Common use of Extension Offers Clause in Contracts

Extension Offers. (a) The 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 Classes (each Class subject to such an Extension Offer, an “Extension Request Class”) to make one or more Extension Permitted Amendments pursuant to procedures reasonably specified by the Administrative Agent and reasonably acceptable to the Company; provided that any Extension Offer relating to Revolving Commitments or Revolving Loans may only be made on an anniversary of the Effective Date (or on the next succeeding Business Day in the case of any anniversary that occurs on a day that is not a Business Day) and no more than two Extension Offers may be made in respect of Revolving Commitments. Such notice shall set forth (i) the terms and conditions of the requested Extension Permitted Amendment and (ii) the date on which such Extension Permitted Amendment is requested to become effective (which shall not be less than 10 Business Days or more than 30 Business Days after the date of such notice, unless otherwise agreed to by the Administrative Agent). Extension Permitted Amendments shall become effective only with respect to the Loans and Commitments of the Lenders of the Extension Request Class that accept the applicable Extension Offer (such Lenders, the “Extending Lenders”) and, in the case of any Extending Lender, only with respect to such Lender’s Loans and Commitments of such Extension Request Class as to which such Lender’s acceptance has been made.

Appears in 2 contracts

Samples: Credit Agreement (Murphy USA Inc.), Credit Agreement (Murphy USA Inc.)

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Extension Offers. (a) The Company 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 Classes (each Class subject to such an Extension Offer, an “Extension Request Class”) to make one or more Extension Permitted Amendments pursuant to procedures reasonably specified by the Administrative Agent and reasonably acceptable to the CompanyBorrower; provided that any Extension Offer relating to Revolving Commitments or Revolving Loans may only be made on an anniversary of the Effective Date (or on the next succeeding Business Day in the case of any anniversary that occurs on a day that is not a Business Day) and no more than two Extension Offers may be made in respect of Revolving Commitments. Such notice shall set forth (i) the terms and conditions of the requested Extension Permitted Amendment and (ii) the date on which such Extension Permitted Amendment is requested to become effective (which shall not be less than 10 five Business Days or more than 30 Business Days 60 days after the date of such notice, unless otherwise agreed to by the Administrative Agent). Extension Permitted Amendments shall become effective only with respect to the Loans and Commitments of the Lenders of the Extension Request Class that accept the applicable Extension Offer (such Lenders, the “Extending Lenders”) and, in the case of any Extending Lender, only with respect to such Lender’s Loans and Commitments of such Extension Request Class as to which such Lender’s acceptance has been made, in each case to be determined in such Lender’s sole discretion.

Appears in 2 contracts

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

Extension Offers. (a) The Company may on one or more occasionsoccasions after the 2019 Restatement Effective Date, by written notice to the Administrative Agent, make one or more offers (each, an “Extension Offer”) to all the Lenders of one or more Classes classes (each Class class subject to such an Extension Offer, an “Extension Request Class”) to make enter into one or more Extension Permitted Amendments pursuant to procedures reasonably specified by the Administrative Agent and reasonably acceptable to the Company; provided that any Extension Offer relating to Revolving Commitments or Revolving Loans may only be made on an anniversary of the Effective Date (or on the next succeeding Business Day in the case of any anniversary that occurs on a day that is not a Business Day) and no more than two Extension Offers may be made in respect of Revolving Commitments. Such notice shall set forth (i) the terms and conditions of the requested Extension Permitted Amendment Amendment(s) and (ii) the date on which such Extension Permitted Amendment is Amendment(s) are requested to become effective (which shall not be less than 10 5 Business Days or nor more than 30 Business Days after the date of such notice, unless otherwise agreed to by the Administrative Agent). Extension Permitted Amendments shall become effective only with respect to the Loans and Commitments of the Lenders of the Extension Request Class that accept the applicable Extension Offer (such Lenders, the “Extending Lenders”) and, in the case of any Extending Lender, only with respect to such Lender’s Loans and Commitments of such Extension Request Class as to which such Lender’s acceptance has been made. The Company shall have the right to withdraw any Extension Offer upon written notice to the Administrative Agent in the event that the aggregate amount of Loans and Commitments of the Extending Lenders is less than the aggregate amount specified by the Company in the Extension Offer to be extended.

Appears in 2 contracts

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

Extension Offers. (a) The Company may on one or more occasionsoccasions after the Effective Date, by written notice to the Administrative Agent, make one or more offers (each, an “Extension Offer”) to all the Lenders of one or more Classes classes (each Class class subject to such an Extension Offer, an “Extension Request Class”) to make enter into one or more Extension Permitted Amendments pursuant to procedures reasonably specified by the Administrative Agent and reasonably acceptable to the Company; provided that any Extension Offer relating to Revolving Commitments or Revolving Loans may only be made on an anniversary of the Effective Date (or on the next succeeding Business Day in the case of any anniversary that occurs on a day that is not a Business Day) and no more than two Extension Offers may be made in respect of Revolving Commitments. Such notice shall set forth (i) the terms and conditions of the requested Extension Permitted Amendment Amendment(s) and (ii) the date on which such Extension Permitted Amendment is Amendment(s) are requested to become effective (which shall not be less than 10 five Business Days or nor more than 30 Business Days after the date of such notice, unless otherwise agreed to by the Administrative Agent). Extension Permitted Amendments shall become effective only with respect to the Loans and Commitments of the Lenders of the Extension Request Class that accept the applicable Extension Offer (such Lenders, the “Extending Lenders”) and, in the case of any Extending Lender, only with respect to such Lender’s Loans and Commitments of such Extension Request Class as to which such Lender’s acceptance has been made. The Company shall have the right to withdraw any Extension Offer upon written notice to the Administrative Agent in the event that the aggregate amount of Loans and Commitments of the Extending Lenders is less than the aggregate amount specified by the Company in the Extension Offer to be extended.

Appears in 2 contracts

Samples: Credit Agreement (Bright Health Group Inc.), Credit Agreement (Bright Health Group Inc.)

Extension Offers. (a) The Company may on one or more occasionsoccasions after the Effective Date, by written notice to the Administrative AgentRequired Lenders, make one or more offers (each, an “Extension Offer”) to all the Lenders of one or more Classes classes (each Class class subject to such an Extension Offer, an “Extension Request Class”) to make enter into one or more Extension Permitted Amendments pursuant to procedures reasonably specified by the Administrative Agent and reasonably acceptable to the Company; provided that any Extension Offer relating Company and to Revolving Commitments or Revolving Loans may only be made on an anniversary of the Effective Date (or on the next succeeding Business Day in the case of any anniversary that occurs on a day that is not a Business Day) and no more than two Extension Offers may be made in respect of Revolving CommitmentsRequired Lenders. Such notice shall set forth (i) the terms and conditions of the requested Extension Permitted Amendment Amendment(s) and (ii) the date on which such Extension Permitted Amendment is Amendment(s) are requested to become effective (which shall not be less than 10 five Business Days or nor more than 30 Business Days after the date of such notice, unless otherwise agreed to by the Administrative AgentRequired Lenders). Extension Permitted Amendments shall become effective only with respect to the Loans and Commitments of the Lenders of the Extension Request Class that accept the applicable Extension Offer (such Lenders, the “Extending Lenders”) and, in the case of any Extending Lender, only with respect to such LenderXxxxxx’s Loans and Commitments of such Extension Request Class as to which such Lender’s acceptance has been made. The Company shall have the right to withdraw any Extension Offer upon written notice to the Required Lenders in the event that the aggregate amount of Loans and Commitments of the Extending Lenders is less than the aggregate amount specified by the Company in the Extension Offer to be extended.

Appears in 2 contracts

Samples: Credit Agreement (NeueHealth, Inc.), Credit Agreement (Bright Health Group Inc.)

Extension Offers. (a) The Company may on one or more occasionsoccasions after the Closing Date, by written notice to the Administrative Agent, make one or more offers (each, an “Extension Offer”) to all the Lenders of one or more Classes classes (each Class class subject to such an Extension Offer, an “Extension Request Class”) to make enter into one or more Extension Permitted Amendments pursuant to procedures reasonably specified by the Administrative Agent and reasonably acceptable to the Company; provided that any Extension Offer relating to Revolving Commitments or Revolving Loans may only be made on an anniversary of the Effective Date (or on the next succeeding Business Day in the case of any anniversary that occurs on a day that is not a Business Day) and no more than two Extension Offers may be made in respect of Revolving Commitments. Such notice shall set forth (i) the terms and conditions of the requested Extension Permitted Amendment Amendment(s) and (ii) the date on which such Extension Permitted Amendment is Amendment(s) are requested to become effective (which shall not be less than 10 5 Business Days or nor more than 30 Business Days after the date of such notice, unless otherwise agreed to by the Administrative Agent). Extension Permitted Amendments shall become effective only with respect to the Loans and Commitments of the Lenders of the Extension Request Class that accept the applicable Extension Offer (such Lenders, the “Extending Lenders”) and, in the case of any Extending Lender, only with respect to such Lender’s Loans and Commitments of such Extension Request Class as to which such Lender’s acceptance has been made. The Company shall have the right to withdraw any Extension Offer upon written notice to the Administrative Agent in the event that the aggregate amount of Loans and Commitments of the Extending Lenders is less than the aggregate amount specified by the Company in the Extension Offer to be extended.

Appears in 1 contract

Samples: Credit Agreement (Centene Corp)

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Extension Offers. (a) The Company may on one or more occasionsoccasions after the Effective Date, by written notice to the Administrative AgentRequired Lenders, make one or more offers (each, an “Extension Offer”) to all the Lenders of one or more Classes classes (each Class class subject to such an Extension Offer, an “Extension Request Class”) to make enter into one or more Extension Permitted Amendments pursuant to procedures reasonably specified by the Administrative Agent and reasonably acceptable to the Company; provided that any Extension Offer relating Company and to Revolving Commitments or Revolving Loans may only be made on an anniversary of the Effective Date (or on the next succeeding Business Day in the case of any anniversary that occurs on a day that is not a Business Day) and no more than two Extension Offers may be made in respect of Revolving CommitmentsRequired Lenders. Such notice shall set forth (i) the terms and conditions of the requested Extension Permitted Amendment Amendment(s) and (ii) the date on which such Extension Permitted Amendment is Amendment(s) are requested to become effective (which shall not be less than 10 five Business Days or nor more than 30 Business Days after the date of such notice, unless otherwise agreed to by the Administrative AgentRequired Lenders). Extension Permitted Amendments shall become effective only with respect to the Loans and Commitments of the Lenders of the Extension Request Class that accept the applicable Extension Offer (such Lenders, the “Extending Lenders”) and, in the case of any Extending Lender, only with respect to such LenderXxxxxx’s Loans and Commitments of such Extension Request Class as to which such LenderXxxxxx’s acceptance has been made. The Company shall have the right to withdraw any Extension Offer upon written notice to the Required Lenders in the event that the aggregate amount of Loans and Commitments of the Extending Lenders is less than the aggregate amount specified by the Company in the Extension Offer to be extended.

Appears in 1 contract

Samples: Credit Agreement (Bright Health Group Inc.)

Extension Offers. (a) The Company may on one or more occasionsoccasions after the Restatement Effective Date, by written notice to the Administrative Agent, make one or more offers (each, an “Extension Offer”) to all the Lenders of one or more Classes classes (each Class class subject to such an Extension Offer, an “Extension Request Class”) to make enter into one or more Extension Permitted Amendments pursuant to procedures reasonably specified by the Administrative Agent and reasonably acceptable to the Company; provided that any Extension Offer relating to Revolving Commitments or Revolving Loans may only be made on an anniversary of the Effective Date (or on the next succeeding Business Day in the case of any anniversary that occurs on a day that is not a Business Day) and no more than two Extension Offers may be made in respect of Revolving Commitments. Such notice shall set forth (i) the terms and conditions of the requested Extension Permitted Amendment Amendment(s) and (ii) the date on which such Extension Permitted Amendment is Amendment(s) are requested to become effective (which shall not be less than 10 5 Business Days or nor more than 30 Business Days after the date of such notice, unless otherwise agreed to by the Administrative Agent). Extension Permitted Amendments shall become effective only with respect to the Loans and Commitments of the Lenders of the Extension Request Class that accept the applicable Extension Offer (such Lenders, the “Extending Lenders”) and, in the case of any Extending Lender, only with respect to such Lender’s Loans and Commitments of such Extension Request Class as to which such Lender’s acceptance has been made. The Company shall have the right to withdraw any Extension Offer upon written notice to the Administrative Agent in the event that the aggregate amount of Loans and Commitments of the Extending Lenders is less than the aggregate amount specified by the Company in the Extension Offer to be extended.

Appears in 1 contract

Samples: Credit Agreement (Centene Corp)

Extension Offers. (a) The Company may on one or more occasionsoccasions after the Effective Date, by written notice to the Administrative Agent, make one or more offers (each, an “Extension Offer”) to all the Lenders of one or more Classes classes (each Class class subject to such an Extension Offer, an “Extension Request Class”) to make enter into one or more Extension Permitted Amendments pursuant to procedures reasonably specified by the Administrative Agent and reasonably acceptable to the Company; provided that any Extension Offer relating to Revolving Commitments or Revolving Loans may only be made on an anniversary of the Effective Date (or on the next succeeding Business Day in the case of any anniversary that occurs on a day that is not a Business Day) and no more than two Extension Offers may be made in respect of Revolving Commitments. Such notice shall set forth (i) the terms and conditions of the requested Extension Permitted Amendment Amendment(s) and (ii) the date on which such Extension Permitted Amendment is Amendment(s) are requested to become effective (which shall not be less than 10 5 Business Days or nor more than 30 Business Days after the date of such notice, unless otherwise agreed to by the Administrative Agent). Extension Permitted Amendments shall become effective only with respect to the Loans and Commitments of the Lenders of the Extension Request Class that accept the applicable Extension Offer (such Lenders, the “Extending Lenders”) and, in the case of any Extending Lender, only with respect to such Lender’s Loans and Commitments of such Extension Request Class as to which such Lender’s acceptance has been made. The Company shall have the right to withdraw any Extension Offer upon written notice to the Administrative Agent in the event that the aggregate amount of Loans and Commitments of the Extending Lenders is less than the aggregate amount specified by the Company in the Extension Offer to be extended.

Appears in 1 contract

Samples: Credit Agreement (Centene Corp)

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