Common use of Extension of the Expiry Date; Non-Extension Advance Clause in Contracts

Extension of the Expiry Date; Non-Extension Advance. No earlier than the 60th day and no later than the 40th day prior to the then effective Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise the Borrower, no earlier than the 40th day (or, if earlier, the date of the Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than the 25th day prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Liquidity Provider advises the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 2 contracts

Samples: Credit Agreement (Continental Airlines Inc /De/), Credit Agreement (Continental Airlines Inc /De/)

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Extension of the Expiry Date; Non-Extension Advance. No The Borrower may, from time to time, by notice to the Liquidity Provider (each such notice being an "EXTENSION NOTICE") given no later than 40th day and no earlier than the 60th day and no later than the 40th day prior to the then effective applicable Expiry Date, request an extension of the Expiry Date to the earlier of (unless such Expiry Date is on or after i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 A-1 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise has received a request from the Borrower, no earlier than such Liquidity Provider may, but shall not be obligated to, by a notice (a "CONSENT NOTICE") to the 40th day (orBorrower, if earlier, given during the period commencing on the date of the Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than the 25th day that is 60 days prior to the then effective Expiry Date then in effect and ending on the date that is 25 days prior to the Expiry Date then in effect for such Liquidity Facility (such period, with respect to such Liquidity Facility, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees consent to so extend such extension of the Expiry Date. If , which consent may be given or withheld by the Liquidity Provider advises in its absolute and sole discretion; PROVIDED, HOWEVER, that such extension shall not be effective with respect to the Liquidity Provider if by a notice (a "WITHDRAWAL NOTICE") to the Borrower on or before the date on which during the Consent Period ends that such Expiry Date the Liquidity Provider revokes its Consent Notice. If a Withdrawal Notice has been given during the applicable Consent Period or if the Liquidity Provider shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which have delivered a Consent Notice within the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Continental Airlines Inc /De/), Revolving Credit Agreement (Continental Airlines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No The Borrower may, from time to time, by notice to the Liquidity Provider (each such notice being an "EXTENSION NOTICE") given no later than 40th day and no earlier than the 60th day and no later than the 40th day prior to the then effective applicable Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates)Date, the Borrower shall request that the Liquidity Provider extend an extension of the Expiry Date to the earlier of (i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise has received a request from the Borrower, no earlier than such Liquidity Provider may, but shall not be obligated to, by a notice (a "CONSENT NOTICE") to the 40th day (orBorrower, if earlier, given during the period commencing on the date of the Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than the 25th day that is 60 days prior to the then effective Expiry Date then in effect and ending on the date that is 25 days prior to the Expiry Date then in effect for such Liquidity Facility (such period, with respect to such Liquidity Facility, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees consent to so extend such extension of the Expiry Date. If , which consent may be given or withheld by the Liquidity Provider advises in its absolute and sole discretion; PROVIDED, HOWEVER, that such extension shall not be effective with respect to the Liquidity Provider if by a notice (a "WITHDRAWAL NOTICE") to the Borrower on or before the date on which during the Consent Period ends that such Expiry Date the Liquidity Provider revokes its Consent Notice. If a Withdrawal Notice has been given during the applicable Consent Period or if the Liquidity Provider shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which have delivered a Consent Notice within the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 2 contracts

Samples: Credit Agreement (Continental Airlines Inc /De/), Credit Agreement (Continental Airlines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No earlier than the 60th day and no later than the 40th day prior to the then effective Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 B Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 B Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise the Borrower, no earlier than the 40th day (or, if earlier, the date of the Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than the 25th day prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Liquidity Provider advises the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Continental Airlines Inc /De/), Revolving Credit Agreement (Continental Airlines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No The Borrower may, from time to time, by notice to the Liquidity Provider (each such notice being an "EXTENSION NOTICE") given no later than 40th day and no earlier than the 60th day and no later than the 40th day prior to the then effective applicable Expiry Date, request an extension of the Expiry Date to the earlier of (unless such Expiry Date is on or after i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 B Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise has received a request from the Borrower, no earlier than such Liquidity Provider may, but shall not be obligated to, by a notice (a "CONSENT NOTICE") to the 40th day (orBorrower, if earlier, given during the period commencing on the date of the Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than the 25th day that is 60 days prior to the then effective Expiry Date then in effect and ending on the date that is 25 days prior to the Expiry Date then in effect for such Liquidity Facility (such period, with respect to such Liquidity Facility, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees consent to so extend such extension of the Expiry Date. If , which consent may be given or withheld by the Liquidity Provider advises in its absolute and sole discretion; PROVIDED, HOWEVER, that such extension shall not be effective with respect to the Liquidity Provider if by a notice (a "WITHDRAWAL NOTICE") to the Borrower on or before the date on which during the Consent Period ends that such Expiry Date the Liquidity Provider revokes its Consent Notice. If a Withdrawal Notice has been given during the applicable Consent Period or if the Liquidity Provider shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which have delivered a Consent Notice within the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Continental Airlines Inc /De/), Revolving Credit Agreement (Continental Airlines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No earlier than the 60th day and no later than the 40th day prior to the then effective Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 C Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 C Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise the Borrower, no earlier than the 40th day (or, if earlier, the date of the Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than the 25th day prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Liquidity Provider advises the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Continental Airlines Inc /De/), Revolving Credit Agreement (Continental Airlines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No earlier than the 60th day and no later than the 40th day prior to the then effective Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise the Borrower, no earlier than the 40th day (or, if earlier, the date of the Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than the 25th day prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Liquidity Provider advises the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Continental Airlines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No earlier than The Borrower may, from time to time, by notice to the 60th day and Liquidity Provider (each such notice being an "Extension Notice") given no later than the 40th day and no earlier than the 60th day prior to the then effective applicable Expiry Date, request an extension of the Expiry Date to the earlier of (unless such Expiry Date is on or after i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 C Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Liquidity Provider has received a request from the Borrower, such Liquidity Provider may, but shall not be obligated to, by a notice (a "Consent Notice") to the Borrower, given during the period commencing on the date that is 60 days prior to the Expiry Date then in effect and ending on the date that is 25 days prior to the Expiry Date then in effect for such Liquidity Facility (such period, with respect to such Liquidity Facility, the "Consent Period"), consent to such extension of the Expiry Date, which consent may be given or withheld by the Liquidity Provider in its absolute and sole discretion; provided, however, that such extension shall not be effective with respect to the Liquidity Provider if by a notice (a "Withdrawal Notice:) to the Borrower during the Consent Period the Liquidity Provider revokes its Consent Notice. If a Withdrawal Notice has made such request, been given during the applicable Consent Period or if the Liquidity Provider shall advise the Borrower, no earlier than the 40th day (or, if earlier, the date of the Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than the 25th day prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Liquidity Provider advises the Borrower on or before the date on which not have delivered a Consent Notice within the Consent Period ends that such Expiry Date shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Northwest Airlines Corp)

Extension of the Expiry Date; Non-Extension Advance. No If the Expiry Date is prior to the date that is 15 days after the Final Legal Distribution Date for the Class G-1 Certificates, then no earlier than the 60th day and no later than the 40th day prior to the then effective applicable Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates)Date, the Borrower shall may request in writing that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 G-1 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not unless the Borrower has made such request, obligations of the Liquidity Provider hereunder are earlier terminated in accordance herewith). The Liquidity Provider shall advise by notice (the Borrower, no earlier than "Consent Notice") to the 40th day (or, if earlier, Borrower during the period commencing on the date of that is 60 days prior to the Liquidity Provider's receipt of such request, if any, from then effective Expiry Date and ending on the Borrower) and no later than the 25th day date that is 25 days prior to the then effective Expiry Date (such period, the "CONSENT PERIODConsent Period"), ) advise the Borrower whether, in its sole discretion, it agrees to so extend the Expiry Date; provided, however, that such extension shall not be effective with respect to the Liquidity Provider if, by notice (the "Withdrawal Notice") to the Borrower prior to the end of the Consent Period, the Liquidity Provider revokes its Consent Notice. If the Liquidity Provider advises the Borrower on or before the date on which in the Consent Period ends Notice that such Expiry Date shall not be so extended, or gives a Withdrawal Notice to the Borrower prior to the end of the Consent Period, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which end of the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e3.06(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.3.06(d)

Appears in 1 contract

Samples: Revolving Credit Agreement (Delta Air Lines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No earlier than The Borrower may, from time to time, by notice to the 60th day and Primary Liquidity Provider (each such notice being an "Extension Notice") given no later than the 40th day and no earlier than the 60th day prior to the then effective applicable Expiry Date Date, request that the Primary Liquidity Provider renew its obligations hereunder for a period ending on a date (unless such Expiry Date the "Renewal Date") that is on or after the earlier of (i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 G-2 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Primary Liquidity Provider shall advise has received a request from the Borrower, no earlier than such Primary Liquidity Provider may, but shall not be obligated to, by a notice (a "Consent Notice") to the 40th day Borrower, given during the period commencing on the date that is 60 days prior to the Expiry Date then in effect (or, if earlier, the date of the such Primary Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than ending on the 25th day date that is 25 days prior to the then effective Expiry Date then in effect for such Primary Liquidity Facility (such period, with respect to such Primary Liquidity Facility, the "CONSENT PERIODConsent Period"), advise the Borrower whether, in its sole discretion, it agrees consents to so extend such extension of its obligations hereunder for the period ending on the Renewal Date, in which event the Renewal Date shall become the Expiry Date. If Date hereunder, which consent may be given or withheld by the Primary Liquidity Provider advises in its absolute and sole discretion; provided, however, that such extension shall not be effective with respect to the Primary Liquidity Provider if by a notice (a "Withdrawal Notice") to the Borrower on or before the date on which during the Consent Period ends that such Expiry Date shall not be so extended, the Primary Liquidity Provider revokes its Consent Notice. If a Withdrawal Notice has been given during the applicable Consent Period or if the Primary Liquidity Provider fails to irrevocably and unconditionally to advise the Borrower on or before the date on which the such Consent Period ends that such Expiry Date shall be it agrees to so extended extend its obligations hereunder, (and, in each case, if the Primary Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Northwest Airlines Inc /Mn)

Extension of the Expiry Date; Non-Extension Advance. No earlier than The Borrower may, from time to time, by notice to the 60th day and Primary Liquidity Provider (each such notice being an "Extension Notice") given no later than the 40th day and no earlier than the 60th day prior to the then effective applicable Expiry Date Date, request that the Primary Liquidity Provider renew its obligations hereunder for a period ending on a date (unless such Expiry Date the "Renewal Date") that is on or after the earlier of (i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 C-1 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Primary Liquidity Provider shall advise has received a request from the Borrower, no earlier than such Primary Liquidity Provider may, but shall not be obligated to, by a notice (a "Consent Notice") to the 40th day Borrower, given during the period commencing on the date that is 60 days prior to the Expiry Date then in effect (or, if earlier, the date of the such Primary Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than ending on the 25th day date that is 25 days prior to the then effective Expiry Date then in effect for such Primary Liquidity Facility (such period, with respect to such Primary Liquidity Facility, the "CONSENT PERIODConsent Period"), advise the Borrower whether, in its sole discretion, it agrees consents to so extend such extension of its obligations hereunder for the period ending on the Renewal Date, in which event the Renewal Date shall become the Expiry Date. If , which consent may be given or withheld by the Primary Liquidity Provider advises in its absolute and sole discretion; provided, however, that such extension shall not be effective with respect to the Primary Liquidity Provider if by a notice (a "Withdrawal Notice") to the Borrower on or before the date on which during the Consent Period ends that such Expiry Date shall not be so extended, the Primary Liquidity Provider revokes its Consent Notice. If a Withdrawal Notice has been given during the applicable Consent Period or if the Primary Liquidity Provider fails to irrevocably and unconditionally to advise the Borrower on or before the date on which the such Consent Period ends that such Expiry Date shall be it agrees to so extended extend its obligations hereunder, (and, in each case, if the Primary Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Northwest Airlines Inc /Mn)

Extension of the Expiry Date; Non-Extension Advance. No earlier than The Borrower may, from time to time, by notice to the 60th day and Liquidity Provider (each such notice being an "EXTENSION NOTICE") given no later than the 40th day and no earlier than the 60th day prior to the then effective applicable Expiry Date, request an extension of the Expiry Date to the earlier of (unless such Expiry Date is on or after i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 C Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise has received a request from the Borrower, no earlier than such Liquidity Provider may, but shall not be obligated to, by a notice (a "CONSENT NOTICE") to the 40th day Borrower, given during the period commencing on the date that is 60 days prior to the Expiry Date then in effect (or, if earlier, the date of the such Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than ending on the 25th day date that is 25 days prior to the then effective Expiry Date then in effect for such Liquidity Facility (such period, with respect to such Liquidity Facility, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees consent to so extend such extension of the Expiry Date. If , which consent may be given or withheld by the Liquidity Provider advises in its absolute and sole discretion; PROVIDED, HOWEVER, that such extension shall not be effective with respect to the Liquidity Provider if by a notice (a "WITHDRAWAL NOTICE:) to the Borrower on or before the date on which during the Consent Period ends that such Expiry Date shall not be so extended, the Liquidity Provider revokes its Consent Notice. If a Withdrawal Notice has been given during the applicable Consent Period or if the Liquidity Provider fails to irrevocably and unconditionally to advise the Borrower on or before the date on which the such Consent Period ends that such the applicable Expiry Date shall be so extended extended, (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Northwest Airlines Corp)

Extension of the Expiry Date; Non-Extension Advance. No earlier than the 60th 45th day and no later than the 40th 30th day prior to the then effective Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 B Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 B Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise the Borrower, Borrower no earlier than the 40th 30th day (or, if earlier, the date of the Liquidity Provider's ’s receipt of such request, if any, from the Borrower) and no later than the 25th day prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"“Consent Period”), whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Liquidity Provider advises the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall not be so [Revolving Credit Agreement (2009-2B)] extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e3.5(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d3.5(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (United Air Lines Inc)

Extension of the Expiry Date; Non-Extension Advance. No earlier than the 60th day and no later than the 40th day prior to the then effective Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 A-1 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 A-1 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise the Borrower, no earlier than the 40th day (or, if earlier, the date of the Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than the 25th day prior to the then effective Expiry Date (such period, period the "CONSENT PERIODConsent Period"), whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Liquidity Provider advises the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Southwest Airlines Co)

Extension of the Expiry Date; Non-Extension Advance. No If the Expiry Date is prior to the date that is 15 days after the Final Legal Distribution Date for the Class A-1 Certificates, then no earlier than the 60th day and no later than the 40th day prior to the then effective applicable Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates)Date, the Borrower shall may request in writing that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 A-1 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not unless the Borrower has made such request, obligations of the Liquidity Provider hereunder are earlier terminated in accordance herewith). The Liquidity Provider shall advise by notice (the Borrower, no earlier than "CONSENT NOTICE") to the 40th day (or, if earlier, Borrower during the period commencing on the date of that is 60 days prior to the Liquidity Provider's receipt of such request, if any, from then effective Expiry Date and ending on the Borrower) and no later than the 25th day date that is 25 days prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"), ) advise the Borrower whether, in its sole discretion, it agrees to so extend the Expiry Date; provided, however, that such extension shall not be effective with respect to the Liquidity Provider if, by notice (the "WITHDRAWAL NOTICE") to the Borrower prior to the end of the Consent Period, the Liquidity Provider revokes its Consent Notice. If the Liquidity Provider advises the Borrower on or before the date on which in the Consent Period ends Notice that such Expiry Date shall not be so extended, or gives a Withdrawal Notice to the Borrower prior to the end of the Consent Period, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which end of the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e3.06(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.3.06(d)

Appears in 1 contract

Samples: Revolving Credit Agreement (Delta Air Lines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No earlier than The Borrower may, from time to time, by notice to the 60th day and Liquidity Provider (each such notice being an "EXTENSION NOTICE") given no later than the 40th day and no earlier than the 60th day prior to the then effective applicable Expiry Date, request an extension of the Expiry Date to the earlier of (unless such Expiry Date is on or after i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 B Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise has received a request from the Borrower, no earlier than such Liquidity Provider may, but shall not be obligated to, by a notice (a "CONSENT NOTICE") to the 40th day Borrower, given during the period commencing on the date that is 60 days prior to the Expiry Date then in effect (or, if earlier, the date of the such Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than ending on the 25th day date that is 25 days prior to the then effective Expiry Date then in effect for such Liquidity Facility (such period, with respect to such Liquidity Facility, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees consent to so extend such extension of the Expiry Date. If , which consent may be given or withheld by the Liquidity Provider advises in its absolute and sole discretion; PROVIDED, HOWEVER, that such extension shall not be effective with respect to the Liquidity Provider if by a notice (a "WITHDRAWAL NOTICE:) to the Borrower on or before the date on which during the Consent Period ends that such Expiry Date shall not be so extended, the Liquidity Provider revokes its Consent Notice. If a Withdrawal Notice has been given during the applicable Consent Period or if the Liquidity Provider fails to irrevocably and unconditionally to advise the Borrower on or before the date on which the such Consent Period ends that such the applicable Expiry Date shall be so extended extended, (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Northwest Airlines Corp)

Extension of the Expiry Date; Non-Extension Advance. No The Borrower may, from time to time, by notice to the Liquidity Provider (each such notice being an "EXTENSION NOTICE") given no later than 40th day and no earlier than the 60th day and no later than the 40th day prior to the then effective applicable Expiry Date, request an extension of the Expiry Date to the earlier of (unless such Expiry Date is on or after i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 C-2 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise has received a request from the Borrower, no earlier than such Liquidity Provider may, but shall not be obligated to, by a notice (a "CONSENT NOTICE") to the 40th day (orBorrower, if earlier, given during the period commencing on the date of the Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than the 25th day that is 60 days prior to the then effective Expiry Date then in effect and ending on the date that is 25 days prior to the Expiry Date then in effect for such Liquidity Facility (such period, with respect to such Liquidity Facility, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees consent to so extend such extension of the Expiry Date. If , which consent may be given or withheld by the Liquidity Provider advises in its absolute and sole discretion; PROVIDED, HOWEVER, that such extension shall not be effective with respect to the Liquidity Provider if by a notice (a "WITHDRAWAL NOTICE") to the Borrower on or before the date on which during the Consent Period ends that such Expiry Date the Liquidity Provider revokes its Consent Notice. If a Withdrawal Notice has been given during the applicable Consent Period or if the Liquidity Provider shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which have delivered a Consent Notice within the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Continental Airlines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No earlier than the 60th day and no later than the 40th day prior to the then effective Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 A Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Revolving Credit Agreement (Class A) (2010-1 EETC) Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 A Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise the Borrower, Borrower no earlier than the 40th day (or, if earlier, the date of the Liquidity Provider's ’s receipt of such request, if any, from the Borrower) and no later than the 25th day prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"“Consent Period”), whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Liquidity Provider advises the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e3.05(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b2.02(b)(i) hereof and Section 3.6(d3.05(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Delta Air Lines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No earlier than the 60th 45th day and no later than the 40th 30th day prior to the then effective Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 A Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 A Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise the Borrower, Borrower no earlier than the 40th 30th day (or, if earlier, the date of the Liquidity Provider's ’s receipt of such request, if any, from the Borrower) and no later than the 25th day prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"“Consent Period”), whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Liquidity Provider advises the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e3.5(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d3.5(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Continental Airlines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No If the Expiry Date is prior to the date that is 15 days after the Final Legal Distribution Date for the Class C Certificates, then no earlier than the 60th day and no later than the 40th day prior to the then effective applicable Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates)Date, the Borrower shall may request in writing that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 C Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not unless the Borrower has made such request, obligations of the Liquidity Provider hereunder are earlier terminated in accordance herewith). The Liquidity Provider shall advise by notice (the Borrower, no earlier than "Consent Notice") to the 40th day (or, if earlier, Borrower during the period commencing on the date of that is 60 days prior to the Liquidity Provider's receipt of such request, if any, from then effective Expiry Date and ending on the Borrower) and no later than the 25th day date that is 25 days prior to the then effective Expiry Date (such period, the "CONSENT PERIODConsent Period"), ) advise the Borrower whether, in its sole discretion, it agrees to so extend the Expiry Date; provided, however, that such extension shall not be effective with respect to the Liquidity Provider if, by notice (the "Withdrawal Notice") to the Borrower prior to the end of the Consent Period, the Liquidity Provider revokes its Consent Notice. If the Liquidity Provider advises the Borrower on or before the date on which in the Consent Period ends Notice that such Expiry Date shall not be so extended, or gives a Withdrawal Notice to the Borrower prior to the end of the Consent Period, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which end of the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e3.06(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.3.06(d)

Appears in 1 contract

Samples: Revolving Credit Agreement (Delta Air Lines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No If the Expiry Date is prior to the date that is 15 days after the Final Legal Distribution Date for the Class A-1 Certificates, then no earlier than the 60th day and no later than the 40th day prior to the then effective applicable Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates)Date, the Borrower shall may request in writing that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 A-1 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not unless the Borrower has made such request, obligations of the Liquidity Provider hereunder are earlier terminated in accordance herewith). The Liquidity Provider shall advise by notice (the Borrower, no earlier than "Consent Notice") to the 40th day (or, if earlier, Borrower during the period commencing on the date of that is 60 days prior to the Liquidity Provider's receipt of such request, if any, from then effective Expiry Date and ending on the Borrower) and no later than the 25th day date that is 25 days prior to the then effective Expiry Date (such period, the "CONSENT PERIODConsent Period"), ) advise the Borrower whether, in its sole discretion, it agrees to so extend the Expiry Date; provided, however, that such extension shall not be effective with respect to the Liquidity Provider if, by notice (the "Withdrawal Notice") to the Borrower prior to the end of the Consent Period, the Liquidity Provider revokes its Consent Notice. If the Liquidity Provider advises the Borrower on or before the date on which in the Consent Period ends Notice that such Expiry Date shall not be so extended, or gives a Withdrawal Notice to the Borrower prior to the end of the Consent Period, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which end of the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e3.06(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d3.06(d) of the Intercreditor Agreement.Intercreditor

Appears in 1 contract

Samples: Revolving Credit Agreement (American Airlines Inc)

Extension of the Expiry Date; Non-Extension Advance. No earlier than the 60th day and no later than the 40th day prior to the then effective Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Revolving Credit Agreement (Class A-2 B) (2011-1B EETC) 15 Class B Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 B Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise the Borrower, Borrower no earlier than the 40th day (or, if earlier, the date of the Liquidity Provider's ’s receipt of such request, if any, from the Borrower) and no later than the 25th day prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"“Consent Period”), whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Liquidity Provider advises the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e3.05(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b2.02(b)(i) hereof and Section 3.6(d3.05(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Delta Air Lines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No earlier than The Borrower may, from time to time, by notice to the 60th day and Liquidity Provider (each such notice being an "EXTENSION NOTICE") given no later than the 40th day and no earlier than the 60th day prior to the then effective applicable Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates)Date, the Borrower shall request that the Liquidity Provider extend an extension of the Expiry Date to the earlier of (i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise has received a request from the Borrower, no earlier than such Liquidity Provider may, but shall not be obligated to, by a notice (a "CONSENT NOTICE") to the 40th day Borrower, given during the period commencing on the date that is 60 days prior to the Expiry Date then in effect (or, if earlier, the date of the such Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than ending on the 25th day date that is 25 days prior to the then effective Expiry Date then in effect for such Liquidity Facility (such period, with respect to such Liquidity Facility, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees consent to so extend such extension of the Expiry Date. If , which consent may be given or withheld by the Liquidity Provider advises in its absolute and sole discretion; PROVIDED, HOWEVER, that such extension shall not be effective with respect to the Liquidity Provider if by a notice (a "WITHDRAWAL NOTICE") to the Borrower on or before the date on which during the Consent Period ends that such Expiry Date shall not be so extended, the Liquidity Provider revokes its Consent Notice. If a Withdrawal Notice has been given during the applicable Consent Period or if the Liquidity Provider fails to irrevocably and unconditionally to advise the Borrower on or before the date on which the such Consent Period ends that such the applicable Expiry Date shall be so extended extended, (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Credit Agreement (Northwest Airlines Corp)

Extension of the Expiry Date; Non-Extension Advance. No The Borrower may, from time to time, by notice to the Liquidity Provider (each such notice being an "EXTENSION NOTICE") given no later than 40th day and no earlier than the 60th day and no later than the 40th day prior to the then effective applicable Expiry Date, request an extension of the Expiry Date to the earlier of (unless such Expiry Date is on or after i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 C Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the The Liquidity Provider shall advise may, by a notice (a "CONSENT NOTICE") to the Borrower, no earlier than given during the 40th day (or, if earlier, period commencing with the date of the Liquidity Provider's receipt of such request, if any, from Extension Notice and ending on the Borrower) and no later than the 25th day date that is 25 days prior to the then effective Expiry Date then in effect (such period, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees consent to so extend such extension of the Expiry Date. If , which consent may be given or withheld by the Liquidity Provider advises in its absolute and sole discretion; PROVIDED, HOWEVER, that such extension shall not be effective with respect to the Liquidity Provider if by a notice (a "WITHDRAWAL NOTICE") to the Borrower on or before the date on which during the Consent Period ends that the Liquidity Provider either declines to consent to such Expiry Date shall not be so extended, extension or fails revokes its Consent Notice. If a Withdrawal Notice has been given or if the Liquidity Provider has failed to irrevocably and unconditionally advise the Borrower on or before the date on which deliver a Consent Notice within the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Continental Airlines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No earlier than If the 60th day and no later than the 40th day prior to the then effective Expiry Date (unless such Expiry Date is on or after prior to the date that is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), then no earlier than the 60th day and no later than the 40th day prior to the then applicable Expiry Date, the Borrower shall may request in writing that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not unless the Borrower has made such request, obligations of the Liquidity Provider hereunder are earlier terminated in accordance herewith). The Liquidity Provider shall advise by notice (the Borrower, no earlier than "CONSENT NOTICE") to the 40th day (or, if earlier, Borrower during the period commencing on the date of that is 60 days prior to the Liquidity Provider's receipt of such request, if any, from then effective Expiry Date and ending on the Borrower) and no later than the 25th day date that is 25 days prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"), ) advise the Borrower whether, in its sole discretion, it agrees to so extend the Expiry Date; provided, however, that such extension shall not be effective with respect to the Liquidity Provider if, by notice (the "WITHDRAWAL NOTICE") to the Borrower prior to the end of the Consent Period, the Liquidity Provider revokes its Consent Notice. If the Liquidity Provider advises the Borrower on or before the date on which in the Consent Period ends Notice that such Expiry Date shall not be so extended, or gives a Withdrawal Notice to the Borrower prior to the end of the Consent Period, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which end of the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e3.06(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.3.06(d)

Appears in 1 contract

Samples: Revolving Credit Agreement (Delta Air Lines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No If the then effective Expiry Date is prior to the date that is 15 days after the Final Legal Maturity Date, then, no earlier than the 60th day and no later than the 40th day prior to the then effective Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates)Date, the Borrower shall request in writing that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Maturity Date for the Class A-2 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower Liquidity Provider has made received such requesta request from the Borrower, the Liquidity Provider shall advise may by notice (the Borrower, no earlier than "Consent Notice") to the 40th day (or, if earlier, Borrower during the period commencing on the date of the Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than the 25th day that is 60 days prior to the then effective Expiry Date and ending on the date that is 25 days prior to such Expiry Date (such period, the "CONSENT PERIODConsent Period"), ) advise the Borrower whether, in its sole discretion, it agrees to so extend the Expiry Date; Revolving Credit Agreement provided, however, that such extension shall not be effective with respect to the Liquidity Provider if, by notice (the "Withdrawal Notice") to the Borrower prior to the end of the Consent Period, the Liquidity Provider revokes its Consent Notice. If the Liquidity Provider advises the Borrower on or before the date on which in the Consent Period ends Notice that such Expiry Date shall not be so extendedextended or gives a Withdrawal Notice to the Borrower prior to the end of the Consent Period, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which end of the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor AgreementIndenture), such Expiry Date shall not be extended and the Borrower shall be entitled on and after the date on which the Consent Period ends (or as soon as possible thereafter but prior to the then then-effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor AgreementIndenture. Subject to the proviso in the next succeeding sentence, the Liquidity Provider shall have the right at any time in its sole discretion and without the consent of the Borrower to extend the then effective Expiry Date to a date that is on or before the date that is 15 days after the Final Legal Maturity Date for the Class A Notes by giving not less than five nor more than ten days' prior written notice of such extension to the Borrower, the Trustee and American (which notice shall specify the effective date of such extension (the "Extension Effective Date")). On the Extension Effective Date, the then effective Expiry Date shall be so extended without any further act; provided, however, that the Liquidity Provider shall meet the Threshold Rating on the Extension Effective Date.

Appears in 1 contract

Samples: Revolving Credit Agreement (American Airlines Inc)

Extension of the Expiry Date; Non-Extension Advance. No If the Expiry Date is prior to the date that is 15 days after the Final Legal Distribution Date for the Class G-2 Certificates, then no earlier than the 60th day and no later than the 40th day prior to the then effective applicable Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates)Date, the Borrower shall may request in writing that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 G-2 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not unless the Borrower has made such request, obligations of the Liquidity Provider hereunder are earlier terminated in accordance herewith). The Liquidity Provider shall advise by notice (the Borrower, no earlier than "Consent Notice") to the 40th day (or, if earlier, Borrower during the period commencing on the date of that is 60 days prior to the Liquidity Provider's receipt of such request, if any, from then effective Expiry Date and ending on the Borrower) and no later than the 25th day date that is 25 days prior to the then effective Expiry Date (such period, the "CONSENT PERIODConsent Period"), ) advise the Borrower whether, in its sole discretion, it agrees to so extend the Expiry Date; provided, however, that such extension shall not be effective with respect to the Liquidity Provider if, by notice (the "Withdrawal Notice") to the Borrower prior to the end of the Consent Period, the Liquidity Provider revokes its Consent Notice. If the Liquidity Provider advises the Borrower on or before the date on which in the Consent Period ends Notice that such Expiry Date shall not be so extended, or gives a Withdrawal Notice to the Borrower prior to the end of the Consent Period, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which end of the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e3.06(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.3.06(d)

Appears in 1 contract

Samples: Revolving Credit Agreement (Delta Air Lines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No earlier than the 60th day and no later than the 40th day prior to the then effective Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise the Borrower, no earlier than the 40th day (or, if earlier, the date of the Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than the 25th day prior to the then effective Expiry Date (such period, period the "CONSENT PERIODConsent Period"), whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Liquidity Provider advises the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Southwest Airlines Co)

Extension of the Expiry Date; Non-Extension Advance. No earlier than the 60th 45th day and no later than the 40th 30th day prior to the then effective Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 A Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 A Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise the Borrower, Borrower no earlier than the 40th 30th day (or, if earlier, the date of the Liquidity Provider's ’s receipt of such request, if any, from the Borrower) and no later than the 25th day prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"“Consent Period”), whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Liquidity Provider advises the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall not be so [Revolving Credit Agreement (2009-2A)] extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e3.5(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d3.5(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (United Air Lines Inc)

Extension of the Expiry Date; Non-Extension Advance. No If the Expiry Date is prior to the date that is 15 days after the Final Legal Distribution Date for the Class B Certificates, then no earlier than the 60th day and no later than the 40th day prior to the then effective applicable Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates)Date, the Borrower shall may request in writing that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 B Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not unless the Borrower has made such request, obligations of the Liquidity Provider hereunder are earlier terminated in accordance herewith). The Liquidity Provider shall advise by notice (the Borrower, no earlier than "CONSENT NOTICE") to the 40th day (or, if earlier, Borrower during the period commencing on the date of that is 60 days prior to the Liquidity Provider's receipt of such request, if any, from then effective Expiry Date and ending on the Borrower) and no later than the 25th day date that is 25 days prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"), ) advise the Borrower whether, in its sole discretion, it agrees to so extend the Expiry Date; provided, however, that such extension shall not be effective with respect to the Liquidity Provider if, by notice (the "WITHDRAWAL NOTICE") to the Borrower prior to the end of the Consent Period, the Liquidity Provider revokes its Consent Notice. If the Liquidity Provider advises the Borrower on or before the date on which in the Consent Period ends Notice that such Expiry Date shall not be so extended, or gives a Withdrawal Notice to the Borrower prior to the end of the Consent Period, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which end of the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e3.06(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.3.06(d)

Appears in 1 contract

Samples: Revolving Credit Agreement (Delta Air Lines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No earlier than the 60th day and no later than the 40th day prior to the then effective Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 G Certificates), the Borrower shall request in writing that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 G Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower Liquidity Provider has made received such requesta request from the Borrower, the Liquidity Provider shall advise by notice (the Borrower, no earlier than "Consent Notice") to the 40th day (or, if earlier, Borrower during the period commencing on the date of the Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than the 25th day that is 60 days prior to the then effective Expiry Date and ending on the date that is 25 days prior to such Expiry Date (such period, the "CONSENT PERIODConsent Period"), ) advise the Borrower whether, in its sole discretion, it agrees to so extend the Expiry Date; provided, however, that such extension shall not be effective with respect to the Liquidity Provider if, by notice (the "Withdrawal Notice") to the Borrower prior to the end of the Consent Period, the Liquidity Provider revokes its Consent Notice. If the Liquidity Provider advises the Borrower on or before the date on which in the Consent Period ends Notice that such Expiry Date shall not be so extendedextended or gives a Withdrawal Notice to the Borrower prior to the end of the Consent Period, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which end of the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e3.06(e) of the Intercreditor Agreement), such Expiry Date shall not be extended and the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d3.06(d) of the Intercreditor Agreement. Subject to the proviso in the next succeeding sentence, the Liquidity Provider shall have the right at any time in its sole discretion and without the consent of the Borrower to extend the then effective Expiry Date to a date that is on or before the date that is 15 days after the Final Legal Distribution Date for the Class G Certificates by giving not less than five nor more than ten days' prior written notice of such extension to the Borrower, the Class G Trustee and American (which notice shall specify the effective date of such extension (the "Extension Effective Date")). On the Extension Effective Date, the then effective Expiry Date shall be so extended without any further act; provided, however, that the Liquidity Provider shall meet the Threshold Rating on the Extension Effective Date.

Appears in 1 contract

Samples: Revolving Credit Agreement (American Airlines Inc)

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Extension of the Expiry Date; Non-Extension Advance. No If the Expiry Date is prior to the date that is 15 days after the Final Legal Distribution Date for the Class C Certificates, then no earlier than the 60th day and no later than the 40th day prior to the then effective applicable Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates)Date, the Borrower shall may request in writing that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 C Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not unless the Borrower has made such request, obligations of the Liquidity Provider hereunder are earlier terminated in accordance herewith). The Liquidity Provider shall advise by notice (the Borrower, no earlier than "CONSENT NOTICE") to the 40th day (or, if earlier, Borrower during the period commencing on the date of that is 60 days prior to the Liquidity Provider's receipt of such request, if any, from then effective Expiry Date and ending on the Borrower) and no later than the 25th day date that is 25 days prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"), ) advise the Borrower whether, in its sole discretion, it agrees to so extend the Expiry Date; provided, however, that such extension shall not be effective with respect to the Liquidity Provider if, by notice (the "WITHDRAWAL NOTICE") to the Borrower prior to the end of the Consent Period, the Liquidity Provider revokes its Consent Notice. If the Liquidity Provider advises the Borrower on or before the date on which in the Consent Period ends Notice that such Expiry Date shall not be so extended, or gives a Withdrawal Notice to the Borrower prior to the end of the Consent Period, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which end of the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e3.06(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.3.06(d)

Appears in 1 contract

Samples: Revolving Credit Agreement (Delta Air Lines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No earlier than the 60th day and no later than the 40th day prior to the then effective Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 G-1 Certificates), the Borrower shall request that the Primary Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 G-1 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Primary Liquidity Provider shall advise the BorrowerBorrower and the Policy Provider, no earlier than the 40th day (or, if earlier, the date of the Primary Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than the 25th day prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Primary Liquidity Provider advises the Borrower and the Policy Provider on or before the date on which the Consent Period ends that such Expiry Date shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Primary Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Continental Airlines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No earlier than The Borrower may, from time to time, by notice to the 60th day and Liquidity Provider (each such notice being an "Extension Notice") given no later than the 40th day and no earlier than the 60th day prior to the then effective applicable Expiry Date, request an extension of the Expiry Date to the earlier of (unless such Expiry Date is on or after i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 G Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not No earlier than the Borrower has made 90th day prior to the then applicable Expiry Date and no later than the 60th day prior to such requestExpiry Date, the Liquidity Provider shall advise the Borrower, no earlier than the 40th day (or, if earlier, the date Borrower of such Expiry Date. Whether or not the Liquidity Provider's receipt of such request, if any, Provider has received a request from the Borrower, such Liquidity Provider may, but shall not be obligated to, by a notice (a "Consent Notice") and no later than to the 25th day Borrower, given during the period commencing on the date that is 60 days prior to the then effective Expiry Date then in effect and ending on the date that is 25 days prior to the Expiry Date then in effect for such Liquidity Facility (such period, with respect to such Liquidity Facility, the "CONSENT PERIODConsent Period"), advise the Borrower whether, in its sole discretion, it agrees to so extend the Expiry Date. If ; provided, however, that any such extension shall not be effective with respect to the Liquidity Provider advises if by a notice (a "Withdrawal Notice") to the Borrower on or before the date on which during the Consent Period ends that such the Liquidity Provider revokes its agreement to extend contained in its Consent Notice. If a Withdrawal Notice has been given during the applicable Consent Period or if the Liquidity Provider shall not have agreed to extend the Expiry Date shall not be so extended, or fails pursuant to irrevocably and unconditionally advise the Borrower on or before the date on which a Consent Notice delivered within the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement; provided, however, that if (a) the Borrower delivers a Notice of Borrowing for a Non-Extension Advance after the expiration of the Consent Period and the Liquidity Provider shall not have received a request for an extension of the Expiry Date during the Consent Period, or (b) the Liquidity Provider shall not have received any request for such an extension prior to the Expiry Date, the Liquidity Provider may elect in writing, in the case of clause (a) until the earlier of (x) the Expiry Date and (y) seven Business Days after receiving such Notice of Borrowing and in the case of clause (b) at any time prior to the Expiry Date (if the Expiry Date is not a Business Day, the immediately preceding Business Day), to extend the Expiry Date to the earlier of (i) the date which is 15 days after the Final Legal Distribution Date for the Class G Certificates and (ii) the date that is the day immediately preceding the 364th day after the date of such election, and, in the case of clause (a), the obligation of the Liquidity Provider to make such Non-Extension Advance shall be deferred until the earlier of (x) the Expiry Date and (y) the next Business Day after such seven Business Day period. If a Non-Extension Advance shall have been made and the Liquidity Provider shall not have been replaced after the date of such Non-Extension Advance or such Non-Extension Advance shall have been made under the circumstances described in the proviso to the preceding sentence, the Liquidity Provider may, within 30 days after the date of such Non-Extension Advance, elect in writing to renew the Liquidity Facility on the terms hereof but with a new Expiry Date which shall be the earlier of (i) the date which is 15 days after the Final Legal Maturity Date for the Class G Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the date on which such election is made, and any such renewal shall become effective upon the execution and delivery of a Replacement Liquidity Facility in accordance with the provisions of Section 3.6(e) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Us Airways Inc)

Extension of the Expiry Date; Non-Extension Advance. No earlier than The Borrower may, from time to time, by notice to the 60th day and Liquidity Provider (each such notice being an "EXTENSION NOTICE") given no later than the 40th day and no earlier than the 60th day prior to the then effective applicable Expiry Date, request an extension of the Expiry Date to the earlier of (unless such Expiry Date is on or after i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 A-1 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise has received a request from the Borrower, no earlier than such Liquidity Provider may, but shall not be obligated to, by a notice (a "CONSENT NOTICE") to the 40th day Borrower, given during the period commencing on the date that is 60 days prior to the Expiry Date then in effect (or, if earlier, the date of the such Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than ending on the 25th day date that is 25 days prior to the then effective Expiry Date then in effect for such Liquidity Facility (such period, with respect to such Liquidity Facility, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees consent to so extend such extension of the Expiry Date. If , which consent may be given or withheld by the Liquidity Provider advises in its absolute and sole discretion; PROVIDED, HOWEVER, that such extension shall not be effective with respect to the Liquidity Provider if by a notice (a "WITHDRAWAL NOTICE") to the Borrower on or before the date on which during the Consent Period ends that such Expiry Date shall not be so extended, the Liquidity Provider revokes its Consent Notice. If a Withdrawal Notice has been given during the applicable Consent Period or if the Liquidity Provider fails to irrevocably and unconditionally to advise the Borrower on or before the date on which the such Consent Period ends that such the applicable Expiry Date shall be so extended extended, (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Northwest Airlines Corp)

Extension of the Expiry Date; Non-Extension Advance. No earlier than the 60th 45th day and no later than the 40th 30th day prior to the then effective Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 G Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 G Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day then effective Expiry Date (unless the obligations of the Consent Period Liquidity Provider are earlier terminated in accordance with the terms hereof). No earlier than the 90th day prior to the then Expiry Date and no later than the 45th day prior to such Expiry Date, the Liquidity Provider shall notify the Borrower of such Expiry Date (as hereinafter definedprovided that failure to give such notice shall not release the Borrower from any of its obligations hereunder nor shall such failure constitute, or be deemed to constitute, an extension of such Expiry Date). Whether or not the Borrower has made such request, the Liquidity Provider shall may, but is not obligated to, advise the Borrower, no earlier than the 40th day (or, if earlier, the date of the Liquidity Provider's receipt of such request, if any, from the Borrower) 30 days and no later than the 25th day 20 days prior to the then effective Expiry Date (such period, the "CONSENT PERIOD")Date, whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Liquidity Provider advises the Borrower on or before the date on which 20th day prior to the Consent Period ends Expiry Date then in effect that such Expiry Date shall not be so extended, or fails to does not irrevocably and unconditionally advise the Borrower on or before the date on which 20th day prior to the Consent Period ends Expiry Date then in effect that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), such Expiry Date shall not be extended and the Borrower shall be entitled on and after the date on which the Consent Period ends such 20th day (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Us Airways Inc)

Extension of the Expiry Date; Non-Extension Advance. No earlier than the 60th day and no later than the 40th day prior to the then effective Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 G Certificates), the Borrower shall request that the Primary Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 G Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Primary Liquidity Provider shall advise the Borrower, no earlier than the 40th day (or, if earlier, the date of the Primary Liquidity Provider's ’s receipt of such request, if any, from the Borrower) and no later than the 25th day prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"“Consent Period”), whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Primary Liquidity Provider advises the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Primary Liquidity Provider shall not have been replaced in accordance with Section 3.6(e3.5(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d3.5(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Continental Airlines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No earlier than the 60th day and no later than the 40th day prior to the then effective Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 A Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Revolving Credit Agreement (Class A) (2009-1 Aircraft EETC) 13 Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 A Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise the Borrower, Borrower no earlier than the 40th day (or, if earlier, the date of the Liquidity Provider's ’s receipt of such request, if any, from the Borrower) and no later than the 25th day prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"“Consent Period”), whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Liquidity Provider advises the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e3.5(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b2.02(b)(i) hereof and Section 3.6(d3.5(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (American Airlines Inc)

Extension of the Expiry Date; Non-Extension Advance. No earlier than The Borrower may, from time to time, by notice to the 60th day and Primary Liquidity Provider (each such notice being an "Extension Notice") given no later than the 40th day and no earlier than the 60th day prior to the then effective applicable Expiry Date Date, request that the Primary Liquidity Provider renew its obligations hereunder for a period ending on a date (unless such Expiry Date the "Renewal Date") that is on or after the earlier of (i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 G-1 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Primary Liquidity Provider shall advise has received a request from the Borrower, no earlier than such Primary Liquidity Provider may, but shall not be obligated to, by a notice (a "Consent Notice") to the 40th day Borrower, given during the period commencing on the date that is 60 days prior to the Expiry Date then in effect (or, if earlier, the date of the such Primary Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than ending on the 25th day date that is 25 days prior to the then effective Expiry Date then in effect for such Primary Liquidity Facility (such period, with respect to such Primary Liquidity Facility, the "CONSENT PERIODConsent Period"), advise the Borrower whether, in its sole discretion, it agrees consents to so extend such extension of its obligations hereunder for the period ending on the Renewal Date, in which event the Renewal Date shall become the Expiry Date. If , which consent may be given or withheld by the Primary Liquidity Provider advises in its absolute and sole discretion; provided, however, that such extension shall not be effective with respect to the Primary Liquidity Provider if by a notice (a "Withdrawal Notice") to the Borrower on or before the date on which during the Consent Period ends that such Expiry Date shall not be so extended, the Primary Liquidity Provider revokes its Consent Notice. If a Withdrawal Notice has been given during the applicable Consent Period or if the Primary Liquidity Provider fails to irrevocably and unconditionally to advise the Borrower on or before the date on which the such Consent Period ends that such Expiry Date shall be it agrees to so extended extend its obligations hereunder, (and, in each case, if the Primary Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Northwest Airlines Inc /Mn)

Extension of the Expiry Date; Non-Extension Advance. No earlier than The Borrower may, from time to time, by notice to the 60th day and Liquidity Provider (each such notice being an "Extension Notice") given no later than the 40th day and no earlier than the 60th day prior to the then effective applicable Expiry Date, request an extension of the Expiry Date to the earlier of (unless such Expiry Date is on or after i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 G Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Liquidity Provider has received a request from the Borrower, such Liquidity Provider may, but shall not be obligated to, by a notice (a "Consent Notice") to the Borrower, given during the period commencing on the date that is 60 days prior to the Expiry Date then in effect and ending on the date that is 25 days prior to the Expiry Date then in effect for such Liquidity Facility (such period, with respect to such Liquidity Facility, the "Consent Period"), consent to such extension of the Expiry Date, which consent may be given or withheld by the Liquidity Provider in its absolute and sole discretion; provided, however, that such extension shall not be effective with respect to the Liquidity Provider if by a notice (a "Withdrawal Notice") to the Borrower during the Consent Period the Liquidity Provider revokes its Consent Notice. If a Withdrawal Notice has made such request, been given during the applicable Consent Period or if the Liquidity Provider shall advise the Borrower, no earlier than the 40th day (or, if earlier, the date of the Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than the 25th day prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Liquidity Provider advises the Borrower on or before the date on which not have delivered a Consent Notice within the Consent Period ends that such Expiry Date shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b2.2(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Northwest Airlines Inc /Mn)

Extension of the Expiry Date; Non-Extension Advance. No The Borrower may, from time to time, by notice to the Liquidity Provider (each such notice being an "EXTENSION NOTICE") given no later than 40th day and no earlier than the 60th day and no later than the 40th day prior to the then effective applicable Expiry Date, request an extension of the Expiry Date to the earlier of (unless such Expiry Date is on or after i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 B Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the The Liquidity Provider shall advise may, by a notice (a "CONSENT NOTICE") to the Borrower, no earlier than given during the 40th day (or, if earlier, period commencing with the date of the Liquidity Provider's receipt of such request, if any, from Extension Notice and ending on the Borrower) and no later than the 25th day date that is 25 days prior to the then effective Expiry Date then in effect (such period, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees consent to so extend such extension of the Expiry Date. If , which consent may be given or withheld by the Liquidity Provider advises in its absolute and sole discretion; PROVIDED, HOWEVER, that such extension shall not be effective with respect to the Liquidity Provider if by a notice (a "WITHDRAWAL NOTICE") to the Borrower on or before the date on which during the Consent Period ends that the Liquidity Provider either declines to consent to such Expiry Date shall not be so extended, extension or fails revokes its Consent Notice. If a Withdrawal Notice has been given or if the Liquidity Provider has failed to irrevocably and unconditionally advise the Borrower on or before the date on which deliver a Consent Notice within the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Continental Airlines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No earlier than the 60th day and no later than the 40th day prior to the then effective Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 A Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 A Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise the Borrower, Borrower no earlier than the 40th day (or, if earlier, the date of the Liquidity Provider's ’s receipt of such request, if any, from the Borrower) and no later than the 25th day prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"“Consent Period”), whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Liquidity Provider advises the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e3.05(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b2.02(b)(i) hereof and Section 3.6(d3.05(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Amr Corp)

Extension of the Expiry Date; Non-Extension Advance. No The Borrower may, from time to time, by notice to the Liquidity Provider (each such notice being an "EXTENSION NOTICE") given no later than 40th day and no earlier than the 60th day and no later than the 40th day prior to the then effective applicable Expiry Date, request an extension of the Expiry Date to the earlier of (unless such Expiry Date is on or after i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 A Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the The Liquidity Provider shall advise may, by a notice (a "CONSENT NOTICE") to the Borrower, no earlier than given during the 40th day (or, if earlier, period commencing with the date of the Liquidity Provider's receipt of such request, if any, from Extension Notice and ending on the Borrower) and no later than the 25th day date that is 25 days prior to the then effective Expiry Date then in effect (such period, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees consent to so extend such extension of the Expiry Date. If , which consent may be given or withheld by the Liquidity Provider advises in its absolute and sole discretion; PROVIDED, HOWEVER, that such extension shall not be effective with respect to the Liquidity Provider if by a notice (a "WITHDRAWAL NOTICE") to the Borrower on or before the date on which during the Consent Period ends that the Liquidity Provider either declines to consent to such Expiry Date shall not be so extended, extension or fails revokes its Consent Notice. If a Withdrawal Notice has been given or if the Liquidity Provider has failed to irrevocably and unconditionally advise the Borrower on or before the date on which deliver a Consent Notice within the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Continental Airlines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No earlier than the 60th day and no later than the 40th day prior to the then effective Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 G-2 Certificates), the Borrower shall request that the Primary Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 G-2 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Primary Liquidity Provider shall advise the BorrowerBorrower and the Policy Provider, no earlier than the 40th day (or, if earlier, the date of the Primary Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than the 25th day prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Primary Liquidity Provider advises the Borrower and the Policy Provider on or before the date on which the Consent Period ends that such Expiry Date shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Primary Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Credit Agreement (Continental Airlines Inc /De/)

Extension of the Expiry Date; Non-Extension Advance. No If the Expiry Date is prior to the date that is 15 days after the Final Legal Distribution Date for the Class B Certificates, then no earlier than the 60th day and no later than the 40th day prior to the then effective applicable Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates)Date, the Borrower shall may request in writing that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 B Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not unless the Borrower has made such request, obligations of the Liquidity Provider hereunder are earlier terminated in accordance herewith). The Liquidity Provider shall advise by notice (the Borrower, no earlier than "Consent Notice") to the 40th day (or, if earlier, Borrower during the period commencing on the date of that is 60 days prior to the Liquidity Provider's receipt of such request, if any, from then effective Expiry Date and ending on the Borrower) and no later than the 25th day date that is 25 days prior to the then effective Expiry Date (such period, the "CONSENT PERIODConsent Period"), ) advise the Borrower whether, in its sole discretion, it agrees to so extend the Expiry Date; provided, however, that such extension shall not be effective with respect to the Liquidity Provider if, by notice (the "Withdrawal Notice") to the Borrower prior to the end of the Consent Period, the Liquidity Provider revokes its Consent Notice. If the Liquidity Provider advises the Borrower on or before the date on which in the Consent Period ends Notice that such Expiry Date shall not be so extended, or gives a Withdrawal Notice to the Borrower prior to the end of the Consent Period, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which end of the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e3.06(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d3.06(d) of the Intercreditor Agreement.Intercreditor

Appears in 1 contract

Samples: Revolving Credit Agreement (American Airlines Inc)

Extension of the Expiry Date; Non-Extension Advance. No earlier than The Borrower may, from time to time, by notice to the 60th day and Primary Liquidity Provider (each such notice being an "Extension Notice") given no later than the 40th day and no earlier than the 60th day prior to the then effective applicable Expiry Date, request an extension of the Expiry Date to the earlier of (unless such Expiry Date is on or after i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 A Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Primary Liquidity Provider shall advise has received a request from the Borrower, no earlier than such Primary Liquidity Provider shall, by a notice to the 40th day Borrower, given during the period commencing on the date that is 60 days prior to the Expiry Date then in effect (or, if earlier, the date of the such Primary Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than ending on the 25th day date that is 25 days prior to the then effective Expiry Date then in effect for such Liquidity Facility (such period, with respect to such Liquidity Facility, the "CONSENT PERIODConsent Period"), advise the Borrower whether, in its sole discretion, it agrees consents to so extend such extension of the Expiry Date, which consent may be given or withheld by the Primary Liquidity Provider in its absolute and sole discretion; provided, however, that such extension shall not be effective with respect to the Primary Liquidity Provider if by a notice (a "Withdrawal Notice") to the Borrower during the Consent Period the Primary Liquidity Provider revokes its consent. If the Primary Liquidity Provider advises shall not have advised the Borrower on or before the date on which the such Consent Period ends that such Expiry Date shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such applicable Expiry Date shall be so extended or if a Withdrawal Notice has been given during the applicable Consent Period, (and, in each case, if the Primary Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Northwest Airlines Inc /Mn)

Extension of the Expiry Date; Non-Extension Advance. No earlier than The Borrower may, from time to time, by notice to the 60th day and Primary Liquidity Provider (each such notice being an "Extension Notice") given no later than the 40th day and no earlier than the 60th day prior to the then effective applicable Expiry Date Date, request that the Primary Liquidity Provider renew its obligations hereunder for a period ending on a date (unless such Expiry Date the "Renewal Date") that is on or after the earlier of (i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 C-2 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Primary Liquidity Provider shall advise has received a request from the Borrower, no earlier than such Primary Liquidity Provider may, but shall not be obligated to, by a notice (a "Consent Notice") to the 40th day Borrower, given during the period commencing on the date that is 60 days prior to the Expiry Date then in effect (or, if earlier, the date of the such Primary Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than ending on the 25th day date that is 25 days prior to the then effective Expiry Date then in effect for such Primary Liquidity Facility (such period, with respect to such Primary Liquidity Facility, the "CONSENT PERIODConsent Period"), advise the Borrower whether, in its sole discretion, it agrees consents to so extend such extension of its obligations hereunder for the period ending on the Renewal Date, in which event the Renewal Date shall become the Expiry Date. If , which consent may be given or withheld by the Primary Liquidity Provider advises in its absolute and sole discretion; provided, however, that such extension shall not be effective with respect to the Primary Liquidity Provider if by a notice (a "Withdrawal Notice") to the Borrower on or before the date on which during the Consent Period ends that such Expiry Date shall not be so extended, the Primary Liquidity Provider revokes its Consent Notice. If a Withdrawal Notice has been given during the applicable Consent Period or if the Primary Liquidity Provider fails to irrevocably and unconditionally to advise the Borrower on or before the date on which the such Consent Period ends that such Expiry Date shall be it agrees to so extended extend its obligations hereunder, (and, in each case, if the Primary Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Northwest Airlines Inc /Mn)

Extension of the Expiry Date; Non-Extension Advance. No earlier than The Borrower may, from time to time, by notice to the 60th day and Liquidity Provider (each such notice being an "Extension Notice") given no later than the 40th day and no earlier than the 60th day prior to the then effective applicable Expiry Date, request an extension of the Expiry Date to the earlier of (unless such Expiry Date is on or after i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 G Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Liquidity Provider has received a request from the Borrower, such Liquidity Provider may, but shall not be obligated to, by a notice (a "Consent Notice") to the Borrower, given during the period commencing on the date that is 60 days prior to the Expiry Date then in effect and ending on the date that is 25 days prior to the Expiry Date then in effect for such Liquidity Facility (such period, with respect to such Liquidity Facility, the "Consent Period"), consent to such extension of the Expiry Date, which consent may be given or withheld by the Liquidity Provider in its absolute and sole discretion; provided, however, that such extension shall not be effective with respect to the Liquidity Provider if by a notice (a "Withdrawal Notice") to the Borrower during the Consent Period the Liquidity Provider revokes its Consent Notice. If a Withdrawal Notice has made such request, been given during the applicable Consent Period or if the Liquidity Provider shall advise the Borrower, no earlier than the 40th day (or, if earlier, the date of the Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than the 25th day prior to the then effective Expiry Date (such period, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Liquidity Provider advises the Borrower on or before the date on which not have delivered a Consent Notice within the Consent Period ends that such Expiry Date shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement; provided, however, that if (a) the Borrower delivers a Notice of Borrowing for a Non-Extension Advance after the expiration of the Consent Period and the Liquidity Provider shall not have received a request for an extension of the Expiry Date during the Consent Period, or (b) if the Liquidity Provider shall not have received any request for such an extension prior to the Expiry Date, the Liquidity Provider may elect in writing, in the case of clause (a) until the earlier of (x) the Expiry Date and (y) seven Business Days after receiving such Notice of Borrowing and in the case of clause (b) at any time prior to the Expiry Date (if the Expiry Date is not a Business Day, the immediately preceding Business Day), to extend the Expiry Date to the earlier of (i) the date which is 15 days after the Final Legal Distribution Date for the Class G Certificates and (ii) the date that is the day immediately preceding the 364th day after the date of such election, and, in the case of clause (a), the obligation of the Liquidity Provider to make such Non-Extension Advance shall be deferred until the earlier of (x) the Expiry Date and (y) the next Business Day after such seven Business Day period. If a Non-Extension Advance shall have been made and the Liquidity Provider shall not have been replaced within 30 days after the date of such Non-Extension Advance, or such Non-Extension Advance shall have been made under the circumstances described in the proviso to the preceding sentence, the Liquidity Provider may elect in writing to renew the Liquidity Facility on the terms hereof but with a new Expiry Date which shall be the earlier of (i) the date which is 15 days after the Final Legal Maturity Date for the Class G Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the date on which such election is made, and any such renewal shall become effective upon the execution and delivery of a Replacement Liquidity Facility in accordance with the provisions of Section 3.6(e) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Us Airways Inc)

Extension of the Expiry Date; Non-Extension Advance. No earlier than The Borrower may, from time to time, by notice to the 60th day and Primary Liquidity Provider (each such notice being an "Extension Notice") given no later than the 40th day and no earlier than the 60th day prior to the then effective applicable Expiry Date, request an extension of the Expiry Date to the earlier of (unless such Expiry Date is on or after i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 B Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Primary Liquidity Provider shall advise has received a request from the Borrower, no earlier than such Primary Liquidity Provider shall, by a notice to the 40th day Borrower, given during the period commencing on the date that is 60 days prior to the Expiry Date then in effect (or, if earlier, the date of the such Primary Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than ending on the 25th day date that is 25 days prior to the then effective Expiry Date then in effect for such Liquidity Facility (such period, with respect to such Liquidity Facility, the "CONSENT PERIODConsent Period"), advise the Borrower whether, in its sole discretion, it agrees consents to so extend such extension of the Expiry Date, which consent may be given or withheld by the Primary Liquidity Provider in its absolute and sole discretion; provided, however, that such extension shall not be effective with respect to the Primary Liquidity Provider if by a notice (a "Withdrawal Notice") to the Borrower during the Consent Period the Primary Liquidity Provider revokes its consent. If the Primary Liquidity Provider advises shall not have advised the Borrower on or before the date on which the such Consent Period ends that such Expiry Date shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such applicable Expiry Date shall be so extended or if a Withdrawal Notice has been given during the applicable Consent Period, (and, in each case, if the Primary Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Northwest Airlines Inc /Mn)

Extension of the Expiry Date; Non-Extension Advance. No If the Expiry Date is prior to the date that is 15 days after the Final Legal Distribution Date for the Class C Certificates, then no earlier than the 60th day and no later than the 40th day prior to the then effective applicable Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates)Date, the Borrower shall may request in writing that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 C Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not unless the Borrower has made such request, obligations of the Liquidity Provider hereunder are earlier terminated in accordance herewith). The Liquidity Provider shall advise by notice (the Borrower, no earlier than "Consent Notice") to the 40th day (or, if earlier, Borrower during the period commencing on the date of that is 60 days prior to the Liquidity Provider's receipt of such request, if any, from then effective Expiry Date and ending on the Borrower) and no later than the 25th day date that is 25 days prior to the then effective Expiry Date (such period, the "CONSENT PERIODConsent Period"), ) advise the Borrower whether, in its sole discretion, it agrees to so extend the Expiry Date; provided, however, that such extension shall not be effective with respect to the Liquidity Provider if, by notice (the "Withdrawal Notice") to the Borrower prior to the end of the Consent Period, the Liquidity Provider revokes its Consent Notice. If the Liquidity Provider advises the Borrower on or before the date on which in the Consent Period ends Notice that such Expiry Date shall not be so extended, or gives a Withdrawal Notice to the Borrower prior to the end of the Consent Period, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which end of the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e3.06(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d3.06(d) of the Intercreditor Agreement.Intercreditor

Appears in 1 contract

Samples: Revolving Credit Agreement (American Airlines Inc)

Extension of the Expiry Date; Non-Extension Advance. No The Borrower may, from time to time, by notice to the Liquidity Provider (each such notice being an "EXTENSION NOTICE") given no later than 40th day and no earlier than the 60th day and no later than the 40th day prior to the then effective applicable Expiry Date, request an extension of the Expiry Date to the earlier of (unless such Expiry Date is on or after i) the date that which is 15 days after the Final Legal Distribution Date for the Class A-2 Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A-2 C-1 Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise has received a request from the Borrower, no earlier than such Liquidity Provider may, but shall not be obligated to, by a notice (a "CONSENT NOTICE") to the 40th day (orBorrower, if earlier, given during the period commencing on the date of the Liquidity Provider's receipt of such request, if any, from the Borrower) and no later than the 25th day that is 60 days prior to the then effective Expiry Date then in effect and ending on the date that is 25 days prior to the Expiry Date then in effect for such Liquidity Facility (such period, with respect to such Liquidity Facility, the "CONSENT PERIOD"), whether, in its sole discretion, it agrees consent to so extend such extension of the Expiry Date. If , which consent may be given or withheld by the Liquidity Provider advises in its absolute and sole discretion; PROVIDED, HOWEVER, that such extension shall not be effective with respect to the Liquidity Provider if by a notice (a "WITHDRAWAL NOTICE") to the Borrower on or before the date on which during the Consent Period ends that such Expiry Date the Liquidity Provider revokes its Consent Notice. If a Withdrawal Notice has been given during the applicable Consent Period or if the Liquidity Provider shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which have delivered a Consent Notice within the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.6(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.6(d) of the Intercreditor Agreement.

Appears in 1 contract

Samples: Revolving Credit Agreement (Continental Airlines Inc /De/)

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