Common use of Election to Extend Clause in Contracts

Election to Extend. Any Revolving Lender wishing to have all or a portion of its Revolving Commitments under the Existing Revolving Tranche amended into Extended Revolving Commitments (each, an “Extending Revolving Lender”) specified in the Revolving Extension Request shall notify the Administrative Agent on or prior to the response date specified in such Revolving Extension Request of the amount of its Revolving Commitments it has elected to be amended (subject to any minimum denomination requirements imposed by the Administrative Agent not to exceed $50,000,000). No Revolving Lender shall have any obligation to agree to provide any Extended Revolving Commitment pursuant to any Revolving Extension Request. Any Revolving Lender not responding on or prior to such response date shall be deemed to have declined such Revolving Extension Request. The Administrative Agent shall notify the Borrower and each Revolving Lender under the applicable Existing Revolver Tranche of responses to such Revolving Extension Request. In the event that the aggregate principal amount of existing Revolving Commitments that the Extending Revolving Lenders have elected to amend pursuant to the relevant Revolving Extension Request exceeds the amount of Extended Revolving Commitments requested by the Borrower, the principal amount of Extended Revolving Commitments requested by the Borrower shall be allocated to each Extending Revolving Lender in such manner and in such amounts as may be agreed by Administrative Agent and the Borrower, in their sole discretion.

Election to Extend. Any Revolving Lender wishing to have all or a portion (but not less than all) of its Revolving Commitments under the Existing Revolving Tranche amended into Extended Revolving Commitments (each, including any Additional Commitment Lenders (as defined below), an “Extending Revolving Lender”) specified in the Revolving Extension Request shall notify the Administrative Agent on or prior to the response date specified in such Revolving Extension Request of the amount of its Revolving Commitments it has elected to be amended (subject to any minimum denomination requirements imposed by the Administrative Agent not to exceed $50,000,000)amended. No Revolving Lender shall have any obligation to agree to provide any Extended Revolving Commitment pursuant to any Revolving Extension Request. Any Revolving Lender that determines not to extend its Revolving Commitments under the Existing Revolving Tranche, and notifies the Administrative Agent as to the same, or does not responding on or prior to such response date shall be deemed to have declined such Revolving Extension RequestRequest and, in each case, shall constitute a “Non-Consenting Lender” hereunder. The Administrative Agent shall notify the Borrower Company and each Revolving Lender under the applicable Existing Revolver Revolving Tranche of responses to such Revolving Extension Request. In the event that the aggregate principal amount of existing Revolving Commitments that the Extending Revolving Lenders have elected to amend pursuant to the relevant Revolving Extension Request exceeds the amount of Extended Revolving Commitments requested by the BorrowerBorrowers, the principal amount of Extended Revolving Commitments requested by the Borrower Borrowers shall be allocated to each Extending Revolving Lender in such manner and in such amounts as may be agreed by Administrative Agent and the BorrowerCompany, in their sole discretion.

Election to Extend. Any Revolving Term Lender wishing to have all or a portion of its Revolving Commitments Term Loans under the Existing Revolving Term Tranche amended into Extended Revolving Commitments Term Loans (each, an “Extending Revolving Term Lender”) specified in the Revolving pursuant to a Term Extension Request shall notify the Administrative Agent on or prior to the response date specified in such Revolving Term Extension Request of the amount of its Revolving Commitments Term Loans it has elected to be amended (subject to any minimum denomination requirements imposed by the Administrative Agent not to exceed $50,000,000Agent). No Revolving Term Lender shall have any obligation to agree to provide any Extended Revolving Commitment Term Loan pursuant to any Revolving Term Extension Request. Any Revolving Term Lender not responding on or prior to within such response date time period shall be deemed to have declined such Revolving Extension Requestto have its Term Loans under the Existing Term Tranche amended into Extended Term Loans. The Administrative Agent shall notify the Borrower and each Revolving Term Lender under the applicable Existing Revolver Term Tranche of responses to such Revolving Term Extension Request. In the event that the aggregate principal amount of existing Revolving Commitments Term Loans that the Extending Revolving Term Lenders have elected to amend pursuant to the relevant Revolving Term Extension Request exceeds the amount of Extended Revolving Commitments Term Loans requested by the Borrower, the principal amount of Extended Revolving Commitments Term Loans requested by the Borrower shall be allocated to each Extending Revolving Term Lender in such manner and in such amounts as may be agreed by Administrative Agent and the Borrower, in their sole discretion.

Election to Extend. Any Revolving Credit Lender wishing to have all or a portion of its Revolving Credit Commitments under the Existing Revolving Tranche amended into Extended Revolving Credit Commitments (each, an “Extending Revolving Credit Lender”) specified in the pursuant to a Revolving Extension Request shall notify the Administrative Agent on or prior to the response date specified in such Revolving Extension Request of the amount of its Revolving Credit Commitments it has elected to be amended (subject to any minimum denomination requirements imposed by the Administrative Agent not to exceed $50,000,000Agent). No Revolving Credit Lender shall have any obligation to agree to provide any Extended Revolving Credit Commitment pursuant to any Revolving Extension Request. Any Revolving Credit Lender not responding on or prior to within such response date time period shall be deemed to have declined such to have its Revolving Extension RequestCredit Commitments under the Existing Revolver Tranche amended into Extended Revolving Credit Commitments. The Administrative Agent shall notify the Borrower and each Revolving Credit Lender under the applicable Existing Revolver Tranche of responses to such Revolving Extension Request. In the event that the aggregate principal amount of existing Revolving Credit Commitments that the Extending Revolving Credit Lenders have elected to amend pursuant to the relevant Revolving Extension Request exceeds the amount of Extended Revolving Credit Commitments requested by the Borrower, the principal amount of Extended Revolving Credit Commitments requested by the Borrower shall be allocated to each Extending Revolving Credit Lender in such manner and in such amounts as may be agreed by Administrative Agent and the Borrower, in their sole discretion.

Election to Extend. Any Revolving Credit Lender wishing to have all or a portion of its Revolving Credit Commitments under the Existing Revolving Tranche amended into Extended Revolving Credit Commitments (each, an “Extending Revolving Credit Lender”) specified in the Revolving Extension Request shall notify the Administrative Agent on or prior to the response date specified in such Revolving Extension Request of the amount of its Revolving Credit Commitments it has elected to be amended (subject to any minimum denomination requirements imposed by the Administrative Agent not to exceed $50,000,00025,000,000). No Revolving Credit Lender shall have any obligation to agree to provide any Extended Revolving Credit Commitment pursuant to any Revolving Extension Request. Any Revolving Credit Lender not responding on or prior to such response date shall be deemed to have declined such Revolving Extension Request. The Administrative Agent shall notify the Administrative Borrower and each Revolving Credit Lender under the applicable Existing Revolver Revolving Credit Tranche of responses to such Revolving Extension Request. In the event that the aggregate principal amount of existing Revolving Credit Commitments that the Extending Revolving Credit Lenders have elected to amend pursuant to the relevant Revolving Extension Request exceeds the amount of Extended Revolving Credit Commitments requested by the BorrowerBorrowers, the principal amount of Extended Revolving Credit Commitments requested by the Borrower Borrowers shall be allocated to each Extending Revolving Credit Lender in such manner and in such amounts as may be agreed by Administrative Agent and the Administrative Borrower, in their sole discretion.

Election to Extend. Any Revolving Lender wishing to have all or a portion of its Revolving Commitments under the Existing Revolving Revolver Tranche amended into Extended Revolving Commitments (each, an “Extending Revolving Lender”) specified in the Revolving Extension Request shall notify the Administrative Agent on or prior to the response date specified in such Revolving Extension Request of the amount of its Revolving Commitments it has elected to be amended (subject to any minimum denomination requirements imposed by the Administrative Agent not to exceed $50,000,000). No Revolving Lender shall have any obligation to agree to provide any Extended Revolving Commitment pursuant to any Revolving Extension Request. Any Revolving Lender not responding on or prior to such response date shall be deemed to have declined such Revolving Extension Request. The Administrative Agent shall notify the Borrower and each Revolving Lender under the applicable Existing Revolver Tranche of responses to such Revolving Extension Request. In the event that the aggregate principal amount of existing Revolving Commitments that the Extending Revolving Lenders have elected to amend pursuant to the relevant Revolving Extension Request exceeds the amount of Extended Revolving Commitments requested by the Borrower, the principal amount of Extended Revolving Commitments requested by the Borrower shall be allocated to each Extending Revolving Lender in such manner and in such amounts as may be agreed by Administrative Agent and the Borrower, in their sole discretion.

Election to Extend. Any Revolving Credit Lender wishing to have all or a portion of its Revolving Credit Commitments under the Existing Revolving Tranche Revolver Tranches amended into Extended Revolving Credit Commitments (each, an “Extending Revolving Credit Lender”) specified in the pursuant to a Revolving Credit Extension Request shall notify the Administrative Agent on or prior to the response date specified in such Revolving Credit Extension Request of the amount of its Revolving Credit Commitments it has elected to be amended (subject to any minimum denomination requirements imposed by the Administrative Agent not to exceed $50,000,000Borrower). No Revolving Credit Lender shall have any obligation to agree to provide any Extended Revolving Credit Commitment pursuant to any Revolving Credit Extension Request. Any Revolving Credit Lender not responding on or prior to within such response date time period shall be deemed to have declined such to have its Revolving Extension RequestCredit Commitments under the Existing Revolver Tranche amended into Extended Revolving Credit Commitments. The Administrative Agent shall notify the Borrower and each Revolving Credit Lender under the applicable Existing Revolver Tranche of responses to such Revolving Credit Extension Request. In the event that the aggregate principal amount of existing Revolving Credit Commitments that the Extending Revolving Credit Lenders have elected to amend pursuant to the relevant Revolving Credit Extension Request exceeds the amount of Extended Revolving Credit Commitments requested by the Borrower, the principal amount of Extended Revolving Credit Commitments requested by the Borrower shall be allocated to each Extending Revolving Credit Lender in such manner and in such amounts as may be agreed by Administrative Agent and the Borrower, in their sole discretionon a pro rata basis.

Election to Extend. Any Revolving Term Lender wishing to have all or a portion of its Revolving Commitments Term Loans under the Existing Revolving Term Tranche amended into Extended Revolving Commitments Term Loans (each, an “Extending Revolving Term Lender”) specified in the Revolving pursuant to a Term Extension Request shall notify the Administrative Agent on or prior to the response date specified in such Revolving Term Extension Request of the amount of its Revolving Commitments Term Loans it has elected to be amended (subject to any minimum denomination requirements imposed by the Administrative Agent not to exceed $50,000,000Borrower). No Revolving Term Lender shall have any obligation to agree to provide any Extended Revolving Commitment Term Loan pursuant to any Revolving Term Extension Request. Any Revolving Term Lender not responding on or prior to within such response date time period shall be deemed to have declined such Revolving Extension Requestto have its Term Loans under the Existing Term Tranche amended into Extended Term Loans. The Administrative Agent shall notify the Borrower and each Revolving Term Lender under the applicable Existing Revolver Term Tranche of responses to such Revolving Term Extension Request. In the event that the aggregate principal amount of existing Revolving Commitments Term Loans that the Extending Revolving Term Lenders have elected to amend pursuant to the relevant Revolving Term Extension Request exceeds the amount of Extended Revolving Commitments Term Loans requested by the Borrower, the principal amount of Extended Revolving Commitments Term Loans requested by the Borrower shall be allocated to each Extending Revolving Lender in such manner and in such amounts as may be agreed by Administrative Agent and the Borrower, in their sole discretionon a pro rata basis.

Election to Extend. Any Revolving Lender wishing to have all or a portion of its Revolving Commitments under the Existing Revolving Tranche Commitments amended into Extended Revolving Commitments (each, an “Extending Revolving Lender”) specified in the pursuant to a Revolving Extension Request shall notify the Administrative Agent on or prior to the response date specified in such Revolving Extension Request of the amount of its Revolving Commitments it has elected to be amended (subject to any minimum denomination requirements imposed by the Administrative Agent not to exceed $50,000,000Borrower). No Revolving Lender shall have any obligation to agree to provide any Extended Revolving Commitment pursuant to any Revolving Extension Request. Any Revolving Lender not responding on or prior to within such response date time period shall be deemed to have declined such to have its Revolving Extension RequestCommitments under the Existing Revolving Commitments amended into Extended Revolving Commitments. The Administrative Agent shall notify the Borrower and each Revolving Lender under the applicable Existing Revolver Tranche Revolving Commitments of responses to such Revolving Extension Request. In the event that the aggregate principal amount of existing Existing Revolving Commitments that the Extending Revolving Lenders have elected to amend pursuant to the relevant Revolving Extension Request exceeds the amount of Extended Revolving Commitments requested by the Borrower, the principal amount of Extended Revolving Commitments requested by the Borrower shall be allocated to each Extending Revolving Lender in such manner and in such amounts as may be agreed by the Administrative Agent and the Borrower, in their sole discretion. Notwithstanding the conversion of any Existing Revolving Commitment into an Extended Revolving Commitment, such Extended Revolving Commitment shall be treated identically to all Existing Revolving Commitments for purposes of the obligations of a Lender with a Revolving Commitment in respect of Letters of Credit under Section 2.02 and Swing Line Loans under Section 2.03, except that the applicable Revolving Extension Amendment may provide that the commitment of the Swing Line Lender to make Swing Line Loans and/or the last day for issuing Letters of Credit may be extended and the related obligations to make Swing Line Loans and issue Letters of Credit may be continued so long as the Swing Line Lender and/or the L/C Issuer, as applicable, have consented to such extensions.

Election to Extend. Any Revolving Lender wishing to have all or a portion of its Revolving Commitments under the Existing Revolving Tranche amended into Extended Revolving Commitments (each, an “Extending Revolving Lender”) specified in the Revolving Extension Request shall notify the Administrative Agent on or prior to the response date specified in such Revolving Extension Request of the amount of its Revolving Commitments it has elected to be amended (subject to any minimum denomination requirements imposed by the Administrative Agent not to exceed $50,000,000). No Revolving Lender shall have any obligation to agree to provide any Extended Revolving Commitment pursuant to any Revolving Extension Request. Any Revolving Lender not responding on or prior to such response date shall be deemed to have declined such Revolving Extension Request. The Administrative Agent shall notify the Borrower Company and each Revolving Lender under the applicable Existing Revolver Tranche of responses to such Revolving Extension Request. In the event that the aggregate principal amount of existing Revolving Commitments that the Extending Revolving Lenders have elected to amend pursuant to the relevant Revolving Extension Request exceeds the amount of Extended Revolving Commitments requested by the BorrowerBorrowers, the principal amount of Extended Revolving Commitments requested by the Borrower Borrowers shall be allocated to each Extending Revolving Lender in such manner and in such amounts as may be agreed by Administrative Agent and the BorrowerCompany, in their sole discretion.

Election to Extend. Any In connection with each Revolving Extension Request for any Existing Revolving Tranche, any Revolving Lender under such Existing Revolving Tranche wishing to have all or a portion (but not less than all) of its Revolving Commitments Commitment under the such Existing Revolving Tranche amended into become an Extended Revolving Commitments Commitment in connection therewith (eacheach such Revolving Lender, and any Additional Commitment Lender replacing a Non-Consenting Lender pursuant to Section 2.19(c) below, an “Extending Revolving Lender”) specified in the Revolving Extension Request shall notify the Administrative Agent on or prior to the response date specified in such Revolving Extension Request of the amount of that such Revolving Lender has elected for its Revolving Commitments it has elected Commitment under such Existing Revolving Tranche to be amended (subject to any minimum denomination requirements imposed by the Administrative Agent not to exceed $50,000,000)become an Extended Revolving Commitment. No Revolving Lender shall have any obligation to agree to provide any Extended Revolving Commitment pursuant to any Revolving Extension Request. Any Revolving Lender that determines not to extend its Revolving Commitment under any Existing Revolving Tranche, and notifies the Administrative Agent as to the same, or does not responding on or prior to such response date date, shall be deemed to have declined such Revolving Extension RequestRequest and, in each case, shall constitute a “Non-Consenting Lender” hereunder. The Administrative Agent shall notify the Borrower Company and each Revolving Lender under the applicable Existing Revolver Revolving Tranche of responses to such Revolving Extension Request. In the event that the aggregate principal amount of existing Revolving Commitments that the Extending Revolving Lenders have elected to amend pursuant to the relevant Revolving Extension Request exceeds the amount of Extended Revolving Commitments requested by the BorrowerBorrowers, the principal amount of Extended Revolving Commitments requested by the Borrower Borrowers shall be allocated to each Extending Revolving Lender in such manner and in such amounts as may be agreed by Administrative Agent and the BorrowerCompany, in their sole discretion.

Election to Extend. Any Revolving Term Lender wishing to have all or a portion of its Revolving Commitments Term Loans under the Existing Revolving Tranche Term Loan amended into Extended Revolving Commitments Term Loans (each, an “Extending Revolving Term Lender”) specified in the Revolving pursuant to a Term Extension Request shall notify the Administrative Agent on or prior to the response date specified in such Revolving Term Extension Request of the amount of its Revolving Commitments Term Loans it has elected to be amended (subject to any minimum denomination requirements imposed by the Administrative Agent not to exceed $50,000,000Borrower). No Revolving Term Lender shall have any obligation to agree to provide any Extended Revolving Commitment Term Loan pursuant to any Revolving Term Extension Request. Any Revolving Term Lender not responding on or prior to within such response date time period shall be deemed to have declined such Revolving Extension Requestto have its Term Loans under the Existing Term Loan amended into Extended Term Loans. The Administrative Agent shall notify the Borrower and each Revolving Term Lender under the applicable Existing Revolver Tranche Term Loan of responses to such Revolving Term Extension Request. In the event that the aggregate principal amount of existing Revolving Commitments Existing Term Loans that the Extending Revolving Term Lenders have elected to amend pursuant to the relevant Revolving Term Extension Request exceeds the amount of Extended Revolving Commitments Term Loans requested by the Borrower, the principal amount of Extended Revolving Commitments Term Loans requested by the Borrower shall be allocated to each Extending Revolving Term Lender in such manner and in such amounts as may be agreed by the Administrative Agent and the Borrower, in their its sole discretion.