Common use of Extension Offers Clause in Contracts

Extension Offers. (a) The Borrower may, on one or more occasions, by written notice to the Administrative Agent, make one or more offers (each, an “Extension Offer”) to all the Lenders of one or more Facilities (each Facility subject to such an Extension Offer, an “Extension Request Facility”), in each case to extend the final maturity date of such Lenders’ respective Loans and commitments under such Facility to a later maturity date and to make one or more other Extension Permitted Amendments pursuant to procedures reasonably specified by the Administrative Agent and reasonably acceptable to the Borrower. Such Extension Offer shall set forth the terms and conditions of the requested Extension Permitted Amendments, the date on which the Extension Agreement (as defined below) is requested to become effective (which date shall be acceptable to the Administrative Agent) and such other principal terms on which the Borrower proposes to enter into the Extension Agreement. Extension Permitted Amendments shall become effective only with respect to the Loans and commitments of the Lenders of the Extension Request Facility that accept the applicable Extension Offer (such Lenders, the “Accepting Lenders”) and, in the case of any Accepting Lender, only with respect to such Lender’s Loans and commitments of such Extension Request Facility. No Lender shall have any obligation to accept any such Extension Offer.

Appears in 6 contracts

Samples: Credit Agreement (Teradyne, Inc), Credit Agreement (Teradyne, Inc), Credit Agreement (Pure Storage, Inc.)

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Extension Offers. (a) The Borrower may, may on one or more occasions, by written notice to the Administrative Agent, make one or more offers (each, an “Extension Offer”) to all the Lenders of one or more Facilities any Class (each Facility Class subject to such an Extension Offer, Offer being referred to as an “Extension Request FacilityClass”), in on the same terms and conditions to each case to extend the final maturity date of such Lenders’ respective Loans and commitments under such Facility to a later maturity date and Lender within any Extension Request Class, to make one or more other Extension Permitted Amendments pursuant to procedures reasonably specified by the Administrative Agent and reasonably acceptable to the Borrower. Such Extension Offer notice shall set forth (i) the terms and conditions of the requested Extension Permitted Amendments, Amendment and (ii) the date on which the such Extension Agreement (as defined below) Permitted Amendment is requested to become effective (which shall not be less than 10 Business Days nor more than 30 Business Days after the date shall be acceptable of such notice, unless otherwise agreed to by the Administrative Agent) and such other principal terms on which the Borrower proposes to enter into the Extension Agreement). Extension Permitted Amendments shall become effective only with respect to the Term Loans and commitments the Term Loan Commitments of the Lenders of the Extension Request Facility Class that accept the applicable Extension Offer (such Lenders, the “Accepting Extending Lenders”) and, in the case of any Accepting Extending Lender, only with respect to such Lender’s Loans and commitments Term Loan Commitments of such Extension Request Facility. No Lender shall have any obligation Class as to accept any which such Extension OfferLender’s acceptance has been made.

Appears in 4 contracts

Samples: Credit and Guaranty Agreement (Alon USA Energy, Inc.), Counterpart Agreement (Alon USA Partners, LP), Credit and Guaranty Agreement (Alon USA Energy, Inc.)

Extension Offers. (a) The Borrower Company may, on one or more occasions, by written notice to the Administrative Agent, make one or more offers (each, an “Extension Offer”) to all the Lenders of one or more Facilities (each Facility subject to such an Extension Offer, an “Extension Request Facility”), in each case to extend the final maturity date of such Lenders’ respective Loans and commitments under such Facility to a later maturity date and to make one or more other Extension Permitted Amendments pursuant to procedures reasonably specified by the Administrative Agent and reasonably acceptable to the BorrowerCompany. Such Extension Offer shall set forth the terms and conditions of the requested Extension Permitted Amendments, the date on which the Extension Agreement (as defined below) is requested to become effective (which date shall be acceptable to the Administrative Agent) and such other principal terms on which the Borrower Company proposes to enter into the Extension Agreement. Extension Permitted Amendments shall become effective only with respect to the Loans and commitments of the Lenders of the Extension Request Facility that accept the applicable Extension Offer (such Lenders, the “Accepting Lenders”) and, in the case of any Accepting Lender, only with respect to such Lender’s Loans and commitments of such Extension Request Facility. No Lender shall have any obligation to accept any such Extension Offer.

Appears in 3 contracts

Samples: Credit Agreement (Lear Corp), Credit Agreement (Lear Corp), Credit Agreement (Lear Corp)

Extension Offers. (a) The U.S. Borrower may, on one or more occasions, by written notice to the Administrative Agent, make one or more offers (each, an “Extension Offer”) to all the Lenders of one or more Facilities Classes (each Facility Class subject to such an Extension Offer, an “Extension Request FacilityClass”), in each case to extend the final maturity date of such Lenders’ respective Loans and commitments under such Facility Commitments to a later maturity date and to make one or more other Extension Permitted Amendments pursuant to procedures reasonably specified by the Administrative Agent and reasonably acceptable to the U.S. Borrower. Such Extension Offer shall set forth the terms and conditions of the requested Extension Permitted Amendments, the date on which the Extension Agreement (as defined below) is requested to become effective (which shall not be less than ten Business Days nor more than 30 Business Days after the date shall be acceptable to of the Administrative Agentapplicable Extension Offer) and such other principal terms on which the U.S. Borrower proposes to enter into the Extension Agreement. Extension Permitted Amendments shall become effective only with respect to the Loans and commitments Commitments of the Lenders of the Extension Request Facility Class that accept the applicable Extension Offer (such Lenders, the “Accepting Lenders”) and, in the case of any Accepting Lender, only with respect to such Lender’s Loans and commitments Commitments of such Extension Request FacilityClass. No Lender shall have any obligation to accept any such Extension Offer.

Appears in 1 contract

Samples: Credit Agreement (TRW Automotive Holdings Corp)

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Extension Offers. (a) The Borrower may, on one or not more occasionsthan two occasions prior to the fourth anniversary of the Effective Date, by written notice to the Administrative Agent, make one or more offers (eachcollectively, an “Extension Offer”) to all the Lenders of one or more Facilities Classes, other than any Class of Incremental Term Commitments or Incremental Term Loans established under Section 2.20 (each Facility Class subject to such an Extension Offer, an “Extension Request FacilityClass), in each case ) to extend the final maturity date of such Lenders’ respective Loans and commitments under such Facility to a later maturity date and to make one or more other enter into an Extension Permitted Amendments Amendment pursuant to procedures reasonably specified by the Administrative Agent and reasonably acceptable to the Borrower. Such Extension Offer notice shall set forth (i) the terms and conditions of the requested Extension Permitted Amendments, Amendment and (ii) the date on which the such Extension Agreement (as defined below) Permitted Amendment is requested to become effective (which shall not be fewer than 10 Business Days or more than 30 Business Days after the date shall be acceptable of such notice, unless otherwise agreed to by the Administrative Agent) and such other principal terms on which the Borrower proposes to enter into the Extension Agreement). Extension Permitted Amendments shall become effective (A) only with respect to the Loans and commitments Commitments of the Lenders of the Extension Request Facility Class that accept the applicable Extension Offer (such Lenders, the Lenders being called Accepting Extending Lenders”, and Lenders of such Class that do not accept such Extension Offer being called “Declining Lenders”), (B) and, only if Lenders representing at least a majority of the Commitments of the Extension Request Class accept such Extension Offer and (C) in the case of any Accepting Extending Lender, only with respect to such Lender’s Loans and commitments Commitments of such Extension Request Facility. No Lender shall have any obligation Class as to accept any which such Extension OfferLender’s acceptance has been made.

Appears in 1 contract

Samples: Credit Agreement (Shutterfly Inc)

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