Common use of Extension Clause in Contracts

Extension. The Completion Date will not be extended unless the Purchaser shall have at least fourteen (14) days before the Completion Date applied in writing for an extension of time to the Assignee/Bank and the Assignee/Bank may at its absolute discretion without assigning any reason whatsoever either:- (a) reject such request in which event the Deposit (together with the interest (if any) earned thereon) shall be forfeited absolutely and immediately for which the Purchaser shall not be entitled to nor have any or further reimbursements, claims and demands whatsoever in nature and howsoever caused against the Assignee/Bank, the Assignee/Bank's Solicitors, the Auctioneer or their respective servants or agents and any other party on account thereof; or (b) agree to grant an extension of time subject to conditions imposed by the Assignee/Bank including but not limited to the imposition of non- refundable late payment interest on the balance unpaid or outstanding Purchase Price at such rate as the Assignee/Bank shall determine and to be calculated on a daily basis for the whole duration of the extended period granted and also to pay such sum within the time and in the manner as stipulated by the Assignee/Bank. Such decision by the Assignee/Bank shall be binding on the Purchaser. In the event that the Purchaser fails to pay the Balance Sum within the time or extended time as the case may be and in the manner as stipulated in Clauses 7.1 above and this Clause 7.2, the Deposit together with the interest (if any) earned thereon or paid under this Clause 7.2 shall be forfeited by the Assignee/Bank and the Property may again be put up for sale at a date and time to be fixed by the Assignee/Bank. The costs and expenses incidental to such resale together with any deficiency in the price obtained in the resale comparing to the price obtained in the aforesaid sale shall be recoverable from the defaulting Purchaser. A certificate by an officer of the Assignee/Bank / Bank as to costs and expenses incidental to such resale shall be accepted by the Purchaser as correct and conclusive.

Extension. The Completion Date will not be extended unless the Purchaser shall have at least fourteen (14) days before the Completion Date applied in writing for an extension of time to the Assignee/Bank and the Assignee/Bank may at its absolute discretion without assigning any reason whatsoever either:- (a) reject such request in which event the Deposit (together with the interest (if any) earned thereon) shall be forfeited absolutely and immediately for which the Purchaser shall not be entitled to nor have any or further reimbursements, claims and demands whatsoever in nature and howsoever caused against the Assignee/Bank, the Assignee/Bank's Solicitors, the Auctioneer or their respective servants or agents and any other party on account thereof; or (b) agree to grant an extension of time subject to conditions imposed by the Assignee/Bank including but not limited to the imposition of non- refundable nonrefundable late payment interest on the balance unpaid or outstanding Purchase Price at such rate as the Assignee/Bank shall determine and to be calculated on a daily basis for the whole duration of the extended period granted and also to pay such sum within the time and in the manner as stipulated by the Assignee/Bank. Such decision by the Assignee/Bank shall be binding on the Purchaser. In the event that the Purchaser fails to pay the Balance Sum within the time or extended time as the case may be and in the manner as stipulated in Clauses Clauses 7.1 above and this Clause 7.2, the Deposit together with the interest (if any) earned thereon or paid under this Clause 7.2 shall be forfeited by the Assignee/Bank and the Property may again be put up for sale at a date and time to be fixed by the Assignee/Bank. The costs and expenses incidental to such resale together with any deficiency in the price obtained in the resale comparing to the price obtained in the aforesaid sale shall be recoverable from the defaulting Purchaser. A certificate by an officer of the Assignee/Bank / Bank as to costs and expenses incidental to such resale shall be accepted by the Purchaser as correct and conclusive.

Extension. The Completion Date will not be extended unless the Purchaser shall have at least fourteen (14) days before the Completion Date applied in writing for an extension of time to the Assignee/Bank and the Assignee/Bank may at its absolute discretion without assigning any reason whatsoever either:- (a) reject such request in which event the Deposit (together with the interest (if any) earned thereon) shall be forfeited absolutely and immediately for which the Purchaser shall not be entitled to nor have any or further reimbursements, claims and demands whatsoever in nature and howsoever caused against the Assignee/Bank, the Assignee/Bank's Solicitors, the Auctioneer or their respective servants or agents and any other party on account thereof; or (b) agree to grant an extension of time subject to conditions imposed by the Assignee/Bank including but not limited to the imposition of non- refundable late payment interest on the balance unpaid or outstanding Purchase Price at such rate as the Assignee/Bank shall determine and to be calculated on a daily basis for the whole duration of the extended period granted and also to pay such sum within the time and in the manner as stipulated by the Assignee/Bank. Such decision by the Assignee/Bank shall be binding on the Purchaser. In the event that the Purchaser fails to pay the Balance Sum within the time or extended time as the case may be and in the manner as stipulated in Clauses 7.1 above and this Clause 7.2, the Deposit together with the interest (if any) earned thereon or paid under this Clause 7.2 shall be forfeited by the Assignee/Bank and the Property may again be put up for sale at a date and time to be fixed by the Assignee/Bank. The costs and expenses incidental to such resale together with any deficiency in the price obtained in the resale comparing to the price obtained in the aforesaid sale shall be recoverable from the defaulting Purchaser. A certificate by an officer of the Assignee/Bank / Bank as to costs and expenses incidental to such resale shall be accepted by the Purchaser as correct and conclusive.

Extension. The Completion Date will not be extended unless the Purchaser shall have at least fourteen (14) days before the Completion Date applied in writing for an extension of time to the Assignee/Bank Assignee and the Assignee/Bank Assignee may at its absolute discretion without assigning any reason whatsoever either:- (a) reject such request in which event the Deposit (together with the interest (if any) earned thereon) shall be forfeited absolutely and immediately for which the Purchaser shall not be entitled to nor have any or further reimbursements, claims and demands whatsoever in nature and howsoever caused against the Assignee/Bank, the Assignee/Bank's Solicitors, the Auctioneer or their respective servants or agents and any other party on account thereof; or (b) agree to grant an extension of time subject to conditions imposed by the Assignee/Bank Assignee including but not limited to the imposition of non- refundable late payment interest on the balance unpaid or outstanding Purchase Price at such rate as the Assignee/Bank Assignee shall determine and to be calculated on a daily basis for the whole duration of the extended period granted and also to pay such sum within the time and in the manner as stipulated by the Assignee/Bank. Such decision by the Assignee/Bank Assignee shall be binding on the Purchaser. In the event that the Purchaser fails to pay the Balance Sum within the time or extended time as the case may be and in the manner as stipulated in Clauses 7.1 above and this Clause 7.2, the Deposit together with the interest (if any) earned thereon or paid under this Clause 7.2 shall be forfeited by the Assignee/Bank Assignee and the Property may again be put up for sale at a date and time to be fixed by the Assignee/Bank. The costs and expenses incidental to such resale together with any deficiency in the price obtained in the resale comparing to the price obtained in the aforesaid sale shall be recoverable from the defaulting Purchaser. A certificate by an officer of the Assignee/Bank Assignee / Bank as to costs and expenses incidental to such resale shall be accepted by the Purchaser as correct and conclusive.

Extension. The Completion Date will not be extended unless the Purchaser shall have at least fourteen (14) days before the Completion Date applied in writing for an extension of time to the Assignee/Bank and the Assignee/Bank may at its absolute discretion without assigning any reason whatsoever either:- (a) reject such request in which event the Deposit (together with the interest (if any) earned thereon) shall be forfeited absolutely and immediately for which the Purchaser shall not be entitled to nor have any or further reimbursements, claims and demands whatsoever in nature and howsoever caused against the Assignee/Bank, the Assignee/Bank's Solicitors, the Auctioneer or their respective servants or agents and any other party on account thereof; or (b) agree to grant an extension of time subject to conditions imposed by the Assignee/Bank including but not limited to the imposition of non- refundable nonrefundable late payment interest on the balance unpaid or outstanding Purchase Price at such rate as the Assignee/Bank shall determine and to be calculated on a daily basis for the whole duration of the extended period granted and also to pay such sum within the time and in the manner as stipulated by the Assignee/Bank. Such decision by the Assignee/Bank shall be binding on the Purchaser. In the event that the Purchaser fails to pay the Balance Sum within the time or extended time as the case may be and in the manner as stipulated in Clauses 7.1 above and this Clause 7.2, the Deposit together with the interest (if any) earned thereon or paid under this Clause 7.2 shall be forfeited by the Assignee/Bank and the Property may again be put up for sale at a date and time to be fixed by the Assignee/Bank. The costs and expenses incidental to such resale together with any deficiency in the price obtained in the resale comparing to the price obtained in the aforesaid sale shall be recoverable from the defaulting Purchaser. A certificate by an officer of the Assignee/Bank / Bank as to costs and expenses incidental to such resale shall be accepted by the Purchaser as correct and conclusive.

Extension. The Completion Date will not be extended unless the Purchaser shall have at least fourteen (14) days before the Completion Date applied in writing for an extension of time to the Assignee/Bank Assignee and the Assignee/Bank Assignee may at its absolute discretion without assigning any reason whatsoever either:- (a) reject such request in which event the Deposit (together with the interest (if any) earned thereon) shall be forfeited absolutely and immediately for which the Purchaser shall not be entitled to nor have any or further reimbursements, claims and demands whatsoever in nature and howsoever caused against the Assignee/Bank, the Assignee/Bank's Solicitors, the Auctioneer or their respective servants or agents and any other party on account thereof; or (b) agree to grant an extension of time subject to conditions imposed by the Assignee/Bank Assignee including but not limited to the imposition of non- refundable nonrefundable late payment interest on the balance unpaid or outstanding Purchase Price at such rate as the Assignee/Bank Assignee shall determine and to be calculated on a daily basis for the whole duration of the extended period granted and also to pay such sum within the time and in the manner as stipulated by the Assignee/Bank. Such decision by the Assignee/Bank Assignee shall be binding on the Purchaser. In the event that the Purchaser fails to pay the Balance Sum within the time or extended time as the case may be and in the manner as stipulated in Clauses 7.1 above and this Clause 7.2, the Deposit together with the interest (if any) earned thereon or paid under this Clause 7.2 shall be forfeited by the Assignee/Bank Assignee and the Property may again be put up for sale at a date and time to be fixed by the Assignee/Bank. The costs and expenses incidental to such resale together with any deficiency in the price obtained in the resale comparing to the price obtained in the aforesaid sale shall be recoverable from the defaulting Purchaser. A certificate by an officer of the Assignee/Bank Assignee / Bank as to costs and expenses incidental to such resale shall be accepted by the Purchaser as correct and conclusive.

Extension. The Completion Date will If Lessee shall not be extended unless have exercised its option to return the Purchaser Equipment or its purchase option pursuant to this Section, and provided that Lessee shall have exercised its option to renew this Agreement pursuant to this Section with respect to all available Renewal Terms, with Lessor's prior written consent (which may be withheld at least fourteen (14Lessor's sole discretion) days before Lessee shall have the Completion Date applied in writing option, upon the expiration of all available Renewal Terms, to extend the Agreement with respect to all, but not less than all, of the Equipment for an extension additional term of time twelve (12) months (the "EXTENSION TERM") at a monthly rental to be paid in arrears on the same day of each month on which the prior Renewal Term Rent installment was paid, and calculated as the product of (i) the Capitalized Lessor's Cost, TIMES (ii) a lease rate factor calculated by Lessor, which when so multiplied times the Capitalized Lessor's Cost, will result in a product that is equal to the Assignee/Bank and amount necessary to fully repay to Lessor any unpaid balance of the Assignee/Bank may at its absolute discretion without assigning any reason whatsoever either:- Capitalized Lessor's Cost (a) reject such request in determined as of the date on which event the Deposit (last available Renewal Term expired), together with interest thereon at a rate per annum equal to six hundred twenty-five (625) basis points over the then current yield to maturity of U.S. Treasury Notes having a one year maturity, in twelve (12) equal monthly installments. At the end of the Extension Term, Lessee shall purchase all, and not less than all, of such Equipment for $1.00 cash, together with all Rent and other sums then due on such date (including, without limitation, any enforcement costs incurred by Lessor as a result of the occurrence of an Event of Default), plus all Collateral Taxes upon transfer and all other reasonable and documented expenses incurred by Lessor in connection with such transfer. Upon satisfaction of the conditions specified in this Paragraph, Lessor will transfer, on an AS IS BASIS (except as provided in the following sentence), all of Lessor's interest (if any) earned thereon) shall be forfeited absolutely in and immediately for which to the Purchaser Equipment. Lessor shall not be entitled required to nor have make and may specifically disclaim any representation or further reimbursements, claims and demands whatsoever in nature and howsoever caused against warranty as to the Assignee/Bank, condition of the Assignee/Bank's Solicitors, the Auctioneer or their respective servants or agents Equipment and any other party on account thereof; or matters (b) agree to grant an extension of time subject to conditions imposed by the Assignee/Bank including but not limited to the imposition of non- refundable late payment except that Lessor shall warrant that it has conveyed whatever interest on the balance unpaid or outstanding Purchase Price at such rate as the Assignee/Bank shall determine and to be calculated on a daily basis for the whole duration of the extended period granted and also to pay such sum within the time and it received in the manner as stipulated Equipment free and clear of any lien or encumbrance created by the Assignee/Bank. Such decision by the Assignee/Bank shall be binding on the Purchaser. In the event that the Purchaser fails to pay the Balance Sum within the time or extended time as the case may be and in the manner as stipulated in Clauses 7.1 above and this Clause 7.2, the Deposit together with the interest (if any) earned thereon or paid under this Clause 7.2 shall be forfeited by the Assignee/Bank and the Property may again be put up for sale at a date and time to be fixed by the Assignee/Bank. The costs and expenses incidental to such resale together with any deficiency in the price obtained in the resale comparing to the price obtained in the aforesaid sale shall be recoverable from the defaulting Purchaser. A certificate by an officer of the Assignee/Bank / Bank as to costs and expenses incidental to such resale shall be accepted by the Purchaser as correct and conclusivearising through Lessor).

Extension. The Completion Date will So long as Lessee shall not be extended unless have exercised its option to return the Purchaser Equipment or its purchase option pursuant to this Section 9, and provided that Lessee shall have at least fourteen exercised its option to renew this Agreement pursuant to this Section 9 with respect to all available Renewal Terms, Lessee shall have the option, upon the expiration of all available Renewal Terms of each Schedule, and subject to Paragraph (14e) days before below, to extend the Completion Date applied in writing Agreement with respect to all, but not less than all, of the Equipment described on such Schedule for an extension additional term of time twelve (12) months (the "Extension Term") at a monthly rental to be paid in arrears on the same day of each month on which the prior Renewal Term Rent installment was paid, and calculated as the product of (i) the Capitalized Lessor's Cost, times (ii) a lease rate factor calculated by Lessor, which when so multiplied times the Capitalized Lessor's Cost, will result in a product that is equal to the Assignee/Bank and amount necessary to fully repay to Lessor any unpaid balance of the Assignee/Bank may at its absolute discretion without assigning any reason whatsoever either:- Capitalized Lessor's Cost (adetermined as of the date on which the last available Renewal Term expired) reject such request in which event the Deposit twelve (12) equal monthly installments, together with interest thereon at the Extension Term Interest Rate specified in the Schedule. At the end of the Extension Term, provided that Lessee is not then in Default under this Agreement, Lessee shall purchase all, and not less than all, of such Equipment described on such Schedule for $1.00 cash, together with all Rent and other sums then due on such date, plus all taxes and charges upon transfer and all other reasonable and documented expenses incurred by Lessor in connection with such transfer. Upon satisfaction of the conditions specified in this Paragraph, Lessor will transfer, on an AS IS BASIS, all of Lessor's interest (if any) earned thereon) shall be forfeited absolutely in and immediately for which to the Purchaser Equipment. Lessor shall not be entitled required to nor have make and may specifically disclaim any representation or further reimbursements, claims and demands whatsoever in nature and howsoever caused against warranty as to the Assignee/Bank, condition of the Assignee/Bank's Solicitors, the Auctioneer or their respective servants or agents Equipment and any other party on account thereof; or matters (b) agree to grant an extension of time subject to conditions imposed by the Assignee/Bank including but not limited to the imposition of non- refundable late payment except that Lessor shall warrant that it has conveyed whatever interest on the balance unpaid or outstanding Purchase Price at such rate as the Assignee/Bank shall determine and to be calculated on a daily basis for the whole duration of the extended period granted and also to pay such sum within the time and it received in the manner as stipulated Equipment free and clear of any lien or encumbrance created by the Assignee/Bank. Such decision by the Assignee/Bank shall be binding on the Purchaser. In the event that the Purchaser fails to pay the Balance Sum within the time or extended time as the case may be and in the manner as stipulated in Clauses 7.1 above and this Clause 7.2, the Deposit together with the interest (if any) earned thereon or paid under this Clause 7.2 shall be forfeited by the Assignee/Bank and the Property may again be put up for sale at a date and time to be fixed by the Assignee/Bank. The costs and expenses incidental to such resale together with any deficiency in the price obtained in the resale comparing to the price obtained in the aforesaid sale shall be recoverable from the defaulting Purchaser. A certificate by an officer of the Assignee/Bank / Bank as to costs and expenses incidental to such resale shall be accepted by the Purchaser as correct and conclusiveLessor).

Extension. The Completion If the then applicable Termination Date will not be extended unless is a date on or before December 31, 2000 and the Purchaser shall have at least fourteen (14) days before Borrower may desire that the Completion Lenders extend the then applicable Termination Date applied in writing for an extension of time to the Assignee/Bank and the Assignee/Bank may at its absolute discretion without assigning any reason whatsoever either:-Extension Termination Date, then (a) reject such request in which event the Deposit Borrower shall give written notice of said fact (together with the interest "Extension Request Notice") to the Agent and the Lenders no later than four (if any4) earned thereon) shall be forfeited absolutely and immediately for which months before the Purchaser shall not be entitled to nor have any or further reimbursementsTermination Date, claims and demands whatsoever in nature and howsoever caused against the Assignee/Bank, the Assignee/Bank's Solicitors, the Auctioneer or their respective servants or agents and any other party on account thereof; or (b) agree the Borrower shall use its best efforts to grant an extension of time subject to conditions imposed by obtain and enter into on or before the Assignee/Bank including but not limited date which is two months prior to the imposition Termination Date a Replacement Financing Arrangement with an interest rate no higher than the Interest Rate and (c) if the Borrower shall not have entered into a Replacement Financing Arrangement on or before the date which is two months prior to the Termination Date, the Borrower shall deliver to the Agent and the Lenders a certificate of non- refundable late payment interest the Borrower (the "Extension Certificate") (x) certifying that the Borrower has not entered into a Replacement Financing Arrangement, but the Borrower used its best efforts to do so as required by clause (b) and setting forth such evidence and back-up detail as necessary to demonstrate the efforts made, including a written letter from each bank from which a Replacement Financing Arrangement as required by clause (b) was requested, indicating that Borrower made such a request and that the request was denied, and (y) requesting that the Termination Date be extended to the Extension Termination Date. For purposes of this Section, the Borrower shall be deemed to have complied with the requirement to use its "best efforts" by requesting from and, if applicable, diligently negotiating a Replacement Financing Arrangement as required by clause (b) with each of three (3) commercial banks that are nationally recognized in the United States and each have total assets in excess of $20,000,000,000. The Agent shall have the right to designate, within ten (10) Business Days after receipt of an Extension Request Notice, one of the three banks referred to in the preceding sentence. For purposes of this Section, diligent negotiation shall mean negotiation in good faith and without denial or unreasonable delay of any reasonable request by any such bank for information in connection with its consideration of providing a Replacement Financing Arrangement to Borrower. For the avoidance of doubt, nothing herein is intended to prevent Borrower from obtaining a Replacement Financing Arrangement on terms equal to or better than those provided hereunder. Following receipt of the balance unpaid or outstanding Purchase Price at such rate as Extension Certificate, the Assignee/Bank Agent and/or the Lenders shall determine and have the right (without any obligation to be calculated on a daily basis do so) to obtain for the whole duration of Borrower a Replacement Financing Arrangement on terms equal to or better than those provided hereunder. If the extended period granted and also to pay such sum Borrower has (a) delivered the Extension Request Notice within the time period specified above, (b) used its best efforts to obtain and in enter into a Replacement Financing Arrangement with an interest rate no higher than the manner as stipulated by Interest Rate and delivered the Assignee/Bank. Such decision by the Assignee/Bank shall be binding on the Purchaser. In the event that the Purchaser fails to pay the Balance Sum Extension Certificate within the time or extended time as the case may be and in the manner as stipulated in Clauses 7.1 period specified above and this Clause 7.2(c) not unreasonably or in bad faith refused to enter into a Replacement Financing Arrangement (with terms equal to or better than those provided hereunder) obtained for the Borrower by the Agent or any of the Lenders pursuant to the preceding paragraph, the Deposit together with Termination Date shall be extended to the Extension Termination Date and the interest (if any) earned thereon or paid under this Clause 7.2 rate shall be forfeited the Interest Rate. The Borrower shall be responsible for the payment of any customary commitment fee and other fees in connection with obtaining a Replacement Financing Arrangement. For the avoidance of doubt, in no event shall an Extension Termination Date be requested by the Assignee/Bank and the Property may again Borrower after October 1, 2000 or be put up for sale at on a date and time to be fixed by the Assignee/Bank. The costs and expenses incidental to such resale together with any deficiency in the price obtained in the resale comparing to the price obtained in the aforesaid sale shall be recoverable from the defaulting Purchaser. A certificate by an officer of the Assignee/Bank / Bank as to costs and expenses incidental to such resale shall be accepted by the Purchaser as correct and conclusiveafter October 1, 2001.

Extension. The Completion Date will If, and only, if the Buyer shall have deposited the Additional Funds with the Escrow Agent on or before the tenth day following the date hereof, and Buyer is not then in breach of any of its representations, warranties, covenants and obligations contained herein in any material respect, the date for the Closing may be extended unless past the Purchaser shall have at least fourteen Scheduled Closing Date by Buyer (14) days by written notice to Seller on or before the Completion Date applied in writing for an extension Scheduled Closing Date) to a date on or before May 18, 2006 if the approval by the shareholders of time Buyer Parent with respect to the Assignee/Bank and the Assignee/Bank may at its absolute discretion without assigning any reason whatsoever either:- (a) reject such request in which event the Deposit (together with the interest (if any) earned thereon) shall be forfeited absolutely and immediately for which the Purchaser shall transactions contemplated hereby have not be entitled to nor have any or further reimbursements, claims and demands whatsoever in nature and howsoever caused against the Assignee/Bank, the Assignee/Bank's Solicitors, the Auctioneer or their respective servants or agents and any other party on account thereof; or (b) agree to grant an extension of time subject to conditions imposed by the Assignee/Bank including but not limited been obtained prior to the imposition of non- refundable late payment interest on Scheduled Closing Date or if a terrorist attack occurs that causes Buyer’s lender to refuse to fund monies for the balance unpaid or outstanding Purchase Price at such rate as the Assignee/Bank shall determine and to be calculated on a daily basis for the whole duration of the extended period granted and also Scheduled Closing Date or causes the shareholders of Buyer Parent to pay such sum within revoke their approval of the time and in the manner as stipulated by the Assignee/Bank. Such decision by the Assignee/Bank shall be binding on the Purchasertransactions contemplated hereby. In the event that Buyer shall not have deposited the Purchaser fails to pay Additional Funds with the Balance Sum within Escrow Agent on or before the time or extended time as tenth day following the case date hereof, and Buyer is not then in breach of any of its representations, warranties, covenants and obligations contained herein in any material respect, the date for the Closing may be extended past the Scheduled Closing Date by Buyer (by written notice to Seller on or before the Scheduled Closing Date) to a date on or before May 18, 2006 if a terrorist attack occurs that causes Buyer’s lender to refuse to fund monies for the Purchase Price as of the Scheduled Closing Date or causes the shareholders of Buyer Parent to revoke their approval of the transactions contemplated hereby. If the date for Closing is so extended by Buyer pursuant to this Section 11.02, Buyer and in Seller shall execute and deliver joint written instructions to the manner as stipulated in Clauses 7.1 above and this Clause 7.2, Escrow Agent to deliver the Deposit together with the interest (if any) earned thereon or paid under this Clause 7.2 shall be forfeited by the Assignee/Bank and the Property may again be put up for sale at a date and time to be fixed by the Assignee/Bank. The costs and expenses incidental Seller to such resale together with any deficiency in the price obtained in the resale comparing hold, subject to the price obtained in the aforesaid sale shall be recoverable from the defaulting Purchaser. A certificate by an officer provisions of the Assignee/Bank / Bank as to costs and expenses incidental to such resale shall be accepted by the Purchaser as correct and conclusiveSection 2.02.

Extension. The Completion Date will Provided it is mutually agreed and understood that if the Tenant is not be extended unless in default at the Purchaser shall have time of the exercise of the option herein, then the Landlord shall, at least fourteen (14) days before the Completion Date applied in writing for expiration of the Term hereof, upon written request of the Tenant, grant to the Tenant an extension of time this Lease for a further period of five (5) years upon the same terms and conditions as contained herein, save as to the Assignee/Bank Base Rental rate, save as to any further right of extension and save as to Landlord's Work. Provided always that the Tenant shall have given to the Landlord 180 days' notice in writing before the expiration of the Term of its desire to have such extension. The Base Rental rate for the extension term shall be at the then current market rate for similar premises in a similar area and as mutually agreed between the Landlord and the Assignee/Bank may at its absolute discretion without assigning any reason whatsoever either:- (a) reject such request in which event the Deposit (together with the interest (if any) earned thereon) shall be forfeited absolutely and immediately for which the Purchaser shall not be entitled to nor have any or further reimbursements, claims and demands whatsoever in nature and howsoever caused against the Assignee/Bank, the Assignee/Bank's Solicitors, the Auctioneer or their respective servants or agents and any other party on account thereof; or (b) agree to grant an extension of time subject to conditions imposed by the Assignee/Bank including but not limited to the imposition of non- refundable late payment interest on the balance unpaid or outstanding Purchase Price at such rate as the Assignee/Bank shall determine and to be calculated on a daily basis for the whole duration of the extended period granted and also to pay such sum within the time and in the manner as stipulated by the Assignee/Bank. Such decision by the Assignee/Bank shall be binding on the PurchaserTenant. In the event that the Purchaser Landlord and the Tenant are unable to agree upon the Base Rental rate for the extension term by 120 days prior to the maturity date, the matter shall be submitted to arbitration by notice given by either party to the other. Upon such notice being given, the dispute shall be determined by the award of 3 arbitrators, or by a majority of them, one to be named by the Landlord and one by the Tenant within 30 days of the giving of such notice, and the 3rd to be selected by these 2 arbitrators within 7 days after both have been nominated. If either the Landlord or the Tenant shall neglect or refuse to name its arbitrator in the time specified or to proceed with the arbitration, the arbitrator named by the other party shall proceed with the arbitration, and the award of such arbitrator shall be final and binding upon the Landlord and the Tenant. The Arbitrators shall have all the power given by the Arbitrations Act of Ontario and may at any time proceed in such manner as they see fit on such notice as they deem reasonable in the absence of either party, if such party fails to attend. Each party shall pay its own costs and shall share equally the Balance Sum within costs of arbitration. The award and determination of the time arbitrators shall be final and binding upon both parties hereto and each party agrees not to appeal any such award or extended time determination. In no event shall the Base Rent for the extension period be less than the highest Base Rent payable under the original Term. If the award of the arbitrators is not given before the commencement date of the extension term, then the Tenant shall commence paying rent at the market rate as determined by the case may be and in the manner as stipulated in Clauses 7.1 above and this Clause 7.2, the Deposit Landlord together with the interest (if any) earned thereon or paid under this Clause 7.2 Additional Rent, which shall be forfeited adjusted forthwith after the award of the arbitrators has become final and binding, to be calculated from the commencement date of the extension term. Interest at the rate set out herein shall be calculated monthly on the difference between the Base Rent paid by the Assignee/Bank Tenant and the Property may again be put up for sale at a date and time to be fixed actual amount awarded by the Assignee/Bankarbitrators and shall be paid forthwith upon demand when the arbitrators' decision has been made. The costs extension of lease form shall be prepared by the Landlord at the Tenant's cost and expenses incidental the Tenant covenants and agrees to such resale together with any deficiency in the price obtained in the resale comparing pay to the price obtained in the aforesaid sale shall be recoverable from the defaulting Purchaser. A certificate by an officer of the Assignee/Bank / Bank as to Landlord said costs and expenses incidental to such resale shall be accepted by the Purchaser as correct and conclusiveforthwith upon demand.

Extension. The Completion Date will not be extended unless the Purchaser shall have at least fourteen (14) days before the Completion Date applied in writing for an extension of time to the Assignee/Bank Assignee and the Assignee/Bank Assignee may at its absolute discretion without assigning any reason whatsoever either:- (a) reject such request in which event the Deposit (together with the interest (if any) earned thereon) shall be forfeited absolutely and immediately for which the Purchaser shall not be entitled to nor have any or further reimbursements, claims and demands whatsoever in nature and howsoever caused against the Assignee/Bank, the Assignee/Bank's Solicitors, the Auctioneer or their respective servants or agents and any other party on account thereof; or (b) agree to grant an extension of time subject to conditions imposed by the Assignee/Bank Assignee including but not limited to the imposition of non- non-refundable late payment interest on the balance unpaid or outstanding Purchase Price at such rate as the Assignee/Bank Assignee shall determine and to be calculated on a daily basis for the whole duration of the extended period granted and also to pay such sum within the time and in the manner as stipulated by the Assignee/Bank. Such decision by the Assignee/Bank Assignee shall be binding on the Purchaser. In the event that the Purchaser fails to pay the Balance Sum within the time or extended time as the case may be and in the manner as stipulated in Clauses 7.1 above and this Clause 7.2, the Deposit together with the interest (if any) earned thereon or paid under this Clause 7.2 shall be forfeited by the Assignee/Bank Assignee and the Property may again be put up for sale at a date and time to be fixed by the Assignee/Bank. The costs and expenses incidental to such resale together with any deficiency in the price obtained in the resale comparing to the price obtained in the aforesaid sale shall be recoverable from the defaulting Purchaser. A certificate by an officer of the Assignee/Bank Assignee / Bank as to costs and expenses incidental to such resale shall be accepted by the Purchaser as correct and conclusive.

Extension. The Completion Date loans of Unsecured Creditors shall be restructured, subject to the Rescheduling Conditions (as this term is defined below), under the conditions set forth in this Chapter V (hereinafter the “Unsecured Rescheduling”), with the exception of those Unsecured Creditors who are Bank Creditors or Suppliers and who opt for the restructuring stipulated for them in Chapter VI and Chapter VII of this Agreement, respectively (hereinafter the “Unsecured Loans”). The maturity of Unsecured Loans under this Chapter V shall be extended for a maximum of 90 days as from the date the Deliberative Meeting is held (hereinafter, the “Extension of the Unsecured Loans”), unless it becomes certain before that date that the Rescheduling Conditions will not be extended verified, during the term of which the Extension of the Unsecured Loans will expire on the date that said conditions failed, unless the Purchaser shall have at least fourteen (14) days before Creditors Commission resolves to maintain the Completion Date applied Extension of the Unsecured Loans as provided for in writing for an extension Chapter XV of time this Agreement. So long as the Extension of the Unsecured Loans remains current, the Unsecured Creditors subject to this Chapter V undertake to not individually or collectively file any enforcement proceeding whatsoever, to the Assignee/Bank extent that the Renegotiation Conditions remain pending. The Unsecured Rescheduling shall be subject to fulfillment of the following contingent conditions: (i) that this Reorganization Agreement is understood as approved and enters into force, in accordance with the provisions of Art. 89 of Law No. 20,720; (ii) that the other terms of the Financing Conditions are fulfilled; and (iii) that the Bridge Loan funds are released to the Company, hereinafter referred to together as the “Rescheduling Conditions,” are fulfilled. Having satisfied the Rescheduling Conditions, it shall be assumed, for all due purposes, that the date of the Unsecured Rescheduling shall be the date of the Deliberative Meeting. Until such time as the Rescheduling Conditions are fulfilled, the Unsecured Loans shall remain current in accordance with their original terms (including interest accrued after the reorganization request). Once the Rescheduling Conditions have been met, their fulfillment shall be certified by the Bankruptcy Administrator or, in the latter’s absence, by the Creditors Commission with the favorable vote of four of its members, and the Assignee/Bank may at its absolute discretion without assigning any reason whatsoever either:- (a) reject such request in which event Unsecured Loans shall be set as if they had been rescheduled on the Deposit (together date of the Deliberative Meeting, consistent with the outstanding balance of principal and interest (if any) earned thereon) accrued up to that date. Contractual interest and that which had accrued during the delinquency period – i.e., up to the date of holding of the Deliberative Meeting – will be calculated in accordance with the rate originally agreed to therein, excluding the payment of any penalty interest, fines and collection expenses, which shall be forfeited absolutely and immediately for which the Purchaser shall not be entitled to nor have any or further reimbursements, claims and demands whatsoever in nature and howsoever caused against the Assignee/Bank, the Assignee/Bank's Solicitors, the Auctioneer or their respective servants or agents and any other party on account thereof; or (b) agree to grant an extension of time subject to conditions imposed by the Assignee/Bank including but not limited expressly forgiven. Interest accrued up to the imposition of non- refundable late payment interest on the balance unpaid or outstanding Purchase Price at such rate as the Assignee/Bank shall determine and to be calculated on a daily basis for the whole duration date of the extended period granted and also to pay such sum within the time and in the manner as stipulated by the Assignee/Bank. Such decision by the Assignee/Bank Deliberative Meeting shall be binding capitalized on the Purchasersaid date. In the event that the Purchaser fails stamp and recording taxes – if any – are to pay the Balance Sum within the time or extended time as the case may be and in the manner as stipulated in Clauses 7.1 above and paid for this Clause 7.2item, the Deposit together with the interest (if any) earned thereon or paid under this Clause 7.2 they shall be forfeited assumed solely by the Assignee/Bank Debtor Company, and must be paid in a timely fashion at the Property may again be put up for sale at a date and time to be fixed by the Assignee/Bankpetition of any Creditor. The costs and expenses incidental to such resale together with any deficiency in the price obtained in the resale comparing to the price obtained in the aforesaid sale shall be recoverable from the defaulting Purchaser. A certificate by an officer As of the Assignee/date the Deliberative Meeting is held, Unsecured Loans, including those to Bank / Bank as to costs Creditors and expenses incidental to such resale shall be accepted by excluding Suppliers, represent a total of $189,909,378,544 (one hundred eighty-nine billion, nine hundred nine million, three hundred seventy-eight thousand, five hundred forty-four pesos) on the Purchaser as correct and conclusivedate of the aforementioned Meeting.

Extension. The Completion Date will Provided it is mutually agreed and understood that if the Tenant duly and regularly pays the Base Rent and Additional Rent and performs all of the provisos and agreements contained herein on the part of the Tenant to be performed, and provided further that the Tenant is not be extended unless habitually in default under the Purchaser shall have terms of this Lease and is not in default at least fourteen (14) days before the Completion Date applied in writing for time of the exercise of the option herein, then the Landlord shall, at the expiration of the Term hereof, upon written request of the Tenant, grant to the Tenant an extension of time this Lease for a further period of five (5) years upon the same terms and conditions as contained herein, save as to the Assignee/Bank Base Rental rate, and save as to any further right of extension. Provided always that the Tenant shall have given to the Landlord 180 days' notice in writing before the expiration of the Term of its desire to have such extension. The Base Rental rate for the extension term shall be at the then current market rate for similar premises in a similar area and as mutually agreed between the Landlord and the Assignee/Bank may at its absolute discretion without assigning any reason whatsoever either:- (a) reject such request in which event the Deposit (together with the interest (if any) earned thereon) shall be forfeited absolutely and immediately for which the Purchaser shall not be entitled to nor have any or further reimbursements, claims and demands whatsoever in nature and howsoever caused against the Assignee/Bank, the Assignee/Bank's Solicitors, the Auctioneer or their respective servants or agents and any other party on account thereof; or (b) agree to grant an extension of time subject to conditions imposed by the Assignee/Bank including but not limited to the imposition of non- refundable late payment interest on the balance unpaid or outstanding Purchase Price at such rate as the Assignee/Bank shall determine and to be calculated on a daily basis for the whole duration of the extended period granted and also to pay such sum within the time and in the manner as stipulated by the Assignee/Bank. Such decision by the Assignee/Bank shall be binding on the PurchaserTenant. In the event that the Purchaser Landlord and the Tenant are unable to agree upon the Base Rental rate for the extension term by 120 days prior to the maturity date, the matter shall be submitted to arbitration by notice given by either party to the other. Upon such notice being given, the dispute shall be determined by the award of 3 arbitrators, or by a majority of them, one to be named by the Landlord and one by the Tenant within 30 days of the giving of such notice, and the 3rd to be selected by these 2 arbitrators within 7 days after both have been nominated. If either the Landlord or the Tenant shall neglect or refuse to name its arbitrator in the time specified or to proceed with the arbitration, the arbitrator named by the other party shall proceed with the arbitration, and the award of such arbitrator shall be final and binding upon the Landlord and the Tenant. The Arbitrators shall have all the power given by the Arbitrations Act of Ontario and may at any time proceed in such manner as they see fit on such notice as they deem reasonable in the absence of either party, if such party fails to attend. Each party shall pay its own costs and shall share equally the Balance Sum within costs of arbitration. The award and determination of the time arbitrators shall be final and binding upon both parties hereto and each party agrees not to appeal any such award or extended time determination. In no event shall the Base Rent for the extension period be less than the highest Base Rent payable under the original Term. If the award of the arbitrators is not given before the commencement date of the extension term, then the Tenant shall commence paying rent at the market rate as determined by the case may be and in the manner as stipulated in Clauses 7.1 above and this Clause 7.2, the Deposit Landlord together with the interest (if any) earned thereon or paid under this Clause 7.2 Additional Rent, which shall be forfeited adjusted forthwith after the award of the arbitrators has become final and binding, to be calculated from the commencement date of the extension term. Interest at the rate set out herein shall be calculated monthly on the difference between the Base Rent paid by the Assignee/Bank Tenant and the Property may again be put up for sale at a date and time to be fixed actual amount awarded by the Assignee/Bankarbitrators and shall be paid forthwith upon demand when the arbitrators' decision has been made. The costs extension of lease form shall be prepared by the Landlord at the Tenant's cost and expenses incidental the Tenant covenants and agrees to such resale together with any deficiency in the price obtained in the resale comparing pay to the price obtained in the aforesaid sale shall be recoverable from the defaulting Purchaser. A certificate by an officer of the Assignee/Bank / Bank as to Landlord said costs and expenses incidental to such resale shall be accepted by the Purchaser as correct and conclusiveforthwith upon demand.

Extension. The Completion If the then applicable Termination Date will not be extended unless is a date on or before December 31, 2001 and the Purchaser shall have at least fourteen (14) days before Borrower may desire that the Completion Lenders extend the then applicable Termination Date applied in writing for an extension of time to the Assignee/Bank and the Assignee/Bank may at its absolute discretion without assigning any reason whatsoever either:-Extension Termination Date, then (a) reject such request in which event the Deposit Borrower shall give written notice of said fact (together with the interest "Extension Request Notice") to the Agent and the Lenders no later than four (if any4) earned thereon) shall be forfeited absolutely and immediately for which months before the Purchaser shall not be entitled to nor have any or further reimbursementsTermination Date, claims and demands whatsoever in nature and howsoever caused against the Assignee/Bank, the Assignee/Bank's Solicitors, the Auctioneer or their respective servants or agents and any other party on account thereof; or (b) agree the Borrower shall use its best efforts to grant an extension of time subject obtain and enter into on or before the date which is two months prior to conditions imposed the (x) certifying that the Borrower has not entered into a Replacement Financing Arrangement, but the Borrower used its best efforts to do so as required by clause (b) and setting forth such evidence and back-up detail as necessary to demonstrate the Assignee/Bank efforts made, including but not limited a written letter from each bank from which a Replacement Financing Arrangement as required by clause (b) was requested, indicating that Borrower made such a request and that the request was denied, and (y) requesting that the Termination Date be extended to the imposition Extension Termination Date. For purposes of non- refundable late payment interest this Section, the Borrower shall be deemed to have complied with the requirement to use its "best efforts" by requesting from and, if applicable, diligently negotiating a Replacement Financing Arrangement as required by clause (b) with each of three (3) commercial banks that are nationally recognized in the United States and each have total assets in excess of $20,000,000,000. The Agent shall have the right to designate, within ten (10) Business Days after receipt of an Extension Request Notice, one of the three banks referred to in the preceding sentence. For purposes of this Section, diligent negotiation shall mean negotiation in good faith and without denial or unreasonable delay of any reasonable request by any such bank for information in connection with its consideration of providing a Replacement Financing Arrangement to Borrower. For the avoidance of doubt, nothing herein is intended to prevent Borrower from obtaining a Replacement Financing Arrangement on terms equal to or better than those provided hereunder. Following receipt of the balance unpaid or outstanding Purchase Price at such rate as Extension Certificate, the Assignee/Bank Agent and/or the Lenders shall determine and have the right (without any obligation to be calculated on a daily basis do so) to obtain for the whole duration of Borrower a Replacement Financing Arrangement on terms equal to or better than those provided hereunder. If the extended period granted and also to pay such sum Borrower has (a) delivered the Extension Request Notice within the time period specified above, (b) used its best efforts to obtain and in enter into a Replacement Financing Arrangement and delivered the manner as stipulated by the Assignee/Bank. Such decision by the Assignee/Bank shall be binding on the Purchaser. In the event that the Purchaser fails to pay the Balance Sum Extension Certificate within the time or extended time as the case may be and in the manner as stipulated in Clauses 7.1 period specified above and this Clause 7.2(c) not unreasonably or in bad faith refused to enter into a Replacement Financing Arrangement (with terms equal to or better than those provided hereunder) obtained for the Borrower by the Agent or any of the Lenders pursuant to the preceding paragraph, the Deposit together with Termination Date shall be extended to the Extension Termination Date and the interest (if any) earned thereon or paid under this Clause 7.2 rate shall be forfeited the Extension Period Interest Rate. The Borrower shall be responsible for the payment of any customary commitment fee and other fees in connection with obtaining a Replacement Financing Arrangement. For the avoidance of doubt, in no event shall an Extension Termination Date be requested by the Assignee/Bank and the Property may again Borrower after December 31, 2001 or be put up for sale at on a date and time to be fixed by the Assignee/Bank. The costs and expenses incidental to such resale together with any deficiency in the price obtained in the resale comparing to the price obtained in the aforesaid sale shall be recoverable from the defaulting Purchaser. A certificate by an officer of the Assignee/Bank / Bank as to costs and expenses incidental to such resale shall be accepted by the Purchaser as correct and conclusiveafter December 31, 2002.

Extension. The Completion Date will So long as Lessee shall not be extended unless have exercised its option to return the Purchaser Equipment or its purchase option pursuant to this Section, and provided that Lessee shall have at least fourteen (14) days before exercised its option to renew this Agreement pursuant to this Section with respect to all available Renewal Terms, Lessee shall have the Completion Date applied in writing option, upon the expiration of all available Renewal Terms, to extend the Agreement with respect to all, but not less than all, of the Equipment for an extension additional term of time twelve (12) months (the "Extension Term") at a monthly rental to be paid in arrears on the same day of each month on which the prior Renewal Term Rent installment was paid, and calculated as the product of (i) the Capitalized Lessor's Cost, times (ii) a lease rate factor calculated by Lessor, which when so multiplied times the Capitalized Lessor's Cost, will result in a product that is equal to the Assignee/Bank and amount necessary to fully repay to Lessor any unpaid balance of the Assignee/Bank may at its absolute discretion without assigning any reason whatsoever either:- Capitalized Lessors Cost (a) reject such request in determined as of the date on which event the Deposit (last available Renewal Term expired), together with interest thereon at a rate per annum equal to three hundred (300) basis points over the then current yield to maturity of U.S. Treasury Notes having a one year maturity, in twelve (12) equal monthly installments. At the end of the Extension Term, provided that Lessee is not then in Default under this Agreement, Lessee shall purchase all, and not less than all, of such Equipment for $1.00 cash, together with all Rent and other sums then due on such date, plus all taxes and charges upon transfer and all other reasonable and documented expenses incurred by Lessor in connection with such transfer. Upon satisfaction of the conditions specified in this Paragraph, Lessor will transfer, on an AS IS BASIS, all of Lessors interest (if any) earned thereon) shall be forfeited absolutely in and immediately for which to the Purchaser Equipment. Lessor shall not be entitled required to nor have make and may specifically disclaim any representation or further reimbursements, claims and demands whatsoever in nature and howsoever caused against warranty as to the Assignee/Bank, condition of the Assignee/Bank's Solicitors, the Auctioneer or their respective servants or agents Equipment and any other party on account thereof; or matters (b) agree to grant an extension of time subject to conditions imposed by the Assignee/Bank including but not limited to the imposition of non- refundable late payment except that Lessor shall warrant that it has conveyed whatever interest on the balance unpaid or outstanding Purchase Price at such rate as the Assignee/Bank shall determine and to be calculated on a daily basis for the whole duration of the extended period granted and also to pay such sum within the time and it received in the manner as stipulated Equipment free and clear of any lien or encumbrance created by the Assignee/Bank. Such decision by the Assignee/Bank shall be binding on the Purchaser. In the event that the Purchaser fails to pay the Balance Sum within the time or extended time as the case may be and in the manner as stipulated in Clauses 7.1 above and this Clause 7.2, the Deposit together with the interest (if any) earned thereon or paid under this Clause 7.2 shall be forfeited by the Assignee/Bank and the Property may again be put up for sale at a date and time to be fixed by the Assignee/Bank. The costs and expenses incidental to such resale together with any deficiency in the price obtained in the resale comparing to the price obtained in the aforesaid sale shall be recoverable from the defaulting Purchaser. A certificate by an officer of the Assignee/Bank / Bank as to costs and expenses incidental to such resale shall be accepted by the Purchaser as correct and conclusiveLessor).

Extension. The Completion Date will Provided that the Tenant is not be extended unless habitually in default under the Purchaser shall have terms of this Lease and is not in default at least fourteen (14) days before the Completion Date applied in writing for time of the exercise of the option herein, then the Landlord shall, at the expiration of the Term hereof, upon written request of the Tenant, grant to the Tenant an extension of time this Lease for a further period of five (5) years upon the same terms and conditions as contained herein, save as to the Assignee/Bank Base Rental rate, and save as to any further right of extension. Provided always that the Tenant shall have given to the Landlord 180 days' notice in writing before the expiration of the Term of its desire to have such extension. The Base Rental rate for the extension term shall be at the then current market rate for similar premises in a similar area and as mutually agreed between the Landlord and the Assignee/Bank may at its absolute discretion without assigning any reason whatsoever either:- (a) reject such request in which event the Deposit (together with the interest (if any) earned thereon) shall be forfeited absolutely and immediately for which the Purchaser shall not be entitled to nor have any or further reimbursements, claims and demands whatsoever in nature and howsoever caused against the Assignee/Bank, the Assignee/Bank's Solicitors, the Auctioneer or their respective servants or agents and any other party on account thereof; or (b) agree to grant an extension of time subject to conditions imposed by the Assignee/Bank including but not limited to the imposition of non- refundable late payment interest on the balance unpaid or outstanding Purchase Price at such rate as the Assignee/Bank shall determine and to be calculated on a daily basis for the whole duration of the extended period granted and also to pay such sum within the time and in the manner as stipulated by the Assignee/Bank. Such decision by the Assignee/Bank shall be binding on the PurchaserTenant. In the event that the Purchaser Landlord and the Tenant are unable to agree upon the Base Rental rate for the extension term by 120 days prior to the maturity date, the matter shall be submitted to arbitration by notice given by either party to the other. Upon such notice being given, the dispute shall be determined by the award of 3 arbitrators, or by a majority of them, one to be named by the Landlord and one by the Tenant within 30 days of the giving of such notice, and the 3rd to be selected by these 2 arbitrators within 7 days after both have been nominated. If either the Landlord or the Tenant shall neglect or refuse to name its arbitrator in the time specified or to proceed with the arbitration, the arbitrator named by the other party shall proceed with the arbitration, and the award of such arbitrator shall be final and binding upon the Landlord and the Tenant. The Arbitrators shall have all the power given by the Arbitrations Act of Ontario and may at any time proceed in such manner as they see fit on such notice as they deem reasonable in the absence of either party, if such party fails to attend. Each party shall pay its own costs and shall share equally the Balance Sum within costs of arbitration. The award and determination of the time arbitrators shall be final and binding upon both parties hereto and each party agrees not to appeal any such award or extended time determination. If the award of the arbitrators is not given before the commencement date of the extension term, then the Tenant shall commence paying rent at the market rate as determined by the case may be and in the manner as stipulated in Clauses 7.1 above and this Clause 7.2, the Deposit Landlord together with the interest (if any) earned thereon or paid under this Clause 7.2 Additional Rent, which shall be forfeited adjusted forthwith after the award of the arbitrators has become final and binding, to be calculated from the commencement date of the extension term. Interest at the rate set out herein shall be calculated monthly on the difference between the Base Rent paid by the Assignee/Bank Tenant and the Property may again be put up for sale at a date and time to be fixed actual amount awarded by the Assignee/Bank. The costs arbitrators and expenses incidental to such resale together with any deficiency in the price obtained in the resale comparing to the price obtained in the aforesaid sale shall be recoverable from paid forthwith upon demand when the defaulting Purchaser. A certificate by an officer of the Assignee/Bank / Bank as to costs and expenses incidental to such resale shall be accepted by the Purchaser as correct and conclusivearbitrators' decision has been made.

Extension. The Completion Date will So long as Lessee shall not be extended unless have exercised its option to return the Purchaser Equipment described on an individual Schedule pursuant to Paragraph (b) of this Section, nor exercised its purchase option pursuant to Paragraph (c) of this Section, Lessee shall have at least fourteen (14) days before the Completion Date applied in writing option, upon the expiration of the Renewal Term, to extend the Agreement with respect to all, but not less than all, of the Equipment described on an individual Schedule for an extension additional term of time twelve (12) months (the "Extension Term") at a monthly rental to be paid in arrears on the same day of each month on which the prior Renewal Term Rent installment was paid (except that the last installment shall be paid on the last day of the Extension Term), and calculated so as to amortize the Renewal Term Fixed Purchase Price of such Equipment described on an individual Schedule over the Extension Term, together with interest thereon at a rate per annum equal to one hundred twenty-one (125) basis points over the then current yield to maturity of U.S. Treasury Notes having a one year maturity, in twelve (12) equal monthly installments. At the end of the Extension Term, provided that Lessee is not then in default under this Agreement or any other agreement between Lessor and Lessee, Lessee shall purchase all, and not less than all, of such Equipment described on an individual Schedule for $1.00 cash, together with all rent and other sums then due on such date, plus all sales taxes and all other reasonable and documented out-of-pocket expenses incurred by Lessor in connection with such transfer. Upon satisfaction of the conditions specified in this Paragraph (a), Lessor will transfer, on an AS IS BASIS, all of Lessor's interest in and to the Assignee/Bank and the Assignee/Bank may at its absolute discretion without assigning any reason whatsoever either:- (a) reject such request in which event the Deposit (together with the interest (if any) earned thereon) shall be forfeited absolutely and immediately for which the Purchaser applicable Equipment. Lessor shall not be entitled required to nor have make and may specifically disclaim any representation or further reimbursements, claims and demands whatsoever in nature and howsoever caused against warranty as to the Assignee/Bank, condition of the Assignee/Bank's Solicitors, the Auctioneer or their respective servants or agents Equipment and any other party on account thereof; or matters (b) agree except that Lessor shall warrant that it has conveyed whatever interest it received in the Equipment free and clear of any lien or encumbrance created by, through or under Lessor). Lessor shall execute and deliver to grant an extension Lessee such Uniform Commercial Code Statements of time subject Termination as reasonably may be required in order to conditions imposed by the Assignee/Bank including but not limited terminate any interest of Lessor in and to the imposition of non- refundable late payment interest on the balance unpaid or outstanding Purchase Price at such rate as the Assignee/Bank shall determine and to be calculated on a daily basis for the whole duration of the extended period granted and also to pay such sum within the time and in the manner as stipulated by the Assignee/Bank. Such decision by the Assignee/Bank shall be binding on the Purchaser. In the event that the Purchaser fails to pay the Balance Sum within the time or extended time as the case may be and in the manner as stipulated in Clauses 7.1 above and this Clause 7.2, the Deposit together with the interest (if any) earned thereon or paid under this Clause 7.2 shall be forfeited by the Assignee/Bank and the Property may again be put up for sale at a date and time to be fixed by the Assignee/Bank. The costs and expenses incidental to such resale together with any deficiency in the price obtained in the resale comparing to the price obtained in the aforesaid sale shall be recoverable from the defaulting Purchaser. A certificate by an officer of the Assignee/Bank / Bank as to costs and expenses incidental to such resale shall be accepted by the Purchaser as correct and conclusiveapplicable Equipment.

Extension. The Completion Date will So long as no Default has occurred and is continuing hereunder and Lessee shall not be extended unless have exercised its option to return the Purchaser Equipment or its purchase option pursuant to this Section, and provided that Lessee shall have at least fourteen (14) days before exercised its option to renew this Agreement pursuant to this Section with respect to all available Renewal Terms, Lessee shall have the Completion Date applied in writing option, upon the expiration of all available Renewal Terms, to extend the Agreement with respect to all, but not less than all, of the Equipment for an extension additional term of time twelve (12) months (the "Extension Term") at a monthly rental to be paid in arrears on the same day of each month on which the prior Renewal Term Rent installment was paid, and calculated as the product of (i) the Capitalized Lessor's Cost, times (ii) a lease rate factor calculated by Lessor, which when so multiplied times the Capitalized Lessor's Cost, will result in a product that is equal to the Assignee/Bank and amount necessary to fully repay to Lessor any unpaid balance of the Assignee/Bank may at its absolute discretion without assigning any reason whatsoever either:- Capitalized Lessor's Cost (a) reject such request in determined as of the date on which event the Deposit (last available Renewal Term expired), together with interest thereon at a rate per annum equal to three hundred seventy-five (375) basis points over the then current yield to maturity of U.S. Treasury Notes having a one year maturity, in twelve (12) equal monthly installments. At the end of the Extension Term, provided that Lessee is not then in Default under this Agreement, Lessee shall purchase all, and not less than all, of such Equipment for $1.00 cash, together with all Rent and other sums then due on such date, plus all taxes and charges upon transfer and all other reasonable and documented expenses incurred by Lessor in connection with such transfer. Upon satisfaction of the conditions specified in this Paragraph, Lessor will transfer, on an AS IS BASIS, all of Lessor's interest (if any) earned thereon) shall be forfeited absolutely in and immediately for which to the Purchaser Equipment. Lessor shall not be entitled required to nor have make and may specifically disclaim any representation or further reimbursements, claims and demands whatsoever in nature and howsoever caused against warranty as to the Assignee/Bank, condition of the Assignee/Bank's Solicitors, the Auctioneer or their respective servants or agents Equipment and any other party on account thereof; or matters (b) agree to grant an extension of time subject to conditions imposed by the Assignee/Bank including but not limited to the imposition of non- refundable late payment except that Lessor shall warrant that it has conveyed whatever interest on the balance unpaid or outstanding Purchase Price at such rate as the Assignee/Bank shall determine and to be calculated on a daily basis for the whole duration of the extended period granted and also to pay such sum within the time and it received in the manner as stipulated Equipment free and clear of any lien or encumbrance created by the Assignee/Bank. Such decision by the Assignee/Bank shall be binding on the Purchaser. In the event that the Purchaser fails to pay the Balance Sum within the time or extended time as the case may be and in the manner as stipulated in Clauses 7.1 above and this Clause 7.2, the Deposit together with the interest (if any) earned thereon or paid under this Clause 7.2 shall be forfeited by the Assignee/Bank and the Property may again be put up for sale at a date and time to be fixed by the Assignee/Bank. The costs and expenses incidental to such resale together with any deficiency in the price obtained in the resale comparing to the price obtained in the aforesaid sale shall be recoverable from the defaulting Purchaser. A certificate by an officer of the Assignee/Bank / Bank as to costs and expenses incidental to such resale shall be accepted by the Purchaser as correct and conclusiveLessor).

Extension. The Completion Date will not be extended unless the Purchaser Tenant shall have at least fourteen the opportunity, to be exercised as hereinafter provided to extend the term of this Lease for one (141) days before successive period of five (5) years upon the Completion Date applied in writing for an extension following terms and conditions: 1. At the time of time to the Assignee/Bank and exercise of such opportunity, the Assignee/Bank may at its absolute discretion without assigning any reason whatsoever either:- (a) reject such request in which event the Deposit (together with the interest (if any) earned thereon) shall be forfeited absolutely and immediately for which the Purchaser Tenant shall not be entitled to nor have in default in the performance of any or further reimbursements, claims and demands whatsoever in nature and howsoever caused against the Assignee/Bank, the Assignee/Bank's Solicitors, the Auctioneer or their respective servants or agents and any other party on account thereof; or (b) agree to grant an extension of time subject to conditions imposed by the Assignee/Bank including but not limited to the imposition of non- refundable late payment interest on the balance unpaid or outstanding Purchase Price at such rate as the Assignee/Bank shall determine and to be calculated on a daily basis for the whole duration of the extended period granted terms, covenants, or conditions herein contained with respect to a matter as to which notice or default has been given hereunder and also to pay such sum which has not been remedied within the time limited in this Lease and the Tenant must not have been in default in the manner performance of any of the terms, covenants, or conditions herein contained with respect to a matter as stipulated by the Assignee/Bank. Such decision by the Assignee/Bank shall be binding to which notice of default has been given hereunder on the Purchaser. In the event that the Purchaser fails to pay the Balance Sum more than three (3) occasions regardless of whether said defaults were cured within the time or extended time allowed under this lease. 2. The extension shall be upon the same terms, covenants, and conditions as in this Lease provided, except that, a. There will be no further opportunity to extend for the term of this Lease beyond the one period referred to above; b. During the extension period beginning July 1, 2007 through June 30, 2012, the annual MINIMUM RENTAL rate payable by Tenant to Landlord shall be the fair market rental value of the premises. Said fair market rental value shall be determined as follows: Fair Market Rental shall be defined as the case may be and average per square foot rental for street level retail stores which have signed new leases within three months of December 31, 2006, in the manner as stipulated in Clauses 7.1 above and this Clause 7.2, the Deposit together with the interest (if any) earned thereon or paid under this Clause 7.2 Wellesley Shopping District. The Wellesley Shopping District shall be forfeited defined as the retail shopping area within Wellesley (not Wellesley Hills) on Washington Street and Church Street. This option to renew shall ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇otice of its election to exercise its right to renew no more than 9 months nor less than 5 months in advance of the renewal date. Upon receipt of said notice, Landlord shall, within 30 days, give Tenant notice of the fair market rental which will be required for the new term as minimum rent, and if Tenant does not agree within 30 days of said notice from the Landlord, then fair market rental shall be a matter of arbitration, with each party bearing the cost of one arbitrator and splitting the cost of a third arbitrator chosen by the Assignee/Bank and the Property may again be put up for sale at a date and time to be fixed two arbitrators picked by the Assignee/BankLandlord and Tenant. Arbitrators shall be persons professionally qualified to determine fair commercial rental value in the Town of Wellesley having been active participants in the Wellesley real estate market for a minimum of five years. The costs giving of said notice by tenant shall commit tenant to the extended term with either the agreed upon or arbitrated rent. 3. The Tenant shall exercise its right to extend the term of this Lease for the first extension period by notifying the Landlord of the Tenant's election to exercise such right no later than October 1, 2006. Upon the giving of such notice, this Lease shall be deemed extended for the specified period, subject to the provisions of this article, without execution of any further instrument. 4. If Tenant is a corporation or a trust any and expenses incidental all rights to such resale together with any deficiency extend this Lease shall be null and void if there has been more than a twenty-five (25%) percent change in the price obtained in the resale comparing beneficial ownership of said corporation or trust. Provided, however, this shall not apply to transfers to the price obtained in the aforesaid sale shall be recoverable from the defaulting Purchaser. A certificate by an officer immediate families of the Assignee/Bank / Bank as to costs and expenses incidental to such resale shall be accepted by the Purchaser as correct and conclusive.James F.

Extension. The Completion Date will not be extended unless (i) Notwithstanding anything to the Purchaser shall have at least fourteen contrary in this Agreement, pursuant to one or more offers (14each, an “Extension Offer”) days before the Completion Date applied in writing for an extension of made from time to time by the Assignee/Bank Borrower to all Lenders holding Term Loans with a like maturity date or all Lenders having Revolving Credit Commitments with a like commitment termination date, in each case on a pro rata basis (based on the aggregate outstanding principal amount of such respective Term Loans or amounts of Revolving Credit Commitments) and on the same terms to each such Lender, the Borrower is hereby permitted to consummate from time to time transactions with individual Lenders that accept the terms contained in such Extension Offers to extend the maturity date and/or commitment termination of each such Lender’s Term Loans and/or Revolving Credit Commitments of such class, and, subject to the terms hereof, otherwise modify the terms of such Term Loans and/or Revolving Credit Commitments pursuant to the terms of the relevant Extension Offer (including by increasing the interest rate and/or fees payable in respect of such Term Loans and/or Revolving Credit Commitments (and related outstandings) and/or modifying the amortization schedule in respect of such Lender’s Term Loans) (each, an “Extension;” and each group of Term Loans or Revolving Credit Commitments, as applicable, in each case as so extended, as well as the original Term Loans and the Assignee/Bank may at its absolute discretion without assigning any reason whatsoever either:-original Revolving Credit 191 [[8076235]] Commitments (in each case not so extended), being a separate “tranche”), so long as the following terms are satisfied: (aA) reject no Default or Event of Default will have occurred and be continuing at the time the Extension Offer is delivered to the Lenders or at the time of such request Extension; (B) except as to interest rates, fees and final commitment termination date (which will be determined by the Borrower and set forth in which event the Deposit (together with relevant Extension Offer, subject to acceptance by the interest (if any) earned thereon) shall be forfeited absolutely and immediately for which the Purchaser shall not be entitled to nor have any or further reimbursements, claims and demands whatsoever in nature and howsoever caused against the Assignee/Bankapplicable Lenders), the Assignee/Bank's SolicitorsRevolving Credit Commitment of any Lender that agrees to an Extension with respect to such Revolving Credit Commitment extended pursuant to an Extension (an “Extended Revolving Credit Commitment”) and the related outstandings will be a Revolving Credit Commitment (or related outstandings, the Auctioneer or their respective servants or agents and any other party on account thereof; or (b) agree to grant an extension of time subject to conditions imposed by the Assignee/Bank including but not limited to the imposition of non- refundable late payment interest on the balance unpaid or outstanding Purchase Price at such rate as the Assignee/Bank shall determine and to be calculated on a daily basis for the whole duration of the extended period granted and also to pay such sum within the time and in the manner as stipulated by the Assignee/Bank. Such decision by the Assignee/Bank shall be binding on the Purchaser. In the event that the Purchaser fails to pay the Balance Sum within the time or extended time as the case may be) with the same terms (or terms not less favorable to existing Lenders holding Revolving Credit Commitments) as the original Revolving Credit Commitments (and related outstandings); provided that (1) the borrowing and payments (except for (x) payments of interest and fees at different rates on Extended Revolving Credit Commitments (and related outstandings), (y) repayments required upon the commitment termination date of the non-extending tranche of Revolving Credit Commitments and (z) repayment made in connection with a permanent repayment and termination of commitments) of Revolving Loans with respect to Extended Revolving Credit Commitments after the applicable Extension date will be made on a pro rata basis with all other Revolving Credit Commitments, (2) subject to Section 10.5(c), all Letters of Credit will be participated in on a pro rata basis by all Lenders with Revolving Credit Commitments (including Extended Revolving Credit Commitments) in accordance with their percentage of the Revolving Credit Commitments, (3) assignments and participations of Extended Revolving Credit Commitments and related Revolving Loans will be governed by the same assignment and participation provisions applicable to the other Revolving Credit Commitments and Revolving Loans and (4) at no time will there be Revolving Credit Commitments hereunder (including Extended Revolving Credit Commitments and any existing Revolving Credit Commitments) which have more than two (2) different maturity dates; (C) except as to interest rates, fees, amortization, final maturity date, premium, required prepayment dates and participation in prepayments (which will, subject to the immediately succeeding clauses (D), (E) and (F), be determined by the Borrower and set forth in the relevant Extension Offer, subject to acceptance by the Extended Term Lenders), the Term Loans of any Lender that agrees to an Extension with respect to such Term Loans owed to it (an “Extended Term Lender”) extended pursuant to any Extension (“Extended Term Loans”) will have the same terms as the tranche of Term Loans subject to such Extension Offer (except for covenants or other provisions contained therein or other provisions contained therein applicable only to periods after the then Latest Term Loan Maturity Date); 192 [[8076235]] (D) the final maturity date of any Extended Term Loans will be no earlier than the Latest Term Loan Maturity Date of the Term Loans extended thereby; (E) the Weighted Average Life to Maturity of any Extended Term Loans will be no shorter than the Weighted Average Life to Maturity of the Term Loans extended thereby; (F) any Extended Term Loans may participate on a pro rata basis or a less than pro rata basis (but not greater than a pro rata basis except for prepayments with the proceeds of Credit Agreement Refinancing Indebtedness and in respect of an earlier maturing tranche) with non-extending tranches of Term Loans in any mandatory prepayments hereunder, in each case as specified in the manner respective Extension Offer; (G) there will be no more than three (3) Extended Term Loan tranches at any time during the term of this Agreement; and (ii) if the aggregate principal amount of Term Loans (calculated on the outstanding principal amount thereof) or Revolving Credit Commitments in respect of which a Lender will have accepted the relevant Extension Offer will exceed the maximum aggregate principal amount of Term Loans or Revolving Credit Commitments offered to be extended by the Borrower pursuant to such Extension Offer, then the Term Loans or Revolving Credit Commitments of such Lender will be extended ratably up to such maximum amount based on the respective principal or commitment amounts with respect to which such Lender have accepted such Extension Offer. With respect to all Extensions consummated by the Borrower pursuant to this Section, (A) such Extensions will not constitute voluntary or mandatory payments or prepayments for purposes of Sections 2.13 or 2.14 and (B) no Extension Offer is required to be in any minimum amount or any minimum increment; provided that the Borrower may at its election specify as stipulated a condition to consummating any such Extension that a minimum amount (to be determined and specified in Clauses 7.1 above the relevant Extension Offer in the Borrower’s sole discretion and this Clause 7.2may be waived by the Borrower) of Term Loans or Revolving Credit Commitments (as applicable) of any or all applicable tranches be tendered. The Administrative Agent, the Deposit together Collateral Agent, the Issuing Banks and the Lenders hereby consent to the transactions contemplated by this Section (including, for the avoidance of doubt, payment of any interest, fees or premium in respect of any Extended Term Loans and/or Extended Revolving Credit Commitments on such terms as may be set forth in the relevant Extension Offer) and hereby waive the requirements of any provision of this Agreement or any other Credit Document that may otherwise prohibit or conflict with any such Extension or any other transaction contemplated by this Section. (iii) No consent of any Lender, any Issuing Bank, the Collateral Agent or the Administrative Agent will be required to effectuate any Extension, other than (A) the consent of each Lender agreeing to such Extension with respect to one or more of its Term Loans and/or Revolving Credit Commitments (or a portion thereof) and (B) with respect to any Extension of the Revolving Credit Commitments, the consent of the Issuing Banks. All Extended Term Loans, Extended Revolving Credit Commitments and all obligations in respect thereof will be Obligations under this Agreement and the other Credit Documents and secured by the same Liens on the Collateral that secure all other applicable Obligations. The Lenders hereby irrevocably authorize the Administrative [[8076235]] Agent and the Collateral Agent to enter into amendments to this Agreement and the other Credit Documents with the interest Borrower (on behalf of all Credit Parties) as may be necessary in order to establish new tranches or sub-tranches in respect of Term Loans or Revolving Credit Commitments so extended and such technical amendments as may be necessary in the reasonable opinion of the Administrative Agent and the Borrower in connection with the establishment of such new tranches or sub-tranches, in each case on terms consistent with this Section (any such amendment, an “Extension Amendment”). In addition, if so provided in such amendment and with the consent of the Issuing Banks, participations in Letters of Credit expiring on or after the applicable commitment termination date will be re-allocated from Lenders holding non-extended Revolving Credit Commitments to Lenders holding Extended Revolving Credit Commitments in accordance with the terms of such amendment; provided, however, that such participation interests will, upon receipt thereof by the relevant Lenders holding Revolving Credit Commitments, be deemed to be participation interests in respect of such Revolving Credit Commitments and the terms of such participation interests will be adjusted accordingly. Without limiting the foregoing, in connection with any Extensions the applicable Credit Parties will (at their expense) amend (and the Collateral Agent is hereby directed by the Lenders to amend) any Mortgage that has a maturity date prior to the then latest maturity date so that such maturity date referenced therein is extended to the then latest maturity date (or such later date as may be advised by local counsel to the Collateral Agent). The Administrative Agent will promptly notify each Lender of the effectiveness of each such Extension Amendment. (iv) In connection with any Extension, the Borrower will provide the Administrative Agent at least five (5) Business Days (or such shorter period as may be agreed by the Administrative Agent) prior written notice thereof, and will agree to such procedures (including regarding timing, rounding and other adjustments and to ensure reasonable administrative management of the credit facilities hereunder after such Extension), 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 10.5(g). This Section 10.5(g) earned thereon will supersede any provisions of this Section 10.5 or paid under this Clause 7.2 shall be forfeited by the Assignee/Bank and the Property may again be put up for sale at a date and time to be fixed by the Assignee/Bank. The costs and expenses incidental to such resale together with any deficiency in the price obtained in the resale comparing Section 2.17 or 10.4 to the price obtained in the aforesaid sale shall be recoverable from the defaulting Purchaser. A certificate by an officer of the Assignee/Bank / Bank as to costs and expenses incidental to such resale shall be accepted by the Purchaser as correct and conclusive.contrary