Common use of Optional Extensions of Commitments Clause in Contracts

Optional Extensions of Commitments. (i) The Borrower may, by sending an Extension Letter to the Administrative Agent (in which case the Administrative Agent shall promptly deliver a copy to each of the Lenders), not less than 30 days and not more than 60 days prior to each anniversary of the Closing Date, request that the Lenders extend the Revolving Termination Date then in effect (the “Current Revolving Termination Date”) so that it will occur one year after the Current Revolving Termination Date. Each Lender, acting in its sole discretion, shall, by notice to the Administrative Agent given no later than 15 days prior to any anniversary of the Closing Date (the “Election Date”), advise the Administrative Agent in writing whether or not such Lender agrees to such extension (each Lender that so advises the Administrative Agent that it will not extend the Current Revolving Termination Date being referred to herein as a “Non-Extending Lender”); provided, that any Lender that does not advise the Administrative Agent by the Election Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to agree. (ii) (A) If Lenders holding Revolving Commitments that aggregate at least 51% of the aggregate Commitments of the Lenders on or prior to the Election Date shall not have agreed to extend the Revolving Termination Date, then the Current Revolving Termination Date shall not be so extended and the outstanding principal balance of all loans and other amounts payable hereunder shall be due and payable on the Current Revolving Termination Date.

Appears in 4 contracts

Samples: Credit Agreement (PPL Energy Supply LLC), Five Year Credit Agreement (PPL Energy Supply LLC), Five Year Credit Agreement (PPL Energy Supply LLC)

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Optional Extensions of Commitments. (i) The Borrower may, by sending an Extension Letter to the Administrative Agent (in which case the Administrative Agent shall promptly deliver a copy to each of the Lenders), not less than 30 days and not more than 60 days prior to each anniversary of the Closing Revolving Termination Date then in effect (the "Current Revolving Termination Date"), request that the Lenders extend the Revolving Termination Date then in effect (the “Current Revolving Termination Date”) so that it will occur one year 364 days after the Current Revolving Termination Date. Each Lender, acting in its sole discretion, shall, by notice to the Administrative Agent given no later not less than 15 days and not more than 30 days prior to any anniversary of the Closing Date (the “Election Current Revolving Termination Date”), advise the Administrative Agent in writing whether or not such Lender agrees to such extension (each Lender that so advises the Administrative Agent that it will not extend the Current Revolving Termination Date being referred to herein as a "Non-Extending extending Lender"); provided, that any Lender that does not advise the Administrative Agent by the Election 15th day prior to the Current Revolving Termination Date shall be deemed to be a Non-Extending extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to agree. (ii) (A) If Lenders holding Revolving Commitments that aggregate at least 51% of the aggregate Commitments of the Lenders on or prior to the Election 15th day prior to the Current Revolving Termination Date shall not have agreed to extend the Revolving Termination Date, then the Current Revolving Termination Date shall not be so extended and the outstanding principal balance of all loans and other amounts payable hereunder shall be due and payable on the Current Revolving Termination Date.

Appears in 2 contracts

Samples: Credit Agreement (PPL Montana LLC), 364 Day Credit Agreement (PPL Electric Utilities Corp)

Optional Extensions of Commitments. (i) The Borrower may, by sending an Extension Letter to the Administrative Agent (in which case the Administrative Agent shall promptly deliver a copy to each of the Lenders), not less than 30 thirty (30) days and not more than 60 sixty (60) days prior to each any anniversary of the Closing DateDate occurring prior to the effectiveness of the Term-Out pursuant to Section 2.20, request that the Lenders extend the Revolving Termination Date then in effect (the “Current Revolving Termination Date”) so that it will occur one year after the Current Revolving Termination Date. Each Lender, acting in its sole discretion, shall, by notice to the Administrative Agent given no later than 15 fifteen (15) days prior to any anniversary of the Closing Date occurring prior to the exercise of the Term-Out pursuant to Section 2.20 (the “Election Date”), advise the Administrative Agent in writing whether or not such Lender agrees to such extension (each Lender that so advises the Administrative Agent that it will not extend the Current Revolving Termination Date being referred to herein as a “Non-Extending Lender”); provided, that any Lender that does not advise the Administrative Agent by the Election Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to agree. (ii) (A) If Lenders holding Revolving Commitments that aggregate at least 51% of the aggregate Revolving Commitments of the Lenders on or prior to the Election Date shall not have agreed to extend the Revolving Termination Date, then the Current Revolving Termination Date shall not be so extended and the outstanding principal balance of all loans and other amounts payable hereunder shall be due and payable on the Current Revolving Termination Date.

Appears in 2 contracts

Samples: Five Year Credit Agreement (PPL Energy Supply LLC), Five Year Credit Agreement (PPL Energy Supply LLC)

Optional Extensions of Commitments. (i) The Borrower may, by sending an Extension Letter to the Administrative Agent (in which case the Administrative Agent shall promptly deliver a copy to each of the Lenders), not less than 30 thirty (30) days and not more than 60 sixty (60) days prior to each anniversary of the Closing Date, request that the Lenders extend the Revolving Termination Date then in effect (the “Current Revolving Termination Date”) so that it will occur one year after the Current Revolving Termination Date. Each Lender, acting in its sole discretion, shall, by notice to the Administrative Agent given no later than 15 fifteen (15) days prior to any anniversary of the Closing Date (the “Election Date”), advise the Administrative Agent in writing whether or not such Lender agrees to such extension (each Lender that so advises the Administrative Agent that it will not extend the Current Revolving Termination Date being referred to herein as a “Non-Extending Lender”); provided, that any Lender that does not advise the Administrative Agent by the Election Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to agree. (ii) (A) If Lenders holding Revolving Commitments that aggregate at least 51% of the aggregate Commitments of the Lenders on or prior to the Election Date shall not have agreed to extend the Revolving Termination Date, then the Current Revolving Termination Date shall not be so extended and the outstanding principal balance of all loans and other amounts payable hereunder shall be due and payable on the Current Revolving Termination Date.

Appears in 2 contracts

Samples: Five Year Credit Agreement (PPL Electric Utilities Corp), Five Year Credit Agreement (PPL Energy Supply LLC)

Optional Extensions of Commitments. (i) The If the Borrower mayshall request, by sending an Extension Letter notice to the Administrative Agent (in which case the Administrative Agent shall promptly deliver a copy to each of the Lenders), not less than 30 days prior to the Revolving Termination Date then in effect, that the Availability Period be extended until the date which is 364 days after such Revolving Termination Date, then the Agent shall promptly (but in no event later than 2 days after receipt) notify each Committed Lender of such request, and each Committed Lender shall notify the Borrower and the Agent not more than 60 15 Business Days after the date on which the Agent shall have received the Borrower’s request (which date shall be set forth in the notice of such request given by the Agent) of its election so to extend or not extend the Availability Period. Any Committed Lender which shall not timely notify the Agent of such election shall be deemed to have elected not to extend such Availability Period. (ii) If one or more Committed Lenders shall timely notify the Agent pursuant to clause (d)(i) of this Section 2.08 of its election not to extend the Availability Period or shall be deemed to have elected not to extend the Availability Period by virtue of having not timely notified the Agent of its election to extend such Availability Period, then the Agent shall so advise the Borrower and the remaining Lenders, and the remaining Lenders then maintaining a Commitment or any of them shall have the right (but not the obligation), upon notice to the Agent not later than the Business Day immediately preceding the applicable Revolving Termination Date, to increase their respective Commitments by an amount equal in the aggregate to the Commitments of the Committed Lenders who have, or have been deemed to have, elected not to extend the Availability Period. Each Lender electing to increase its Commitment hereunder shall specify in its notice to the Agent the amount by which it is willing to increase its Commitment; provided that if the aggregate amount of proposed increases by all remaining Lenders shall equal or exceed the aggregate Commitments of those Lenders who have, or have been deemed to have, elected not to extend the Availability Period, the amount of any increase in Commitments shall not exceed for any Lender the product of (A) the quotient of (x) such Lender’s Commitment divided by (y) the aggregate Commitments of all the remaining Lenders (in each case determined before giving effect to any increase in the Commitments of the remaining Lenders pursuant to this subsection (d)) multiplied by (B) the aggregate Commitments of the Lenders who have, or have been deemed to have, elected not to extend the Availability Period. Each increase in the Commitment of a Lender hereunder shall be evidenced by a written instrument executed by such Xxxxxx and the Agent and shall take effect on the Revolving Termination Date in effect for the Lenders who have, or have been deemed to have, elected not to extend the Availability Period. (iii) If the aggregate Commitments of the Lenders shall exceed the aggregate amount by which the remaining Lenders have agreed to increase their Commitments pursuant to subsection (d)(ii) of this Section 2.08, the Borrower may, with the approval of the Agent, designate one or more Eligible Assignees willing to extend Commitments until the date which is 364 days after the Revolving Termination Date in effect for the Lenders who have, or have been deemed to have, elected not to extend the Availability Period in an aggregate amount not greater than such excess. Any such Eligible Assignee shall, on or prior to each anniversary of the Closing Date, request that Revolving Termination Date in effect for the Lenders who have, or have been deemed to have, elected not to extend the Availability Period, execute and deliver to the Borrower, the Agent and each Lender an instrument, satisfactory to the Borrower, the Agent and the Lenders who have, or have been deemed to have, elected not to extend the Availability Period, setting forth the amount of such Eligible Assignee’s Commitment and containing its agreement to purchase the outstanding principal amount of any existing Loans with respect to such Lender, along with all accrued interest thereon (including all accrued interest thereon), and to perform all the obligations of, such Lender hereunder. The Commitment of such Eligible Assignee and the obligation to pay the purchase price for such Loans shall become effective, and such Eligible Assignee shall become a Committed Lender hereunder, on the Revolving Termination Date then in effect for the Lenders who have, or have been deemed to have, elected not to extend the Availability Period. (iv) The Borrower shall deliver to each Eligible Assignee (upon request of such Eligible Assignee), on the Revolving Termination Date in effect for the Lenders who have, or have been deemed to have, elected not to extend the Availability Period, a Note evidencing the Borrower’s obligation to pay Loans made by such Eligible Assignee pursuant to this Agreement. (v) If, after giving effect to any increase in the Commitments of one or more remaining Lenders pursuant to clause (ii) above and any assignments to or new Commitments of one or more Eligible Assignees pursuant to clause (iii) above, the extension of the Availability Period as provided in this Section 2.08(d) shall not have been approved by Lenders holding Commitments equal in the aggregate to 100.00% of the Committed Amount, then the Availability Period shall not be extended but shall continue in effect until the Revolving Termination Date and shall then terminate. If Lenders holding Commitments equal in the aggregate to 100.00% of the Committed Amount shall have elected to extend the Availability Period as provided in this Section 2.08(d), then (A) the Availability Period with respect to the Commitments of such Lenders and any which becomes a Lender hereunder shall continue until the date which is 364 days after the Revolving Termination Date in effect prior to such election and, as to such Lenders, the term Current Revolving Termination Date”, as used herein, shall mean such 364th day; (B) so that it will occur one year after the Current Revolving Termination Date. Each Lender, acting in its sole discretion, shall, by notice to the Administrative Agent given no later than 15 days prior to any anniversary of the Closing Date (the “Election Date”), advise the Administrative Agent in writing whether or not such Lender agrees to such extension (each Lender that so advises the Administrative Agent that it will not extend the Current Revolving Termination Date being referred to herein as a “Non-Extending Lender”); provided, that any Lender that does not advise the Administrative Agent by the Election Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to agree. (ii) (A) If Lenders holding Revolving Commitments that aggregate at least 51% of the aggregate Commitments of the Lenders on who have, or prior have been deemed to the Election Date shall have, elected not have agreed to extend the Availability Period shall continue in effect until the Revolving Termination Date in effect prior to such extension and shall then terminate, and, as to such Lenders, the term “Revolving Termination Date, then as used herein, shall continue to mean such Revolving Termination Date; and (C) on the Current Revolving Termination Date in effect prior to such extension, each Lender who has, or has been deemed to have, elected not to extend the Availability Period shall not cease to be so extended a Lender hereunder; provided that the provisions of this Agreement (including, without limitation, the provisions of Article III and Sections 11.04 and 11.05) shall continue to govern the outstanding principal balance rights and obligations of all loans and other amounts payable hereunder shall be due and payable on the Current Revolving Termination Datesuch Lender with respect to any Loans made.

Appears in 2 contracts

Samples: Warehouse Loan Agreement (Greenbrier Companies Inc), Warehouse Loan Agreement (Greenbrier Companies Inc)

Optional Extensions of Commitments. (i) The Borrower may, by sending an Extension Letter to the Administrative Agent (in which case the Administrative Agent shall promptly deliver a copy to each of the Lenders), not less than 30 days and not more than 60 days prior to each anniversary of the Closing Date, request that the Lenders extend the Revolving Termination Date then in effect (the "Current Revolving Termination Date") so that it will occur one year after the Current Revolving Termination Date. Each Lender, acting in its sole discretion, shall, by notice to the Administrative Agent given no (A) in a year in which the Current Revolving Termination Date does not occur, not later than 15 any anniversary of the Closing Date and not more than 30 days prior to any anniversary of the Closing Date, or (B) in the year in which the Current Revolving Termination Date is scheduled to occur, not less than 15 days and not more than 30 days prior to the Current Revolving Termination Date (the last date described in clauses (A) and (B) of this Section 2.07(c)(i) on which a Lender may give notice of its intention to extend the Current Revolving Termination Date being referred to herein as the "Final Election Date"), advise the Administrative Agent in writing whether or not such Lender agrees to such extension (each Lender that so advises the Administrative Agent that it will not extend the Current Revolving Termination Date being referred to herein as a "Non-Extending Lender"); provided, that any Lender that does not advise the Administrative Agent by the Final Election Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to agree. (ii) (A) If Lenders holding Revolving Commitments that aggregate at least 51% of the aggregate Commitments of the Lenders on or prior to the Final Election Date shall not have agreed to extend the Revolving Termination Date, then the Current Revolving Termination Date shall not be so extended and the outstanding principal balance of all loans and other amounts payable hereunder shall be due and payable on the Current Revolving Termination Date.

Appears in 2 contracts

Samples: Credit Agreement (PPL Electric Utilities Corp), Five Year Credit Agreement (PPL Electric Utilities Corp)

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Optional Extensions of Commitments. (i) The Borrower may, by sending an Extension Letter to the Administrative Agent (in which case the Administrative Agent shall promptly deliver a copy to each of the Lenders), not less than 30 days and not more than 60 days prior to each anniversary of the Closing Revolving Termination Date then in effect (the "Current Revolving Termination Date"), request that the Lenders extend the Revolving Termination Date then in effect (the “Current Revolving Termination Date”) so that it will occur one year 364 days after the Current Revolving Termination Date. Each Lender, acting in its sole discretion, shall, by notice to the Administrative Agent given no later not less than 15 days and not more than 30 days prior to any anniversary of the Closing Date (the “Election Current Revolving Termination Date”), advise the Administrative Agent in writing whether or not such Lender agrees to such extension (each Lender that so advises the Administrative Agent that it will not extend the Current Revolving Termination Date being referred to herein as a "Non-Extending extending Lender"); provided, provided that any Lender that does not advise the Administrative Agent by the Election 15th day prior to the Current Revolving Termination Date shall be deemed to be a Non-Extending extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to agree. (ii) (A) If Lenders holding Revolving Commitments that aggregate at least 51% of the aggregate Commitments of the Lenders on or prior to the Election 15th day prior to the Current Revolving Termination Date shall not have agreed to extend the Revolving Termination Date, then the Current Revolving Termination Date shall not be so extended extended (B) If (and only if) Lenders holding Revolving Commitments that aggregate at least 51% of the outstanding principal balance aggregate Commitment of the Lenders on or prior to the 15th day prior to the Current Revolving Termination Date shall have agreed to extend the Revolving Termination Date, then the Revolving Termination Date applicable to the Lenders that are Continuing Lenders shall be the day that is 364 days after the Current Revolving Termination Date. In the event of such extension, the Commitment of each Non-extending Lender shall terminate on the Current Revolving Termination Date, all loans Loans and other amounts payable hereunder to such Non-extending Lenders shall be become due and payable on the Current Revolving Termination Date and the aggregate Commitment of the Lenders hereunder shall be reduced by the aggregate Commitments of Non-extending Lenders so terminated on and after such Current Revolving Termination Date. (iii) In the event that the conditions of clause (B) of paragraph (ii) above have been satisfied, the Borrower shall have the right on or before the Current Revolving Termination Date, at its own expense, to require any Non-extending Lender to transfer and assign without recourse or representation (except as to title and the absence of Liens created by it) (in accordance with and subject to the restrictions contained in (S) 9.06(c)) all its interests, rights and obligations under this Agreement (including with respect to any Letter of Credit Liabilities) to one or more Eligible Assignees (which may include any Lender) (each, an "Additional Commitment Lender"), provided that (x) such Additional Commitment Lender, if not already a Lender hereunder, shall be subject to the approval of the Administrative Agent (not to be unreasonably withheld), (y) such assignment shall become effective as of the Current Revolving Termination Date and (z) the Additional Commitment Lender shall pay to such Non-extending Lender in immediately available funds on the effective date of such assignment the principal of and interest accrued to the date of payment on the Loans made by such Non-extending Lender hereunder and all other amounts accrued for such Non-extending Lender's account or owed to it hereunder. Notwithstanding the foregoing, no extension of the Revolving Termination Date shall become effective unless, on the Current Revolving Termination Date, the conditions set forth in Section 4.02 shall be satisfied (with all references in such paragraphs to the making of a Loan or issuance of a Letter of Credit being deemed to be references to the extension of the Commitments on the Current Revolving Termination Date) and the Administrative Agent shall have received a certificate to that effect dated the Current Revolving Termination Date and executed by a responsible officer of the Borrower.

Appears in 1 contract

Samples: 364 Day Credit Agreement (PPL Corp)

Optional Extensions of Commitments. (i) The If the Borrower mayshall request, by sending an Extension Letter notice to the Administrative Agent (in which case the Administrative Agent shall promptly deliver a copy to each of the Lenders), not less than 30 days prior to the Revolving Termination Date then in effect, that the Availability Period be extended until the date which is 364 days after such Revolving Termination Date, then the Agent shall promptly (but in no event later than 2 days after receipt) notify each Committed Lender of such request, and each Committed Lender shall notify the Borrower and the Agent not more than 60 15 Business Days after the date on which the Agent shall have received the Borrower's request (which date shall be set forth in the notice of such request given by the Agent) of its election so to extend or not extend the Availability Period. Any Committed Lender which shall not timely notify the Agent of such election shall be deemed to have elected not to extend such Availability Period. (ii) If one or more Committed Lenders shall timely notify the Agent pursuant to clause (d)(i) of this Section 2.08 of its election not to extend the Availability Period or shall be deemed to have elected not to extend the Availability Period by virtue of having not timely notified the Agent of its election to extend such Availability Period, then the Agent shall so advise the Borrower and the remaining Lenders, and the remaining Lenders then maintaining a Commitment or any of them shall have the right (but not the obligation), upon notice to the Agent not later than the Business Day immediately preceding the applicable Revolving Termination Date, to increase their respective Commitments by an amount equal in the aggregate to the Commitments of the Committed Lenders who have, or have been deemed to have, elected not to extend the Availability Period. Each Lender electing to increase its Commitment hereunder shall specify in its notice to the Agent the amount by which it is willing to increase its Commitment; provided that if the aggregate amount of proposed increases by all remaining Lenders shall equal or exceed the aggregate Commitments of those Lenders who have, or have been deemed to have, elected not to extend the Availability Period, the amount of any increase in Commitments shall not exceed for any Lender the product of (A) the quotient of (x) such Lender's Commitment divided by (y) the aggregate Commitments of all the remaining Lenders (in each case determined before giving effect to any increase in the Commitments of the remaining Lenders pursuant to this subsection (d)) multiplied by (B) the aggregate Commitments of the Lenders who have, or have been deemed to have, elected not to extend the Availability Period. Each increase in the Commitment of a Lender hereunder shall be evidenced by a written instrument executed by such Lender and the Agent and shall take effect on the Revolving Termination Date in effect for the Lenders who have, or have been deemed to have, elected not to extend the Availability Period. (iii) If the aggregate Commitments of the Lenders shall exceed the aggregate amount by which the remaining Lenders have agreed to increase their Commitments pursuant to subsection (d)(ii) of this Section 2.08, the Borrower may, with the approval of the Agent, designate one or more Eligible Assignees willing to extend Commitments until the date which is 364 days after the Revolving Termination Date in effect for the Lenders who have, or have been deemed to have, elected not to extend the Availability Period in an aggregate amount not greater than such excess. Any such Eligible Assignee shall, on or prior to each anniversary of the Closing Date, request that Revolving Termination Date in effect for the Lenders who have, or have been deemed to have, elected not to extend the Availability Period, execute and deliver to the Borrower, the Agent and each Lender an instrument, satisfactory to the Borrower, the Agent and the Lenders who have, or have been deemed to have, elected not to extend the Availability Period, setting forth the amount of such Eligible Assignee's Commitment and containing its agreement to purchase the outstanding principal amount of any existing Loans with respect to such Lender, along with all accrued interest thereon (including all Aggregate Default Interest and all accrued interest thereon), and to perform all the obligations of, such Lender hereunder. The Commitment of such Eligible Assignee and the obligation to pay the purchase price for such Loans shall become effective, and such Eligible Assignee shall become a Committed Lender hereunder, on the Revolving Termination Date then in effect for the Lenders who have, or have been deemed to have, elected not to extend the Availability Period. (iv) The Borrower shall deliver to each Eligible Assignee (upon request of such Eligible Assignee), on the Revolving Termination Date in effect for the Lenders who have, or have been deemed to have, elected not to extend the Availability Period, a Note evidencing the Borrower's obligation to pay Loans made by such Eligible Assignee pursuant to this Agreement. (v) If, after giving effect to any increase in the Commitments of one or more remaining Lenders pursuant to clause (ii) above and any assignments to or new Commitments of one or more Eligible Assignees pursuant to clause (iii) above, the extension of the Availability Period as provided in this Section 2.08(d) shall not have been approved by Lenders holding Commitments equal in the aggregate to 100.00% of the Committed Amount, then the Availability Period shall not be extended but shall continue in effect until the Revolving Termination Date and shall then terminate. If Lenders holding Commitments equal in the aggregate to 100.00% of the Committed Amount shall have elected to extend the Availability Period as provided in this Section 2.08(d), then (A) the Availability Period with respect to the Commitments of such Lenders and any which becomes a Lender hereunder shall continue until the date which is 364 days after the Revolving Termination Date in effect prior to such election and, as to such Lenders, the term Current Revolving Termination Date”, as used herein, shall mean such 364th day; (B) so that it will occur one year after the Current Revolving Termination Date. Each Lender, acting in its sole discretion, shall, by notice to the Administrative Agent given no later than 15 days prior to any anniversary of the Closing Date (the “Election Date”), advise the Administrative Agent in writing whether or not such Lender agrees to such extension (each Lender that so advises the Administrative Agent that it will not extend the Current Revolving Termination Date being referred to herein as a “Non-Extending Lender”); provided, that any Lender that does not advise the Administrative Agent by the Election Date shall be deemed to be a Non-Extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to agree. (ii) (A) If Lenders holding Revolving Commitments that aggregate at least 51% of the aggregate Commitments of the Lenders on who have, or prior have been deemed to the Election Date shall have, elected not have agreed to extend the Availability Period shall continue in effect until the Revolving Termination Date in effect prior to such extension and shall then terminate, and, as to such Lenders, the term “Revolving Termination Date, then as used herein, shall continue to mean such Revolving Termination Date; and (C) on the Current Revolving Termination Date in effect prior to such extension, each Lender who has, or has been deemed to have, elected not to extend the Availability Period shall not cease to be so extended a Lender hereunder; provided that the provisions of this Agreement (including, without limitation, the provisions of Article III and Sections 11.04 and 11.05) shall continue to govern the outstanding principal balance rights and obligations of all loans and other amounts payable hereunder shall be due and payable on the Current Revolving Termination Datesuch Lender with respect to any Loans made.

Appears in 1 contract

Samples: Warehouse Loan Agreement (Trinity Industries Inc)

Optional Extensions of Commitments. (i) The Borrower may, by sending an Extension Letter to the Administrative Agent (in which case the Administrative Agent shall promptly deliver a copy to each of the Lenders), not less than 30 days and not more than 60 days prior to each anniversary of the Closing Revolving Termination Date then in effect (the "Current Revolving Termination Date"), request that the Lenders extend the Revolving Termination Date then in effect (the “Current Revolving Termination Date”) so that it will occur one year 364 days after the Current Revolving Termination Date. Each Lender, acting in its sole discretion, shall, by notice to the Administrative Agent given no later not less than 15 days and not more than 30 days prior to any anniversary of the Closing Date (the “Election Current Revolving Termination Date”), advise the Administrative Agent in writing whether or not such Lender agrees to such extension (each Lender that so advises the Administrative Agent that it will not extend the Current Revolving Termination Date being referred to herein as a "Non-Extending extending Lender"); provided, provided that any Lender that does not advise the Administrative Agent by the Election 15th day prior to the Current Revolving Termination Date shall be deemed to be a Non-Extending extending Lender. The election of any Lender to agree to such extension shall not obligate any other Lender to agree. (ii) (A) If Lenders holding Revolving Commitments that aggregate at least 51% of the aggregate Commitments of the Lenders on or prior to the Election 15th day prior to the Current Revolving Termination Date shall not have agreed to extend the Revolving Termination Date, then the Current Revolving Termination Date shall not be so extended and the outstanding principal balance of all loans and other amounts payable hereunder shall be due and payable on the Current Revolving Termination Date.

Appears in 1 contract

Samples: 364 Day Credit Agreement (PPL Montana LLC)

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