Common use of Extension of the Termination Date Clause in Contracts

Extension of the Termination Date. (a) Not earlier than 60 days prior to, nor later than 30 days prior to each anniversary of the Closing DateFirst Amendment Effective Date (each, an “Anniversary Date”), the Borrower may request by notice made to the Administrative Agent (which shall promptly notify the Lenders thereof) a one-year extension of the Termination Date. 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 15 days prior to, nor more than 30 days prior to, the Extension EffectiveAnniversary Date) that either (A) such Lender declines to consent to extending the Termination Date or (B) such Lender consents to extending the Termination Date. Any Lender not responding within the above time period shall be deemed not to have consented to extending the Termination Date. 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 of the Termination Date pursuant to this Section following the First Amendment Effective Date. For the avoidance of doubt, at no time may the term of this Agreement exceed two (2) years. (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 2.20(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 Termination Date, the Termination Date shall be extended (solely with respect to each Lender that consented to the extension) to the date that is one year after the then-effective Termination Date, effective as of the date to be determined by the Administrative Agent and the Borrower (the “Extension EffectiveAnniversary Date”). On or prior to the Extension EffectiveAnniversary Date, the Borrower shall deliver to the Administrative Agent, in form and substance satisfactory to the Administrative Agent, (i) the resolutions of the Borrower authorizing such extension, certified as being in effect as of the Extension EffectiveAnniversary Date and the related incumbency certificate of the Borrower, (ii) a favorable opinion of counsel for the Borrower (which may be an attorney of American Electric Power Service Corporation), 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 EffectiveAnniversary Date, and after giving effect to the extension to be effective on such date, all conditions precedent to an Extension of Credit are satisfied. On each Extension Effective Dateor prior to the Termination Date applicable to any Declining Lender, 28 AmericasActive:16797229.116797229.4

Extension of the Termination Date. (a) Not earlier At least 30 but not more than 60 days prior to, nor later than 30 90 days prior to each anniversary of the Closing DateFirst Amendment Effective Date date hereof (each, an “Anniversary but in any event no later than 60 days prior to the then-scheduled Termination Date”), the Borrower may request Account Party may, by delivering a written notice made to such effect to the Administrative Agent (which shall promptly notify the Lenders thereof) each such request being irrevocable), request that each Bank consent to a one-year extension of the Termination Date. Each Lender shall notify Upon receipt of any such notice, the Administrative Agent shall promptly communicate such request to the Banks. Within 30 days following the giving of such notice by the date specified by Account Party, the Banks shall indicate to the Administrative Agent whether the Account Party's request to so extend the then-scheduled Termination Date is acceptable to the Banks (which date and, if so, the conditions, if any, relating to such acceptance, including conditions relating to renewal fees payable and legal documentation), it being understood that the unanimous written consent of the Issuing Banks and the Participating Banks shall be a Business Day required to effect any such requested extension, that the determination by each Bank will be in its sole and shall not be less than 15 days prior to, nor more than 30 days prior to, absolute discretion and that the Extension EffectiveAnniversary Date) that either (A) failure of any Bank to so respond within such Lender declines to consent to extending the Termination Date or (B) such Lender consents to extending the Termination Date. Any Lender not responding within the above time period shall be deemed not to have consented to extending the Termination Date. The Administrative Agent shall, after receiving the notifications from all of the Lenders or the expiration of constitute a refusal by 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 of the Termination Date pursuant to this Section following the First Amendment Effective Date. For the avoidance of doubt, at no time may the term of this Agreement exceed two (2) years. (b) If any Lender declines, or is deemed to have declined, Bank to consent to such request (with the result being that such request is denied). The Administrative Agent shall promptly notify the Account Party and the Banks of the result of such request, and if such request shall have been consented to by all of the Banks, upon the satisfaction of all of the conditions for extension (each a “Declining Lender”), including the Borrower shall have payment of any renewal fees and the right to replace such Declining Lender in accordance with Section 2.20(b). Any Lender replacing a Declining Lender shall be deemed to have consented to such request for extension (regardless costs and expenses of when such replacement is effective) and shall not be deemed to be a Declining Lender. (c) If the Required Lenders have consented to effecting the extension of the Termination Date), and provided that no Default shall have occurred and then be continuing, the Termination Date shall be extended (solely with respect to each Lender that consented to the extension) to the date that is one year after first anniversary of the then-effective scheduled Termination Date; PROVIDED, effective as HOWEVER, that the Termination Date shall be so extended notwithstanding the existence of one or more Issuing Banks (the date "NONEXTENDING ISSUING BANKS") that have elected not to be determined by extend (or failed to notify the Administrative Agent of its (or their) consent to extend) if each such Nonextending Issuing Bank has been terminated as an Issuing Bank hereunder, and the Borrower all Letters of Credit issued (the “Extension EffectiveAnniversary Date”). On or prior deemed issued) by such Nonextending Issuing Bank have been cancelled or replaced by new Letters of Credit issued by one or more other Issuing Banks pursuant to the Extension EffectiveAnniversary Date, the Borrower shall deliver to the Administrative Agent, in form and substance satisfactory to the Administrative Agent, (i) the resolutions of the Borrower authorizing such extension, certified as being in effect as of the Extension EffectiveAnniversary Date and the related incumbency certificate of the Borrower, (ii) a favorable opinion of counsel for the Borrower (which may be an attorney of American Electric Power Service Corporation), 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 EffectiveAnniversary Date, and after giving effect to the extension to be effective on such date, all conditions precedent to an Extension of Credit are satisfied. On each Extension Effective Dateor prior to the Termination Date applicable to any Declining Lender, 28 AmericasActive:16797229.116797229.4terms hereof.

Extension of the Termination Date. (a) Not earlier than 60 days prior to, nor later than 30 days prior The Termination Date may be extended for a period of up to each anniversary one year after the date on which the Termination Date would otherwise have occurred in accordance with the provisions of the Closing DateFirst Amendment Effective Date (each, an “Anniversary Date”), this Section. If the Borrower may wishes to request by notice made to the Administrative Agent (which shall promptly notify the Lenders thereof) a one-year an extension of the Termination Date. Each Lender , it shall notify give written notice to that effect to the Administrative Syndication Agent by the date specified by the Administrative Agent (which date shall be a Business Day and shall not be less than 15 days prior to, 45 nor more than 30 90 days prior toto any Extension Date, whereupon the Extension EffectiveAnniversary Date) that either (A) such Lender declines to consent to extending the Termination Date or (B) such Lender consents to extending the Termination Date. Any Lender not responding within the above time period Syndication Agent shall be deemed not to have consented to extending the Termination Date. The Administrative Agent shall, after receiving the notifications from all notify each of the Lenders or the expiration Banks of such periodnotice. Each Bank will respond to such request, whichever is earlierwhether affirmatively or negatively, notify the Borrower and the Lenders within 30 days. If a Bank or Banks respond negatively or fail to timely respond to such request, but such non-extending Banks have Commitments totaling less than 33 1/3% of the results thereof. The Borrower may request no more than two (2) extensions aggregate amount of the Termination Date pursuant to this Section following the First Amendment Effective Date. For the avoidance of doubt, at no time may the term of this Agreement exceed two (2) years. (b) If any Lender declines, or is deemed to have declined, to consent to such request for extension (each a “Declining Lender”)Commitments, the Borrower shall shall, for a period of 60 days following that Extension Date, have the right right, with the assistance of the Syndication Agent, to replace seek a mutually satisfactory substitute financial institution or financial institutions (which may be one or more of the Banks) to assume the Commitments of such Declining Lender in accordance with Section 2.20(b)non-extending Banks. Any Lender replacing a Declining Lender No Bank which fails to consent shall be deemed to have consented to a request by the Borrower under this Section. Not later than the third Domestic Business Day prior to the end of such request for extension period (regardless whether of when 60 days or shorter), the Borrower shall, by notice to the Banks through the Syndication Agent, either (i) terminate, effective on the third Domestic Business Day after the giving of such replacement is effective) and shall not be deemed to be a Declining Lender. (c) If notice, the Required Lenders Commitments of such non-extending Banks, whereupon the Banks who have consented to the extension shall continue with their commitments unaffected to lend subject to the terms of this Agreement to the new Termination Date, or (ii) designate one or more new financial institutions reasonably acceptable to the Syndication Agent to assume the Commitments of such non-extending Banks, whereupon the aggregate amount of such Commitments shall be assumed by such substitute financial institution or financial institutions within such 60-day period or (iii) withdraw its request for an extension of the Termination Date, in which case the Commitments shall continue unaffected. The failure of the Borrower to timely take the actions contemplated by clause (i) or (ii) of the preceding sentence shall be deemed a withdrawal of its request for an extension as contemplated by clause (ii) whether or not notice to such effect is given. So long as Banks having Commitments totaling not less than 66 2/3% of the aggregate amount of the Commitments shall have responded affirmatively to such a request, and such request is not withdrawn in accordance with the preceding sentence, then, subject to receipt by the Syndication Agent of counterparts of an Extension Agreement in substantially the form of Exhibit I duly completed and signed by all of the parties hereto (other than non-consenting Banks), the Termination Date shall be extended (solely with respect to each Lender that consented to the extension) to the date that is one year after the then-effective Termination Date, effective as of the date to be determined by the Administrative Agent and the Borrower (the “Extension EffectiveAnniversary Date”). On or prior to the Extension EffectiveAnniversary Date, the Borrower shall deliver to the Administrative Agent, in form and substance satisfactory to the Administrative Agent, (i) the resolutions of the Borrower authorizing such extension, certified as being in effect as of the Extension EffectiveAnniversary Date and the related incumbency certificate of the Borrower, (ii) a favorable opinion of counsel for the Borrower (which may be an attorney of American Electric Power Service Corporation), 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 EffectiveAnniversary Date, and after giving effect to the extension to be effective on such date, all conditions precedent to an Extension of Credit are satisfied. On each Extension Effective Dateor prior to the Termination Date applicable to any Declining Lender, 28 AmericasActive:16797229.116797229.4period set forth in this Section 2.23

Extension of the Termination Date. (a) Not earlier than 60 days prior toUnless the Termination Date previously shall have occurred in accordance with the terms of this Agreement, nor later than at least 30 days prior to each anniversary of the Closing DateFirst Amendment Effective Date (each, an “Anniversary but not more than 45 days before any Extension Date”), the Borrower may request may, by notice made to the Administrative Agent (which any such notice being irrevocable), request that the Administrative Agent, the Fronting Banks and the Lenders extend the Termination Date for a period of one year. If the Borrower shall make such request, the Administrative Agent shall promptly notify inform the Fronting Banks and the Lenders thereof) a one-year extension of the Termination Date. Each Fronting Bank and each Lender shall notify the Administrative Agent by Agent, in writing, of its agreement so to extend the date specified by the Administrative Agent (which date shall be a Business Day and shall not be less Termination Date at least 20 days prior to such Extension Date, and, no later than 15 days prior to, nor more than 30 days prior toto such Extension Date, the Extension EffectiveAnniversary Date) that either (A) such Lender declines to consent to extending the Termination Date or (B) such Lender consents to extending the Termination Date. Any Lender not responding within the above time period shall be deemed not to have consented to extending the Termination Date. The Administrative Agent shall, after receiving the notifications from all of the Lenders or the expiration of such period, whichever is earlier, shall notify the Borrower in writing if the Fronting Bank and Lenders holding sufficient Commitments (determined per the Lenders of the results thereof. The Borrower may request no more than two (2) extensions of the Termination Date pursuant to this Section following the First Amendment Effective Date. For the avoidance of doubt, at no time may the term last sentence of this Agreement exceed two subsection (2a)) years. (b) If any Lender declines, or is deemed to have declined, to consent to such request. The granting of any such consent shall be in the sole and absolute discretion of each Fronting Bank and each Lender (each Lender that consents being an “Extending Lender” and each Lender that does not consent, or that does not notify the Administrative Agent of its consent to any request for extension (each extension, being a “Declining Lender”), and if the Borrower shall have the right to replace such Declining Lender in accordance with Section 2.20(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 Administrative Agent shall not so notify the Borrower, such lack of notification shall be deemed to be a Declining Lenderdetermination not to consent to such request. (c) If the Required Lenders have consented Any extension pursuant to the extension of the Termination Date, the Termination Date this Section shall be extended (solely with respect to each Lender that consented to the extension) to the date that is one year after the then-effective Termination Date, effective as of the date to be determined by the Administrative Agent and the Borrower (the “Extension EffectiveAnniversary Date”). On or prior to the Extension EffectiveAnniversary Date, the Borrower shall deliver to the Administrative Agent, in form and substance satisfactory to the Administrative Agent, only if (i) the resolutions sum of the Borrower authorizing such Commitments, immediately following the effectiveness of any proposed extension, certified as being of (A) Extending Lenders and (B) third party financial institutions that become Lenders by accepting Commitments from Declining Lenders would exceed 50% of the Total Commitment in effect as immediately prior to the effectiveness of the Extension EffectiveAnniversary Date any proposed extension and the related incumbency certificate of the Borrower, (ii) a favorable opinion no Event of counsel for Default has occurred and is continuing and all representations and warranties contained in Section 6.01 are true and correct on the Borrower (which may be an attorney of American Electric Power Service Corporation), Termination Date 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 EffectiveAnniversary Date, and after giving in effect to the extension to be effective on such date, all conditions precedent to an Extension of Credit are satisfied. On each Extension Effective Dateor immediately prior to the Termination Date applicable to any Declining Lender, 28 AmericasActive:16797229.116797229.4effectiveness of such proposed extension.

Extension of the Termination Date. (a) Not earlier than 60 days prior toUnless the Termination Date previously shall have occurred in accordance with the terms of this Agreement, nor later than at least 30 days prior to each anniversary of the Closing DateFirst Amendment Effective Date (each, an “Anniversary but not more than 45 days before any Extension Date”), the Borrower may request Borrowers may, by notice made to the Administrative Agent (which any such notice being irrevocable), request that the Administrative Agent and the Lenders extend the Termination Date for a period of one year. If the Borrowers shall make such request, the Administrative Agent shall promptly notify inform the Lenders thereof) a one-year extension of the Termination Date. Each Lender shall notify the Administrative Agent by Agent, in writing, of its agreement so to extend the date specified by the Administrative Agent (which date shall be a Business Day and shall not be less Termination Date at least 20 days prior to such Extension Date, and, no later than 15 days prior to, nor more than 30 days prior toto such Extension Date, the Extension EffectiveAnniversary Date) that either (A) such Lender declines to consent to extending the Termination Date or (B) such Lender consents to extending the Termination Date. Any Lender not responding within the above time period shall be deemed not to have consented to extending the Termination Date. The Administrative Agent shall, after receiving shall notify the notifications from all of Borrowers in writing if the Lenders or holding sufficient Commitments (determined per 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 of the Termination Date pursuant to this Section following the First Amendment Effective Date. For the avoidance of doubt, at no time may the term last sentence of this Agreement exceed two subsection (2a)) years. (b) If any Lender declines, or is deemed to have declined, to consent to such request. The granting of any such consent shall be in the sole and absolute discretion of each Lender (each Lender that consents being an “Extending Lender” and each Lender that does not consent, or that does not notify the Administrative Agent of its consent to any request for extension (each extension, being a “Declining Lender”), and if the Borrower shall have the right to replace such Declining Lender in accordance with Section 2.20(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 Administrative Agent shall not so notify the Borrowers, such lack of notification shall be deemed to be a Declining Lenderdetermination not to consent to such request. (c) If the Required Lenders have consented Any extension pursuant to the extension of the Termination Date, the Termination Date this Section shall be extended (solely with respect to each Lender that consented to the extension) to the date that is one year after the then-effective Termination Date, effective as of the date to be determined by the Administrative Agent and the Borrower (the “Extension EffectiveAnniversary Date”). On or prior to the Extension EffectiveAnniversary Date, the Borrower shall deliver to the Administrative Agent, in form and substance satisfactory to the Administrative Agent, only if (i) the resolutions sum of the Borrower authorizing such Commitments, immediately following the effectiveness of any proposed extension, certified as being of (A) Extending Lenders and (B) third party financial institutions that become Lenders by accepting Commitments from Declining Lenders would exceed 50% of the Total Commitment in effect as immediately prior to the effectiveness of the Extension EffectiveAnniversary Date any proposed extension and the related incumbency certificate of the Borrower, (ii) a favorable opinion of counsel for all representations and warranties contained in Section 6.01 are true and correct on the Borrower (which may be an attorney of American Electric Power Service Corporation), Termination Date 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 EffectiveAnniversary Date, and after giving in effect to the extension to be effective on such date, all conditions precedent to an Extension of Credit are satisfied. On each Extension Effective Dateor immediately prior to the Termination Date applicable to any Declining Lender, 28 AmericasActive:16797229.116797229.4effectiveness of such proposed extension.