Common use of Term-Out Option Clause in Contracts

Term-Out Option. The Borrower may, by delivery of a written notice to the Administrative Agent no later than 10:00 a.m., New York City time, on the Commitment Termination Date, elect (such election, the “Term-Out Option”) to extend the Maturity Date to be the first anniversary of the Commitment Termination Date; provided that any such extension of the Maturity Date shall be subject to the satisfaction of the conditions that (a) the representations and warranties of the Borrower set forth in the Loan Documents (other than the representations and warranties set forth in Sections 4.05(b) and 4.06(a)) shall be true and correct in all material respects on and as of the Commitment Termination Date; provided that (i) to the extent such representations and warranties expressly relate to an earlier date, they shall be true and correct in all material respects as of such earlier date and (ii) to the extent such representations and warranties are qualified by materiality, such representations and warranties shall be true and correct in all respects, (b) no Default or Event of Default shall have occurred and be continuing on and as of the Commitment Termination Date, (c) the Borrower shall have delivered to the Administrative Agent a certificate confirming the satisfaction of the conditions in the preceding clauses (a) and (b), dated the Commitment Termination Date and executed by a Financial Officer and (d) the Administrative Agent shall have received the Term-Out Fees for the account of each Lender pursuant to Section 3.06(c).

Term-Out Option. The Borrower may, by delivery of a written notice to the Administrative Agent no later than 10:00 a.m., New York City time, on the Commitment Termination Date, elect (such election, the “Term-Out Option”) to extend the Maturity Date to be the first anniversary of the Commitment Termination Date; provided that any such extension of the Maturity Date shall be subject to the satisfaction of the conditions that (a) the representations and warranties of the Borrower set forth in the Loan Documents (other than the representations and warranties set forth in Sections 4.05(b) and 4.06(a)) shall be true and correct in all material respects on and as of the Commitment Termination Date; provided that (i) to the extent such representations and warranties expressly relate to an earlier date, they shall be true and correct in all material respects as of such earlier date and (ii) to the extent such representations and warranties are qualified by materiality, such representations and warranties shall be true and correct in all respects, (b) no Default or Event of Default shall have occurred and be continuing on and as of the Commitment Termination Date, (c) the Borrower shall have delivered to the Administrative Agent a certificate confirming the satisfaction of the conditions in the preceding clauses (a) and (b), dated the Commitment Termination Date and executed by a Financial Officer and (d) the Administrative Agent shall have received the Term-Out Fees for the account of each Lender pursuant to Section 3.06(c).