Common use of Extension Options Clause in Contracts

Extension Options. At least 45 days prior to each of March 6, 2022 (the fifth anniversary of the Restatement Date) and March 6, 2023 (the sixth anniversary of the Conformed Credit Agreement - Page 58 ‌ ‌ ​ Restatement Date), the Borrower may, by notice to the Administrative Agent (who shall promptly notify the Lenders) request that the Administrative Agent and the Lenders extend the date set forth in the definition of Termination Date by one year, and the Administrative Agent and the Lenders may, each in their sole and individual discretion, elect to do so, it being understood that (i) no extension shall be effective unless all Lenders unanimously agree to extend and (ii) any Lender who has not responded to such extension request within fifteen (15) Business Days following the date of the Administrative Agent’s notice of such extension request to the Lenders, shall be deemed to have rejected such request. In the event that one extension request is exercised and accepted by all Lenders, this Agreement shall be automatically amended as of March 6, 2022 to provide that the definition of Termination Date would be extended to March 6, 2023. In the event that two extension requests are exercised and accepted by all Lenders, upon effectiveness of the second extension, this Agreement shall be automatically amended as of March 6, 2023 to provide that the definition of Termination Date would be extended to March 6, 2024. Any extension pursuant to this Section 2.15 shall be effective as of the date of the amendment to this Agreement effecting such extension and each such amendment shall be conditioned upon: (x) no Default or Event of Default and (y) continued accuracy of the representations and warranties, in each case as of the date of such amendment in all material respects. The first extension request shall expire if not made on or prior to March 6, 2022 and shall not take effect prior to March 6, 2022. The second extension request shall expire if not made on or prior to March 6, 2021 and shall not take effect prior to March 6, 2023. In no event shall the Termination Date be later than March 6, 2024.

Extension Options. At least 45 days prior to each of March 6, 2022 (the fifth anniversary of the Restatement Date) and March 6, 2023 (the sixth anniversary of the Conformed Credit Agreement - Page 58 ‌ ‌ ​ Restatement Date), the Borrower may, by notice to the Administrative Agent (who shall promptly notify the Lenders) request that the Administrative Agent and the Lenders extend the date set forth in the definition of Termination Date by one year, and the Administrative Agent and the Lenders may, each in their sole and individual discretion, elect to do so, it being understood that (i) no extension shall be effective unless all Lenders unanimously agree to extend and (ii) any Lender who has not responded to such extension request within fifteen (15) Business Days following the date of the Administrative Agent’s notice of such extension request to the Lenders, shall be deemed to have rejected such request. In the event that one extension request is exercised and accepted by all Lenders, this Agreement shall be automatically amended as of March 6, 2022 to provide that the definition of Termination Date would be extended to March 6, 2023. In the event that two extension requests are exercised and accepted by all Lenders, upon effectiveness of the second extension, this Agreement shall be automatically amended as of March 6, 2023 to provide that the definition of Termination Date would be extended to March 6, 2024. Any extension pursuant to this Section 2.15 shall be effective as of the date of the amendment to this Agreement effecting such extension and each such amendment shall be conditioned upon: (x) no Default or Event of Default and (y) continued accuracy of the representations and warranties, in each case as of the date of such amendment in all material respects. The first extension request shall expire if not made on or prior to March 6, 2022 and shall not take effect prior to March 6, 2022. The second extension request shall expire if not made on or prior to March 6, 2021 and shall not take effect prior to March 6, 2023. In no event shall the Termination Date be later than March 6, 2024.

Extension Options. At least 45 days prior to each of March 6November 8, 2022 (the fifth anniversary of the Restatement Date) 2028 and March 6May 8, 2023 (the sixth anniversary of the Conformed Credit Agreement - Page 58 ‌ ‌ ​ Restatement Date)2029, the Borrower may, by notice to the Administrative Agent (who shall promptly notify the Lenders) request that the Administrative Agent and the Lenders extend the date set forth in the definition definitions of each of the Termination Date and the Final Maturity Date by one year, and the Administrative Agent and the Lenders may, each in their sole and individual discretion, elect to do so, it being understood that (i) no extension shall be effective unless all Lenders unanimously agree to extend and (ii) any Lender who has not responded to such extension request within fifteen (15) Business Days following the date of the Administrative Agent’s notice of such extension request to the Lenders, shall be deemed to have rejected such request. In the event that one extension request is exercised and accepted by all Lenders, this Agreement shall be automatically amended as of March 6November 8, 2022 2028 to provide that the definition definitions of Termination Date and Final Maturity Date would be extended to March 6November 8, 20232029 and May 8, 2030, respectively. In the event that two extension requests are exercised and accepted by all Lenders, upon effectiveness of the second extension, this Agreement shall be automatically amended as of March 6November 8, 2023 2029 to provide that the definition definitions of Termination Date and Final Maturity Date would be extended to March 6November 8, 20242030 and May 8, 2031, respectively. Any extension pursuant to this Section 2.15 shall be effective as of the date of the amendment to this Agreement effecting such extension and each such amendment shall be conditioned upon: (x) no Default or Event of Default and (y) continued accuracy of the representations and warranties, in each case as of the date of such amendment in all material respects. The first extension request shall expire if not made on or prior to March 6November 8, 2022 2028 and shall not take effect prior to March 6November 8, 20222028. The second extension request shall expire if not made on or prior to March 6November 8, 2021 2029 and shall not take effect prior to March 6November 8, 20232029. In no event shall the Termination Date and the Final Maturity Date be later than March 6November 8, 20242030 and May 8, 2031, respectively.

Extension Options. At least 45 days On or prior to each of March 6September 20, 2022 2013 (the fifth third anniversary of the Restatement Closing Date) and March 6September 20, 2023 2014 (the sixth fourth anniversary of the Conformed Credit Agreement - Page 58 ‌ ‌ ​ Restatement Closing Date), the Borrower may, by notice to the Administrative Agent (who shall promptly notify the Lenders) request that the Administrative Agent and the Lenders extend the date set forth in the definition of Termination Date by one year, and the Administrative Agent and the Lenders may, each in their sole and individual discretion, elect to do so, it being understood that (i) no extension shall be effective unless all Lenders unanimously agree to extend and (ii) any Lender who has not responded to such extension request within fifteen (15) Domestic Business Days following the date of the Administrative Agent’s notice of such extension request to the Lenders, shall be deemed to have rejected such request. In the event that one extension request is exercised and accepted by all Lenders, this Agreement shall be automatically amended as of March 6September 20, 2022 2013 to provide that the definition of Termination Date would be extended to March 6September 20, 20232016. In the event that two extension requests are exercised and accepted by all Lenders, upon effectiveness of the second extension, this Agreement shall be automatically amended as of March 6September 20, 2023 2014 to provide that the definition of Termination Date would be extended to March 6September 20, 20242017. Any extension pursuant to this Section 2.15 shall be effective as of the date of the amendment to this Agreement effecting such extension and each such amendment shall be conditioned upon: (x) no Default or Event of Default and (y) continued accuracy of the representations and warranties, in each case as of the date of such amendment in all material respects. The first extension request shall expire if not made on or prior to March 6September 20, 2022 2013 and shall not take effect prior to March 6September 20, 20222013. The second extension request shall expire if not made on or prior to March 6September 20, 2021 2014 and shall not take effect prior to March 6September 20, 20232014. In There shall be no event shall more than two (2) extension requests, resulting in total extensions no longer than two (2) years, so that the Termination Date be is no later than March 6September 20, 20242017.

Extension Options. At least 45 days prior to each of March 6, 2022 (the fifth anniversary of the Restatement Datei) and March 6, 2023 (the sixth anniversary of the Conformed Credit Agreement - Page 58 ‌ ‌ ​ Restatement Date), the The Borrower may, by written notice to the Administrative Agent (who such notice, the “Initial Extension Notice”) not earlier than 60 days and not later than 10 days prior to the Initial Revolving Termination Date, elect to extend the Revolving Termination Date for one additional period of twelve (12) months, subject to the terms of this Section 2.22(b)(i). The Administrative Agent shall distribute the Initial Extension Notice promptly notify to the LendersLenders following its receipt thereof. As conditions precedent to such extension, the Borrower shall, on or prior to the Initial Revolving Termination Date, satisfy each of the following requirements for such extension to become effective: (A) request that the Administrative Agent and shall have received the Lenders extend Initial Extension Notice within the date set forth in the definition of Termination Date by one year, and the Administrative Agent and the Lenders may, each in their sole and individual discretion, elect to do so, it being understood that period required under clause (i) no extension shall be effective unless all Lenders unanimously agree to extend and above; (iiB) any Lender who has not responded to such extension request within fifteen (15) Business Days following on the date of the Administrative Agent’s notice of Initial Extension Notice and immediately after giving effect to such extension request to the Lenders, shall be deemed to have rejected such request. In the event that one extension request is exercised and accepted by all Lenders, this Agreement shall be automatically amended as of March 6, 2022 to provide that the definition of Termination Date would be extended to March 6, 2023. In the event that two extension requests are exercised and accepted by all Lenders, upon effectiveness of the second extensionRevolving Termination Date, this Agreement shall be automatically amended as of March 6, 2023 to provide that the definition of Termination Date would be extended to March 6, 2024. Any extension pursuant to this Section 2.15 shall be effective as of the date of the amendment to this Agreement effecting such extension and each such amendment shall be conditioned upon: (x) no Default or Event of Default shall have occurred and be continuing; (yC) continued accuracy the maturity of all of the representations Mortgage Loans (and warranties, in each case as any Permitted Refinancing thereof) then outstanding shall have been (or substantially simultaneously are) extended by exercise of the Extension Option (as defined in the Mortgage Loan Agreement) (or the corresponding provision of any Permitted Refinancing of the Mortgage Loans) to a date no earlier than the extended Revolving Termination Date; and (D) the Borrower shall not have extended the termination date of such amendment in all material respects. The first extension request shall expire if not made on or prior a portion of the Revolving Commitments pursuant to March 6, 2022 and shall not take effect prior to March 6, 2022. The second extension request shall expire if not made on or prior to March 6, 2021 and shall not take effect prior to March 6, 2023. In no event shall the Termination Date be later than March 6, 2024Section 2.22(b)(ii) - (iv).

Extension Options. At least 45 days prior to each of March 6, 2022 (the fifth anniversary of the Restatement Date) and March 6, 2023 (the sixth anniversary of the Conformed Credit Agreement - Page 58 ‌ ‌ ​ Restatement Date)Date)September 1, 2025 and September 1, 2026, the Borrower may, by notice to the Administrative Agent (who shall promptly notify the Lenders) request that the Administrative Agent and the Lenders extend the date set forth in the definition of Termination Date by one year, and the Administrative Agent and the Lenders may, each in their sole and individual discretion, elect to do so, it being understood that (i) no extension shall be effective unless all Lenders unanimously agree to extend and (ii) any Lender who has not responded to such extension request within fifteen (15) Business Days following the date of the Administrative Agent’s notice of such extension request to the Lenders, shall be deemed to have rejected such request. In the event that one extension request is exercised and accepted by all Lenders, this Agreement shall be automatically amended as of March 6, 2022 2022September 1, 2025 to provide that the definition of Termination Date would be extended to March 66September 1, 202320232026. In the event that two extension requests are exercised and accepted by all Lenders, upon effectiveness of the second extension, this Agreement shall be automatically amended as of March 6, 2023 2023September 1, 2026 to provide that the definition of Termination Date would be extended to March 66September 1, 202420242027. Any extension pursuant to this Section 2.15 shall be effective as of the date of the amendment to this Agreement effecting such extension and each such amendment shall be conditioned upon: (x) no Default or Event of Default and (y) continued accuracy of the representations and warranties, in each case as of the date of such amendment in all material respects. The first extension request shall expire if not made on or prior to March 6, 2022 2022September 1, 2025 and shall not take effect prior to March 66September 1, 202220222025. The second extension request shall expire if not made on or prior to March 6, 2021 2021September Conformed Credit Agreement - Page 73 ‌ 140760.01015/126600145v.2 ‌ ​ 1, 2026 and shall not take effect prior to March 66September 1, 202320232026. In no event shall the Termination Date be later than March 66September 1, 202420242027.

Extension Options. At least 45 days prior to each of March 6, 2022 20202022 (the fifth thirdfifth anniversary of the Restatement Date) and March 6, 2023 20212023 (the sixth fourthsixth anniversary of the Conformed Credit Agreement - Page 58 ‌ ‌ ​ Restatement Date), the Borrower may, by notice to the Administrative Agent (who shall promptly notify the Lenders) request that the Administrative Agent and the Lenders extend the date set forth in the definition of Termination Date by one year, and the Administrative Agent and the Lenders may, each in their sole and individual discretion, elect to do so, it being understood that (i) no extension shall be effective unless all Lenders unanimously agree to extend and (ii) any Lender who has not responded to such extension request within fifteen (15) Business Days following the date of the Administrative Agent’s notice of such extension request to the Lenders, shall be deemed to have rejected such request. In the event that one extension request is exercised and accepted by all Lenders, this Agreement shall be automatically amended as of March 6, 2022 20202022 to provide that the definition of Termination Date would be extended to March 6, 202320212023. In the event that two extension requests are exercised and accepted by all Lenders, upon effectiveness of the second extension, this Agreement shall be automatically amended as of March 6, 2023 20212023 to provide that the definition of Termination Date would be extended to March 6, 202420222024. Any extension pursuant to this Section 2.15 shall be effective as of the date of the amendment to this Agreement effecting such extension and each such amendment shall be conditioned upon: (x) no Default or Event of Default and (y) continued accuracy of the representations and warranties, in each case as of the date of such amendment in all material respects. The first extension request shall expire if not made on or prior to March 6, 2022 20202022 and shall not take effect prior to March 6, 202220202022. The second extension request shall expire if not made on or prior to March 6, 2021 and shall not take effect prior to March 6, 202320212023. In no event shall the Termination Date be later than March 6, 202420222024.

Extension Options. At least 45 days prior to each of March 6September 1, 2022 (the fifth anniversary of the Restatement Date) 2025 and March 6September 1, 2023 (the sixth anniversary of the Conformed Credit Agreement - Page 58 ‌ ‌ ​ Restatement Date)2026, the Borrower may, by notice to the Administrative Agent (who shall promptly notify the Lenders) request that the Administrative Agent and the Lenders extend the date set forth in the definition of Termination Date by one year, and the Administrative Agent and the Lenders may, each in their sole and individual discretion, elect to do so, it being understood that (i) no extension shall be effective unless all Lenders unanimously agree to extend and (ii) any Lender who has not responded to such extension request within fifteen (15) Business Days following the date of the Administrative Agent’s notice of such extension request to the Lenders, shall be deemed to have rejected such request. In the event that one extension request is exercised and accepted by all Lenders, this Agreement shall be automatically amended as of March 6September 1, 2022 2025 to provide that the definition of Termination Date would be extended to March 6September 1, 20232026. In the event that two extension requests are exercised and accepted by all Lenders, upon effectiveness of the second extension, this Agreement shall be automatically amended as of March 6September 1, 2023 2026 to provide that the definition of Termination Date would be extended to March 6September 1, 20242027. Any extension pursuant to this Section 2.15 shall be effective as of the date of the amendment to this Agreement effecting such extension and each such amendment shall be conditioned upon: (x) no Default or Event of Default and (y) continued accuracy of the representations and warranties, in each case as of the date of such amendment in all material respects. The first extension request shall expire if not made on or prior to March 6September 1, 2022 2025 and shall not take effect prior to March 6September 1, 20222025. The second extension request shall expire if not made on or prior to March 6September 1, 2021 2026 and shall not take effect prior to March 6September 1, 20232026. In no event shall the Termination Date be later than March 6September 1, 20242027.

Extension Options. At least 45 days prior to each of March 6September 1, 2022 (the fifth anniversary of the Restatement Date) 2025November 8, 2028 and March 6September 1May 8, 2023 (the sixth anniversary of the Conformed Credit Agreement - Page 58 ‌ ‌ ​ Restatement Date)20262029, the Borrower may, by notice to the Administrative Agent (who shall promptly notify the Lenders) request that the Administrative Agent and the Lenders extend the date set forth in the definition ofdefinitions of each of the Termination Date and the Final Maturity Date by one year, and the Administrative Agent and the Lenders may, each in their sole and individual discretion, elect to do so, it being understood that (i) no extension shall be effective unless all Lenders unanimously agree to extend and (ii) any Lender who has not responded to such extension request within fifteen (15) Business Days following the date of the Administrative Agent’s notice of such extension request to the Lenders, shall be deemed to have rejected such request. In the event that one extension request is exercised and accepted by all Lenders, this Agreement shall be automatically amended as of March 6September 1, 2022 2025November 8, 2028 to provide that the definition definitiondefinitions of Termination Date and Final Maturity Date would be extended to March 6September 1, 20232026November 8, 2029 and May 8, 2030, respectively. In the event that two extension requests are exercised and accepted by all Lenders, upon effectiveness of the second extension, this Agreement shall be automatically amended as of March 6September 1, 2023 2026November 8, 2029 to provide that the definition definitiondefinitions of Termination Date and Final Maturity Date would be extended to March 6September 1, 20242027November 8, 2030 and May 8, 2031, respectively. Any extension pursuant to this Section 2.15 shall be effective as of the date of the amendment to this Agreement effecting such extension and each such amendment shall be conditioned upon: (x) no Default or Event of Default and (y) continued accuracy of the representations and warranties, in each case as of the date of such amendment in all material respects. The first extension request shall expire if not made on or prior to March 6September 1, 2022 2025November 8, 2028 and shall not take effect prior to March 6September 1, 20222025November 8, 2028. The second extension request shall expire if not made on or prior to March 6September 1, 2021 2026November 8, 2029 and shall not take effect prior to March 6September 1, 20232026November 8, 2029. In no event shall the Termination Date and the Final Maturity Date be later than March 6September 1, 20242027November 8, 2030 and May 8, 2031, respectively.

Extension Options. At least 45 days On or prior to each of March 6September 20, 2022 2012 (the fifth second anniversary of the Restatement Closing Date) and March 6September 20, 2023 2013 (the sixth third anniversary of the Conformed Credit Agreement - Page 58 ‌ ‌ ​ Restatement Closing Date), the Borrower may, by notice to the Administrative Agent (who shall promptly notify the Lenders) request that the Administrative Agent and the Lenders extend the date set forth in the definition of Termination Date by one year, and the Administrative Agent and the Lenders may, each in their sole and individual discretion, elect to do so, it being understood that (i) no extension shall be effective unless all Lenders unanimously agree to extend and (ii) any Lender who has not responded to such extension request within fifteen (15) Domestic Business Days following the date of the Administrative Agent’s notice of such extension request to the Lenders, shall be deemed to have rejected such request. In the event that one extension request is exercised and accepted by all Lenders, this Agreement shall be automatically amended as of March 6September 20, 2022 2012 to provide that the definition of Termination Date would be extended to March 6September 20, 20232015. In the event that two extension requests are exercised and accepted by all Lenders, upon effectiveness of the second extension, this Agreement shall be automatically amended as of March 6September 20, 2023 2013 to provide that the definition of Termination Date would be extended to March 6September 20, 20242016. Any extension pursuant to this Section 2.15 shall be effective as of the date of the amendment to this Agreement effecting such extension and each such amendment shall be conditioned upon: (x) no Default or Event of Default and (y) continued accuracy of the representations and warranties, in each case as of the date of such amendment in all material respects. The first extension request shall expire if not made on or prior to March 6September 20, 2022 2012 and shall not take effect prior to March 6September 20, 20222012. The second extension request shall expire if not made on or prior to March 6September 20, 2021 2013 and shall not take effect prior to March 6September 20, 20232013. In There shall be no event shall more than two (2) extension requests, resulting in total extensions no longer than two (2) years, so that the Termination Date be is no later than March 6September 20, 20242016.

Extension Options. At least 45 days prior to each of March 611, 2022 2017 (the fifth third anniversary of the Restatement Closing Date) and March 611, 2023 2018 (the sixth fourth anniversary of the Conformed Credit Agreement - Page 58 ‌ ‌ ​ Restatement Closing Date), the Borrower may, by notice to the Administrative Agent (who shall promptly notify the Lenders) request that the Administrative Agent and the Lenders extend the date set forth in the definition of Termination Date by one year, and the Administrative Agent and the Lenders may, each in their sole and individual discretion, elect to do so, it being understood that (i) no extension shall be effective unless all Lenders unanimously agree to extend and (ii) any Lender who has not responded to such extension request within fifteen (15) Business Days following the date of the Administrative Agent’s notice of such extension request to the Lenders, shall be deemed to have rejected such request. In the event that one extension request is exercised and accepted by all Lenders, this Agreement shall be automatically amended as of March 611, 2022 2017 to provide that the definition of Termination Date would be extended to March 611, 20232018. In the event that two extension requests are exercised and accepted by all Lenders, upon effectiveness of the second extension, this Agreement shall be automatically amended as of March 611, 2023 2018 to provide that the definition of Termination Date would be extended to March 611, 20242019. Any extension pursuant to this Section 2.15 shall be effective as of the date of the amendment to this Agreement effecting such extension and each such amendment shall be conditioned upon: (x) no Default or Event of Default and (y) continued accuracy of the representations and warranties, in each case as of the date of such amendment in all material respects. The first extension request shall expire if not made on or prior to March 611, 2022 2017 and shall not take effect prior to March 611, 20222017. The second extension request shall expire if not made on or prior to March 611, 2021 2018 and shall not take effect Credit Agreement - Page 51 116414841 v.12 prior to March 611, 20232018. In There shall be no event shall more than in aggregate two (2) extension requests, resulting in total extensions no longer than two (2) years, so that the Termination Date be is no later than March 611, 20242019.

Extension Options. At least 45 days prior to each of March 6, 2022 2020 (the fifth third anniversary of the Restatement Date) and March 6, 2023 2021 (the sixth fourth anniversary of the Conformed Credit Agreement - Page 58 ‌ ‌ ​ Restatement Date), the Borrower may, by notice to the Administrative Agent (who shall promptly notify the Lenders) request that the Administrative Agent and the Lenders extend the date set forth in the definition of Termination Date by one year, and the Administrative Agent and the Lenders may, each in their sole and individual discretion, elect to do so, it being understood that (i) no extension shall be effective unless all Lenders unanimously agree to extend and (ii) any Lender who has not responded to such extension request within fifteen (15) Business Days following the date of the Administrative Agent’s notice of such extension request to the Lenders, shall be deemed to have rejected such request. In the event that one extension request is exercised and accepted by all Lenders, this Agreement shall be automatically amended as of March 6, 2022 2020 to provide that the definition of Termination Date would be extended to March 6, 20232021. In the event that two extension requests are exercised and accepted by all Lenders, upon effectiveness of the second extension, this Agreement shall be automatically amended as of March 6, 2023 2021 to provide that the definition of Termination Date would be extended to March 6, 20242022. Any extension pursuant to this Section 2.15 shall be effective as of the date of the amendment to this Agreement effecting such extension and each such amendment shall be conditioned upon: (x) no Default or Event of Default and (y) continued accuracy of the representations and warranties, in each case as of the date of such amendment in all material respects. The first extension request shall expire if not made on or prior to March 6, 2022 2020 and shall not take effect prior to March 6, 20222020. The second extension request shall expire if not made on or prior to March 6, 2021 and shall not take effect prior to March 6, 20232021. In no event shall the Termination Date be later than March 6, 20242022.