of all Loans outstanding owing to such Declining Lender and all interest thereon and all fees and other amounts (including, without limitation, any amounts payable pursuant to Section 2.16) payable to such Declining Lender accrued through such Extension Effective Date. Promptly following such Extension Effective Date, the Administrative Agent shall distribute an amended Schedule 2.01 to this Agreement (which shall thereafter be incorporated into this Agreement) to reflect any changes in the Lenders and the Commitments as of such Extension Effective Date. (d) Each Fronting Bank may, in its sole discretion, elect not to serve in such capacity beyond the Final Maturity Date as in effect prior to an extension thereof; provided that (i) the Borrower and the Administrative Agent may appoint a replacement for such resigning Fronting Bank, and (ii) whether such replacement is appointed shall not otherwise affect the extension of the Final Maturity Date. Notice of such election shall be made pursuant to the same time periods and in the same manner as applicable to the Lenders’ consent to an extension of the Final Maturity Date pursuant to subsection (a) above, although a Fronting Bank may consent to the extension of the Final Maturity Date in its capacity as a Lender while declining to serve as a Fronting Bank beyond the Final Maturity Date as in effect prior to an extension thereof.

Extension of the Final Maturity Date. (a) The Not earlier than ninety (90) days, nor later than thirty (30) days, prior to each anniversary of the date hereof, the Borrower may request, upon request by written notice made to the Administrative Agent (which shall promptly notify the Lenders and the Fronting Banks thereof) (such written notice, an “Extension Request”), a one- 104486778_2104486778_9 one-year extension of the Final Maturity Date applicable to each Lender; provided, that (i) such Extension Request shall include the requested effective date of such extension, which date shall be a Business Day no earlier than thirty (30) days, and no later than one hundred twenty (120) days, after the date of such Extension Request, (or such other effective date as may be agreed by the Administrative Agent in its sole discretion), and (ii) in no event shall the Final Maturity Date be extended to a date that is later than the fifth (5th) anniversary of the effective date of such extension. Each Lender shall notify the Administrative Agent by the date specified by the Administrative Agent (which date shall be a Business Day and shall not be less than ten (10) days, nor more than twenty (20) days, after the date of prior to such Xxxxxx’s receipt of the Extension Requestanniversary date) that either (A) such Lender declines to consent to extending the Final Maturity Date or (B) such Lender consents to extending the Final Maturity Date. Any Lender not responding within the above time period shall be deemed to have declined to extend the Final Maturity Date. The consent of a Lender to any such extension shall be in the sole discretion of such Lender. The Administrative Agent shall, after receiving the notifications from all of the Lenders or the expiration of such period, whichever is earlier, notify the Borrower and the Lenders of the results thereof. The Borrower may request no more than two (2) extensions pursuant to this Section. (b) If any Lender declines, or is deemed to have declined, to consent to such request for extension (each a “Declining Lender”), the Borrower shall have the right to replace such Declining Lender in accordance with Section 2.19(b2.18(b). Any Lender replacing a Declining Lender shall be deemed to have consented to such request for extension (regardless of when such replacement is effective) and shall not be deemed to be a Declining Lender. (c) If the Required Lenders have consented to the extension of the Final Maturity Date, the Final Maturity Date of each Lender that consented to the extension shall be extended to the date that is one year after such XxxxxxLender’s then-effective Final Maturity Date, effective as of the date to be determined by the Administrative Agent and the Borrower (the “Extension Effective Date”). On or prior to the Extension Effective Date, the Borrower shall deliver to the Administrative 66587785_8 Agent, in form and substance reasonably satisfactory to the Administrative Agent, (i) the resolutions of the Borrower authorizing such extension and all consents, authorizations or approvals of Governmental Authorities (if any) required in connection with such extension, certified as being in effect as of the Extension Effective Date and the related incumbency certificate of the Borrower, (ii) a favorable opinion of counsel for the Borrower as to such matters as any Lender through the Administrative Agent may reasonably request and (iii) a certificate of the Borrower stating that on and as of such Extension Effective Date, and after giving effect to the extension to be effective on such date, all conditions precedent to a Borrowing under Section 4.02 are satisfied. On each Extension Effective Date, each Declining Lender being replaced by the Borrower pursuant to Section 2.09(b2.08(b) shall have received payment in full of the principal amount of all Loans outstanding owing to such Declining Lender and all interest thereon and all fees and other amounts (including, without limitation, any amounts payable pursuant to Section 2.162.15) payable to such Declining Lender accrued through such Extension Effective Date. Promptly following such Extension Effective Date, the Administrative Agent shall distribute an amended Schedule 2.01 to this Agreement (which shall thereafter be incorporated into this Agreement) to reflect any changes in the Lenders and the Commitments as of such Extension Effective Date. (d) Each Fronting Bank may, in its sole discretion, elect not to serve in such capacity beyond the Final Maturity Date as in effect prior to an extension thereof; provided that (i) the Borrower and the Administrative Agent may appoint a replacement for such resigning Fronting Bank, and (ii) whether such replacement is appointed shall not otherwise affect the extension of the Final Maturity Date. Notice of such election shall be made pursuant to the same time periods and in the same manner as applicable to the Lenders’ consent to an extension of the Final Maturity Date pursuant to subsection (a) above, although a Fronting Bank may consent to the extension of the Final Maturity Date in its capacity as a Lender while declining to serve as a Fronting Bank beyond the Final Maturity Date as in effect prior to an extension thereof.

Extension of the Final Maturity Date. (a) The Borrower may request, upon written notice to At the Administrative Agent (which shall promptly notify the Lenders and the Fronting Banks thereof) (such written notice, an “Extension Request”), a one- 104486778_2104486778_9 year extension request of the Final Maturity Date applicable to each Lender; provided, that (i) such Extension Request shall include Borrower made at any time during the requested effective date of such extension, which date shall be a Business Day no earlier than thirty (30) days, and no later than one hundred twenty (120) days, after period from the date of such Extension Request, (or such other effective date as may be agreed by the Administrative Agent in its sole discretion), and (ii) in no event shall the Final Maturity Date be extended to a date that is later than the fifth (5th) second anniversary of the effective date of such extension. Each Lender shall notify Commencement Date to the Administrative Agent by fifth anniversary thereof, the date specified by the Administrative Agent (which date shall be a Business Day and shall not be less than ten (10) days, nor more than twenty (20) days, after the date of such Xxxxxx’s receipt of the Extension Request) that either (A) such Lender declines to consent to extending the Final Maturity Date or (B) such Lender consents to extending the Final Maturity Date. Any Lender not responding within the above time period shall be deemed to have declined Lenders hereby agree to extend the Final Maturity Date. The consent of a Lender Date from the date which is ten (10) years from the Commencement Date to any such extension shall be in the sole discretion date which is twelve (12) years from the Commencement Date provided that on the date of such Lender. The Administrative Agent shallrequest, after receiving the notifications from Borrower demonstrates to the satisfaction of all of the Lenders or that it has Adequate Coverage (as defined below). As used in this Section 2.17, the expiration term "Adequate Coverage" shall mean that projected net revenues to be received by the Borrower during the period commencing on the date of such period, whichever is earlier, notify request by the Borrower and ending on the Lenders of the results thereof. The Borrower may request no more than two (2) extensions pursuant extended maturity date solely from Satisfactory Capacity Agreements, will be sufficient to this Section. (b) If any Lender declines, or is deemed to have declined, to consent to such request for extension (each a “Declining Lender”), the Borrower shall have the right to replace such Declining Lender in accordance with Section 2.19(b). Any Lender replacing a Declining Lender shall be deemed to have consented to such request for extension (regardless of when such replacement is effective) and shall not be deemed to be a Declining Lender. (c) If the Required Lenders have consented to the extension of the Final Maturity Date, the Final Maturity Date of each Lender that consented to the extension shall be extended to the date that is one year after such Xxxxxx’s then-effective Final Maturity Date, effective as of the date to be determined by the Administrative Agent and the Borrower (the “Extension Effective Date”). On or prior to the Extension Effective Date, the Borrower shall deliver to the Administrative Agent, in form and substance reasonably satisfactory to the Administrative Agent, (i) the resolutions of the Borrower authorizing such extension and pay all consents, authorizations or approvals of Governmental Authorities (if any) required in connection with such extension, certified as being in effect as of the Extension Effective Date and the related incumbency certificate of the Borrower, (ii) a favorable opinion of counsel for the Borrower as to 's anticipated expenditures during such matters as any Lender through the Administrative Agent may reasonably request and (iii) a certificate of the Borrower stating that on and as of such Extension Effective Date, and after giving effect to the extension to be effective on such date, all conditions precedent to a Borrowing under Section 4.02 are satisfied. On each Extension Effective Date, each Declining Lender being replaced by the Borrower pursuant to Section 2.09(b) shall have received payment in full of the principal amount of all Loans outstanding owing to such Declining Lender and all interest thereon and all fees and other amounts period (including, without limitation, the payment as and when due of all operating expenses, interest and scheduled principal payments (based on the extended amortization schedule) and taking into account any amounts payable pursuant voluntary loan prepayments actually made prior to Section 2.16) payable to the date of such Declining Lender accrued through such Extension Effective Daterequest). Promptly following such Extension Effective DateWithin 90 days of receipt of the Borrower's request, the Administrative Agent shall distribute an amended Schedule 2.01 respond to this Agreement (which shall thereafter be incorporated into this Agreement) the Borrower in writing as to reflect any changes in whether or not all of the Lenders and are satisfied that there is Adequate Coverage. If all the Commitments as of such Extension Effective Date. Lenders are satisfied that there is Adequate Coverage, they agree to consent in writing to (dx) Each Fronting Bank may, in its sole discretion, elect not to serve in such capacity beyond the Final Maturity Date as in effect prior to an extension thereof; provided that (i) the Borrower and the Administrative Agent may appoint a replacement for such resigning Fronting Bank, and (ii) whether such replacement is appointed shall not otherwise affect the extension of the Final Maturity Date. Notice of such election shall be made pursuant to the same time periods and in the same manner as applicable to the Lenders’ consent to an extension of the Final Maturity Date pursuant to subsection (a) above, although a Fronting Bank may consent to the extension of the Final Maturity Date and (y) to an amendment to the amortization schedule for the Term Loan in its capacity order to provide that the principal amount of the Term Loan outstanding on the date of such consent as a Lender while declining to serve as a Fronting Bank beyond evidenced by the Term Notes, shall be payable in equal installments payable on the last Business day of each March, June, September and December, with the last installment due on the extended maturity date. The balance of the Term Loans shall be payable in full on the extended maturity date. If the Final Maturity Date is extended pursuant to, and in accordance with, the provisions of this Section 2.17, the Borrower hereby agrees to deliver to each Lender within five (5) Business Days after receipt of the Lenders' written consent described in the preceding sentence, a replacement Term Note payable to the order of such Lender, in the face amount equal to the then outstanding principal amount of such Lender's Term Loan, duly executed on behalf of the Borrower, dated as of the date hereof and substantially in effect prior the form of the Term Note then held by such Lender, but with such changes as may be necessary or appropriate to an extension thereofreflect the extended Final Maturity Date and the extended amortization schedule.

Extension of the Final Maturity Date. (a) The Borrower may request, upon written notice to the Administrative Agent (which shall promptly notify the Lenders and the Fronting Banks thereof) (such written notice, an “Extension Request”), a one- 104486778_2104486778_9 one-year extension of the Final Maturity Date applicable to each Lender; provided, that (i) such Extension Request shall include the requested effective date of such extension, which date shall be a Business Day no earlier than thirty (30) days, and no later than one hundred twenty (120) days, after the date of such Extension Request, (or such other effective date as may be agreed by the Administrative Agent in its sole discretion), and (ii) in no event shall the Final Maturity Date be extended to a date that is later than the fifth (5th) anniversary of the effective date of such extension. Each Lender shall notify the Administrative Agent by the date specified by the Administrative Agent (which date shall be a Business Day and shall not be less than ten (10) days, nor more than twenty (20) days, after the date of such XxxxxxLender’s receipt of the Extension Request) that either (A) such Lender declines to consent to extending the Final Maturity Date or (B) such Lender consents to extending the Final Maturity Date. Any Lender not responding within the above time period shall be deemed to have declined to extend the Final Maturity Date. The consent of a Lender to any such extension shall be in the sole discretion of such Lender. The Administrative Agent shall, after receiving the notifications from all of the Lenders or the expiration of such period, whichever is earlier, notify the Borrower and the Lenders of the results thereof. The Borrower may request no more than two (2) extensions pursuant to this Section. (b) If any Lender declines, or is deemed to have declined, to consent to such request for extension (each a “Declining Lender”), the Borrower shall have the right to replace such Declining Lender in accordance with Section 2.19(b). Any Lender replacing a Declining Lender shall be deemed to have consented to such request for extension (regardless of when such replacement is effective) and shall not be deemed to be a Declining Lender. (c) If the Required Lenders have consented to the extension of the Final Maturity Date, the Final Maturity Date of each Lender that consented to the extension shall be extended to the date that is one year after such XxxxxxLender’s then-effective Final Maturity Date, effective as of the date to be determined by the Administrative Agent and the Borrower (the “Extension Effective Date”). On or prior to the Extension Effective Date, the Borrower shall deliver to the Administrative Agent, in form and substance reasonably satisfactory to the Administrative Agent, (i) the resolutions of the Borrower authorizing such extension and all consents, authorizations or approvals of Governmental Authorities (if any) required in connection with such extension, certified as being in effect as of the Extension Effective Date and the related incumbency certificate of the Borrower, (ii) a favorable opinion of counsel for the Borrower as to such matters as any Lender through the Administrative Agent may reasonably request and (iii) a certificate of the Borrower stating that on and as of such Extension Effective Date, and after giving effect to the extension to be effective on such date, all conditions precedent to a Borrowing under Section 4.02 are satisfied. On each Extension Effective Date, each Declining Lender being replaced by the Borrower pursuant to Section 2.09(b) shall have received payment in full of the principal amount of all Loans outstanding owing to such Declining Lender and all interest thereon and all fees and other amounts (including, without limitation, any amounts payable pursuant to Section 2.16) payable to such Declining Lender accrued through such Extension Effective Date. Promptly following such Extension Effective Date, the Administrative Agent shall distribute an amended Schedule 2.01 to this Agreement (which shall thereafter be incorporated into this Agreement) to reflect any changes in the Lenders and the Commitments as of such Extension Effective Date. (d) Each Fronting Bank may, in its sole discretion, elect not to serve in such capacity beyond the Final Maturity Date as in effect prior to an extension thereof; provided that (i) the Borrower and the Administrative Agent may appoint a replacement for such resigning Fronting Bank, and (ii) whether such replacement is appointed shall not otherwise affect the extension of the Final Maturity Date. Notice of such election shall be made pursuant to the same time periods and in the same manner as applicable to the Lenders’ consent to an extension of the Final Maturity Date pursuant to subsection (a) above, although a Fronting Bank may consent to the extension of the Final Maturity Date in its capacity as a Lender while declining to serve as a Fronting Bank beyond the Final Maturity Date as in effect prior to an extension thereof.