Common use of Extensions of Maturity Date Clause in Contracts

Extensions of Maturity Date. (a) The Borrower may, by written notice to the Administrative Agent (each an “Extension Request”) given on any date no later than forty-five (45) days prior to the then existing Maturity Date (the “Existing Maturity Date”), request that the Lenders and Issuers extend the Existing Maturity Date in accordance with this Section. The Administrative Agent shall promptly advise the Lenders and the Issuers of any Extension Request given pursuant to this Section 2.21. (b) The Existing Maturity Date shall be extended with respect to the Commitment, Loans and the other rights and obligations of the Lenders or Issuers that, each acting in its sole discretion, have consented to such Extension Request (it being understood and agreed that any Lender or Issuer that shall have failed to exercise such right as set forth below shall be deemed to have not consented), to the date specified in such Extension Request, if (A) the Administrative Agent shall have received the written consent of the Required Lenders to the applicable Extension Request prior to the date to be agreed upon by the Borrower and the Administrative Agent following the date on which the applicable Extension Request has been given (each such date, an “Extended Maturity Effective Date”); (B) the representations and warranties hereof the Loan Parties set forth in the Loan Documents shall be true and correct in all material respects (or, in the case of representations and warranties qualified as to materiality, in all respects) on and as of the applicable Extended Maturity Effective Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date, in which case such representation and warranty shall be true and correct in all material respects (or, in the case of representations and warranties qualified as to materiality, in all respects) as of such earlier date; (C) no Event of Default or Default shall have occurred and be continuing on or as of the applicable Extended Maturity Effective Date (after giving effect to such extension); and (D) the Administrative Agent shall have received (x) the relevant Extension Request and (y) a certificate dated the applicable Extended Maturity Effective Date confirming the satisfaction of the condition set forth in clause (B) above and that as of such Extended Maturity Effective Date, no Event of Default or Default has occurred and is continuing. In no event shall the Maturity Date be extended with respect to the Commitments, Loans or any other right or obligations hereunder of any Lender or Issuer without the prior written consent of such Lender or Issuer to such extension. (c) In the event that any Lender or any Issuer shall not have consented to an Extension Request, the Borrower shall have the right, at its own expense and effort, upon notice to such Lender or Issuer and the Administrative Agent, to require such Lender or Issuer to transfer and assign without recourse (in accordance with and subject to the restrictions contained in Section 9.04) all its interests, rights and obligations under this Agreement and the other Loan Documents to another Eligible Assignee (provided, in the case of a replacement of an Issuer, that such Eligible Assignee complies with the definition of Issuer hereunder) that has informed the Administrative Agent of its consent to such Extension Request in writing prior to the applicable Extended Maturity Effective Date, which shall assume such obligations; provided, however, that (i) no such assignment shall conflict with any law, rule or regulation or order of any Governmental Authority and (ii) the Borrower or the assignee, as the case may be, shall pay to the affected Lender or Issuer in immediately available funds on the date of such termination or assignment the principal of and interest accrued to the date of payment on the Loans made or Letter of Credit Issued by such affected Lender or Issuer, as applicable, and all other amounts accrued for such affected Lender’s or Issuer’s account or owed to it hereunder. (d) If an Extension Request has become effective hereunder: (i) not later than the fifth Business Day prior to the Existing Maturity Date, Holdings and the Borrower, as applicable, shall pay or prepay so much of the Loans (or cash collateralize Letters of Credit in accordance with the last paragraph of Article VII), such that, after giving effect to such prepayments and such provision of cash collateral, the aggregate Revolving Credit Outstandings as of such date will not exceed the aggregate Commitments of the Lenders that consented to such Extension Request (and neither Holdings nor the Borrower shall be permitted thereafter to request any Loan or any Issuance of a Letter of Credit if, after giving effect thereto, the Revolving Credit Outstandings would exceed the aggregate amount of the Commitments so extended); and (ii) on the Existing Maturity Date, the Commitment of each Lender that did not consent to such Extension Request shall, to the extent not assumed, assigned or transferred as provided in paragraph (c) of this Section, terminate, and the Borrower shall repay all the Loans of each such Lender, to the extent such Loans shall not have been so purchased, assigned and transferred, in each case together with accrued and unpaid interest and all fees and other amounts owing to such Lender hereunder, it being understood and agreed that, subject to satisfaction of the conditions set forth in Section 4.03, such repayments may be funded with the proceeds of new Borrowings made simultaneously with such repayments by the Lenders that consented to such Extension Request, which such Borrowings shall be made ratably by such consenting Lenders in accordance with their extended Commitments. (e) Notwithstanding any provision of this Agreement to the contrary, it is hereby agreed that no extension of an Existing Maturity Date in accordance with the express terms of this Section shall be deemed to (i) violate the first sentence of Section 2.10(c) or Section 2.15 (“Pro Rata Treatment”) or any other provision of this Agreement requiring the ratable reduction of Commitments or the ratable sharing of payments or (ii) require the consent of all Lenders or all affected Lenders under Section 9.08(b).

Extensions of Maturity Date. (a) The Borrower may, by written notice to the Administrative Agent from time to time, request an extension (each each, an “Extension”) of the Revolving Credit Maturity Date and/or the Term Loan Maturity Date of any Class of Loans and Commitments to the extended maturity date specified in such notice. Such notice shall (i) set forth the amount of the applicable Class of Revolving Credit Commitments and/or Term Loans to be extended (which shall be in minimum increments of $500,000 and a minimum amount of $5,000,000), (ii) set forth the date on which such Extension is requested to become effective (which shall be not less than 10 Business Days nor more than 60 days after the date of such Extension (or such longer or shorter periods as the Administrative Agent shall agree)) and (iii) identify the relevant Class of Revolving Credit Commitments and/or Term Loans to which such Extension relates. Each Lender of the applicable Class shall be offered (an “Extension RequestOffer”) given an opportunity to participate in such Extension on any date no later than forty-five (45) days prior to a pro rata basis and on the then existing Maturity Date (the “Existing Maturity Date”), request that the Lenders same terms and Issuers extend the Existing Maturity Date in accordance with this Section. The Administrative Agent shall promptly advise the Lenders and the Issuers conditions as each other Lender of any Extension Request given such Class pursuant to this Section 2.21procedures established by, or reasonably acceptable to, the Administrative Agent. If the aggregate principal amount of Revolving Credit Commitments or Term Loans (calculated on the face amount thereof) in respect of which Lenders shall have accepted the relevant Extension Offer shall exceed the maximum aggregate principal amount of Revolving Credit Commitments or Term Loans, as applicable, requested to be extended by the Borrower pursuant to such Extension Offer, then the Revolving Credit Commitments or Term Loans, as applicable, of Lenders of the applicable Class shall be extended ratably up to such maximum amount based on the respective principal amounts (but not to exceed actual holdings of record) with respect to which such Lenders have accepted such Extension Offer. (b) The Existing Maturity Date It shall be extended with respect a condition precedent to the Commitment, Loans effectiveness of any Extension that (i) no Default or Event of Default shall have occurred and the other rights be continuing immediately prior to and obligations of the Lenders or Issuers that, each acting in its sole discretion, have consented immediately after giving effect to such Extension Request Extension, (it being understood and agreed that any Lender or Issuer that shall have failed to exercise such right as set forth below shall be deemed to have not consented), to the date specified in such Extension Request, if (A) the Administrative Agent shall have received the written consent of the Required Lenders to the applicable Extension Request prior to the date to be agreed upon by the Borrower and the Administrative Agent following the date on which the applicable Extension Request has been given (each such date, an “Extended Maturity Effective Date”); (Bii) the representations and warranties hereof the Loan Parties set forth in the Article III and in each other Loan Documents Document shall be true and correct in all material respects (oror in all respects, in the case of representations and warranties if qualified as to materiality, in all respects) on and as of the applicable Extended Maturity Effective Date with the same effect as though made on and as date of such dateExtension, except (iii) the Issuing Bank shall have consented to any Extension of the Revolving Credit Commitments, to the extent that such representations Extension provides for the issuance of Letters of Credit at any time during the extended period and warranties expressly relate to an earlier date, in which case (iv) the terms of such representation Extended Revolving Credit Commitments and warranty Extended Term Loans shall comply with Section 2.26(c). (c) The terms of each Extension shall be true determined by the Borrower and correct the applicable extending Lenders and set forth in all material respects an amendment (oran “Extension Amendment”) relating to this Agreement; provided that (i) the final maturity date of any Extended Revolving Credit Commitment or Extended Term Loan shall be no earlier than the Latest Maturity Date, in the case of representations and warranties qualified as to materiality, in all respects(ii)(A) as of such earlier date; (C) there shall be no Event of Default or Default shall have occurred and be continuing on or as scheduled amortization of the applicable Extended Maturity Effective Date (after giving effect to such extension); Revolving Credit Commitments and (DB) the Administrative Agent average life to maturity of the Extended Term Loans shall have received be no shorter than the remaining average life to maturity of the existing Term Loans, (xiii) the relevant Extension Request Extended Revolving Loans and the Extended Term Loans will rank pari passu with (or junior to) the existing Revolving Loans and the Term Loans in right of payment and with respect to security and the borrower and guarantors of the Extended Revolving Credit Commitments or Extended Term Loans, as applicable, shall be the same as the Borrower and Guarantors with respect to the existing Revolving Loans or Term Loans, (iv) the interest rate margin, rate floors, fees, original issue discounts and premiums applicable to any Extended Revolving Credit Commitments (and the Extended Revolving Loans thereunder) and Extended Term Loans shall be determined by the Borrower and the applicable extending Lenders and (yv) a certificate dated to the applicable Extended Maturity Effective Date confirming extent the satisfaction terms of the condition Extended Revolving Credit Commitments or Extended Term Loans are inconsistent with the terms set forth herein (except as set forth in clause (Bi) above and that as of through (iv) above), such Extended Maturity Effective Date, no Event of Default or Default has occurred and is continuing. In no event terms shall the Maturity Date be extended with respect reasonably satisfactory to the Commitments, Loans or any other right or obligations hereunder of any Lender or Issuer without the prior written consent of such Lender or Issuer to such extensionAdministrative Agent. (cd) In connection with any Extension, the event that any Borrower, the Administrative Agent and each applicable extending Lender or any Issuer shall not have consented execute and deliver to the Administrative Agent an Extension Request, the Borrower shall have the right, at its own expense Amendment and effort, upon notice to such Lender or Issuer and other documentation as the Administrative Agent, Agent shall reasonably specify to require such evidence the Extension. The Administrative Agent shall promptly notify each Lender or Issuer to transfer and assign without recourse (in accordance with and subject as to the restrictions contained in Section 9.04) all its interestseffectiveness of each Extension. Any Extension Amendment may, rights and obligations under without the consent of any other Lender, effect such amendments to this Agreement and the other Loan Documents to another Eligible Assignee (providedas may be necessary or appropriate, in the case reasonable opinion of a replacement of an Issuer, that such Eligible Assignee complies with the definition of Issuer hereunder) that has informed the Administrative Agent and the Borrower, to implement the terms of its consent to any such Extension Request in writing prior Offer, including any amendments necessary to the applicable establish Extended Maturity Effective Date, which shall assume such obligations; provided, however, that (i) no such assignment shall conflict with any law, rule Revolving Credit Commitments or regulation Extended Term Loans as a new Class or order tranche of any Governmental Authority and (ii) the Borrower Revolving Credit Commitments or the assignee, as the case may be, shall pay to the affected Lender or Issuer in immediately available funds on the date of such termination or assignment the principal of and interest accrued to the date of payment on the Loans made or Letter of Credit Issued by such affected Lender or IssuerTerm Loans, as applicable, and all such other amounts accrued for such affected Lender’s technical amendments as may be necessary or Issuer’s account or owed to it hereunder. (d) If an Extension Request has become effective hereunder: (i) not later than appropriate in the fifth Business Day prior to the Existing Maturity Date, Holdings and the Borrower, as applicable, shall pay or prepay so much reasonable opinion of the Loans (or cash collateralize Letters of Credit in accordance with the last paragraph of Article VII), such that, after giving effect to such prepayments and such provision of cash collateral, the aggregate Revolving Credit Outstandings as of such date will not exceed the aggregate Commitments of the Lenders that consented to such Extension Request (and neither Holdings nor the Borrower shall be permitted thereafter to request any Loan or any Issuance of a Letter of Credit if, after giving effect thereto, the Revolving Credit Outstandings would exceed the aggregate amount of the Commitments so extended); and (ii) on the Existing Maturity Date, the Commitment of each Lender that did not consent to such Extension Request shall, to the extent not assumed, assigned or transferred as provided in paragraph (c) of this Section, terminate, Administrative Agent and the Borrower shall repay all in connection with the Loans establishment of each such Lender, new Class or tranche (including to preserve the extent such Loans shall not have been so purchased, assigned pro rata treatment of the extended and transferrednon-extended Classes or tranches and to provide for the reallocation of L/C Exposure upon the expiration or termination of the commitments under any Class or tranche), in each case together on terms consistent with accrued and unpaid interest and all fees and other amounts owing to such Lender hereunder, it being understood and agreed that, subject to satisfaction of the conditions set forth in Section 4.03, such repayments may be funded with the proceeds of new Borrowings made simultaneously with such repayments by the Lenders that consented to such Extension Request, which such Borrowings shall be made ratably by such consenting Lenders in accordance with their extended Commitments. (e) Notwithstanding any provision of this Agreement to the contrary, it is hereby agreed that no extension of an Existing Maturity Date in accordance with the express terms of this Section shall be deemed to (i) violate the first sentence of Section 2.10(c) or Section 2.15 (“Pro Rata Treatment”) or any other provision of this Agreement requiring the ratable reduction of Commitments or the ratable sharing of payments or (ii) require the consent of all Lenders or all affected Lenders under Section 9.08(b2.26).

Extensions of Maturity Date. (a) The Borrower mayAt least 30 days but not more than 120 days prior to the Initial RC Maturity Date, the Borrower, by written notice to the Administrative Agent (each an “Extension Request”) given on any date no later than fortyAgent, may request a single one-five (45) days prior to year extension of the then existing Maturity Date (the “Existing Initial RC Maturity Date”), request that the Lenders and Issuers extend the Existing Maturity Date in accordance with this Section. The Administrative Agent shall promptly advise the Lenders notify each Lender of such request and the Issuers of any Extension Request given pursuant to this Section 2.21. (b) The Existing Initial RC Maturity Date shall shall, effective as of the Facility Extension Date (as defined below), be extended with respect to the Commitmentfor an additional one year period, Loans and the other rights and obligations of the Lenders or Issuers provided that, each acting in its sole discretion, have consented to such on the Facility Extension Request Date (it being understood and agreed that any Lender or Issuer that shall have failed to exercise such right as set forth below shall be deemed to have not consented), to the date specified in such Extension Request, if (Ai) the Administrative Agent shall have received the written consent payment in full of the Required Lenders to extension fee set forth in Section 2.08(d) and (ii) the applicable Extension Request prior to the date to following statements shall be agreed upon by the Borrower true and the Administrative Agent following shall have received for the date on which account of each Lender Party a certificate signed by a Responsible Officer of the applicable Borrower, dated the Facility Extension Request has been given Date, stating that: (each such date, an “Extended Maturity Effective Date”); (BA) the representations and warranties hereof contained in Section 4.01 are true and correct in all material respects on and as of the Loan Parties set forth Facility Extension Date (unless qualified as to materiality or Material Adverse Effect, in the Loan Documents which case such representations and warranties shall be true and correct in all material respects (or, in the case of representations and warranties qualified as to materiality, in all respects) on and as of the applicable Extended Maturity Effective Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date, in which case such representation and warranty shall be true and correct in all material respects (or, in the case of representations and warranties qualified as to materiality, in all respects) as of such earlier date; (C) no Event of Default or Default shall have occurred and be continuing on or as of the applicable Extended Maturity Effective Date (after giving effect to such extension); and (D) the Administrative Agent shall have received (x) the relevant Extension Request and (y) a certificate dated the applicable Extended Maturity Effective Date confirming the satisfaction of the condition set forth in clause (B) above and that as of such Extended Maturity Effective Date, no Event of Default or Default has occurred and is continuing. In no event shall the Maturity Date be extended with respect to the Commitments, Loans continuing or any other right or obligations hereunder of any Lender or Issuer without the prior written consent of such Lender or Issuer to would result from such extension. . “Facility Extension Date” means the first date after the delivery by the Borrower of the extension notice described above in this Section 2.16 that the conditions set forth in clauses (ci) and (ii) above are satisfied. In the event that an extension is effected pursuant to this Section 2.16 (but subject to provisions of Sections 2.05, 2.06 and 6.01), the aggregate principal amount of all Advances in respect of the Revolving Credit Facility shall be repaid in full ratably to the applicable Lenders on the Maturity Date in respect of the Revolving Credit Facility as so extended. As of the Facility Extension Date, any Lender and all references in this Agreement, the Notes, if any, or any Issuer shall not have consented to an Extension Request, the Borrower shall have the right, at its own expense and effort, upon notice to such Lender or Issuer and the Administrative Agent, to require such Lender or Issuer to transfer and assign without recourse (in accordance with and subject to the restrictions contained in Section 9.04) all its interests, rights and obligations under this Agreement and of the other Loan Documents to another Eligible Assignee (provided, in the case of a replacement of an Issuer, that such Eligible Assignee complies with the definition of Issuer hereunder) that has informed the Administrative Agent of its consent to such Extension Request in writing prior to the applicable Extended Maturity Effective Date, which shall assume such obligations; provided, however, that (i) no such assignment shall conflict with any law, rule or regulation or order of any Governmental Authority and (ii) the Borrower or the assignee, as the case may be, shall pay to the affected Lender or Issuer in immediately available funds on the date of such termination or assignment the principal of and interest accrued to the date of payment on the Loans made or Letter of Credit Issued by such affected Lender or Issuer, as applicable, and all other amounts accrued for such affected Lender’s or Issuer’s account or owed to it hereunder. (d) If an Extension Request has become effective hereunder: (i) not later than the fifth Business Day prior to the Existing “Maturity Date, Holdings and the Borrower, as applicable, shall pay or prepay so much ” in respect of the Loans (or cash collateralize Letters of Credit in accordance with the last paragraph of Article VII), such that, after giving effect to such prepayments and such provision of cash collateral, the aggregate Revolving Credit Outstandings as of such date will not exceed the aggregate Commitments of the Lenders that consented to such Extension Request (and neither Holdings nor the Borrower shall be permitted thereafter to request any Loan or any Issuance of a Letter of Credit if, after giving effect thereto, the Revolving Credit Outstandings would exceed Facility shall refer to the aggregate amount of the Commitments Initial RC Maturity Date as so extended); and (ii) on the Existing Maturity Date, the Commitment of each Lender that did not consent to such Extension Request shall, to the extent not assumed, assigned or transferred as provided in paragraph (c) of this Section, terminate, and the Borrower shall repay all the Loans of each such Lender, to the extent such Loans shall not have been so purchased, assigned and transferred, in each case together with accrued and unpaid interest and all fees and other amounts owing to such Lender hereunder, it being understood and agreed that, subject to satisfaction of the conditions set forth in Section 4.03, such repayments may be funded with the proceeds of new Borrowings made simultaneously with such repayments by the Lenders that consented to such Extension Request, which such Borrowings shall be made ratably by such consenting Lenders in accordance with their extended Commitments. (e) Notwithstanding any provision of this Agreement to the contrary, it is hereby agreed that no extension of an Existing Maturity Date in accordance with the express terms of this Section shall be deemed to (i) violate the first sentence of Section 2.10(c) or Section 2.15 (“Pro Rata Treatment”) or any other provision of this Agreement requiring the ratable reduction of Commitments or the ratable sharing of payments or (ii) require the consent of all Lenders or all affected Lenders under Section 9.08(b).

Extensions of Maturity Date. (a) The Notwithstanding anything herein to the contrary, the Borrower may, at its election by written notice to the Administrative Agent (which shall promptly notify each of the Lenders) (each such election, an “Extension RequestOption”, the date of such election, the “Extension Date”) given on any date no later than forty-five extend the Revolving Commitments, the Revolving Credit Loans and the Term Loans (45such extended Revolving Commitments, the “Extended Commitments” and such extended Revolving Credit Loans and Term Loans, the “Extended Loans”) days prior to the then existing Maturity Date for additional terms of 6 months each (the “Existing Extended Maturity Date”), request that subject to the Lenders following terms and Issuers extend conditions: (a) there shall be no more than two (2) Extension Options exercised during the Existing Maturity Date in accordance with term of this Section. The Administrative Agent shall promptly advise the Lenders and the Issuers of any Extension Request given pursuant to this Section 2.21.Agreement; (b) The Existing no Default or Event of Default shall have occurred or be continuing on the date of such written notice and on the Initial Maturity Date shall be extended with respect to the Commitment, Loans and the other rights and obligations of the Lenders or Issuers that, each acting in its sole discretion, have consented to such Extension Request (it being understood and agreed that any Lender or Issuer that shall have failed to exercise such right as set forth below shall be deemed to have not consented), to the date specified in such Extension Request, if (A) the Administrative Agent shall have received the written consent of the Required Lenders to the applicable Extension Request prior to the date to be agreed upon by the Borrower and the Administrative Agent following the date on which the applicable Extension Request has been given (each such date, an “first Extended Maturity Effective Date”); , as applicable, or would result from the exercise of any Extension Option; (Bc) each of the representations and warranties hereof the made by any Loan Parties set forth Party in or pursuant to the Loan Documents shall be true and correct in all material respects (or, in the case of if such representations and warranties are qualified as to by materiality, in all respects) on and as of the applicable Extended Maturity Effective date of such written notice and on and as of such Extension Date with the same (and after giving effect to such Extension Option) as though if made on and as of such date, dates (except to the extent such that any representations and warranties which expressly relate to an earlier date, in which case such representation and warranty date shall be true and correct in all material respects (or, in the case of if such representations and warranties are qualified as to by materiality, in all respects) as of such earlier date; (C) no Event of Default or Default shall have occurred and be continuing on or as of the applicable Extended Maturity Effective Date (after giving effect to such extension); and (D) the Administrative Agent shall have received (x) the relevant Extension Request and (y) a certificate dated the applicable Extended Maturity Effective Date confirming the satisfaction of the condition set forth in clause (B) above and that as of such Extended Maturity Effective Date, no Event of Default or Default has occurred and is continuing. In no event shall the Maturity Date be extended with respect to the Commitments, Loans or any other right or obligations hereunder of any Lender or Issuer without the prior written consent of such Lender or Issuer to such extension. (c) In the event that any Lender or any Issuer shall not have consented to an Extension Request, the Borrower shall have the right, at its own expense and effort, upon notice to such Lender or Issuer and the Administrative Agent, to require such Lender or Issuer to transfer and assign without recourse (in accordance with and subject to the restrictions contained in Section 9.04) all its interests, rights and obligations under this Agreement and the other Loan Documents to another Eligible Assignee (provided, in the case of a replacement of an Issuer, that such Eligible Assignee complies with the definition of Issuer hereunder) that has informed the Administrative Agent of its consent to such Extension Request in writing prior to the applicable Extended Maturity Effective Date, which shall assume such obligations; provided, however, that (i) no such assignment shall conflict with any law, rule or regulation or order of any Governmental Authority and (ii) the Borrower or the assignee, as the case may be, shall pay to the affected Lender or Issuer in immediately available funds on the date of such termination or assignment the principal of and interest accrued to the date of payment on the Loans made or Letter of Credit Issued by such affected Lender or Issuer, as applicable, and all other amounts accrued for such affected Lender’s or Issuer’s account or owed to it hereunder.; (d) If an the Borrower shall make the request for such Extension Request has become effective hereunder: (i) Option not earlier than 90 days and not later than the fifth Business Day 30 days prior to the Existing Initial Maturity Date, Holdings and the Borroweror first Extended Maturity Date, as applicable, shall pay or prepay so much of ; (e) the Loans (or cash collateralize Letters of Credit in accordance with the last paragraph of Article VII), such that, after giving effect to such prepayments and such provision of cash collateral, the aggregate Revolving Credit Outstandings as of such date will not exceed the aggregate Commitments of the Lenders that consented to such Extension Request (and neither Holdings nor the Borrower latest Extended Maturity Date shall be permitted thereafter to request any Loan or any Issuance of a Letter of Credit if, after giving effect thereto, no later than the Revolving Credit Outstandings would exceed the aggregate amount of the Commitments so extended)Latest Maturity Date; and (iif) on the Existing Maturity Date, the Commitment of each Lender that did not consent to such Extension Request shall, to the extent not assumed, assigned or transferred as provided in paragraph (c) of this Section, terminate, and the Borrower shall repay all pay or cause to be paid to each Lender on each such Extension Date a fee equal to 0.10% of the sum of the amount of the then existing Revolving Commitments of such Lender plus the Outstanding Amount of the Term Loans of each such Lender, to the extent such Loans shall not have been so purchased, assigned and transferred, in each case together with accrued and unpaid interest and all fees and other amounts owing to such Lender hereunder, it being understood and agreed that, subject to satisfaction of the conditions set forth in Section 4.03, such repayments may be funded with the proceeds of new Borrowings made simultaneously with such repayments by the Lenders that consented to such Extension Request, which such Borrowings shall be made ratably by such consenting Lenders in accordance with their extended Commitments. (e) Notwithstanding any provision of this Agreement to the contrary, it is hereby agreed that no extension of an Existing Maturity Date in accordance with the express terms of this Section shall be deemed to (i) violate the first sentence of Section 2.10(c) or Section 2.15 (“Pro Rata Treatment”) or any other provision of this Agreement requiring the ratable reduction of Commitments or the ratable sharing of payments or (ii) require the consent of all Lenders or all affected Lenders under Section 9.08(b).

Extensions of Maturity Date. (a) The Borrower may, by written notice Notwithstanding anything to the Administrative Agent contrary in this Agreement, pursuant to one or more offers (each each, an “Extension RequestOffer”) given on made from time to time by the Company to all Lenders, any date no later than forty-five (45) days prior to the then existing Maturity Date (the “Existing tranche of Commitments with a like Maturity Date”), request that in each case on a pro rata basis (based on the Lenders aggregate outstanding principal amount of such Commitments) and Issuers extend on the Existing Maturity Date in accordance with this Section. The Administrative Agent shall promptly advise same terms to each such Lender, the Lenders and the Issuers of any Extension Request given pursuant to this Section 2.21. (b) The Existing Maturity Date shall be extended with respect to the CommitmentCompany, Loans and the other rights and obligations on behalf of the Borrowers, is hereby permitted to consummate from time to time transactions with individual Lenders or Issuers that, each acting in its sole discretion, have consented to such Extension Request (it being understood and agreed that any Lender or Issuer that shall have failed to exercise such right as set forth below shall be deemed to have not consented), to accept the date specified terms contained in such Extension Request, if (A) Offers to extend the Administrative Agent shall have received Maturity Date of each such Lender’s Commitments and otherwise modify the written consent terms of such Commitments pursuant to the terms of the Required Lenders to relevant Extension Offer (including, without limitation, by increasing the applicable Extension Request prior to the date to be agreed upon by the Borrower and the Administrative Agent following the date on which the applicable Extension Request has been given interest rate or fees payable in respect of such Commitments) (each such dateeach, an “Extension,” and each group of Commitments, as so extended, as well as the original Commitments not so extended, being a “tranche”; any Extended Maturity Effective Date”Commitments shall constitute a separate tranche of Commitments from the tranche of Commitments from which they were converted; any Extended Term Loans shall constitute a separate tranche of Loans from the tranche of Loans from which they were converted); , so long as the following terms are satisfied: (B) the representations and warranties hereof the Loan Parties set forth in the Loan Documents shall be true and correct in all material respects (or, in the case of representations and warranties qualified as to materiality, in all respects) on and as of the applicable Extended Maturity Effective Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date, in which case such representation and warranty shall be true and correct in all material respects (or, in the case of representations and warranties qualified as to materiality, in all respects) as of such earlier date; (Ci) no Default or Event of Default or Default shall have occurred and be continuing on or at the time the offering document in respect of an Extension Offer is delivered to the Lenders, (ii) except as of to interest rates, fees and the applicable Extended Maturity Effective Date (after giving effect which shall be determined by the Company and the Lenders that agree to such extension); Extension Offer and (D) the Administrative Agent shall have received (x) set forth in the relevant Extension Request and Offer), (ya) a certificate dated the applicable Extended Maturity Effective Date confirming the satisfaction Commitment of the condition set forth in clause (B) above and any Lender that as of such Extended Maturity Effective Date, no Event of Default or Default has occurred and is continuing. In no event shall the Maturity Date be extended agrees to an Extension with respect to the Commitments, Loans or any other right or obligations hereunder of any Lender or Issuer without the prior written consent of such Lender or Issuer to such extension. Commitment (can “Extending Lender”) In the event that any Lender or any Issuer shall not have consented extended pursuant to an Extension Request(an “Extended Commitment”), the Borrower shall have the right, at its own expense and effort, upon notice to such Lender or Issuer and the Administrative Agentrelated Loans and other outstandings thereunder, to require such Lender shall be a Commitment (or Issuer to transfer related Loans and assign without recourse (in accordance with and subject to the restrictions contained in Section 9.04) all its interests, rights and obligations under this Agreement and the other Loan Documents to another Eligible Assignee (provided, in the case of a replacement of an Issuer, that such Eligible Assignee complies with the definition of Issuer hereunder) that has informed the Administrative Agent of its consent to such Extension Request in writing prior to the applicable Extended Maturity Effective Date, which shall assume such obligations; provided, however, that (i) no such assignment shall conflict with any law, rule or regulation or order of any Governmental Authority and (ii) the Borrower or the assigneeoutstandings, as the case may be, shall pay ) with the same terms as the terms of any other non-extending tranche of Commitments (and related Loans and other outstandings) and (b) the Incremental Term Loans of any Extending Lender extended pursuant to the affected Lender or Issuer in immediately available funds on the date of such termination or assignment the principal of and interest accrued to the date of payment on the Loans made or Letter of Credit Issued by such affected Lender or Issuer, as applicable, and all other amounts accrued for such affected Lender’s or Issuer’s account or owed to it hereunder. (d) If an Extension Request has become effective hereunder: (i) not later than the fifth Business Day prior to the Existing Maturity Date, Holdings and the Borrower, as applicable, shall pay or prepay so much of the Loans (or cash collateralize Letters of Credit in accordance with the last paragraph of Article VIIan “Extended Term Loan”), such that, after giving effect to such prepayments and such provision of cash collateral, the aggregate Revolving Credit Outstandings as of such date will not exceed the aggregate Commitments of the Lenders that consented to such Extension Request (and neither Holdings nor the Borrower shall be permitted thereafter to request any Loan or any Issuance of a Letter of Credit if, after giving effect thereto, the Revolving Credit Outstandings would exceed the aggregate amount of the Commitments so extended); and (ii) on the Existing Maturity Date, the Commitment of each Lender that did not consent to such Extension Request shall, to the extent not assumed, assigned or transferred as provided in paragraph (c) of this Section, terminate, and the Borrower related outstandings thereunder, shall repay all be a Loan (or other related outstandings, as the case may be) with the same terms as the terms of any other non-extending tranche of Loans of each such Lender, to the extent such Loans shall not have been so purchased, assigned (and transferredother related outstandings); provided that, in each case together with accrued (1) the borrowing and unpaid repayment (except for (A) payments of interest and all fees at different rates on Extended Commitments (and related Loans and other amounts owing to such Lender hereunder, it being understood and agreed that, subject to satisfaction of the conditions set forth in Section 4.03, such repayments may be funded with the proceeds of new Borrowings made simultaneously with such repayments by the Lenders that consented to such Extension Request, which such Borrowings shall be made ratably by such consenting Lenders in accordance with their extended Commitments. (e) Notwithstanding any provision of this Agreement to the contrary, it is hereby agreed that no extension of an Existing Maturity Date in accordance with the express terms of this Section shall be deemed to (i) violate the first sentence of Section 2.10(coutstandings) or Section 2.15 Extended Term Loans (“Pro Rata Treatment”) or any and other provision of this Agreement requiring the ratable reduction of Commitments or the ratable sharing of payments or (ii) require the consent of all Lenders or all affected Lenders under Section 9.08(brelated outstandings)., as applicable,

Extensions of Maturity Date. (a) The Borrower may, by written notice to the Administrative Agent (each an “Extension Request”) given on any date no later than forty-five (45) days prior to the then existing Maturity Date (the “Existing Maturity Date”), request that the Lenders and Issuers extend the Existing Maturity Date in accordance with this SectionSection 2.21. The Administrative Agent shall promptly advise the Lenders and the Issuers of any Extension Request given pursuant to this Section 2.21. (b) The Existing Maturity Date shall be extended with respect to the Commitment, Loans and the other rights and obligations of the Lenders or Issuers that, each acting in its sole discretion, have consented to such Extension Request (it being understood and agreed that any Lender or Issuer that shall have failed to exercise such right as set forth below shall be deemed to have not consented), to the date specified in such Extension Request, if (A) the Administrative Agent shall have received the written consent of the Required Lenders to the applicable Extension Request prior to the date to be agreed upon by the Borrower and the Administrative Agent following the date on which the applicable Extension Request has been given (each such date, an “Extended Maturity Effective Date”); (B) the representations and warranties hereof the Loan Parties set forth in the Loan Documents shall be true and correct in all material respects (or, in the case of representations and warranties qualified as to materiality, in all respects) on and as of the applicable Extended Maturity Effective Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date, in which case such representation and warranty shall be true and correct in all material respects (or, in the case of representations and warranties qualified as to materiality, in all respects) as of such earlier date; (C) no Event of Default or Default shall have occurred and be continuing on or as of the applicable Extended Maturity Effective Date (after giving effect to such extension); and (D) the Administrative Agent shall have received (x) the relevant Extension Request and (y) a certificate dated the applicable Extended Maturity Effective Date confirming the satisfaction of the condition set forth in clause (B) above and that as of such Extended Maturity Effective Date, no Event of Default or Default has occurred and is continuing. In no event shall the Maturity Date be extended with respect to the Commitments, Loans or any other right or obligations hereunder of any Lender or Issuer Issuer, without the prior written consent of such Lender or Issuer to such extension. (c) In the event that any Lender or any Issuer shall not have consented to an Extension Request, the Borrower shall have the right, at its own expense and effort, upon notice to such Lender or Issuer and the Administrative Agent, to require such Lender or Issuer to transfer and assign without recourse (in accordance with and subject to the restrictions contained in Section 9.049.04 (Successors and Assigns)) all its interests, rights and obligations under this Agreement and the other Loan Documents to another Eligible Assignee (provided, in the case of a replacement of an Issuer, that such Eligible Assignee complies with the definition of Issuer hereunder) that has informed the Administrative Agent of its consent to such Extension Request in writing prior to the applicable Extended Maturity Effective Date, which shall assume such obligations; provided, however, that (i) no such assignment shall conflict with any law, rule or regulation or order of any Governmental Authority and (ii) the Borrower or the assignee, as the case may be, shall pay to the affected Lender or Issuer in immediately available funds on the date of such termination or assignment the principal of and interest accrued to the date of payment on the Loans made or Letter of Credit Issued by such affected Lender or Issuer, as applicable, and all other amounts accrued for such affected Lender’s or Issuer’s account or owed to it hereunder. (d) If an Extension Request has become effective hereunder: (i) not later than the fifth Business Day prior to the Existing Maturity Date, Holdings and the Borrower, as applicable, shall pay or prepay so much of the Loans (or cash collateralize Letters of Credit in accordance with the last paragraph of Article VII), such that, after giving effect to such prepayments and such provision of cash collateral, the aggregate Revolving Credit Outstandings as of such date will not exceed the aggregate Commitments of the Lenders that consented to such Extension Request (and neither Holdings nor the Borrower shall be permitted thereafter to request any Loan or any Issuance of a Letter of Credit if, after giving effect thereto, the Revolving Credit Outstandings would exceed the aggregate amount of the Commitments so extended); and (ii) on the Existing Maturity Date, the Commitment of each Lender that did not consent to such Extension Request shall, to the extent not assumed, assigned or transferred as provided in paragraph (c) of this SectionSection 2.21, terminate, and the Borrower shall repay all the Loans of each such Lender, to the extent such Loans shall not have been so purchased, assigned and transferred, in each case together with accrued and unpaid interest and all fees and other amounts owing to such Lender hereunder, it being understood and agreed that, subject to satisfaction of the conditions set forth in Section 4.034.03 (All Borrowings and Issuances of Letters of Credit), such repayments may be funded with the proceeds of new Borrowings made simultaneously with such repayments by the Lenders that consented to such Extension Request, which such Borrowings shall be made ratably by such consenting Lenders in accordance with their extended Commitments. (e) Notwithstanding any provision of this Agreement to the contrary, it is hereby agreed that no extension of an Existing Maturity Date in accordance with the express terms of this Section 2.21 shall be deemed to (i) violate the first sentence of Section 2.10(c) or Section 2.15 (“Pro Rata Treatment”) or any other provision of this Agreement requiring the ratable reduction of Commitments or the ratable sharing of payments or (ii) require the consent of all Lenders or all affected Lenders under Section 9.08(b).

Extensions of Maturity Date. (a) The Borrower may, at its option, by written notice delivering to the Administrative Agent (each an “Extension Request, request the Lenders to extend the Maturity Date for an additional period of up to one year, provided that (i) this Extension Request cannot be made more than 90 days, or less than 60 days, before June 7 of each year (the “Anniversary Date”); and (ii) given on any in no event will the Maturity Date be extended beyond June 1, 2011 (which is the date no later than forty-five (45) days six months prior to the then existing Maturity Date (maturity date of the “Existing Maturity Date”Senior Notes), request that . Any Extension Request not delivered as aforesaid shall be ineffective and shall be deemed not to have been given to or received by the Agent or the Lenders and Issuers extend for the Existing Maturity Date in accordance with this Section. The Administrative Agent shall promptly advise the Lenders and the Issuers purpose of any Extension Request given pursuant to this Section 2.212.2. (b) Promptly after receipt from the Borrower of an executed Extension Request, the Agent shall deliver to each Lender a copy of such request, and each Lender shall, at least 30 days before the then current Anniversary Date (the “Election Date”), advise the Agent in writing (i) whether such Lender will agree to extend the Maturity Date, and (ii) if such Lender will agree to extend the Maturity Date, the amount, if any, by which such Lender is prepared to increase its Commitment in the event the Borrower proposes to assign the Commitment of a Non-Extending Lender (as defined below); provided that if any Lender fails to so advise the Agent by the Election Date, then such Lender shall be deemed to have advised the Agent that it will not agree to extend the Maturity Date. The Existing Agent shall promptly notify the Borrower if any Lender advises that it will not agree to extend the Maturity Date. Subject to Section 2.2(e), the Agent shall only extend the Maturity Date upon the agreement of the Lenders holding Commitments equal to at least two-thirds of the Total Commitment at such time, and such extension shall apply only to those Lenders which provided their consent to such extension (the “Extending Lenders”). The determination of each Lender whether or not to extend the Maturity Date shall be made by each such Lender in its sole discretion. (c) As soon as all of the Lenders have advised, or are deemed to have advised, the Agent whether or not they will be extending the Maturity Date (but in any event within five Banking Days after the Election Date), the Agent shall either: (i) deliver to the Borrower (with a copy to each Lender) a written extension signed by the Agent; or (ii) notify the Borrower that the request for extension has been denied. If the extension is approved by less than all of the Lenders, then the Agent shall also advise the Borrower of those Lenders which did not agree to the requested extension (each, a “Non-Extending Lender”), each Non-Extending Lender’s Pro Rata Share of the Obligations and the amount, if any, by which each Extending Lender is prepared to increase its Commitment in the event the Borrower proposes to assign the Commitment of a Non-Extending Lender. (d) Upon the delivery to the Borrower of a written extension, the Maturity Date shall be extended with respect for up to one year as specified in such written extension. The Borrower acknowledges that, at the time of any such extension, an extension fee will be payable to the CommitmentExtending Lenders. (e) If an Extension Request is approved but there are Non-Extending Lenders, then the Borrower may require any Non-Extending Lender to assign all of its rights, benefits and interests under the Loan Documents, its Commitment and all Obligations then owing to such Non-Extending Lender under the Credit Facility (collectively, the “Assigned Interests”) to (A) any Extending Lenders which have agreed to increase their Commitments and to purchase Assigned Interests, and (B) to the extent the Assigned Interests are not transferred to Extending Lenders, other Persons selected by the Borrower and acceptable to the Agent, in each case acting reasonably. Such assignments shall be effective upon: (i) execution of a Lender Assignment Agreement; (ii) payment to such Non-Extending Lender (in immediately available funds) by the relevant assignee of an amount equal to the relevant Outstanding Principal (and accrued and unpaid interest thereon) owed to such Non-Extending Lender under the Credit Facility together with all other amounts payable hereunder by the Borrower to such Non-Extending Lender in regard to the Assigned Interests; (iii) payment by the relevant assignee to the Agent (for the Agent’s own account) of the transfer fee contemplated in Section 15.6; and (iv) provision satisfactory to such Non-Extending Lender (acting reasonably) being made for payment at maturity of the face amount of outstanding Bankers’ Acceptances accepted by it in regard to the Assigned Interests and any costs, losses, premiums or expenses incurred by such Non-Extending Lender by reason of the liquidation or re-deployment of deposits or other funds in respect of Libor Loans outstanding hereunder in regard to the Assigned Interests. Upon such assignment and transfer becoming effective, the Non-Extending Lender shall have no further right, interest, benefit or obligation hereunder to the extent of the Assigned Interests assigned by that Lender, and each assignee thereof shall succeed to the position of such Lender to the extent of the portion of the Assigned Interests acquired by such assignee as if the assignee were an original Lender hereunder in regard thereto in the place and stead of such Non-Extending Lender. (f) If an Extension Request is approved but all of the Commitments of the Non-Extending Lenders are not assigned or repaid in accordance with Section 2.2(e) (a “Partial Extension”), the remaining Commitments of the Non-Extending Lenders shall continue until the Maturity Date applicable to such Lenders. Thereafter, any Drawdowns under the Credit Facility may only be obtained from the Extending Lenders in proportion to their respective Commitments, and all applicable provisions of this Agreement shall be construed accordingly. Without limiting the foregoing, in the event of any Partial Extension: (i) the Maturity Date will only be extended in respect of the Extending Lenders and will remain unchanged in respect of the Non-Extending Lenders; (ii) the provisions herein relating to the Maturity Date shall apply separately to the Non-Extending Lenders as a group and to each other rights and obligations group of Lenders having a common Maturity Date (each, a “Non-Extending Lender Group”); provided that, any such consents or decisions of the Lenders or Issuers that, each acting in its sole discretion, have consented shall be made on the basis of their Pro Rata Shares without regard to such Extension Request (it being understood and agreed that whether any Lender or Issuer that group of Lenders has a different Maturity Date which applies to it or them; (iii) it the event of a Partial Extension: (A) any Drawdowns pursuant to Section 2.3 subsequent to the Maturity Date applicable to the Non-Extending Lenders shall have failed be allocated pro rata among the Extending Lenders in accordance with their respective Commitments; (B) any reduction in the Total Commitment pursuant to exercise Section 2.5 shall be allocated pro rata among the Extending Lenders and the Non-Extending Lenders in accordance with their respective Commitments; and (C) notwithstanding Section 7.2, if the Borrower makes an optional prepayment under the Credit Facility and if there is no reduction in the Total Commitment, such right as set forth below prepayment shall be deemed to have not consented), been made to the date specified Extending Lenders only and shall not be applied in such Extension Request, if (A) repayment of Outstanding Principal owed to Non-Extending Lenders unless the Administrative Agent shall have received the written consent of the Required Lenders to the applicable Extension Request prior to the date to be agreed upon is expressly directed in writing by the Borrower at the time of payment to allocate such payment pro rata among the Extending Lenders and the Administrative Agent following the date on which the applicable Extension Request has been given (each such date, an “Extended Maturity Effective Date”); (B) the representations and warranties hereof the Loan Parties set forth in the Loan Documents shall be true and correct in all material respects (or, in the case of representations and warranties qualified as to materiality, in all respects) on and as of the applicable Extended Maturity Effective Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date, in which case such representation and warranty shall be true and correct in all material respects (or, in the case of representations and warranties qualified as to materiality, in all respects) as of such earlier date; (C) no Event of Default or Default shall have occurred and be continuing on or as of the applicable Extended Maturity Effective Date (after giving effect to such extension); and (D) the Administrative Agent shall have received (x) the relevant Extension Request and (y) a certificate dated the applicable Extended Maturity Effective Date confirming the satisfaction of the condition set forth in clause (B) above and that as of such Extended Maturity Effective Date, no Event of Default or Default has occurred and is continuing. In no event shall the Maturity Date be extended with respect to the Commitments, Loans or any other right or obligations hereunder of any Lender or Issuer without the prior written consent of such Lender or Issuer to such extension. (c) In the event that any Lender or any Issuer shall not have consented to an Extension Request, the Borrower shall have the right, at its own expense and effort, upon notice to such Lender or Issuer and the Administrative Agent, to require such Lender or Issuer to transfer and assign without recourse (in accordance with and subject to the restrictions contained in Section 9.04) all its interests, rights and obligations under this Agreement and the other Loan Documents to another Eligible Assignee (provided, in the case of a replacement of an Issuer, that such Eligible Assignee complies with the definition of Issuer hereunder) that has informed the Administrative Agent of its consent to such Extension Request in writing prior to the applicable Extended Maturity Effective Date, which shall assume such obligations; provided, however, that (i) no such assignment shall conflict with any law, rule or regulation or order of any Governmental Authority and (ii) the Borrower or the assignee, as the case may be, shall pay to the affected Lender or Issuer in immediately available funds on the date of such termination or assignment the principal of and interest accrued to the date of payment on the Loans made or Letter of Credit Issued by such affected Lender or Issuer, as applicable, and all other amounts accrued for such affected Lender’s or Issuer’s account or owed to it hereunder. (d) If an Extension Request has become effective hereunder: (i) not later than the fifth Business Day prior to the Existing Maturity Date, Holdings and the Borrower, as applicable, shall pay or prepay so much of the Loans (or cash collateralize Letters of Credit in accordance with the last paragraph of Article VII), such that, after giving effect to such prepayments and such provision of cash collateral, the aggregate Revolving Credit Outstandings as of such date will not exceed the aggregate Commitments of the Lenders that consented to such Extension Request (and neither Holdings nor the Borrower shall be permitted thereafter to request any Loan or any Issuance of a Letter of Credit if, after giving effect thereto, the Revolving Credit Outstandings would exceed the aggregate amount of the Commitments so extended); and (ii) on the Existing Maturity Date, the Commitment of each Lender that did not consent to such Extension Request shall, to the extent not assumed, assigned or transferred as provided in paragraph (c) of this Section, terminate, and the Borrower shall repay all the Loans of each such Lender, to the extent such Loans shall not have been so purchased, assigned and transferred, in each case together with accrued and unpaid interest and all fees and other amounts owing to such Lender hereunder, it being understood and agreed that, subject to satisfaction of the conditions set forth in Section 4.03, such repayments may be funded with the proceeds of new Borrowings made simultaneously with such repayments by the Lenders that consented to such Extension Request, which such Borrowings shall be made ratably by such consenting Non-Extending Lenders in accordance with their extended respective Commitments. (e) Notwithstanding any provision of this Agreement to the contrary, it is hereby agreed that no extension of an Existing Maturity Date in accordance with the express terms of this Section shall be deemed to (i) violate the first sentence of Section 2.10(c) or Section 2.15 (“Pro Rata Treatment”) or any other provision of this Agreement requiring the ratable reduction of Commitments or the ratable sharing of payments or (ii) require the consent of all Lenders or all affected Lenders under Section 9.08(b).

Extensions of Maturity Date. (a) The Borrower may, by written notice Notwithstanding anything to the Administrative Agent contrary in this Agreement, pursuant to one or more offers (each each, an “Extension RequestOffer”) given on made from time to time by the Company to all Lenders, any date no later than forty-five (45) days prior to the then existing Maturity Date (the “Existing tranche of Commitments with a like Maturity Date”), request that in each case on a pro rata basis (based on the Lenders aggregate outstanding principal amount of such Commitments) and Issuers extend on the Existing Maturity Date in accordance with this Section. The Administrative Agent shall promptly advise same terms to each such Lender, the Lenders and the Issuers of any Extension Request given pursuant to this Section 2.21. (b) The Existing Maturity Date shall be extended with respect to the CommitmentCompany, Loans and the other rights and obligations on behalf of the Borrowers, is hereby permitted to consummate from time to time transactions with individual Lenders or Issuers that, each acting in its sole discretion, have consented to such Extension Request (it being understood and agreed that any Lender or Issuer that shall have failed to exercise such right as set forth below shall be deemed to have not consented), to accept the date specified terms contained in such Extension Request, if (A) Offers to extend the Administrative Agent shall have received Maturity Date of each such Lender’s Commitments and otherwise modify the written consent terms of such Commitments pursuant to the terms of the Required Lenders to relevant Extension Offer (including, without limitation, by increasing the applicable Extension Request prior to the date to be agreed upon by the Borrower interest rate or fees payable in respect of such Commitments and the Administrative Agent following the date on which the applicable Extension Request has been given related outstandings) (each such dateeach, an “Extension,” and each group of Commitments, as so extended, as well as the original Commitments not so extended, being a “tranche”; any Extended Maturity Effective Date”Revolving Commitments shall constitute a separate tranche of Commitments from the tranche of Commitments from which they were converted); , so long as the following terms are satisfied: (B) the representations and warranties hereof the Loan Parties set forth in the Loan Documents shall be true and correct in all material respects (or, in the case of representations and warranties qualified as to materiality, in all respects) on and as of the applicable Extended Maturity Effective Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date, in which case such representation and warranty shall be true and correct in all material respects (or, in the case of representations and warranties qualified as to materiality, in all respects) as of such earlier date; (Ci) no Default or Event of Default or Default shall have occurred and be continuing at the time the offering document in respect of an Extension Offer is delivered to the Lenders, (ii) except as to interest rates, fees and the Maturity Date (which shall be determined by the Company and the Lenders that agree to such Extension Offer and set forth in the relevant Extension Offer), the Commitment of any Lender that agrees to an Extension with respect to such Commitment (an “Extending Lender”) extended pursuant to an Extension (an “Extended Revolving Commitment”), and the related Loans and other outstandings thereunder, shall be a Commitment (or related Loans and other outstandings, as the case may be) with the same terms as the terms of any other non-extending tranche of Commitments (and related Loans and other outstandings); provided that (1) the borrowing and repayment (except for (A) payments of interest and fees at different rates on or as Extended Revolving Commitments (and related Loans and other outstandings), (B) repayments required upon the Maturity Date of the non-extending Revolving Commitments and (C) repayment made in connection with a permanent repayment and termination of commitments (provided, however, that no Extended Revolving Commitment shall provide for mandatory commitment reductions prior to the Latest Maturity Date) of Loans with respect to Extended Revolving Commitments after the applicable Extension date shall be made on a pro rata basis with all other Revolving Commitments, (2) subject to the provisions of Sections 2.03(m) and 2.04(g) to the extent dealing with Swing Line Loans and Letters of Credit which mature or expire after a Maturity Date when there exist Extended Revolving Commitments with a later Maturity Effective Date Date, all Swing Line Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their respective Pro Rata Shares (after and except as provided in Sections 2.03(m) and 2.04(g), without giving effect to changes thereto on an earlier Maturity Date with respect to Swing Line Loans and Letters of Credit theretofore incurred or issued), (3) the permanent repayment of Revolving Loans with respect to, and termination of, Extended Revolving Commitments after the applicable Extension date shall be made on a pro rata basis with all other Commitments, except that the Borrowers shall be permitted to permanently repay and terminate Commitments of any such extension); tranche on a better than a pro rata basis as compared to any other tranche with a later maturity date than such tranche and (D4) assignments and participations of Extended Revolving Commitments and Extended Revolving Loans shall be governed by the Administrative Agent same assignment and participation provisions applicable to Revolving Commitments and Revolving Loans, and (5) at no time shall there be Commitments hereunder that have more than 3 different maturity dates, (iii) if the aggregate principal amount of Commitments in respect of which Lenders shall have received (x) accepted the relevant Extension Request Offer shall exceed the maximum aggregate principal amount of Commitments offered to be extended by the Company pursuant to such Extension Offer, then the Revolving Loans of such Lenders shall be extended ratably up to such maximum amount based on the respective principal amounts (but not to exceed actual holdings of record) with respect to which such Lenders have accepted such Extension Offer, (iv) all documentation in respect of such Extension shall be consistent with the foregoing, and (v) any applicable Minimum Extension Condition shall be satisfied unless waived by Company. (b) With respect to all Extensions consummated by the Company pursuant to this Section 2.18, such Extensions shall not constitute voluntary or mandatory payments or prepayments or commitment reductions for purposes of Sections 2.05, 2.06, 2.12 or 2.13, and (yii) no Extension Offer is required to be in any minimum amount or any minimum increment; provided that the Company may at their election specify as a certificate dated condition (a “Minimum Extension Condition”) to consummating any such Extension that a minimum amount (to be determined and specified in the relevant Extension Offer in the Company’s sole discretion and which may be waived by the Company) of Revolving Commitments of any or all applicable tranches be tendered. The Administrative Agent and the Lenders hereby consent to the transactions contemplated by this Section 2.18 (including, for the avoidance of doubt, the payment of interest or fees in respect of any Extended Maturity Effective Date confirming Revolving Commitments on the satisfaction of the condition terms as may be set forth in clause (B) above and that as of such Extended Maturity Effective Date, no Event of Default or Default has occurred and is continuing. In no event shall the Maturity Date be extended with respect to the Commitments, Loans or any other right or obligations hereunder of any Lender or Issuer without the prior written consent of such Lender or Issuer to such extensionrelevant Extension Offer). (c) In the event that No consent of any Lender or the Administrative Agent (other than to the extent set forth in Section 11.07(b)) shall be required to effectuate any Issuer Extension, other than (A) the consent of each Lender agreeing to such Extension with respect to one or more of its Commitments (or a portion thereof) and (B) with respect to the ability to obtain Letters of Credit under any Extension of any tranche of Commitments, the consent of the Administrative Agent and each L/C Issuer, which consent shall not have consented to an Extension Request, the Borrower be unreasonably withheld or delayed. All Extended Revolving Commitments and all obligations in respect thereof shall have the right, at its own expense and effort, upon notice to such Lender or Issuer and the Administrative Agent, to require such Lender or Issuer to transfer and assign without recourse (in accordance with and subject to the restrictions contained in Section 9.04) all its interests, rights and obligations be Obligations under this Agreement and the other Loan Documents to another Eligible Assignee (providedthat are secured by the Collateral on a pari passu or junior basis with all other applicable Obligations under this Agreement and the other Loan Documents or which shall be unsecured, in each case as set forth in the case of a replacement of an Issuer, that such Eligible Assignee complies with the definition of Issuer hereunder) that has informed Extension Offer. The Lenders hereby irrevocably authorize the Administrative Agent to enter into amendments to this Agreement and the other Loan Documents with the Company as may be necessary or appropriate in the reasonable opinion of its the Administrative Agent and the Company to effect the provisions of this Section 2.18, including in order to establish new tranches or sub-tranches in respect of Commitments so extended and such technical amendments as may be necessary or appropriate in connection therewith. In addition, if so provided in such amendment and with the consent of each L/C Issuer, participations in Letters of Credit expiring on or after the latest Maturity Date in respect of the then-existing Revolving Commitments shall be re-allocated from Lenders holding Revolving Commitments thereunder to Lenders holding Extended Revolving Commitments in accordance with the terms of such Extension Request in writing prior to the applicable Extended Maturity Effective Date, which shall assume such obligationsamendment; provided, however, that (i) no such assignment shall conflict with any lawparticipation interests shall, rule or regulation or order of any Governmental Authority and (ii) upon receipt thereof by the Borrower or the assigneerelevant Lenders holding Commitments, as the case may be, shall pay be deemed to the affected Lender or Issuer be participation interests in immediately available funds on the date respect of such termination or assignment Commitments and the principal terms of and interest accrued to such participation interests (including, without limitation, the date of payment on the Loans made or Letter of Credit Issued by such affected Lender or Issuer, as applicable, and all other amounts accrued for such affected Lender’s or Issuer’s account or owed to it hereundercommission applicable thereto) shall be adjusted accordingly. (d) If an Extension Request has become effective hereunder: In connection with any Extension, the Company shall provide the Administrative Agent at least 10 Business Days (ior such shorter period as may be agreed by the Administrative Agent) not later than prior written notice thereof, and shall agree to such procedures (including, without limitation, regarding timing, rounding and other adjustments and to ensure reasonable administrative management of the fifth Business Day prior to the Existing Maturity Datecredit facilities hereunder after such Extension), Holdings and the Borrowerif any, as applicablemay be established by, shall pay or prepay so much of the Loans (or cash collateralize Letters of Credit in accordance with the last paragraph of Article VII), such that, after giving effect to such prepayments and such provision of cash collateralacceptable to, the aggregate Revolving Credit Outstandings as of such date will not exceed the aggregate Commitments of the Lenders that consented to such Extension Request (and neither Holdings nor the Borrower shall be permitted thereafter to request any Loan or any Issuance of a Letter of Credit if, after giving effect thereto, the Revolving Credit Outstandings would exceed the aggregate amount of the Commitments so extended); and (ii) on the Existing Maturity Date, the Commitment of each Lender that did not consent to such Extension Request shall, to the extent not assumed, assigned or transferred as provided in paragraph (c) of this Section, terminate, and the Borrower shall repay all the Loans of each such Lender, to the extent such Loans shall not have been so purchased, assigned and transferredAdministrative Agent, in each case together with accrued and unpaid interest and all fees and other amounts owing acting reasonably to such Lender hereunder, it being understood and agreed that, subject to satisfaction of accomplish the conditions set forth in Section 4.03, such repayments may be funded with the proceeds of new Borrowings made simultaneously with such repayments by the Lenders that consented to such Extension Request, which such Borrowings shall be made ratably by such consenting Lenders in accordance with their extended Commitments. (e) Notwithstanding any provision of this Agreement to the contrary, it is hereby agreed that no extension of an Existing Maturity Date in accordance with the express terms purposes of this Section shall be deemed to (i) violate the first sentence of Section 2.10(c) or Section 2.15 (“Pro Rata Treatment”) or any other provision of this Agreement requiring the ratable reduction of Commitments or the ratable sharing of payments or (ii) require the consent of all Lenders or all affected Lenders under Section 9.08(b)2.18.

Extensions of Maturity Date. (a) The Borrower may, by written notice to the Administrative Agent (each an “Extension Request”) given on any date no later than forty-five (45) days prior to the then existing Maturity Date (the “Existing Maturity Date”), request that the Lenders and Issuers extend the Existing Maturity Date in accordance with this Section. The Administrative Agent shall promptly advise the Lenders and the Issuers of any Extension Request given pursuant to this Section 2.21. (b) The Existing Maturity Date shall be extended with respect to the Commitment, Loans and the other rights and obligations of the Lenders or Issuers that, each acting in its sole discretion, have consented to such Extension Request (it being understood and agreed that any Lender or Issuer that shall have failed to exercise such right as set forth below shall be deemed to have not consented), to the date specified in such Extension Request, if (A) the Administrative Agent shall have received the written consent of the Required Lenders to the applicable Extension Request prior to the date to be agreed upon by the Borrower and the Administrative Agent following the date on which the applicable Extension Request has been given (each such date, an “Extended Maturity Effective Date”); (B) the representations and warranties hereof the Loan Parties set forth in the Loan Documents shall be true and correct in all material respects (or, in the case of representations and warranties qualified as to materiality, in all respects) on and as of the applicable Extended Maturity Effective Date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date, in which case such representation and warranty shall be true and correct in all material respects (or, in the case of representations and warranties qualified as to materiality, in all respects) as of such earlier date; (C) no Event of Default or Default shall have occurred and be continuing on or as of the applicable Extended Maturity Effective Date (after giving effect to such extension); and (D) the Administrative Agent shall have received (x) the relevant Extension Request and (y) a certificate dated the applicable Extended Maturity Effective Date confirming the satisfaction of the condition set forth in clause (B) above and that as of such Extended Maturity Effective Date, no Event of Default or Default has occurred and is continuing. In no event shall the Maturity Date be extended with respect to the Commitments, Loans or any other right or obligations hereunder of any Lender or Issuer Issuer, without the prior written consent of such Lender or Issuer to such extension. (c) In the event that any Lender or any Issuer shall not have consented to an Extension Request, the Borrower shall have the right, at its own expense and effort, upon notice to such Lender or Issuer and the Administrative Agent, to require such Lender or Issuer to transfer and assign without recourse (in accordance with and subject to the restrictions contained in Section 9.04) all its interests, rights and obligations under this Agreement and the other Loan Documents to another Eligible Assignee (provided, in the case of a replacement of an Issuer, that such Eligible Assignee complies with the definition of Issuer hereunder) that has informed the Administrative Agent of its consent to such Extension Request in writing prior to the applicable Extended Maturity Effective Date, which shall assume such obligations; provided, however, that (i) no such assignment shall conflict with any law, rule or regulation or order of any Governmental Authority and (ii) the Borrower or the assignee, as the case may be, shall pay to the affected Lender or Issuer in immediately available funds on the date of such termination or assignment the principal of and interest accrued to the date of payment on the Loans made or Letter of Credit Issued by such affected Lender or Issuer, as applicable, and all other amounts accrued for such affected Lender’s or Issuer’s account or owed to it hereunder. (d) If an Extension Request has become effective hereunder: (i) not later than the fifth Business Day prior to the Existing Maturity Date, Holdings and the Borrower, as applicable, shall pay or prepay so much of the Loans (or cash collateralize Letters of Credit in accordance with the last paragraph of Article VII), such that, after giving effect to such prepayments and such provision of cash collateral, the aggregate Revolving Credit Outstandings as of such date will not exceed the aggregate Commitments of the Lenders that consented to such Extension Request (and neither Holdings nor the Borrower shall be permitted thereafter to request any Loan or any Issuance of a Letter of Credit if, after giving effect thereto, the Revolving Credit Outstandings would exceed the aggregate amount of the Commitments so extended); and (ii) on the Existing Maturity Date, the Commitment of each Lender that did not consent to such Extension Request shall, to the extent not assumed, assigned or transferred as provided in paragraph (c) of this Section, terminate, and the Borrower shall repay all the Loans of each such Lender, to the extent such Loans shall not have been so purchased, assigned and transferred, in each case together with accrued and unpaid interest and all fees and other amounts owing to such Lender hereunder, it being understood and agreed that, subject to satisfaction of the conditions set forth in Section 4.03, such repayments may be funded with the proceeds of new Borrowings made simultaneously with such repayments by the Lenders that consented to such Extension Request, which such Borrowings shall be made ratably by such consenting Lenders in accordance with their extended Commitments. (e) Notwithstanding any provision of this Agreement to the contrary, it is hereby agreed that no extension of an Existing Maturity Date in accordance with the express terms of this Section shall be deemed to (i) violate the first sentence of Section 2.10(c) or Section 2.15 (“Pro Rata Treatment”) or any other provision of this Agreement requiring the ratable reduction of Commitments or the ratable sharing of payments or (ii) require the consent of all Lenders or all affected Lenders under Section 9.08(b).