Second Extension Option. Tenant shall have the option to extend this Lease (the "Second Extension Option") for one additional term of three (3) years (the "Second Extension Period"), upon the terms and conditions hereinafter set forth:
(a) If the Second Extension Option is exercised, then the Base Rent per annum for such Second Extension Period (the "Second Option Rent") shall be the Fair Market Rental Value for the Premises (or if Tenant elects a Partial Renewal pursuant to Section 51.5, the Renewal Space) as of the commencement of the Second Extension Option for such Second Extension Period.
(b) The Second Extension Option must be exercised by Tenant, if at all, only at the time and in the manner provided in this subsection 51.2(b).
(i) If Tenant wishes to exercise the Second Extension Option, Tenant must, on or before the date occurring nine (9) months before the expiration of the First Extension Period (but not before the date that is twelve (12) months before the expiration of the First Extension Period), exercise the Second Extension Option by delivering written notice (the "Second Exercise Notice") to Landlord. If Tenant timely and properly exercises its Second Extension Option, the Lease Term shall be extended for the Second Extension Period upon all of the terms and conditions set forth in the Lease, as amended, except that the rent for the Second Extension Period shall be as provided in subsection 51.2(a) and Tenant shall have no further options to extend the Lease Term.
(ii) If Tenant fails to deliver a timely Second Interest Notice or Second Exercise Notice, Tenant shall be considered to have elected not to exercise the Second Extension Option.
(c) It is understood and agreed that the Second 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 Second Extension Option shall automatically terminate and shall thereafter be null and void.
(d) Tenant's exercise of the Second Extension Option shall, if Landlord so elects in its absolute discretion, be ineffective in the event that a Monetary Default by Tenant remains uncured at the time of delivery of the Second Exercise Notice or at the commencement of the Second Extension Period.
(e) The Second Extension Option shall terminate and shall thereafter be null and void in the...
Second 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 First Extended Date, the Maturity Date shall be extended to the one-year anniversary of the First Extended Maturity Date (the “Second Extended Maturity Date”) provided that the following conditions are satisfied:
(i) Borrower has demonstrated to the reasonable satisfaction of Lender that, as of the First Extended 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 First Extended 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 First Extended Maturity Date, the Combined Loan-to-Value Ratio does not exceed sixty-five percent (65%);
(iv) On or before the First Extended 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 First Extended 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 First Extended 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 the Guarantor;
(viii) If requested by Lender, Lender shall have received a CLTA 110.5 (or equivalent) endorsement to each Title Policy; and
(ix) Lender has received all deposits required under Section 3.12(d) below, if any.
Second Extension Option. (i) Solely in the case of the Second Extension Option, subject to satisfaction of the following conditions, the then current Termination Date with respect to the Extended Commitments shall be extended for one year, effective upon the First Extended Termination Date: (A) the Borrower shall have delivered to the Administrative Agent an Extension Request in connection with the Second Extension Option in accordance with Section 2.12(a), (B) 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, (C) the Borrower shall have paid the Fees payable under Section 3.5.(d), and (D) if (x) immediately prior to giving effect to the Second Extension Option the aggregate Revolving Credit Exposure of all Lenders exceeds the aggregate Extended Commitments of the Extending Lenders or (y) immediately upon giving effect to the Second Extension Option any Extending Lender’s Commitment Percentage (recalculated solely with respect to the Extended Commitments in accordance with Section 2.12(c)(ii)) of the aggregate Revolving Credit Exposure would exceed the amount of such Extending Lender’s Extended Commitment, then, on the First Extended Termination Date, the Borrower shall have repaid Loans or otherwise reduced the Revolving Credit Exposure in an amount sufficient to cure each such excess under the foregoing clause (x) or (y) (it being understood and agreed that, notwithstanding
Second Extension Option. At the written request of Borrower made at least thirty (30) days prior to the First Extended Maturity Date, the Maturity Date shall be further extended to the one-year anniversary of the First Extended Maturity Date (the "Second 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 First Extended 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 First Extended 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 First Extended 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 First Extended Maturity Date, Agent shall have received, on behalf of Agent and Lenders, an extension fee in the amount of thirty-five hundredths of one percent (0.35%) of the amount of the Facility.
Second Extension Option. Borrower shall have the right (the “Second Extension Option”) to extend the First Extended Maturity Date for twelve (12) months to March 30, 2025 (the “Second Extended Maturity Date”), subject to fulfillment of the following conditions:
(i) Borrower shall have delivered to Administrative Agent written notice (a “Second Extension Notice”) of the exercise of the Second Extension Option not less than thirty (30) nor more than ninety (90) days prior to the First Extended Maturity Date;
(ii) No Default or Event of Default shall exist as of the date the Extension Notice is given or as of the First Extended Maturity Date;
(iii) Borrower shall have achieved a Debt Service Coverage Ratio of not less than 1.25 to 1.00 as determined by Administrative Agent as of February 29, 2024 based on trailing three (3) month NOI and Applied Debt Service;
(iv) If requested by Administrative Agent, Administrative Agent shall have received an updated Appraisal reasonably acceptable to Administrative Agent reflecting that the Principal Balance is less than or equal to fifty percent (50.00%) of the “as-is” value of the Property; and
(v) On or prior to the First Extended Maturity Date, Borrower shall have paid to Administrative Agent an extension fee in the amount set forth in the Fee Letter.
Second Extension Option. See §2.12(a).
Second Extension Option. Celgene shall have the right to elect to extend the Option Term beyond the First Extension Phase (“Second Extension Option”) for an additional [**] months following the end of the First Extension Phase (“Second Extension Phase”). Celgene may exercise the Second Extension Option by (i) providing written notice to Agios of such election, and (ii) paying to Agios [**] Dollars (US$[**]) within [**] days following the end of the First Extension Phase. Such written notice shall be provided at least [**] months prior to the end of the First Extension Phase (or within [**] days following the Second Extension Option Trigger Event, as applicable); provided that, if the Parties enter into the Extended Initial Phase and such Extended Initial Phase continues until [**] following the end of the original Initial Phase, then such notice need not be provided until at least [**] months prior to the end of the First Extension Phase.
Second Extension Option. If
(i) Lessee shall have exercised its ----------------------- option for the initial renewal term pursuant to the provisions of Section (a), and (ii) if this Lease shall be in full force and effect, Lessee shall have the right to extend the term of this Lease for a second renewal term of five (5) years, commencing on the day following the expiration of the initial renewal term, provided Lessee shall notify Lessor in writing no later than 180 days prior to the expiration of the initial renewal term (to wit: the 13/th/ day of September, 1996) that Lessee is exercising its right to extend the Lease. Notwithstanding the foregoing, any such extension shall be subject to the approval of the Independent Fiduciary.
Second Extension Option. The Borrower may, by notice to the Lenders, given not more than 90 days and not less than 45 days prior to the second anniversary of the Closing Date request that the Lenders extend the Maturity Date for an additional 364 days from the existing Maturity Date. Each Lender shall, by notice to the Borrower and the Administrative Agent given not later than the 30th day prior to the second anniversary of the Closing Date, advise the Borrower whether or not it agrees to extend the Maturity Date for an additional 364 days. Each decision by a Lender shall be in the sole discretion of such Lender, and any Lender that has not so advised the Administrative Agent by the 30th day prior to the second anniversary of the Closing Date shall be deemed to have declined to agree to such extension. If all of the Lenders timely agree in writing to extend the existing Maturity Date for an additional 364 day period, then the Maturity Date shall be extended to the date 364 days from the existing Maturity Date pursuant to a duly executed written amendment to this Credit Agreement.
Second Extension Option. (a) If the Final Maturity Date has been extended to the Sixth Anniversary pursuant to Clause 6.1 (First extension option), Vodafone may by notice to the Agent (the “Second Extension Request”) not more than 60 days and not less than 30 days before second anniversary of the date of this Agreement (the Second Anniversary), request that the Final Maturity Date be extended to the date which is seven years after the date of this Agreement (the “Seventh Anniversary”).
(b) The Agent must promptly notify the Lenders of the Second Extension Request.
(c) Each Lender may, in its sole discretion, agree to the Second Extension Request. Subject to paragraph (g) below, each Lender that agrees to the Second Extension Request by the date falling 15 days before the Second Anniversary, will, on the Second Anniversary, extend its Commitments to the Seventh Anniversary and the Final Maturity Date with respect to the Commitments of that Lender will be extended to that date.
(d) If any Lender fails to reply to the Second Extension Request on or before the date falling 15 days before the Second Anniversary, it will be deemed to have refused the Second Extension Request and its Commitments will not be extended.
(e) Subject to paragraph (g) below, the Second Extension Request is irrevocable.
(f) If one or more (but not all) of the Lenders agree to the Second Extension Request, then by the date falling no later than ten days before the Second Anniversary, the Agent must notify Vodafone and the Lenders which have agreed to the second extension, identifying in that notification which Lenders have not agreed to the Second Extension Request.
(g) Vodafone may, on the basis that one or more of the Lenders have not agreed to the Second Extension Request and no later than the date falling 5 days before the Second Anniversary, withdraw the request by notice to the Agent which will promptly notify the Lenders.
