Common use of Continuation and Conversion Elections Clause in Contracts

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 11:00 a.m. (New York City time) on a Business Day, the Borrower may from time to time irrevocably elect on not less than one (1) nor more than five (5) Business Days’ notice, in the case of Base Rate Loans, and not less than three (3) Business Days (but not more than five (5) Business Days’) notice, in the case of Eurodollar Rate Loans, that all, or any portion in an aggregate minimum amount of $1,000,000 and an integral multiple of $100,000 be, in the case of Base Rate Loans, converted into Eurodollar Rate Loans (for the Interest Period specified in such Continuation/Conversion Notice) or be, in the case of Eurodollar Rate Loans, converted into Base Rate Loans or continued as Eurodollar Rate Loans (in the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar Rate Loan at least three Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, such Eurodollar Rate Loan shall, on such last day, automatically convert to a Base Rate Loan); provided, however, that; (a) each such conversion or continuation shall be prorated among the applicable outstanding Loans of all Lenders; (b) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, Eurodollar Rate Loans when any Default or Event of Default has occurred and is continuing, unless the Required Lenders otherwise agree; (c) no Loans may be continued as, or be converted into, Eurodollar Rate Loans after the day that is one (1) month prior to the Maturity Date; and (d) if the aggregate amount of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $1,000,000 such Eurodollar Rate Loans shall automatically convert to Base Rate Loans.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 11:00 10:00 a.m. (New York City time) on a Business Day, the applicable Borrower may from time to time irrevocably elect on not less than one (1) three nor more than five (5) Business Days’ notice, in the case of notice (a) to convert any Base Rate Loan into one or more LIBO Rate Loans, and not less than three (3) Business Days (but not more than five (5) Business Days’) notice, in the case of Eurodollar Rate Loans, that all, or any portion in an aggregate minimum amount of $1,000,000 and an integral multiple of $100,000 be, in the case of Base Rate Loans, converted into Eurodollar Rate Loans (for the Interest Period specified in such Continuation/Conversion Notice) or be, in the case of Eurodollar Rate Loans, converted into Base Rate Loans or continued as Eurodollar Rate Loans (in the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar Rate Loan at least three Business Days (but not more than five (5) Business Daysb) before the last day of the then current Interest Period with respect thereto, to continue any LIBO Rate Loan as a LIBO Rate Loan or (c) before the last day of the then current Interest Period with respect thereto, to continue any EURIBOR Rate Loan as a EURIBOR Rate Loan; provided that (i) any portion of any Loan which is continued or converted hereunder shall be in a minimum amount of $1,000,000 or €1,000,000, as applicable, and in an integral multiple amount of $1,000,000 or €1,000,000 , as applicable, (ii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), with respect to any LIBO Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such Eurodollar LIBO Rate Loan shall, on such last day, automatically convert to a Base Rate LoanLoan and (iii) in the absence of prior notice as required above (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice), with respect to any EURIBOR Rate Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, such EURIBOR Rate Loan shall, on such last day, automatically be continued as a EURIBOR Rate Loan with an Interest Period of one month; provided, however, that; provided further that (aA) each such conversion or continuation shall be prorated pro rated among the applicable outstanding Loans of all Lenders; Lenders that have made such Loans, and (bB) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, Eurodollar LIBO Rate Loans when any Default or Event of Default has occurred and is continuing, unless the Required Lenders otherwise agree; (c) no Loans may be continued as, or be converted into, Eurodollar Rate Loans after the day that is one (1) month prior to the Maturity Date; and (d) if the aggregate amount of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $1,000,000 such Eurodollar Rate Loans shall automatically convert to Base Rate Loans.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 11:00 a.m. (New York City 9:00 a.m., San Francisco time) , on a Business Day, the Revolving Borrower and/or Term Borrower, as applicable, may from time to time irrevocably elect elect, (i) on not less than one (1) three nor more than five (5) Business Days’ ' notice, in the case of any conversion of Base Rate Committed Loans to Eurodollar Committed Loans or continuation of Eurodollar Committed Loans, and and (ii) on not less than three (3) Business Days (but not one nor more than five (5) Business Days’) ' notice, in the case of any conversion of Eurodollar Committed Loans to Base Rate Committed Loans, that all, or any portion in an aggregate minimum amount of $1,000,000 5,000,000 and an integral multiple of $100,000 1,000,000, of any Committed Loans be, in the case of Base Rate Committed Loans, converted into Eurodollar Rate Committed Loans (for the Interest Period specified in such Continuation/Conversion Notice) or beor, in the case of Eurodollar Rate Committed Loans, converted into a Base Rate Loans Committed Loan or continued as a Eurodollar Rate Loans Committed Loan (in the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar Rate Committed Loan at least three Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, such Eurodollar Rate Committed Loan shall, on such last day, automatically convert to a Base Rate Committed Loan); providedPROVIDED, howeverHOWEVER, that; that (ax) each such conversion or continuation shall be prorated pro rated among the applicable outstanding Committed Loans of all Lenders; , and (by) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, Eurodollar Rate Committed Loans when any Default or Event of Default has occurred and is continuing, unless the Required Lenders otherwise agree; (c) no Loans may be continued as, or be converted into, Eurodollar Rate Loans after the day that is one (1) month prior to the Maturity Date; and (d) if the aggregate amount of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $1,000,000 such Eurodollar Rate Loans shall automatically convert to Base Rate Loans.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 11:00 a.m. (1:00 p.m., New York City time) , on a Business Day, the a Borrower may from time to time irrevocably elect elect, on not less than one (1) nor Business Day’s notice in the case of Base Rate Loans, or three (3) Business Days’ notice in the case of LIBO Rate Loans, and in either case not more than five (5) Business Days’ notice, in the case of Base Rate Loans, and not less than three (3) Business Days (but not more than five (5) Business Days’) notice, in the case of Eurodollar Rate Loans, that all, or any portion in an aggregate minimum amount of $1,000,000 and an integral multiple of $100,000 250,000 be, in the case of Base Rate Loans, converted into Eurodollar LIBO Rate Loans (for the Interest Period specified in such Continuation/Conversion Notice) Loans, or be, in the case of Eurodollar LIBO Rate Loans, converted into Base Rate Loans or continued as Eurodollar LIBO Rate Loans (in the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar LIBO Rate Loan at least three (3) Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, such Eurodollar LIBO Rate Loan shall, on such last day, automatically convert to a Base Rate Loan); providedprovided that, however, that; (ai) each such conversion or continuation shall be prorated pro rated among the applicable outstanding Loans of all Lenders; Lenders that have made such Loans, and (bii) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, Eurodollar LIBO Rate Loans when any Default or Event of Default has occurred and is continuing, unless the Required Lenders otherwise agree; (c) no Loans . Each such irrevocable request may be continued as, or be converted into, Eurodollar Rate Loans after the day that is one (1) month prior made by telephone confirmed promptly by facsimile to the Maturity Date; and (d) if Administrative Agent of the aggregate amount applicable Continuation/Conversion Notice. The conversion of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $1,000,000 such Eurodollar Rate Loans shall automatically convert to a Base Rate LoansLoan into a LIBO Rate Loan or a LIBO Rate Loan into a Base Rate Loan shall not effect a novation of the Loan so converted.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 11:00 a.m. (New York City time) on a Business Day, the Borrower may from time to time irrevocably elect on not less than one (1) nor more than five (5) Business Days’ notice, in the case of Base Rate Loans, and not less than three (3) Business Days (but not more than five (5) Business Days’) notice, in the case of Eurodollar Rate Loans, that all, or any portion in an aggregate minimum amount of $1,000,000 and an integral multiple of $100,000 be, in the case of Base Rate Loans, converted into Eurodollar Rate Loans (for the Interest Period specified in such Continuation/Conversion Notice) or be, in the case of Eurodollar Rate Loans, converted into Base Rate Loans or continued as Eurodollar Rate Loans (in the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar Rate Loan at least three (3) Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, such Eurodollar Rate Loan shall, on such last day, automatically convert to a Base Eurodollar Rate LoanLoan with an Interest Period of one (1) month); provided, however, that; that (a) each such conversion or continuation shall be prorated among the applicable outstanding Loans of all Lenders; , (b) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, Eurodollar Rate Loans when any Default or Event of Default has occurred and is continuing, unless the Required Lenders otherwise agree; , and (c) no Loans may be continued as, or be converted into, Eurodollar Rate Loans after the day that is one (1) month prior to the Maturity Date; and (d) if the aggregate amount of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $1,000,000 such Eurodollar Rate Loans shall automatically convert to Base Rate Loans.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 11:00 a.m. (New York City time) not later than 2:00 p.m. on a Business Day, the Borrower may from time to time irrevocably elect elect, on not less than one (1) nor more than five (5) Business Days’ notice, Day's notice in the case of conversions into Alternate Base Rate Loans, or three Business Days' notice in the case of continuations of or conversions into Eurodollar Loans, and not less than three (3) Business Days (but in either case not more than five (5) Business Days’) ' notice, in the case of Eurodollar Rate Loans, that all, or any portion in an aggregate minimum amount of $1,000,000 [_________] and in an integral multiple of $100,000 [_________] be, in the case of Alternate Base Rate Loans, converted into Eurodollar Rate Loans (for the Interest Period specified in such Continuation/Conversion Notice) or be, in the case of Eurodollar Rate Loans, converted into Alternate Base Rate Loans or continued as Eurodollar Rate Loans (in the absence of delivery of a Continuation/Continuation/ Conversion Notice with respect to any Eurodollar Rate Loan at least three Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, such Eurodollar Rate Loan shall, on such last day, automatically convert to a an Alternate Base Rate Loan); provided, however, that; provided that (ax) each such conversion or continuation shall be prorated pro rated among the applicable outstanding Loans of all Lenders; Lenders that have made such Loans, and (by) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, Eurodollar Rate Loans when any Payment Default or Event of Default has occurred and is continuing, unless continuing to the extent the Administrative Agent or Required Lenders otherwise agree; (c) no Loans may be continued as, have notified the Borrower that the occurrence and continuance of such Payment Default or be converted into, Eurodollar Rate Loans after Event of Default shall prevent the day that is one (1) month prior to the Maturity Date; and (d) if the aggregate amount of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment Borrower from so continuing or conversion to be less than $1,000,000 converting such Eurodollar Rate Loans shall automatically convert to Base Rate Loans.

Continuation and Conversion Elections. By Subject to the second proviso in the first sentence of Section 2.3.1, by delivering a Continuation/Continuation/ Conversion Notice to the Administrative Agent on or before 11:00 a.m. (New York City time) not later than 2:00 p.m. on a Business Day, the Borrower may from time to time irrevocably elect elect, on not less than one (1) nor more than five (5) Business Days’ notice, Day's notice in the case of conversions into Base Rate Loans, or three Business Days' notice in the case of continuations of or conversions into Eurodollar Rate Loans, and not less than three (3) Business Days (but in either case not more than five (5) Business Days’) ' notice, in the case of Eurodollar Rate Loans, that all, or any portion in an aggregate minimum amount of $1,000,000 and an integral multiple of $100,000 500,000 be, in the case of Base Rate Loans, converted into Eurodollar Rate Loans (for the Interest Period specified in such Continuation/Conversion Notice) or be, in the case of Eurodollar Rate Loans, converted into Base Rate Loans or continued as Eurodollar Rate Loans (in the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar Rate Loan at least three Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, such Eurodollar Rate Loan shall, on such last day, automatically convert to a Base Rate Loan); provided, however, that; that (ax) each such conversion or continuation shall be prorated pro rated among the applicable outstanding Loans of all Lenders; Lenders that have made such Loans, and (by) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, Eurodollar Rate Loans when any Payment Default or Event of Default has occurred and is continuing, unless continuing or when any other Default has occurred and is continuing to the extent the Administrative Agent or Required Lenders otherwise agree; (c) no Loans may be continued as, or be converted into, Eurodollar Rate Loans after have notified the day Borrower that is one (1) month prior to the Maturity Date; and (d) if the aggregate amount of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $1,000,000 such Eurodollar Rate Loans shall automatically convert to Base Rate Loans.the

Continuation and Conversion Elections. By delivering a Continuation/Conversion notice (a "Notice of Continuation or Conversion"), which shall be substantially in the form of Exhibit M, to the Administrative Agent on or before 11:00 a.m. 12:00 p.m. (New York City Charlotte, North Carolina time) on prior to (1) the Business Day of each conversion to a Base Rate Loan, (2) three Business DayDays prior to the requested date of any conversion to or continuation of, Eurocurrency Loans denominated in Dollars, and (3) four Business Days (or five Business Days in the case of Special Notice Currencies) prior to the requested date of any conversion to Eurocurrency Loans denominated in Alternative Currencies, the Borrower may from time to time irrevocably elect on not less than one (1) nor more than five (5) Business Days’ noticeelect, in the case of Base Rate Loans, and not less than three (3) Business Days (but not more than five (5) Business Days’) notice, in the case of Eurodollar Rate Loans, by notice delivered that all, or any portion in an aggregate minimum principal Dollar Equivalent amount of $1,000,000 and an 5,000,000 or any larger integral multiple of $100,000 1,000,000 be, (i) in the case of Base Rate Loans, converted into Eurodollar Rate Eurocurrency Loans or (for the Interest Period specified in such Continuation/Conversion Noticeii) or be, in the case of Eurodollar Rate Eurocurrency Loans, converted into Base Rate Loans or continued as Eurodollar Rate Loans (in the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar Rate Loan at least three Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, such Eurodollar Rate Loan shall, on such last day, automatically convert to a Base Rate Loan)Eurocurrency Loans; provided, however, that; that (ax) each such conversion or continuation shall be prorated pro rated among the applicable outstanding Loans of all Lenders; Banks that have made such Loans, (by) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, Eurodollar Rate Loans any Eurocurrency Loan when any Default or Event of Default has occurred and is continuing, unless and (z) when any Default has occurred and is continuing, the Required Lenders otherwise agree; (c) no Banks may demand that any or all of the then-outstanding Eurocurrency Loans may be continued as, or denominated in an Alternative Currency be converted into, Eurodollar to Dollar-denominated Base Rate Loans after on the last day that is one of the then-current Interest Period with respect thereto. In the absence of delivery of a Notice of Continuation or Conversion with respect to any Eurocurrency Loan at least three (13) month prior to Business Days before the Maturity Date; and (d) if last day of the aggregate amount of Eurodollar Rate Loans in then current Interest Period with respect of any Borrowing is reduced by paymentthereto, prepayment or conversion to be less than $1,000,000 such Eurodollar Rate Loans shall Eurocurrency Loan shall, on such last day, automatically convert to a Base Rate LoansLoan; provided, however, that in the case of a failure to timely request a continuation of a Loan denominated in an Alternative Currency, such Loan shall be continued as a Eurocurrency Loan in its original currency with an Interest Period of one month. No Loan may be converted into or continued as a Loan denominated in a different currency, but instead must be prepaid in the original currency of such Loan and reborrowed in the other currency.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 11:00 a.m. (New York City time) on a Business Day, the Borrower may from time to time irrevocably elect on not less than one (1) nor more than five (5) Business Days’ notice, in the case of Base Rate Loans, and not less than three (3) Business Days (but not more than five (5) Business Days’) notice, in the case of Eurodollar Rate Loans, that all, or any portion in an aggregate minimum amount of $1,000,000 and an integral multiple of $100,000 be, in the case of Base Rate Loans, converted into Eurodollar Rate Loans (for the Interest Period specified in such Continuation/Conversion Notice) or be, in the case of Eurodollar Rate Loans, converted into Base Rate Loans or continued as Eurodollar Rate Loans (in the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar Rate Loan at least three Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, such Eurodollar Rate Loan shall, on such last day, automatically convert to a Base Rate Loan); provided, however, that; (a) each such conversion or continuation shall be prorated among the applicable outstanding Loans of all Lenders; (b) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, Eurodollar Rate Loans when any Default or Event of Default has occurred and is continuing, unless the Required Lenders otherwise agree; (c) no Loans may be continued as, or be converted into, Eurodollar Rate Loans after the day that is one (1) month prior to the Maturity Date; and (d) if the aggregate amount of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $1,000,000 such Eurodollar Rate Loans shall automatically convert to Base Rate Loans.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 11:00 a.m. (New York City time) on a Business Day, the Borrower may from time to time irrevocably elect on not less than one (1) nor more than five (5) Business Days’ notice, subject to Section 2.8(a), in the case of Base Rate Loans, and not less than three (3) Business Days (but not nor more than five (5) Business Days’) ’ notice, in the case of Eurodollar Rate Loans, that all, or any portion in an aggregate minimum amount of $1,000,000 500,000 and an integral multiple of $100,000 250,000 be, in the case of Base Rate Loans, converted into Eurodollar Rate Loans (for the Interest Period specified in such Continuation/Conversion Notice) or be, in the case of Eurodollar Rate Loans, converted into Base Rate Loans or continued as Eurodollar Rate Loans (in the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar Rate Loan at least three Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, such Eurodollar Rate Loan shall, on such last day, automatically convert to a Base Rate Loan); provided, however, that; that (a) each such conversion or continuation shall be prorated among the applicable outstanding Loans of all Lenders; , (b) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, Eurodollar Rate Loans when any Default or Event of Default has occurred and is continuing, unless the Required Lenders otherwise agree; , (c) no Loans may be continued as, or be converted into, Eurodollar Rate Loans after the day that is one (1) month prior to the Stated Maturity Date; Date and (d) if the aggregate amount of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $1,000,000 500,000 such Eurodollar Rate Loans shall automatically convert to Base Rate Loans.

Continuation and Conversion Elections. By delivering a ------------------------------------- Continuation/Conversion Notice to the Administrative Agent on or before 11:00 a.m. (12:30 p.m., New York City time) , on a Business Day, the Borrower may from time to time irrevocably elect elect, on not less than one (1) nor three or more than five (5) Business Days’ notice, in the case of Base Rate Loans, and not less than three (3) Business Days (but not more than five (5) Business Days’) notice, in the case of Eurodollar Rate Loans, ' notice that all, or any portion in an aggregate minimum amount of $1,000,000 and an integral multiple of $100,000 250,000 in excess thereof, of any Loan be, in the case of Base Rate Loans, converted into Eurodollar Rate Loans (for or, in the Interest Period specified case of Eurodollar Rate Loans, continued as a Eurodollar Rate Loan or that all, or any portion in such Continuation/Conversion Notice) or an aggregate minimum amount of $1,000,000 and an integral multiple of $250,000 in excess thereof of any Loan be, in the case of Eurodollar Rate Loans, converted into Base Rate Loans or continued as Eurodollar Rate Loans (in the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar Rate Loan at least three Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, such Eurodollar Rate Loan shall, on such last day, automatically convert to a Base Rate Loan); provided, however, that; (a) each such conversion or continuation shall be prorated among the applicable outstanding Loans of all Lenders; (b) that no portion of the outstanding principal amount of any -------- ------- Loans may be continued after the end of the applicable Interest Period therefor as, or be converted into, Eurodollar Rate Loans when any Default or Event of Default has occurred and is continuing, unless . The Administrative Agent shall promptly notify each other Lender in writing of the Required Lenders otherwise agree; (c) no Loans may be continued as, or be converted into, Eurodollar Rate Loans after the day that is one (1) month prior to the Maturity Date; and (d) if the aggregate amount terms of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $1,000,000 such Eurodollar Rate Loans shall automatically convert to Base Rate LoansContinuation/Conversion Notice.

Continuation and Conversion Elections. By delivering a notice in the form of Exhibit "C" hereto (each such notice, a Notice of Continuation/Conversion Notice Conversion) to the Administrative Agent on or before 11:00 a.m. (a.m., New York City time) , on a any Business Day, the any Borrower may from time to time irrevocably elect elect, on not less than one (1) three nor more than five (5) Business Days’ notice, in the case of Base Rate Loans, and not less than three (3) Business Days (but not more than five (5) Business Days’) notice, in the case of Eurodollar Rate Loans, ' notice that all, or any portion in an aggregate minimum amount of $1,000,000 5,000,000 and an integral multiple of $100,000 1,000,000, of any Loans be, : (a) in the case of Base Prime Rate Loans, converted into Eurodollar CD Rate Loans or LIBOR Rate Loans; (for the Interest Period specified in such Continuation/Conversion Noticeb) or be, in the case of Eurodollar CD Rate Loans or LIBOR Rate Loans be converted into a Prime Rate Loan; (c) in the case of CD Rate Loans, converted into Base LIBOR Rate Loans; (d) in the case of LIBOR Rate Loans, converted into CD Rate Loans; or (e) in the case of Prime Rate Loans, CD Rate Loans or LIBOR Rate Loans, be continued as Eurodollar Prime Rate Loans, CD Rate Loans or LIBOR Rate Loans, as the case may be (in the absence of delivery of a ContinuationNotice of Conversion/Conversion Notice Continuation with respect to any Eurodollar CD Rate Loan or LIBOR Rate Loan at least three Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, each such Eurodollar Rate Loan shall, on such last dayday of the applicable Interest Period, automatically continue as or convert to a Base Prime Rate Loan); provided, however, that; that (ai) each such conversion or continuation shall be prorated pro rated among the applicable outstanding Loans of all Lenders; Banks, and (bii) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, Eurodollar CD Rate Loans or LIBOR Rate Loans when any Default or Event of Default has occurred and is continuing, unless the Required Lenders otherwise agree; (c) no Loans may be continued as, or be converted into, Eurodollar Rate Loans after the day that is one (1) month prior to the Maturity Date; and (d) if the aggregate amount of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $1,000,000 such Eurodollar Rate Loans shall automatically convert to Base Rate Loans.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 11:00 a.m. (noon, New York City time) , on a Business Day, the Borrower may from time to time irrevocably elect elect, on not less than one (1) nor more than five (5) Business Days’ notice, Day’s notice in the case of Base Rate Loans (other than Swing Line Loans), or three Business Days’ notice in the case of LIBO Rate Loans, and not less than three (3) Business Days (but in either case not more than five (5) Business Days’) ’ notice, in the case of Eurodollar Rate Loans, that all, or any portion in an aggregate minimum amount of $1,000,000 and an integral multiple of $100,000 1,000,000 be, in the case of Base Rate Loans (other than Swing Line Loans), converted into Eurodollar LIBO Rate Loans (for the Interest Period specified in such Continuation/Conversion Notice) Loans, or be, in the case of Eurodollar LIBO Rate Loans, converted into Base Rate Loans or continued as Eurodollar LIBO Rate Loans (in the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar LIBO Rate Loan at least three Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, such Eurodollar LIBO Rate Loan shall, on such last day, automatically convert to a Base Rate Loan); providedprovided that, however, that; (a) each such conversion or continuation shall be prorated pro rated among the applicable outstanding Loans of all Lenders; Lenders that have made such Loans, and (b) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, Eurodollar LIBO Rate Loans when any Default or Event of Default Borrowing Base Deficiency has occurred and is continuing, unless the Required Lenders otherwise agree; (c) no Loans . Each such irrevocable request may be continued as, made by telephone confirmed promptly by hand delivery or be converted into, Eurodollar Rate Loans after the day that is one (1) month prior facsimile to the Maturity Date; and (d) if Administrative Agent of the aggregate amount applicable Continuation/Conversion Notice. The conversion of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $1,000,000 such Eurodollar Rate Loans shall automatically convert to a Base Rate LoansLoan into a LIBO Rate Loan or a LIBO Rate Loan into a Base Rate Loan shall not effect a novation of the Loan so converted.”

Continuation and Conversion Elections. By delivering a Continuation/Continuation / Conversion Notice to the Administrative Agent on or before 11:00 a.m. (1:00 p.m., New York City time) , on a Business Day, the Borrower Borrowers may from time to time irrevocably elect elect, on not less than one (1) nor Business Days’ notice in the case of Base Rate Loans, or three (3) Business Days’ notice in the case of LIBO Rate Loans, and in either case not more than five (5) Business Days’ notice, in the case of Base Rate Loans, and not less than three (3) Business Days (but not more than five (5) Business Days’) notice, in the case of Eurodollar Rate Loans, that all, or any portion in an aggregate minimum amount of $1,000,000 and an integral multiple of $100,000 250,000 be, in the case of Base Rate Loans, converted into Eurodollar LIBO Rate Loans (for the Interest Period specified in such Continuation/Conversion Notice) Loans, or be, in the case of Eurodollar LIBO Rate Loans, converted into Base Rate Loans or continued as Eurodollar LIBO Rate Loans (in the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar LIBO Rate Loan at least three (3) Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, such Eurodollar LIBO Rate Loan shall, on such last day, automatically convert to a Base Rate Loan); providedprovided that, however, that; (ai) each such conversion or continuation shall be prorated pro rated among the applicable outstanding Loans of all Lenders; Lenders that have made such Loans, and (bii) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, Eurodollar LIBO Rate Loans when any Default or Event of Default has occurred and is continuing, unless the Required Lenders otherwise agree; (c) no Loans . Each such irrevocable request may be continued as, or be converted into, Eurodollar Rate Loans after the day that is one (1) month prior made by telephone confirmed promptly by facsimile to the Maturity Date; and (d) if Administrative Agent of the aggregate amount applicable Continuation/Conversion Notice. The conversion of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $1,000,000 such Eurodollar Rate Loans shall automatically convert to a Base Rate LoansLoan into a LIBO Rate Loan or a LIBO Rate Loan into a Base Rate Loan shall not effect a novation of the Loan so converted.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 11:00 a.m. (New York City 1:00 p.m., Chicago time) , on a Business Day, the Borrower may from time to time irrevocably elect elect, on not less than one (1) three nor more than five (5) Business Days’ notice, in the case of Base Rate Loans, and not less than three (3) Business Days (but not more than five (5) Business Days’) notice, in the case of Eurodollar Rate Loans, ' notice that all, or any portion in an aggregate minimum amount of [$1,000,000 3,000,000] and an integral multiple of [$100,000 100,000], of any Loans be, in the case of Base Rate Loans, converted into Eurodollar Rate Loans (for the Interest Period specified in such Continuation/Conversion Notice) or beor, in the case of Eurodollar Rate Loans, be converted into a Base Rate Loans Loan or a Eurodollar Rate Loan or continued as a Eurodollar Rate Loans Loan (in the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar Rate Loan at least three Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, such Eurodollar Rate Loan shall, on such last day, automatically convert to a Base Rate Loan); providedPROVIDED, howeverHOWEVER, that; that (ai) each such conversion or continuation shall be prorated pro rated among the applicable outstanding Loans of all Lenders; , and (bii) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, Eurodollar Rate Loans when any Default or Event of Default has occurred and is continuing, unless . Each Continuation/Conversion Notice must be signed by an Authorized Officer of the Required Lenders otherwise agree; (c) no Loans may be continued as, Managing General Partner on behalf of the Borrower or be converted into, Eurodollar Rate Loans after of the day that is one (1) month prior to the Maturity Date; and (d) if the aggregate amount of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $1,000,000 such Eurodollar Rate Loans shall automatically convert to Base Rate LoansBorrower.

Continuation and Conversion Elections. By delivering a Continuation/Conversion notice (a “Notice of Continuation or Conversion”), which shall be substantially in the form of Exhibit D-2 to the Administrative Agent on or before 11:00 a.m. A.M. (New York City Charlotte, North Carolina time) ), on a Business Day, the Borrower may from time to time irrevocably elect elect, by notice (a) on not less than one (1) nor more than five (5) the same Business Days’ noticeDay, in the case of Base Rate Loans, and not less than three (3b) Business Days (but not more than five (5) 3 Business Days’) notice, in the case of Eurodollar Rate LoansEurocurrency Loans denominated in Dollars or (c) 4 Business Days, in the case of Eurocurrency Loans denominated in an Alternative Currency, that all, or any portion in an aggregate minimum principal amount of $1,000,000 and an 2,000,000 or any larger integral multiple of $100,000 500,000 (or, in each case, the Alternative Currency Amount thereof) be, (i) in the case of Base Rate Loans, converted into Eurodollar Rate Eurocurrency Loans or (for the Interest Period specified in such Continuation/Conversion Noticeii) or be, in the case of Eurodollar Rate Eurocurrency Loans, converted into Base Rate Loans or continued as Eurodollar Rate Loans Eurocurrency Loans, which such notice shall specify the Permitted Currency in which such Eurocurrency Loan is denominated (in the absence of delivery of a Continuation/Notice of Continuation or Conversion Notice with respect to any Eurodollar Rate Eurocurrency Loan at least three 3 Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, such Eurodollar Rate Eurocurrency Loan shall, on such last day, automatically convert to a Base Rate LoanLoan denominated in Dollars); provided, however, that; that (ax) each such conversion or continuation shall be prorated pro rated among the applicable outstanding Loans of all Lenders; Banks that have made such Loans, and (by) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, Eurodollar Rate Loans any Eurocurrency Loan when any Default or Event of Default has occurred and is continuing, unless the Required Lenders otherwise agree; (c) no Loans may be continued as, or be converted into, Eurodollar Rate Loans after the day that is one (1) month prior to the Maturity Date; and (d) if the aggregate amount of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $1,000,000 such Eurodollar Rate Loans shall automatically convert to Base Rate Loans.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 11:00 a.m. (noon, New York City time) , on a Business Day, the Borrower may from time to time irrevocably elect elect, on not less than one (1) nor more than five (5) Business Days’ notice, Day’s notice in the case of Base Rate Loans (other than Swing Line Loans), or three Business Days’ notice in the case of LIBO Rate Loans, and not less than three (3) Business Days (but in either case not more than five (5) Business Days’) ’ notice, in the case of Eurodollar Rate Loans, that all, or any portion in an aggregate minimum amount of $1,000,000 and an integral multiple of $100,000 1,000,000 be, in the case of Base Rate Loans (other than Swing Line Loans), converted into Eurodollar LIBO Rate Loans (for the Interest Period specified in such Continuation/Conversion Notice) Loans, or be, in the case of Eurodollar LIBO Rate Loans, converted into Base Rate Loans or continued as Eurodollar LIBO Rate Loans (in the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar LIBO Rate Loan at least three Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, such Eurodollar LIBO Rate Loan shall, on such last day, automatically convert to a Base Rate Loan); providedprovided that, however, that; (a) each such conversion or continuation shall be prorated pro rated among the applicable outstanding Loans of all Lenders; Lenders that have made such Loans, and (b) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, Eurodollar LIBO Rate Loans when any Default or Event of Default Borrowing Base Deficiency has occurred and is continuing, unless the Required Lenders otherwise agree; (c) no Loans . Each such irrevocable request may be continued asmade by telephone confirmed promptly by hand delivery, electronic mail or be converted into, Eurodollar Rate Loans after the day that is one (1) month prior facsimile to the Maturity Date; and (d) if Administrative Agent of the aggregate amount applicable Continuation/Conversion Notice. The conversion of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $1,000,000 such Eurodollar Rate Loans shall automatically convert to a Base Rate LoansLoan into a LIBO Rate Loan or a LIBO Rate Loan into a Base Rate Loan shall not effect a novation of the Loan so converted.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 11:00 a.m. (New York City time) not later than 2:00 p.m. on a Business Day, the Borrower may from time to time irrevocably elect elect, on not less than one (1) nor more than five (5) Business Days’ notice, Day's notice in the case of conversions into Alternate Base Rate Loans, or three Business Days' notice in the case of continuations of or conversions into Eurodollar Loans, and not less than three (3) Business Days (but in either case not more than five (5) Business Days’) ' notice, in the case of Eurodollar Rate Loans, that all, or any portion in an aggregate minimum amount of $1,000,000 and in an integral multiple of $100,000 be, in the case of Alternate Base Rate Loans, converted into Eurodollar Rate Loans (for the Interest Period specified in such Continuation/Conversion Notice) or be, in the case of Eurodollar Rate Loans, converted into Alternate Base Rate Loans or continued as Eurodollar Rate Loans (in the absence of delivery of a Continuation/Continuation/ Conversion Notice with respect to any Eurodollar Rate Loan at least three Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, such Eurodollar Rate Loan shall, on such last day, automatically convert to a an Alternate Base Rate Loan); provided, however, that; provided that (ax) each such conversion or continuation shall be prorated pro rated among the applicable outstanding Loans of all Lenders; Lenders that have made such Loans, and (by) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, Eurodollar Rate Loans when any Payment Default or Event of Default has occurred and is continuing, unless continuing to the extent the Administrative Agent or Required Lenders otherwise agree; (c) no Loans may be continued as, have notified the Borrower that the occurrence and continuance of such Payment Default or be converted into, Eurodollar Rate Loans after Event of Default shall prevent the day that is one (1) month prior to the Maturity Date; and (d) if the aggregate amount of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment Borrower from so continuing or conversion to be less than $1,000,000 converting such Eurodollar Rate Loans shall automatically convert to Base Rate Loans.

Continuation and Conversion Elections. (a) By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 11:00 a.m. (10:30 a.m., New York City time) , on a Business Day, the related Borrower may from time to time irrevocably elect elect, on a same-day basis for a continuation as or conversion into Reference Rate Loans and on not less than one (1) three nor more than five (5) Business Days’ notice, in the case of Base ' notice for a continuation as or conversion into Interbank Rate Loans, and not less than three (3) Business Days (but not more than five (5) Business Days’) notice, in the case of Eurodollar Rate Loans, Loans that all, or any portion in an aggregate minimum amount of $1,000,000 and an integral multiple of $100,000 100,000, of any Dollar Loans be, in the case of Base Reference Rate Loans, converted into Eurodollar Interbank Rate Loans (for the Interest Period specified in such Continuation/Conversion Notice) or beor, in the case of Eurodollar Interbank Rate Loans, or converted into Base a Reference Rate Loans Loan or continued as Eurodollar a Interbank Rate Loans Loan (in the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar Interbank Rate Loan at least three Business Days (but not more than five (5) Business Days) before the last day of the then current Interest Period with respect thereto, such Eurodollar Interbank Rate Loan shall, on such last day, automatically convert to a Base Reference Rate Loan); provided, however, that; that (ai) each such conversion or continuation shall be prorated pro rated among the applicable outstanding Dollar Loans of all Lenders; , and (bii) no portion of the outstanding principal amount of any Dollar Loans may be continued as, or be converted into, Eurodollar Interbank Rate Loans when any Default or Event of Default has occurred and is continuing. Conversion of an Interbank Rate Loan to a Reference Rate Loan may occur only at the end of the relevant Interest Period for such Interbank Rate Loan. (b) By delivering a Continuation/Conversion Notice to the Agent on or before 10:30 a.m., unless New York time, on a Business Day, the Required Lenders otherwise agree; related Borrower may from time to time irrevocably elect, on not less than three nor more than five Business Days' notice that all, or any portion in an aggregate minimum Dollar Amount of $100,000 and an integral multiple of $100,000, of any Sterling Loans be continued as a Loan (in the absence of a delivery of a Continuation/Conversion Notice with respect to any Sterling Loan at least three Business Days before the last day of the then current interest Period with respect thereto, such Sterling Loan shall, on such last day, automatically be deemed to be subject to an Interest Period of one month). (c) no By delivering a Continuation/Conversion Notice to the Agent on or before 10:30 a.m., New York time, on a Business Day, the related Borrower may from time to time irrevocably elect, on not less than three nor more than five Business Days' notice that all, or any portion in an aggregate minimum Dollar Amount of $100,000 and an integral multiple of $100,000, of any FF Loans may be continued asas a Loan (in the absence of delivery of a Continuation/Conversion Notice with respect to any FF Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, or such FF Loan shall, on such last day, automatically be converted into, Eurodollar Rate Loans after the day that is deemed to be subject to an Interest Period of one (1) month prior to the Maturity Date; and month). (d) if By delivering a Continuation/Conversion Notice to the Agent on or before 10:30 a.m. New York time, on a Business Day, the related Borrower may from time to time irrevocably elect, on not less than three nor more than five Business Days' notice that all, or any portion in an aggregate amount minimum Dollar Amount of Eurodollar Rate Loans in respect $100,000 and an integral multiple of $100,000, of any Borrowing is reduced by paymentDM Loans be continued as a Loan (in the absence of delivery of a Continuation/Conversion Notice with respect to any DM Loan at least three Business Days before the last day of the then current Interest Period with respect thereto, prepayment or conversion such DM Loan shall, on such last day, automatically be deemed to be less than $1,000,000 such Eurodollar Rate Loans shall automatically convert subject to Base Rate Loansan Interest Period of one month).

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice prior telephonic notice to the Administrative Agent on or before 11:00 a.m. (New York City time) on a Business DayDay (such notice to be confirmed in writing within 24 hours thereafter by delivery of a Continuation/Conversion Notice), the any Borrower may from time to time irrevocably elect elect: (a) on not less than one (1) nor more than five (5) three Business Days’ notice, in the case conversion of any Base Rate Loans, and Loan into one or more Eurocurrency Loans denominated in Dollars or the continuation of any Eurocurrency Loan denominated in Dollars as a Eurocurrency Loan so denominated; and (b) on not less than three (3) Business Days (but not more than five (5) Business Days’) ’ notice, the continuation of any Eurocurrency Loan denominated in the case of Eurodollar Rate Loans, an Alternate Currency as a Eurocurrency Loan denominated in such Alternate Currency; provided that all, or any portion of any Loan which is continued or converted hereunder shall be in an aggregate a minimum amount of $1,000,000 and in an integral multiple amount of $100,000 be, in the case of Base Rate Loans, converted into Eurodollar Rate Loans (for the Interest Period specified in such Continuation/Conversion Notice) or be, in the case of Eurodollar Rate Loans, converted into Base Rate Loans or continued as Eurodollar Rate Loans (1,000,000; and provided further that in the absence of prior notice (which notice may be delivered telephonically followed by written confirmation within 24 hours thereafter by delivery of a Continuation/Conversion Notice Notice) with respect to any Eurodollar Rate Eurocurrency Loan denominated in Dollars at least three Business Days (but not more than or, with respect to any Eurocurrency Loan denominated in an Alternate Currency, at least five (5) Business Days) before the last day of the then current Interest Period with respect thereto, such Eurodollar Rate Eurocurrency Loan shall, on such last day, automatically convert to a Base Rate LoanLoan (and any such Eurocurrency Loan denominated in an Alternate Currency shall be redenominated in Dollars); provided, however, that; provided that (ai) each such conversion or continuation shall be prorated among the applicable outstanding Loans of all Lenders; Lenders that have made such Loans, and (bii) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, Eurodollar Rate Eurocurrency Loans when any Default or Event of Default has occurred and is continuing, unless the Required Lenders otherwise agree; (c) no Loans may be continued as, or be converted into, Eurodollar Rate Loans after the day that is one (1) month prior to the Maturity Date; and (d) if the aggregate amount of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $1,000,000 such Eurodollar Rate Loans shall automatically convert to Base Rate Loans.

Continuation and Conversion Elections. By delivering a Continuation/Conversion Notice to the Administrative Agent on or before 11:00 a.m. (New York City time) 12:00 noon on a Business Day, the Borrower may from time to time irrevocably elect elect, on not less than one (1) nor more than five (5) Business Days’ notice, Day's notice in the case of Base Rate Loans, and not less than or three (3) Business Days (but not more than five (5) Business Days’) notice, ' notice in the case of Eurodollar LIBO Rate Loans, and in either case not more than ten Business Days' notice, that all, or any portion (a) in an aggregate minimum amount of (i) in the case of US Term Loans, $1,000,000 and (ii) in the case of Sterling Term Loans (pound)1,000,000 and (b) in an integral multiple of (i) in the case of US Term Loans, $100,000 500,000 and (ii) in the case of Sterling Term Loans, (pound)500,000, be, in the case of Base Rate Loans, converted into Eurodollar LIBO Rate Loans (for the Interest Period specified in such Continuation/Conversion Notice) or be, in the case of Eurodollar LIBO Rate Loans, converted into Base Rate Loans or continued as Eurodollar LIBO Rate Loans (in the absence of delivery of a Continuation/Conversion Notice with respect to any Eurodollar LIBO Rate Loan at least three Business Days (but not more than five (5) ten Business Days) before the last day of the then current Interest Period with respect thereto, such Eurodollar LIBO Rate Loan shall, on such last day, automatically convert to a Base Rate Loan); provided, provided however, that; that (a) each such conversion or continuation shall be prorated pro rated among the applicable outstanding Loans of all Lenders; Lenders that have made such Loans, and (b) no portion of the outstanding principal amount of any Loans may be continued as, or be converted into, Eurodollar LIBO Rate Loans when any Default or Event of Default has occurred and is continuing, unless the Required Lenders otherwise agree; (c) no Loans may . Each such irrevocable election shall be continued as, made by telephone confirmed promptly by hand delivery or be converted into, Eurodollar Rate Loans after the day that is one (1) month prior facsimile to the Maturity Date; and (d) if Administrative Agent of the aggregate amount of Eurodollar Rate Loans in respect of any Borrowing is reduced by payment, prepayment or conversion to be less than $1,000,000 such Eurodollar Rate Loans shall automatically convert to Base Rate Loansapplicable Continuation/Conversion Notice.