Common use of Extensions of Expiration Date Clause in Contracts

Extensions of Expiration Date. An Account Party may, at its option, give the Administrative Agent and the Issuing Bank written notice (an "Extension Request") at any time not more than ninety days, nor less than sixty days, prior to the Expiration Date in effect at such time (the "Current Expiration Date") of such Account Party's desire to extend the Expiration Date to a date which is not later than 364 days after the Current Expiration Date. The Administrative Agent shall promptly inform the Banks of such Extension Request. Each Bank which agrees to such Extension Request shall deliver to the Administrative Agent its express written consent thereto no later than forty-five days prior to the Current Expiration Date. No extension shall become effective unless the express written consent thereto by the Required Commitment Banks and the Issuing Bank is received by the Administrative Agent on or before the forty-fifth day prior to the Current Expiration Date. If the Issuing Bank and the Required Commitment Banks, but not all Commitment Banks, have expressly consented in writing to such Extension Request by such thirtieth day, then the Administrative Agent shall so notify such Account Party and such Account Party may, effective as of the Current Expiration Date, take one or both of the following actions: (i) replace any Commitment Bank which has not agreed to such Extension Request (a "Nonextending Bank") with another commercial lending institution satisfactory to the Issuing Bank (a "Replacement Bank") by giving notice of the name of such Replacement Bank to the Administrative Agent and the Issuing Bank not later than five Business Days prior to the then effective Expiration Date and (ii) elect to implement a Conversion to Tranche System as contemplated by Section 2.15 hereof (or, if the Conversion to Tranche System has previously been implemented, elect to implement a Supplement to Tranche System as contemplated by Section 2.15 hereof). In the event that a Nonextending Bank is to be replaced by a Replacement Bank, such Nonextending Bank shall, upon payment to it of all amounts

Extensions of Expiration Date. An Account Party The Parent may, at its option, give the Administrative Agent and the Issuing Bank written notice (an "Extension Request") at any time not more than ninety sixty days, nor less than sixty thirty days, prior to the Expiration Date in effect at such time (the "Current Expiration Date") of such Account Partythe Parent's desire to extend the Expiration Date to a date which is not later than 364 days after the Current Expiration Date. The Administrative Agent shall promptly inform the Banks of such Extension Request. Each Bank which agrees to such Extension Request shall deliver to the Administrative Agent its express written consent thereto no later than forty-five ten days prior to the Current Expiration Date. No extension shall become effective unless the express written consent thereto by the Required Commitment Banks and the Issuing Bank is received by the Administrative Agent on or before the forty-fifth tenth day prior to the Current Expiration Date. If the Issuing Bank and the Required Commitment Banks, but not all Commitment Banks, have expressly consented in writing to such Extension Request by such thirtieth tenth day, then the Administrative Agent shall so notify such Account Party the Parent and such Account Party the Parent may, effective as of the Current Expiration Date, take one or both of the following actions: (i) replace (as a party to, and for all purposes of, this Agreement) any Commitment Bank which has not agreed to such Extension Request (a "Nonextending Bank") with another commercial lending institution satisfactory to the Issuing Bank (a "Replacement Bank") by giving notice of the name of such Replacement Bank to the Administrative Agent and the Issuing Bank not later than five Business Days prior to the then effective Current Expiration Date and (ii) elect to implement a Conversion to Tranche System as contemplated by Section 2.15 2.18 hereof (or, if the Conversion to Tranche System has previously been implemented, elect to implement a Supplement to Tranche System as contemplated by Section 2.15 2.18 hereof). In the event that a Nonextending Bank is to be replaced by a Replacement Bank, such Nonextending Bank shall, upon payment to it of all amountsamounts owing to it on the date of its replacement, assign all of its interests hereunder to such Replacement Bank in accordance with the provisions of Section 9.07(c) hereof. If the Issuing Bank and the Required Commitment Banks shall have consented to such Extension Request, then, on the Current Expiration Date, the Expiration Date shall be deemed to have been extended to, and shall be, the date specified in such Extension Request. The Administrative Agent shall promptly after any such extension advise the Banks of any changes in the LC Commitment Amounts and the Letter of Credit Participating Interest Percentages, as well as any changes effected by the election of the Conversion to Tranche System or a Supplement to Tranche System.

Extensions of Expiration Date. An Account Party XL Insurance may, at its option, give the Administrative Agent and the Issuing Bank written notice (an "Extension Request") at any time not more than ninety days, nor less than sixty forty-five days, prior to the Expiration Date in effect at such time (the "Current Expiration Date") of such Account PartyXL Insurance's desire to extend the Expiration Date to a date which is not later than 364 days after the Current Expiration Date. The Administrative Agent shall promptly inform the Banks of such Extension Request. Each Bank which agrees to such Extension Request shall deliver to the Administrative Agent its express written consent thereto no later than forty-five thirty days prior to the Current Expiration Date. No extension shall become effective unless the express written consent thereto by the Required Commitment Banks and the Issuing Bank is received by the Administrative Agent on or before the forty-fifth thirtieth day prior to the Current Expiration Date. If the Issuing Bank and the Required Commitment Banks, but not all Commitment Banks, have expressly consented in writing to such Extension Request by such thirtieth day, then the Administrative Agent shall so notify such Account Party XL Insurance and such Account Party XL Insurance may, effective as of the Current Expiration Date, take one or both of the following actions: (i) replace any Commitment Bank which has not agreed to such Extension Request (a "Nonextending Bank") with another commercial lending institution satisfactory to the Issuing Bank (a "Replacement Bank") by giving notice of the name of such Replacement Bank to the Administrative Agent and the Issuing Bank not later than five Business Days prior to the then effective Current Expiration Date and (ii) elect to implement a Conversion to Tranche System as contemplated by Section 2.15 hereof (or, if the Conversion to Tranche System has previously been implemented, elect to implement a Supplement to Tranche System as contemplated by Section 2.15 hereof). In the event that a Nonextending Bank is to be replaced by a Replacement Bank, such Nonextending Bank shall, upon payment to it of all amountsamounts owing to it on the date of its replacement, assign all of its interests hereunder to such Replacement Bank in accordance with the provisions of Section 9.13(c) hereof. If the Issuing Bank and the Required Commitment Banks shall have consented to such Extension Request, then, on the Current Expiration Date, the Expiration Date shall be deemed to have been extended to, and shall be, the date specified in such Extension Request. The Agent shall promptly after any such extension advise the Banks of any changes in the Letter of Credit Participating Interest Committed Amounts and the Letter of Credit Participating Interest Commitment Percentages, as well as any changes effected by the election of the Conversion to Tranche System or a Supplement to Tranche System.

Extensions of Expiration Date. An Account Party AUL may, at its option, give the Administrative Agent and the Issuing Bank written notice (an "Extension Request") at any time not more than ninety days, nor less than sixty forty-five days, prior to the Expiration Date in effect at such time (the "Current Expiration Date") of such Account PartyAUL's desire to extend the Expiration Date to a date which is not later than 364 days after the Current Expiration Date. The Administrative Agent shall promptly inform the Banks of such Extension Request. Each Bank which agrees to such Extension Request shall deliver to the Administrative Agent its express written consent thereto no later than forty-five thirty days prior to the Current Expiration Date. No extension shall become effective unless the express written consent thereto by the Required Commitment Banks and the Issuing Bank is received by the Administrative Agent on or before the forty-fifth thirtieth day prior to the Current Expiration Date. If the Issuing Bank and the Required Commitment Banks, but not all Commitment Banks, have expressly consented in writing to such Extension Request by such thirtieth day, then the Administrative Agent shall so notify such Account Party AUL and such Account Party AUL may, effective as of the Current Expiration Date, take one or both of the following actions: (i) replace any Commitment Bank which has not agreed to such Extension Request (a "Nonextending Bank") with another commercial lending institution satisfactory to the Issuing Bank (a "Replacement Bank") by giving notice of the name of such Replacement Bank to the Administrative Agent and the Issuing Bank not later than five Business Days prior to the then effective Current Expiration Date and (ii) elect to implement a Conversion to Tranche System as contemplated by Section 2.15 hereof (or, if the Conversion to Tranche System has previously been implemented, elect to implement a Supplement to Tranche System as contemplated by Section 2.15 hereof). In the event that a Nonextending Bank is to be replaced by a Replacement Bank, such Nonextending Bank shall, upon payment to it of all amountsamounts owing to it on the date of its replacement (it being understood that such payment of the outstanding principal amount of and accrued interest on Loans will be made by the Replacement Bank in accordance with Section 10.13(c) hereof), assign all of its interests hereunder to such Replacement Bank in accordance with the provisions of Section 10.13(c) hereof. If a Nonextending Bank is not so replaced, such Nonextending Bank shall, in accordance with Section 2.15 hereof, retain the obligation to fund draws on Letters of Credit issued prior to the Current Expiration Date, unless such Letter of Credit shall have been renewed (including, without limitation, renewal by operation of an evergreen provision) since the Current Expiration Date. If the Issuing Bank and the Required Commitment Banks shall have consented to such Extension Request (and, if fewer than all the Banks shall have so consented, AUL shall have elected to implement a Conversion to Tranche

Extensions of Expiration Date. An Account Party The Parent may, at its ----------------------------- option, give the Administrative Agent and the Issuing Bank written notice (an "Extension Request") at any time not more than ninety sixty days, nor less than sixty thirty ----------------- days, prior to the Expiration Date in effect at such time (the "Current ------- Expiration Date") of such Account Partythe Parent's desire to extend the Expiration Date to a date --------------- which is not later than 364 days after the Current Expiration Date. The Administrative Agent shall promptly inform the Banks of such Extension Request. Each Bank which agrees to such Extension Request shall deliver to the Administrative Agent its express written consent thereto no later than forty-five ten days prior to the Current Expiration Date, and any failure of a Bank so to respond shall be deemed to be such Bank's determination not to extend. No extension shall become effective unless the express written consent thereto by the Required Commitment Banks and the Issuing Bank is received by the Administrative Agent on or before the forty-fifth tenth day prior to the Current Expiration Date. If the Issuing Bank and the Required Commitment Banks, but not all Commitment Banks, have expressly consented in writing to such Extension Request by such thirtieth tenth day, then the Administrative Agent shall so notify such Account Party the Parent and such Account Party the Parent may, effective as of the Current Expiration Date, take one or both of the following actions: (i) replace (as a party to, and for all purposes of, this Agreement) any Commitment Bank which has not agreed to such Extension Request (a "Nonextending Bank") with another commercial lending institution satisfactory to ----------------- the Issuing Bank (a "Replacement Bank") by giving notice of the name of such ---------------- Replacement Bank to the Administrative Agent and the Issuing Bank not later than five Business Days prior to the then effective Current Expiration Date and (ii) elect to implement a Conversion to Tranche System as contemplated by Section 2.15 2.18 hereof (or, if the Conversion to Tranche System has previously been implemented, elect to implement a Supplement to Tranche System as contemplated by Section 2.15 2.18 hereof). In the event that a Nonextending Bank is to be replaced by a Replacement Bank, such Nonextending Bank shall, upon payment to it of all amountsamounts owing to it on the date of its replacement, assign all of its interests hereunder to such Replacement Bank in accordance with the provisions of Section 9.07(c) hereof. If the Issuing Bank and the Required Commitment Banks shall have consented to such Extension Request, then, on the Current Expiration Date, the Expiration Date shall be deemed to have been extended to, and shall be, the date specified in such Extension Request. The Administrative Agent shall promptly after any such extension advise the Banks of any changes in the LC Commitment Amounts and the Letter of Credit Participating Interest Percentages, as well as any changes effected by the election of the Conversion to Tranche System or a Supplement to Tranche System.

Extensions of Expiration Date. An Account Party The Borrowers may, at its their option, give the Administrative Agent and the Issuing Bank written notice (an "Extension Request") at any time not more than ninety 90 days, nor less than sixty 60 days, prior to the Expiration Date in effect at such time (the "Current then effective Expiration Date") , of such Account Party's the Borrowers' desire to extend the then effective Expiration Date to a date which is not later than 364 days after the Current "Reset Date". The "Reset Date" means the date which is 30 days prior to the then effective Expiration Date. The Administrative Agent shall promptly inform the Banks of such Extension Request. Each Bank which that agrees to with such Extension Request shall deliver to the Administrative Agent its express written consent thereto no later than forty-five days prior to the Current Expiration Reset Date. No extension shall become effective unless the express written consent thereto agreed to by the Required Commitment Banks and the Issuing Bank is received by the Administrative Agent on or before the forty-fifth day prior to the Current Expiration Reset Date. If the Issuing Bank and the Required Commitment Banks, but all Banks have not all Commitment Banks, have in writing expressly consented in writing to any such Extension Request by such thirtieth daythe Reset Date, then the Administrative Agent shall so notify such Account Party the Borrowers and such Account Party the Borrowers, at their option, may, effective as of the Current then effective Expiration Date, take one or both of the following actions: (i) replace any Commitment Bank which has not agreed to such Extension Request (a "Nonextending Bank") with another commercial lending institution reasonably satisfactory to the Issuing Bank Agent (a "Replacement Bank") by giving notice of the name of such Replacement Bank to the Administrative Agent and the Issuing Bank not later than five Business Days prior to the then effective Expiration Date and or (ii) elect to implement a Conversion to Tranche System as contemplated by Section 2.15 hereof (or, if pay the Conversion to Tranche System has previously been implemented, elect to implement a Supplement to Tranche System as contemplated by Section 2.15 hereof)Loans of such Nonextending Bank. In Upon notice from the event that a Nonextending Bank is to be replaced by a Replacement BankAgent, such Nonextending Bank shall, upon as of the then effective Expiration Date, assign all of its interests hereunder to such Replacement Bank in accordance with the provisions of Section 9.13 hereof. If the Required Banks shall have consented to such Extension Request, then, on the then effective Expiration Date, after payment to it by the Borrower (or, if applicable, by a Replacement Bank) of all amountsamounts payable hereunder to each Nonextending Bank, the

Extensions of Expiration Date. An Account Party The Borrowers may, at its their option, give the Administrative Agent and the Issuing Bank written notice (an "Extension Request") at any time not more than ninety 90 days, nor less than sixty 60 days, prior to the Expiration Date in effect at such time (the "Current then effective Expiration Date") , of such Account Party's the Borrowers' desire to extend the then effective Expiration Date to a date which is not later than 364 days after the Current "Reset Date". The "Reset Date" means the date which is 30 days prior to the then effective Expiration Date. The Administrative Agent shall promptly inform the Banks of such Extension Request. Each Bank which that agrees to with such Extension Request shall deliver to the Administrative Agent its express written consent thereto no later than forty-five days prior to the Current Expiration Reset Date. No extension shall become effective unless the express written consent thereto agreed to by the Required Commitment Banks and the Issuing Bank is received by the Administrative Agent on or before the forty-fifth day prior to the Current Expiration Reset Date. If the Issuing Bank and the Required Commitment Banks, but all Banks have not all Commitment Banks, have in writing expressly consented in writing to any such Extension Request by such thirtieth daythe Reset Date, then the Administrative Agent shall so notify such Account Party the Borrowers and such Account Party the Borrowers, at their option, may, effective as of the Current then effective Expiration Date, take one or both of the following actions: (i) replace any Commitment Bank which has not agreed to such Extension Request (a "Nonextending Bank") with another commercial lending institution reasonably satisfactory to the Issuing Bank Administrative Agent (a "Replacement Bank") by giving notice of the name of such Replacement Bank to the Administrative Agent and the Issuing Bank not later than five Business Days prior to the then effective Expiration Date and or (ii) elect to implement a Conversion to Tranche System as contemplated by Section 2.15 hereof (or, if pay the Conversion to Tranche System has previously been implemented, elect to implement a Supplement to Tranche System as contemplated by Section 2.15 hereof)Loans of such Nonextending Bank. In Upon notice from the event that a Nonextending Bank is to be replaced by a Replacement BankAdministrative Agent, such Nonextending Bank shall, upon as of the then effective Expiration Date, assign all of its interests hereunder to such Replacement Bank in accordance with the provisions of Section 9.13 hereof. If the Required Banks shall have consented to such Extension Request, then, on the then effective Expiration Date, after payment to it by the Borrower (or, if applicable, by a Replacement Bank) of all amountsamounts payable hereunder to each Nonextending Bank, the Expiration Date shall be deemed to have been extended to, and shall be, the date specified in such Extension Notice. The Administrative Agent shall promptly after any such extension advise the Banks of any decrease in the aggregate Committed Amounts of the Banks and of the respective Committed Amounts of all Banks. Each Bank may agree or not agree to any such Extension Request in its sole and absolute discretion and any Bank not agreeing (or not responding) to an Extension Request shall not be deemed to have extended the Expiration Date regardless of whether a Replacement Bank is obtained.

Extensions of Expiration Date. An Account Party X.L. Insurance may, at its option, ----------------------------- give the Administrative Agent and the Issuing Bank written notice (an "Extension Request") at any time not more than ninety days, nor less than sixty forty-five days, prior to the Expiration Date in effect at such time (the "Current Expiration Date") of such Account PartyX.L. Insurance's desire to extend the Expiration Date to a date which is not later than 364 days after the Current Expiration Date. The Administrative Agent shall promptly inform the Banks of such Extension Request. Each Bank which agrees to such Extension Request shall deliver to the Administrative Agent its express written consent thereto no later than forty-five thirty days prior to the Current Expiration Date. No extension shall become effective unless the express written consent thereto by the Required Commitment Banks and the Issuing Bank is received by the Administrative Agent on or before the forty-fifth thirtieth day prior to the Current Expiration Date. If the Issuing Bank and the Required Commitment Banks, but not all Commitment Banks, have expressly consented in writing to such Extension Request by such thirtieth day, then the Administrative Agent shall so notify such Account Party X.L. Insurance and such Account Party X.L. Insurance may, effective as of the Current Expiration Date, take one or both of the following actions: (i) replace any Commitment Bank which has not agreed to such Extension Request (a "Nonextending Bank") with another commercial lending institution satisfactory to the Issuing Bank (a "Replacement Bank") by giving notice of the name of such Replacement Bank to the Administrative Agent and the Issuing Bank not later than five Business Days prior to the then effective Expiration Date and (ii) elect to implement a Conversion to Tranche System as contemplated by Section 2.15 hereof (or, if the Conversion to Tranche System has previously been implemented, elect to implement a Supplement to Tranche System as contemplated by Section 2.15 hereof). In the event that a Nonextending Bank is to be replaced by a Replacement Bank, such Nonextending Bank shall, upon payment to it of all amountsamounts owing to it on the date of its replacement, assign all of its interests hereunder to such Replacement Bank in accordance with the provisions of Section 9.13(c) hereof. If the Issuing Bank and the Required Commitment Banks shall have consented to such Extension Request, then, on the Current Expiration Date, the Expiration Date shall be deemed to have been extended to, and shall be, the date specified in such Extension Notice. The Agent shall promptly after any such extension advise the Banks of any changes in the Letter of Credit Participating Interest Committed Amounts and the Letter of Credit Participating Interest Commitment Percentages, as well as any changes effected by the election of the Conversion to Tranche System or a Supplement to Tranche System.

Extensions of Expiration Date. An Account Party URGI may, at its option, give the Administrative Agent and the Issuing Bank written notice (an "Extension Request") at any time not more than ninety days, nor less than sixty forty-five days, prior to the Expiration Date in effect at such time (the "Current Expiration Date") of such Account PartyURGI's desire to extend the Expiration Date to a date which is not later than 364 days after the Current Expiration Date. The Administrative Agent shall promptly inform the Banks of such Extension Request. Each Bank which agrees to such Extension Request shall deliver to the Administrative Agent its express written consent thereto no later than forty-five thirty days prior to the Current Expiration Date. No extension shall become effective unless the express written consent thereto by the Required Commitment Banks and the Issuing Bank is received by the Administrative Agent on or before the forty-fifth thirtieth day prior to the Current Expiration Date. If the Issuing Bank and the Required Commitment Banks, but not all Commitment Banks, have expressly consented in writing to such Extension Request by such thirtieth day, then the Administrative Agent shall so notify such Account Party URGI and such Account Party URGI may, effective as of the Current Expiration Date, take one or both of the following actions: (i) replace any Commitment Bank which has not agreed to such Extension Request (a "Nonextending Bank") with another commercial lending institution satisfactory to the Issuing Bank (a "Replacement Bank") by giving notice of the name of such Replacement Bank to the Administrative Agent and the Issuing Bank not later than five Business Days prior to the then effective Current Expiration Date and (ii) elect to implement a Conversion to Tranche System as contemplated by Section 2.15 hereof (or, if the Conversion to Tranche System has previously been implemented, elect to implement a Supplement to Tranche System as contemplated by Section 2.15 hereof). In the event that a Nonextending Bank is to be replaced by a Replacement Bank, such Nonextending Bank shall, upon payment to it of all amountsamounts owing to it on the date of its replacement (it being understood that such payment of the outstanding principal amount of and accrued interest on Loans will be made by the Replacement Bank in accordance with Section 9.13(c) hereof), assign all of its interests hereunder to such Replacement Bank in accordance with the provisions of Section 9.13(c) hereof. If a Nonextending Bank is not so replaced, such Nonextending Bank shall, in accordance with Section 2.15 hereof, retain the obligation to fund draws on Letters of Credit issued prior to the Current Expiration Date, unless such Letter of Credit shall have been renewed (including, without limitation, renewal by operation of an evergreen provision) since the Current Expiration Date. If the Issuing Bank and the Required Commitment Banks shall have consented to such Extension Request (and, if fewer than all the Banks shall have so consented, URGI shall have elected to implement a Conversion to Tranche System or Supplement to Tranche System, as the case may be), then, on the Current Expiration Date, the Expiration Date shall be deemed to have been extended to, and shall be, the date specified in such Extension Notice. The Administrative Agent shall promptly after any such extension advise the Banks of any changes in the Committed Amounts and the Commitment Percentages, as well as any changes effected by the election of the Conversion to Tranche System or a Supplement to Tranche System.

Extensions of Expiration Date. An Account Party The Parent may, at its option, give the Administrative Agent and the Issuing Bank written notice (an "Extension Request") at any time not more than ninety days, nor less than sixty days, prior to the Expiration Date in effect at such time (the "Current Expiration Date") of such Account Partythe Parent's desire to extend the Expiration Date to a date which is not later than 364 days after the Current Expiration Date. The Administrative Agent shall promptly inform the Banks of such Extension Request. Each Bank which agrees to such Extension Request shall deliver to the Administrative Agent its express written consent thereto no later than forty-five thirty days prior to the Current Expiration Date. No extension shall become effective unless the express written consent thereto by the Required Commitment Banks and the Issuing Bank is received by the Administrative Agent on or before the forty-fifth thirtieth day prior to the Current Expiration Date. If the Issuing Bank and the Required Commitment Banks, but not all Commitment Banks, have expressly consented in writing to such Extension Request by such thirtieth day, then the Administrative Agent shall so notify such Account Party the Parent and such Account Party the Parent may, effective as of the Current Expiration Date, take one or both of the following actions: (i) replace (as a party to, and for all purposes of, this Agreement) any Commitment Bank which has not agreed to such Extension Request (a "Nonextending Bank") with another commercial lending institution satisfactory to the Issuing Bank (a "Replacement Bank") by giving notice of the name of such Replacement Bank to the Administrative Agent and the Issuing Bank not later than five Business Days prior to the then effective Current Expiration Date and (ii) elect to implement a Conversion to Tranche System as contemplated by Section 2.15 2.18 hereof (or, if the Conversion to Tranche System has previously been implemented, elect to implement a Supplement to Tranche System as contemplated by Section 2.15 2.18 hereof). In the event that a Nonextending Bank is to be replaced by a Replacement Bank, such Nonextending Bank shall, upon payment to it of all amountsamounts owing to it on the date of its replacement, assign all of its interests hereunder to such Replacement Bank in accordance with the provisions of Section 9.07(c) hereof. If the Issuing Bank and the Required Commitment Banks shall have consented to such Extension Request, then, on the Current Expiration Date, the Expiration Date shall be deemed to have been extended to, and shall be, the date specified in such Extension Request. The Administrative Agent shall promptly after any such extension advise the Banks of any changes in the LC Commitment Amounts and the Letter of Credit Participating Interest Percentages, as well as any changes effected by the election of the Conversion to Tranche System or a Supplement to Tranche System.