First Extension Option. Tenant shall have the option to extend this Lease (the "First Extension Option") for one additional term of three (3) years (the "First Extension Period"), upon the terms and conditions hereinafter set forth:
(a) If the First Extension Option is exercised, then the Base Rent per annum for such First Extension Period (the "First Option Rent") shall be the Fair Market Rental Value (as defined hereinafter) for the Premises (or if Tenant elects a Partial Renewal pursuant to Section 51.5, the Renewal Space) as of the commencement of the First Extension Option for such First Extension Period.
(b) The First Extension Option must be exercised by Tenant, if at all, only at the time and in the manner provided in this subsection 51.1(b).
(i) If Tenant wishes to exercise the First Extension Option, Tenant must, on or before the date occurring nine (9) months before the expiration of the initial Lease Term (but not before the date that is twelve (12) months before the expiration of the Initial Lease Term), exercise the First Extension Option by delivering written notice (the "First Exercise Notice") to Landlord. If Tenant timely and properly exercises its First Extension Option, the Lease Term shall be extended for the First Extension Period upon all of the terms and conditions set forth in the Lease, as amended, except that the rent for the First Extension Period shall be as provided in subsection 51.1(a) and Tenant shall have no further options to extend the Lease Term except for the Second Extension Option.
(ii) If Tenant fails to deliver a timely First Exercise Notice, Tenant shall be considered to have elected not to exercise the First Extension Option.
(c) It is understood and agreed that the First Extension Option hereby granted is personal to Tenant and is not transferable except to Permitted Transferee in connection with an assignment of Tenant's entire interest in this Lease. In the event of any assignment or subletting of the Premises or any part thereof (other than to a Permitted Transferee), the First Extension Option shall automatically terminate and shall thereafter be null and void.
(d) Tenant's exercise of the First Extension Option shall, if Landlord so elects in its absolute discretion, be ineffective in the event that Monetary Default by Tenant remains uncured at the time of delivery of the First Exercise Notice or at the commencement of the First Extension Period.
First Extension Option. At the written request of Borrower made at least sixty (60) but not more than one hundred twenty (120) days prior to the Initial Maturity Date, the Maturity Date shall be extended to the one-year anniversary of the Initial Maturity Date (the “First Extended Maturity Date”) provided that the following conditions are satisfied:
(i) Borrower has demonstrated to the reasonable satisfaction of Lender that, as of the Initial Maturity Date, the Combined Debt Service Coverage Ratio is not less than 1.60:1.00;
(ii) Borrower has demonstrated to the reasonable satisfaction of Lender that, as of the Initial Maturity Date, the Combined Debt Yield Ratio is not less than twelve percent (12%);
(iii) Borrower has delivered to Lender evidence acceptable to Lender (which evidence shall be a new Appraisal obtained by Lender) that, as of the Initial Maturity Date, the Combined Loan-to-Value Ratio does not exceed sixty-five percent (65%);
(iv) On or before the Initial Maturity Date, Lender shall have received an extension fee in an amount equal to 0.25% of the outstanding principal balance of the Loan;
(v) No Default or Unmatured Default shall have occurred and be continuing on the Initial Maturity Date;
(vi) All representations and warranties made hereunder or under any of the other Loan Documents shall be true and correct in all material respects as of the Initial Maturity Date, except to the extent such representation and warranty is made as of a specified date, in which case such representation and warranty shall have been true and correct as of such specified date;
(vii) Lender has received reasonably satisfactory documentation evidencing the extension executed by the Borrower and consented to by each Guarantor; and
(viii) If requested by Lender, Lender shall have received a CLTA 110.5 (or equivalent) endorsement to the Title Policy.
First Extension Option. At the written request of Borrower made at least sixty (60) days but not more than one hundred twenty (120) days prior to the Initial Maturity Date, the Maturity Date shall be extended to the one-year anniversary of the Initial Maturity Date (the “First Extended Maturity Date”) provided that the following conditions are satisfied:
(i) Administrative Agent shall have received evidence indicating whether the Improvements or any part thereof are or will be located within a one hundred year flood plain or other area identified by Administrative Agent as having high or moderate risk of flooding or identified as a special flood hazard area as defined by FEMA, and, if so, a flood notification form signed by Borrower and evidence that the flood insurance required by Article VII of this Agreement is in place for the Improvements and contents, if applicable, all in form, substance and amount satisfactory to Administrative Agent;
(ii) Intentionally Omitted;
(iii) Borrower has demonstrated to the satisfaction of Administrative Agent that, as of the Initial Maturity Date, the Debt Service Coverage Ratio is not less than 1.20:1.00;
(iv) Borrower has delivered to Administrative Agent, evidence acceptable to Administrative Agent (which evidence shall be a new Appraisal timely obtained by Administrative Agent) that, as of the Initial Maturity Date, the Loan-to-Value Ratio does not exceed 65.0%;
(v) On or before the Initial Maturity Date, Administrative Agent shall have received, on behalf of the Lenders, an extension fee in an amount equal to 0.125% of the Aggregate Commitment;
(vi) No Default or Unmatured Default shall have occurred and be continuing on the Initial Maturity Date;
(vii) All representations and warranties made hereunder or under any of the other Loan Documents shall be true and correct in all material respects as of the Initial Maturity Date, except to the extent such representation and warranty is made as of a specified date, in which case such representation and warranty shall have been true and correct as of such specified date;
(viii) Administrative Agent has received satisfactory documentation evidencing the extension executed by Borrower and consented to by Guarantor, and Borrower shall have paid all of Administrative Agent’s costs and expenses in connection with such extension in accordance with Section 11.03; and
First Extension Option. Solely in the case of the First Extension Option, subject to satisfaction of the following conditions, the Termination Date with respect to all Commitments shall be extended for one year (as so extended, the “First Extended Termination Date”) effective upon receipt by the Administrative Agent of the Extension Request in connection with the First Extension Option and payment of the fee referred to in the following clause (ii): (i) immediately prior to such extension and immediately after giving effect thereto, (x) no Default or Event of Default shall exist and (y) the representations and warranties made or deemed made by the Borrower and each other Loan Party in the Loan Documents to which any of them is a party, shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of the date of such extension with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted under the Loan Documents, (ii) the Borrower shall have paid the Fees payable under Section 3.5.(d), and (iii) (x) the 6.75% Senior Notes shall have been paid in full or refinanced pursuant to a Qualified Refinancing Issuance, and (y) the Term Loans shall have been repaid in full. At any time prior to the effectiveness of the First Extension Option, upon the Administrative Agent’s request, the Borrower shall deliver to the Administrative Agent a certificate from the chief executive officer or chief financial officer certifying the matters referred to in the immediately preceding clauses (i)(x) and (i)(y).
First Extension Option. Borrower shall have the right to extend the Initial Maturity Date to the First Extended Maturity Date (the “First Extension Option”; and the period commencing on the Initial Maturity Date and ending on the First Extended Maturity Date being referred to herein as the “First Extension Term”), provided that all of the following requirements are satisfied:
(a) Borrower delivers written irrevocable notice to Lender not more than ninety (90) days and not less than thirty (30) days prior to the Initial Maturity Date advising that Borrower is exercising the First Extension Option;
(b) No Default, Mortgage Loan Default, Event of Default or Mortgage Loan Event of Default exists as of the date Borrower exercises the First Extension Option and as of the commencement date of the First Extension Term;
(c) If the Interest Rate Cap Agreement is scheduled to mature prior to the First Extended Maturity Date, Borrower shall obtain, deliver and assign the benefit thereof to Lender not later than one (1) Business Day immediately preceding the first day of the First Extension Term, one or more Replacement Interest Rate Cap Agreements from an Acceptable Counterparty, which Replacement Interest Rate Cap Agreement shall (i) be effective commencing on the first day of the First Extension Term, (ii) have a LIBOR strike price equal to the applicable Strike Price, and (iii) have a maturity date not earlier than the First Extended Maturity Date;
(d) Borrower shall have extended the term of the Mortgage Loan, if the Mortgage Loan is still outstanding, to a maturity date not earlier than the First Extended Maturity Date in accordance with the terms of the Mortgage Loan Agreement;
(e) Borrower executes and delivers to Lender an amendment to this Agreement, reasonably acceptable to Lender in all respects, which confirms the date to which the Initial Maturity Date has been extended (without any other amendments or confirmations); and
(f) Borrower reimburses Lender for all costs and expenses reasonably incurred by Lender in processing the extension request, including, without limitation, reasonable legal fees and expenses.
First Extension Option. At the written request of Borrower made at least thirty (30) days prior to the Initial Maturity Date, the Maturity Date shall be extended to the one-year anniversary of the Initial Maturity Date (the "First Extended Maturity Date") provided that the following conditions are satisfied:
(a) no Event of Default or Unmatured Event of Default shall have occurred and be continuing as of the Initial Maturity Date;
(b) all representations and warranties made by Borrower and the REIT contained in this Agreement and the other Loan Documents shall be true and correct in all material respects as of the Initial Maturity Date except to the extent they related to a specific date;
(c) Agent shall have received Officer's Certificates of the REIT dated as of the Initial Maturity Date stating that the executive officer who is the signatory thereto, which officer shall be the chief executive officer or the chief financial officer of the REIT, has reviewed, or caused under his supervision to be reviewed, the terms of this Agreement and the other Loan Documents, and has made, or caused to be made under his supervision, a review in reasonable detail of the transactions and condition of Borrower, the REIT, the Subsidiaries, and the Agreement Parties, and that (A) such review has not disclosed the existence as of the date of such Officer's Certificate, and that the signer does not have knowledge of the existence as of the date of such Officer's Certificate, of any condition or event which constitutes an Event of Default or Unmatured Event of Default and (B) all representations and warranties made by such entities contained in this Agreement and the other Loan Documents are true and correct in all material respects as of the date of such Officer's Certificate except to the extent they relate to a specific date; and
(d) on or before the Initial Maturity Date, Agent shall have received, on behalf of Agent and Lenders, an extension fee in the amount of one-fourth of one percent (0.25%) of the amount of the Facility.
First Extension Option. StadCo may renew this Agreement and extend the Term for an additional period of fifteen (15) years (such option, the “First Extension Option” and such period, the “First Extension Period”) on the same lease terms as the Initial Term, by delivering written notice of the exercise thereof to the Authority not earlier than thirty six (36) months prior to the Initial Term Expiration Date and not later than eighteen (18) months prior to the expiration of the Initial Term Expiration Date.
First Extension Option. Borrower shall have the right (the “First Extension Option”) to extend the Initial Maturity Date for twelve (12) months to the First Extended Maturity Date, subject to fulfillment of the following conditions:
(i) Borrower shall have delivered to Administrative Agent written notice (a “First Extension Notice”) of the exercise of the First Extension Option not less than sixty (60) nor more than one hundred twenty (120) days prior to the Initial Maturity Date;
(ii) No Default or Event of Default shall exist as of the date the Extension Notice is given or as of the Initial Maturity Date;
(iii) Borrower shall have achieved the Fourth DSCR Requirement as determined by Administrative Agent;
(iv) If requested by Administrative Agent, Administrative Agent shall have received an updated Appraisal reasonably acceptable to Administrative Agent, and dated no more than sixty (60) days prior to the Initial Maturity Date, reflecting that the Principal Balance is less than or equal to fifty-five percent (55%) of the “as-is” value of the Property; and
(v) On or prior to the Initial Maturity Date, Borrower shall have paid to Administrative Agent the extension fee in the amount set forth in the Fee Letter.
First Extension Option. Borrower shall have the right to extend the Initial Maturity Date to July 9, 2007 (the period commencing on the first (1st) day following the Initial Maturity Date and ending on July 9, 2007 being referred to herein as the “First Extension Term”), provided, that: (a) Borrower shall have given Lender its written notice of such extension (an “Extension Notice”) not less than two (2) months nor more than six (6) months prior to the Initial Maturity Date; (b) the Interest Rate Cap shall be in effect as of the date of the commencement of the First Extension Term (the “First Extension Commencement Date”) for the term of the Loan as extended and assigned to Lender; (c) no Event of Default shall have occurred and be continuing at the time of the delivery of the Extension Notice with respect to the First Extension Term or on the First Extension Commencement Date; and (d) Borrower shall have delivered to Lender an Officer’s Certificate in form reasonably acceptable to Lender certifying whether or not an Event of Default has occurred and is continuing, and if so, describing such Event of Default.
First Extension Option. Borrower shall have the option (the “First Extension Option”) to extend the Initial Maturity Date to the First Extended Maturity Date upon satisfaction of the following conditions precedent which must be satisfied prior to the Initial Maturity Date:
