Extension Offers. (a) The Borrower may on one or more occasions, by written notice to the Administrative Agent, make one or more offers (each, an “Extension Offer”) to all the Lenders of one or more Classes (each Class subject to such an Extension Offer, an “Extension Request Class”) to make one or more Extension Permitted Amendments pursuant to procedures reasonably specified by the Administrative Agent and reasonably acceptable to the Borrower. Such notice shall set forth (i) the terms and conditions of the requested Extension Permitted Amendment and (ii) the date on which such Extension Permitted Amendment is requested to become effective (which shall not be less than 10 Business Days nor more than 30 Business Days after the date of such notice, unless otherwise agreed to by the Administrative Agent). Extension Permitted Amendments shall become effective only with respect to the Loans and Commitments of the Lenders of the Extension Request Class that accept the applicable Extension Offer (such Lenders, the “Extending Lenders”) and, in the case of any Extending Lender, only with respect to such Lender’s Loans and Commitments of such Extension Request Class as to which such Lender’s acceptance has been made.
(b) An Extension Permitted Amendment shall be effected pursuant to an Extension Agreement executed and delivered by Xxxxx 0, the Borrower, each applicable Extending Lender and the Administrative Agent; provided that no Extension Permitted Amendment shall become effective unless (i) no Default or Event of Default shall have occurred and be continuing on the date of effectiveness thereof, (ii) on the date of effectiveness thereof, the representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects on and as of such date, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects as of such earlier date, and (iii) Xxxxx 0 and the Borrower shall have delivered to the Administrative Agent such legal opinions, board resolutions, secretary’s certificates, officer’s certificates and other documents as shall reasonably be requested by the Administrative Agent in connection therewith. The Administrative Agent shall promptly notify each Lender as to the effectiveness of each Extension Agreement. Each Extension Agreement may, without the consent of any Lender other than the applicable Extending Lenders,...
Extension Offers. (a) Pursuant to one or more offers made from time to time by the Borrower to all Term Lenders holding Term Loans of a specified Class(es) with notice to the Administrative Agent, on a pro rata basis (based on the aggregate outstanding Term Loans) and on the same terms (‘Term Pro Rata Extension Offers’), the Borrower is hereby permitted to consummate transactions with individual Term Lenders from time to time to extend the maturity date of such Lender’s Term Loans and to otherwise modify the terms of such Lender’s Term Loans pursuant to the terms of the relevant Term Pro Rata Extension Offer (including without limitation increasing the interest rate or fees payable in respect of such Lender’s Term Loans and/or modifying the amortization schedule in respect of such Lender’s Term Loans). Pursuant to one or more offers made from time to time by the Borrower to all Revolving Credit Lenders with notice to the Administrative Agent, on a pro rata basis (based on the aggregate outstanding Revolving Credit Commitments) and on the same terms (“Revolving Pro Rata Extension Offers” and, together with Term Pro Rata Extension Offers, “Pro Rata Extension Offers”), the Borrower is hereby permitted to consummate transactions with individual Revolving Credit Lenders from time to time to extend the maturity date of such Lender’s Revolving Credit Commitments and to otherwise modify the terms of such Lender’s Revolving Credit Commitments pursuant to the terms of the relevant Revolving Pro Rata Extension Offer (including without limitation increasing the interest rate or fees payable in respect of such Lender’s Revolving Credit Commitments). For the avoidance of doubt, the reference to “on the same terms” in the preceding sentences shall mean, (i) when comparing Term Pro Rata Extension Offers, that the Term Loans are offered to be extended for the same amount of time and that the interest rate changes and fees payable in respect thereto are the same and (ii) when comparing Revolving Pro Rata Extension Offers, that the Revolving Credit Commitments are offered to be extended for the same amount of time and that the interest rate changes and fees payable in respect thereto are the same. Any such extension (an “Extension”) agreed to between the Borrower and any such Lender (an “Extending Lender”) will be established under this Agreement pursuant to an amendment (an “Extension Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower, each ...
Extension Offers. Pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrower to all Lenders holding Loans and/or Commitments of a particular Class with a like Maturity Date, the Borrower may extend such Maturity Date and otherwise modify the terms of such Loans and/or Commitments pursuant to the terms set forth in an Extension Offer (each, an “Extension”). Each Extension Offer will specify the minimum amount of Loans and/or Commitments with respect to which an Extension Offer may be accepted, which will be an integral multiple of $1,000,000 and an aggregate principal amount that is not less than $1,000,000, or if less, (i) the aggregate principal amount of such Loans outstanding or (ii) such lesser minimum amount as is approved by the Administrative Agent, such consent not to be unreasonably withheld, conditioned or delayed. Extension Offers will be made on a pro rata basis to all Lenders holding Loans and/or Commitments of a particular Class with a like Maturity Date. If the aggregate outstanding principal amount of such Loans (calculated on the face amount thereof) and/or Commitments in respect of which Lenders have accepted an Extension Offer exceeds the maximum aggregate principal amount of Loans and/or Commitments offered to be extended pursuant to such Extension Offer, then the Loans and/or Commitments of such Lenders will be extended ratably up to such maximum amount based on the respective principal amounts (but not to exceed actual holdings of record) with respect to which such Lenders have accepted such Extension Offer. There is no requirement that any Extension Offer or Extension Amendment (defined as follows) be subject to any “most favored nation” pricing provisions. The terms of an Extension Offer shall be determined by the Borrower, and Extension Offers may contain one or more conditions to their effectiveness, including a condition that a minimum amount of Loans and/or Commitments of any or all applicable tranches be tendered.
Extension Offers. Notwithstanding anything to the contrary in this Agreement, including Section 2.17(c) (which provisions shall not be applicable to this clause (c) of this Section 2.22), the Borrower and any 2027 Term Lender, 2027 Revolving Dollar Lender or 2027 Revolving Multicurrency Lender may agree to extend the Maturity Date (and, if applicable, the applicable Commitment Termination Date) of such Lender’s 2027 Term Loans, 2027 Revolving Dollar Commitments or 2027 Revolving Multicurrency Commitments, in each case on the same terms as set forth in this Agreement as the 2028 Term Loans, 2028 Revolving Dollar Commitments or 2028 Revolving Multicurrency Commitments, as the case may be (and, for the avoidance of doubt, the Borrower shall also be permitted to pay a fee to each Extending Lender provided that such fee does not exceed the fees payable to 2028 Lenders as a percentage of the applicable Loans or Commitments in connection with the First Amendment). The Borrower and each Lender agreeing to such extension (each, an “Extending Lender”) shall execute and deliver to the Administrative Agent such documentation as the Administrative Agent shall reasonably specify to evidence the extension agreed by such Extending Lender (provided that no consent of any Lender (other than each applicable Extending Lender) shall be required in connection with any such extension). Each extension of 2027 Term Loans, 2027 Revolving Dollar Commitments or 2027 Revolving Multicurrency Commitments shall be consummated pursuant to procedures to be determined by the Borrower and the Administrative Agent.
Extension Offers. Notwithstanding anything to the contrary in this Agreement, including Section 2.16(c) (which provisions shall not be applicable to this Section 2.19(c)), pursuant to one or more offers made from time to time by the Borrower to all non-Extending Lenders on a pro rata basis (each, an “Extension Offer”), the Borrower shall be permitted to consummate transactions with individual Non-Extending Lenders from time to time to extend the Revolver Termination Date of such Xxxxxx’s Commitments to the Extended Revolver Termination Date and the Maturity Date of such Lender’s Non-Extended Loans to the Extended Maturity Date pursuant to the terms of the relevant Extension Offer (with the consent of the Administrative Agent, the Borrower may also pay fees in connection therewith). The Borrower and each Non-Extending Lender who accepts an Extension Offer shall execute and deliver to the Administrative Agent such documentation as the Administrative Agent shall reasonably specify to evidence the extension of the Non-Extended Loans of such Lender (provided that no consent of any Lender (other than each applicable extending Lender) shall be required in connection with any extension of a Non-Extended Loan).
Extension Offers. Pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrowers to all Lenders of Loans with a like Maturity Date, the Borrowers may extend the Maturity Date of each such Lender’s U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments or European Revolving Facility Commitments and, subject to Section 2.22(3)(b), otherwise modify the terms of such U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments and European Revolving Facility Commitments pursuant to the terms of the relevant Extension Offer, including by increasing the interest rate or fees payable in respect to such U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments and European Revolving Facility Commitments (each, an “Extension,” and each group of U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments and European Revolving Facility Commitments so extended, as well as the original U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments and European Revolving Facility Commitments not so extended, being a “tranche”). Each Extension Offer will specify the minimum amount of U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments and European Revolving Facility Commitments with respect to which an Extension Offer may be accepted, which will be an integral multiple of $1.0 million and an aggregate principal amount that is not less than $25.0 million (or (a) if less, the aggregate principal amount of such U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments and European Revolving Facility Commitments or (b) such lesser minimum amount as is approved by the Administrative Agent, such consent not to be unreasonably withheld, conditioned or delayed), and shall be offered on a pro rata basis to all Lenders having U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments and European Revolving Facility Commitments with a like Maturity Date. If the aggregate outstanding principal amount of Loans and U.S./Canadian Revolving Facility Commitments, French Revolving Facility Commitments and European Revolving Facility Commitments (calculated on the face amount thereof) in respect of which Lenders have accepted an Extension Offer exceeds the maximum aggregate principal amount of Loans and U.S./Canadian Revolving Facility Commitments, French Revolving Fa...
Extension Offers. Pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrower to all Lenders of Term Loans with a like Maturity Date, the Borrower may extend the Maturity Date of Term Loans and otherwise modify the terms of Term Loans pursuant to the terms set forth in the relevant Extension Offer (each, an “Extension,” and each group of Term Loans so extended, as well as the original Term Loans not so extended, being a “tranche”). Each Extension Offer will specify the minimum amount of Term Loans with respect to which an Extension Offer may be accepted, which will be an integral multiple of $1.0 million and an aggregate principal amount that is not less than $125.0 million (or (a) if less, the aggregate principal amount of such Term Loans or (b) such lesser minimum amount as is approved by the Administrative Agent, such consent not to be unreasonably withheld, conditioned or
Extension Offers. (a) Notwithstanding anything to the contrary in this Agreement, pursuant to one or more offers (each, an “Extension Offer”) made from time to time by the Borrower to all Lenders of Non-Extended Term Loans or Extended Term Loans, as applicable, on a pro rata basis (based on the aggregate outstanding principal amount of the Non-Extended Term Loans or Extended Term Loans, as applicable) and on the same terms to each such Lender, the Borrower may from time to time extend the maturity date of the Non-Extended Term Loans or Extended Term Loans, as applicable, and otherwise modify the terms of the Non-Extended Term Loans or Extended Term Loans, as applicable, pursuant to the terms of the relevant Extension Offer (including, without limitation, by increasing the interest rate or fees payable in respect of the Non-Extended Term Loans or Extended Term Loans, as applicable (and related outstandings) and/or modifying the amortization schedule in respect of such Lender’s Non-Extended Term Loans or Extended Term Loans, as applicable) (each, an “Extension”, and each group of Non-Extended Term Loans or Extended Term Loans, as applicable, as so extended, as well as the original Non-Extended Term Loans or Extended Term Loans, as applicable (in each case not so extended), being a
Extension Offers. NewPageCo may, by written notice to the Administrative Agent, make an offer (each, an “Extension Offer”) to all Lenders in connection with one or more Permitted Extension Amendments pursuant to procedures specified by the Administrative Agent and reasonably acceptable to NewPageCo. Such notice shall be reasonably satisfactory to the Administrative Agent and shall set forth the terms and conditions of the requested Permitted Extension Amendment. Permitted Extension Amendments shall become effective only with respect to the Loans and Revolving Commitments of the Lenders that accept the applicable Extension Offer (such Lenders, the “Accepting Lenders”). Without the consent of any other Lenders, the Administrative Agent may effect such amendments to this Agreement and the other Credit Documents as may be necessary or appropriate, as determined by the Administrative Agent, to effect any Permitted Extension Amendment.
Extension Offers. Notwithstanding anything to the contrary in this Agreement, subject to the terms of this Section 2.26, the Borrower may from time to time extend the maturity date of any Tranche of Revolving Commitments or Term Loan B Loans or any portion thereof (each, an “Extension”) pursuant to one or more written offers (each, an “Extension Offer”) made from time to time by the Borrower to all Lenders under any Tranche that is proposed to be extended under this Section 2.26, in each case on the same terms to each such Lender. In connection with each proposed Extension, the Borrower will provide notification to the Administrative Agent (for distribution to the Lenders of the applicable Tranche), no later than 45 days prior to the applicable Termination Date of the applicable Tranche or Tranches to be extended of the requested new extended Termination Date for such Extension and the due date for Lender responses. In connection with each proposed Extension, each Lender of the applicable Tranche wishing to participate in such Extension shall, prior to such due date, provide the Administrative Agent with a written notice thereof. Any Lender that does not respond to an Extension Offer by the applicable due date shall be deemed to have rejected such Extension. In connection with any Extension, the Borrower shall provide the Administrative Agent at least 30 days’ (or such shorter period as may be agreed by the Administrative Agent) prior written notice of the Borrower’s desire to extend any Tranche pursuant to this Section 2.26, and shall agree to such procedures, if any, as may be established by, or acceptable to, the Administrative Agent, in each case acting reasonably to accomplish the purposes of this Section 2.26.
