Common use of Continuation and Conversion Elections Clause in Contracts

Continuation and Conversion Elections. (a) The Borrowers’ Agent may, on behalf of each applicable Borrower (provided that, as applicable, the Borrowing of Term SOFR Loans, the Borrowing of Daily One Month SOFR Loans or the Borrowing of Term ▇▇▇▇▇ Loans is then permitted under Section 2.2(a)): (i) elect, as of any Business Day, to convert any Base Rate Loans other than Agent Advances and Swingline Loans (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans or the Borrowing Minimum or maximum Borrowing amount applicable to Daily One Month SOFR Loans) into Term SOFR Loans or Daily One Month SOFR Loans; (ii) elect, as of the last day of the applicable Interest Period, to continue any Term SOFR Loans having Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans); (iii) elect, as of any Business Day, to convert any Canadian Prime Rate Loans other than Multicurrency Canadian Swingline Loans and Agent Advances (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ Loans) into Term ▇▇▇▇▇ Loans; or (iv) elect, as of the last day of the applicable Term ▇▇▇▇▇ Interest Period, to continue any Term ▇▇▇▇▇ Loans having Term ▇▇▇▇▇ Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ Loans); provided that if at any time the aggregate amount of Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ Loans in respect of any Borrowing is reduced, by payment, prepayment, or conversion of part thereof to be less than the Borrowing Minimum applicable thereto, such Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ Loans shall automatically convert into Base Rate Loans or Canadian Prime Rate Loans, as applicable; provided, further, that if the Notice of Continuation/Conversion (including any telephonic notice as contemplated below) shall fail to specify the duration of the Interest Period or Term ▇▇▇▇▇ Interest Period, such Interest Period or Term ▇▇▇▇▇ Interest Period shall be one month; provided, further, that no Term SOFR Loan or Term ▇▇▇▇▇ Loan may be continued as such (other than a Term SOFR Loan denominated in an Alternative Currency, which may be continued as a Term SOFR Loan with an Interest Period of one month) when any Default or Event of Default has occurred and is continuing and the Agent has or the Required Lenders have given notice to the Borrowers’ Agent that no such continuations may be made. (b) The Borrowers’ Agent shall deliver a notice of continuation/conversion substantially in the form of Exhibit C (each, a “Notice of Continuation/Conversion”) to the Agent not later than, (x) in the case of U.S. Revolving Loans, 11:00 a.m., New York City time, at least three Business Days in advance of the Continuation/Conversion Date, and (y) in other cases, 11:00 a.m., New York City time, at least three Business Days in advance of the Continuation/Conversion Date, if the Loans are to be converted into or continued as Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ Loans and specifying: (i) the proposed Continuation/Conversion Date; (ii) the aggregate principal amount of Loans to be converted or continued; (iii) the Type of Loans resulting from the proposed conversion or continuation; and (iv) in the case of Term SOFR Loans or Term ▇▇▇▇▇ Loans, the duration of the requested Interest Period or Term ▇▇▇▇▇ Interest Period; provided that the Borrowers may not select an Interest Period or Term ▇▇▇▇▇ Interest Period that ends after the Maturity Date. In lieu of delivering a Notice of Continuation/Conversion, the Borrowers’ Agent may give the Agent telephonic notice of such request on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice with respect to such continuation or conversion, regardless of whether any written confirmation is received. (c) If upon the expiration of any Interest Period applicable to any Term SOFR Loans or any Term ▇▇▇▇▇ Interest Period applicable to any Term ▇▇▇▇▇ Loans, the applicable Borrowers have failed to timely deliver a Notice of Continuation/Conversion (or, in lieu thereof, telephonic notice as contemplated above) in respect of such Term SOFR Loans or Term ▇▇▇▇▇ Loans, the Borrowers shall be deemed to have elected to convert such Term SOFR Loans into Base Rate Loans in the case of U.S. Revolving Loans or Multicurrency Canadian Revolving Loans denominated in Dollars and to convert such Term ▇▇▇▇▇ Loans into Canadian Prime Rate Loans, in each case, effective as of the expiration date of such Interest Period or Term ▇▇▇▇▇ Interest Period. If any Default or Event of Default exists, at the election of the Agent or the Required Lenders, unless repaid, (i) all Term SOFR Loans shall be converted into Base Rate Loans as of the expiration date of each applicable Interest Period, (ii) all Daily One Month SOFR Loans shall be converted into Base Rate Loans, (iii) all Loans denominated in an Alternative Currency shall be continued as Loans with an Interest Period of one month (or as otherwise agreed as a condition to the approval of such Loan in an Alternative Currency), and (iv) all Term ▇▇▇▇▇ Loans shall be converted into Canadian Prime Rate Loans as of the expiration date of each applicable Term ▇▇▇▇▇ Interest Period. (d) The Agent will promptly notify each Lender of its receipt of a Notice of Continuation/Conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans, with respect to which the notice was given, held by each Lender. (e) The total number of Term SOFR Loans and Term ▇▇▇▇▇ Loans in effect hereunder at any time shall not exceed 15.

Continuation and Conversion Elections. (a) The Borrowers’ By delivering a Continuation/ Conversion Notice to the Administrative Agent mayon or before 12:00 noon, Chicago time, on behalf of each a Business Day, the applicable Borrower may from time to time irrevocably elect, on not less than one Business Day's notice (provided that, as applicable, in the Borrowing case of Term SOFR a conversion of Committed Loans that are LIBO Rate Loans to Base Rate Loans, ) or three Business Days' notice (in the Borrowing case of Daily One Month SOFR a continuation of Committed Loans that are LIBO Rate Loans or a conversion of Committed Loans that are Base Rate Loans into LIBO Rate Loans) nor more than five Business Days' notice (in the Borrowing case of Term ▇▇▇▇▇ Loans is then permitted under Section 2.2(a)): any Committed Loans) that all, or any portion in a minimum amount of (i) electin the case of Committed Loans in Dollars, as of any Business Day, to convert any Base Rate Loans other than Agent Advances and Swingline Loans ($500,000 or any part thereof larger integral multiple of $100,000 or (ii) in an amount equal to the case of Committed Loans in any Foreign Currency, in an integral multiple of 100,000 units of such Foreign Currency be, in the Borrowing Multiplecase of Committed Loans that are Base Rate Loans, but not less than converted into LIBO Rate Loans or, in the Borrowing Minimum applicable case of Committed Loans that are LIBO Rate Loans, continued as LIBO Rate Loans or, in the case of Committed Loans in Dollars or Canadian Dollars, converted into Base Rate Loans (in the absence of delivery of a Continuation/Conversion Notice with respect to Term SOFR Loans or the Borrowing Minimum or maximum Borrowing amount applicable to Daily One Month SOFR Loans) into Term SOFR Loans or Daily One Month SOFR Loans; (ii) elect, as of any Committed Loan that is a LIBO Rate Loan at least three Business Days before the last day of the applicable then current Interest Period, to continue any Term SOFR Loans having Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans); (iii) elect, as of any Business Day, to convert any Canadian Prime Rate Loans other than Multicurrency Canadian Swingline Loans and Agent Advances (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ Loans) into Term ▇▇▇▇▇ Loans; or (iv) elect, as of the last day of the applicable Term ▇▇▇▇▇ Interest Period, to continue any Term ▇▇▇▇▇ Loans having Term ▇▇▇▇▇ Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ Loans); provided that if at any time the aggregate amount of Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ Loans in Period with respect of any Borrowing is reduced, by payment, prepayment, or conversion of part thereof to be less than the Borrowing Minimum applicable thereto, such Term SOFR LoansLIBO Rate Loan shall, Daily One Month SOFR on such last day, (i) in the case of Committed Loans in Dollars or Term ▇▇▇▇▇ Loans shall Canadian Dollars, automatically convert into to a Base Rate Loan and (ii) in the case of Committed Loans or in any Foreign Currency other than Canadian Prime Rate LoansDollars, as applicableautomatically be continued for an additional Interest Period of one month); provided, furtherhowever, that if (x) each such conversion or continuation shall be pro rated among the Notice of Continuation/Conversion (including any telephonic notice as contemplated below) shall fail to specify the duration applicable outstanding Committed Loans of the Interest Period relevant Lenders, and (y) no portion of the outstanding principal amount of any Committed Loans in Dollars or Term ▇▇▇▇▇ Interest PeriodCanadian Dollars may be continued as, such Interest Period or Term ▇▇▇▇▇ Interest Period shall be one month; providedconverted into, further, that no Term SOFR LIBO Rate Loans when any Default has occurred and is continuing. No Committed Loan or Term ▇▇▇▇▇ portion of the outstanding principal amount of any Committed Loan may be continued as such (other than or converted into a Term SOFR Loan denominated in an Alternative Currency, a currency other than the one in which it was originally made and no Committed Loan in any Foreign Currency other than Canadian Dollars may be continued as a Term SOFR Loan with an Interest Period of one month) when any Default or Event of Default has occurred and is continuing and the Agent has or the Required Lenders have given notice to the Borrowers’ Agent that no such continuations may be made. (b) The Borrowers’ Agent shall deliver a notice of continuation/conversion substantially in the form of Exhibit C (each, a “Notice of Continuation/Conversion”) to the Agent not later than, (x) in the case of U.S. Revolving Loans, 11:00 a.m., New York City time, at least three Business Days in advance of the Continuation/Conversion Date, and (y) in other cases, 11:00 a.m., New York City time, at least three Business Days in advance of the Continuation/Conversion Date, if the Loans are to be converted into or continued as Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ Loans and specifying: (i) the proposed Continuation/Conversion Date; (ii) the aggregate principal amount of Loans to be converted or continued; (iii) the Type of Loans resulting from the proposed conversion or continuation; and (iv) in the case of Term SOFR Loans or Term ▇▇▇▇▇ Loans, the duration of the requested Interest Period or Term ▇▇▇▇▇ Interest Period; provided that the Borrowers may not select an Interest Period or Term ▇▇▇▇▇ Interest Period that ends after the Maturity Date. In lieu of delivering a Notice of Continuation/Conversion, the Borrowers’ Agent may give the Agent telephonic notice of such request on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice with respect to such continuation or conversion, regardless of whether any written confirmation is received. (c) If upon the expiration of any Interest Period applicable to any Term SOFR Loans or any Term ▇▇▇▇▇ Interest Period applicable to any Term ▇▇▇▇▇ Loans, the applicable Borrowers have failed to timely deliver a Notice of Continuation/Conversion (or, in lieu thereof, telephonic notice as contemplated above) in respect of such Term SOFR Loans or Term ▇▇▇▇▇ Loans, the Borrowers shall be deemed to have elected to convert such Term SOFR Loans into Base Rate Loans in the case of U.S. Revolving Loans or Multicurrency Canadian Revolving Loans denominated in Dollars and to convert such Term ▇▇▇▇▇ Loans into Canadian Prime Rate Loans, in each case, effective as of the expiration date of such Interest Period or Term ▇▇▇▇▇ Interest Period. If any Default or Event of Default exists, at the election of the Agent or the Required Lenders, unless repaid, (i) all Term SOFR Loans shall be converted into Base Rate Loans as of the expiration date of each applicable Interest Period, (ii) all Daily One Month SOFR Loans shall be converted into Base Rate Loans, (iii) all Loans denominated in an Alternative Currency shall be continued as Loans with an Interest Period of one month (or as otherwise agreed as a condition to the approval of such Loan in an Alternative Currency), and (iv) all Term ▇▇▇▇▇ Loans shall be converted into Canadian Prime Rate Loans as of the expiration date of each applicable Term ▇▇▇▇▇ Interest PeriodLoan. (d) The Agent will promptly notify each Lender of its receipt of a Notice of Continuation/Conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans, with respect to which the notice was given, held by each Lender. (e) The total number of Term SOFR Loans and Term ▇▇▇▇▇ Loans in effect hereunder at any time shall not exceed 15.

Continuation and Conversion Elections. (a) The Borrowers’ Agent may, on behalf of each applicable Borrower (provided that, as applicable, the Borrowing of Term SOFR Loans, the Borrowing of Daily One Month SOFR Loans, the Borrowing of Term ▇▇▇▇▇ Loans or the Borrowing of Term BA EquivalentDaily Simple ▇▇▇▇▇ Loans is then permitted under Section 2.2(a)): (i) elect, as of any Business Day, to convert any Base Rate Loans other than Agent Advances and Swingline Loans (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans or the Borrowing Minimum or maximum Borrowing amount applicable to Daily One Month SOFR Loans) into Term SOFR Loans or Daily One Month SOFR Loans; (ii) elect, as of the last day of the applicable Interest Period, to continue any Term SOFR Loans having Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans); (iii) elect, from and after the Term ▇▇▇▇▇ Activation Date, as of any Business Day, to convert any Canadian Prime Rate Loans other than Multicurrency Canadian Swingline Loans and Agent Advances (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term BA EquivalentTerm ▇▇▇▇▇ Loans) into Term BA EquivalentTerm ▇▇▇▇▇ Loans; or (iv) elect, from and after the Term ▇▇▇▇▇ Activation Date, as of the last day of the applicable Term BA EquivalentTerm ▇▇▇▇▇ Interest Period, to continue any Term BA EquivalentTerm ▇▇▇▇▇ Loans having Term BA EquivalentTerm ▇▇▇▇▇ Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term BA EquivalentTerm ▇▇▇▇▇ Loans); provided that if at any time the aggregate amount of Term SOFR Loans, Daily One Month SOFR Loans or BA Equivalent, Term ▇▇▇▇▇ Loans or Daily Simple ▇▇▇▇▇ Loans in respect of any Borrowing is reduced, by payment, prepayment, or conversion of part thereof to be less than the Borrowing Minimum applicable thereto, such Term SOFR Loans, Daily One Month SOFR Loans or BA Equivalent, Term ▇▇▇▇▇ Loans or Daily Simple ▇▇▇▇▇ Loans shall automatically convert into Base Rate Loans or Canadian Prime Rate Loans, as applicable; provided, further, that if the Notice of Continuation/Conversion (including any telephonic notice as contemplated below) shall fail to specify the duration of the Interest Period or Term BA EquivalentTerm ▇▇▇▇▇ Interest Period, such Interest Period or Term BA EquivalentTerm ▇▇▇▇▇ Interest Period shall be one month; provided, further, that no Term SOFR Loan or Term BA EquivalentTerm ▇▇▇▇▇ Loan may be continued as such (other than a Term SOFR Loan denominated in an Alternative Currency, which may be continued as a Term SOFR Loan with an Interest Period of one month) when any Default or Event of Default has occurred and is continuing and the Agent has or the Required Lenders have given notice to the Borrowers’ Agent that no such continuations may be made. (b) The Borrowers’ Agent shall deliver a notice of continuation/conversion substantially in the form of Exhibit C (each, a “Notice of Continuation/Conversion”) to the Agent not later than, (x) in the case of U.S. Revolving Loans, 11:00 a.m., New York City time, at least three Business Days in advance of the Continuation/Conversion Date, and (y) in other cases, 11:00 a.m., New York City time, at least three Business Days in advance of the Continuation/Conversion Date, if the Loans are to be converted into or continued as Term SOFR Loans, Daily One Month SOFR Loans or Term BA EquivalentTerm ▇▇▇▇▇ Loans and specifying: (i) the proposed Continuation/Conversion Date; (ii) the aggregate principal amount of Loans to be converted or continued; (iii) the Type of Loans resulting from the proposed conversion or continuation; and (iv) in the case of Term SOFR Loans or Term BA EquivalentTerm ▇▇▇▇▇ Loans, the duration of the requested Interest Period or Term BA EquivalentTerm ▇▇▇▇▇ Interest Period; provided that the Borrowers may not select an Interest Period or Term BA EquivalentTerm ▇▇▇▇▇ Interest Period that ends after the Maturity Date. In lieu of delivering a Notice of Continuation/Conversion, the Borrowers’ Agent may give the Agent telephonic notice of such request on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice with respect to such continuation or conversion, regardless of whether any written confirmation is received. (c) If upon the expiration of any Interest Period applicable to any Term SOFR Loans or any Term BA EquivalentTerm ▇▇▇▇▇ Interest Period applicable to any Term BA EquivalentTerm ▇▇▇▇▇ Loans, the applicable Borrowers have failed to timely deliver a Notice of Continuation/Continuation/ Conversion (or, in lieu thereof, telephonic notice as contemplated above) in respect of such Term SOFR Loans or Term BA EquivalentTerm ▇▇▇▇▇ Loans, the Borrowers shall be deemed to have (A) elected to convert such Term SOFR Loans into Base Rate Loans in the case of U.S. Revolving Loans or Multicurrency Canadian Revolving Loans denominated in Dollars and to convert such Term BA EquivalentTerm ▇▇▇▇▇ Loans into Canadian Prime Rate Loans, in each case, effective as of the expiration date of such Interest Period or Term BA EquivalentTerm ▇▇▇▇▇ Interest Period, and (B) elected to convert all Daily Simple ▇▇▇▇▇ Loans to Canadian Prime Rate Loans on the Term ▇▇▇▇▇ Activation Date. If any Default or Event of Default exists, at the election of the Agent or the Required Lenders, unless repaid, (i) all Term SOFR Loans shall be converted into Base Rate Loans as of the expiration date of each applicable Interest Period, (ii) all Daily One Month SOFR Loans shall be converted into Base Rate Loans, (iii) all Loans denominated in an Alternative Currency shall be continued as Loans with an Interest Period of one month (or as otherwise agreed as a condition to the approval of such Loan in an Alternative Currency)) and, and (iv) all Term BA EquivalentTerm ▇▇▇▇▇ Loans shall be converted into Canadian Prime Rate Loans as of the expiration date of each applicable Term BA EquivalentTerm ▇▇▇▇▇ Interest Period, and (v) all Daily Simple ▇▇▇▇▇ Loans shall be converted into Canadian Prime Rate Loans. (d) The Agent will promptly notify each Lender of its receipt of a Notice of Continuation/Conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans, with respect to which the notice was given, held by each Lender. (e) The total number of Term SOFR Loans and Term BA EquivalentTerm ▇▇▇▇▇ Loans in effect hereunder at any time shall not exceed 15.

Continuation and Conversion Elections. (a) The Borrowers’ Agent may, on behalf of each applicable Borrower (provided that, as applicable, the Borrowing of Term SOFR Loans, the Borrowing of Daily One Month SOFR Loans, the Borrowing of Term ▇▇▇▇▇ Loans or the Borrowing of Term Daily Simple ▇▇▇▇▇ Loans is then permitted under Section 2.2(a)): (i) elect, as of any Business Day, to convert any Base Rate Loans other than Agent Advances and Swingline Loans (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans or the Borrowing Minimum or maximum Borrowing amount applicable to Daily One Month SOFR Loans) into Term SOFR Loans or Daily One Month SOFR Loans; (ii) elect, as of the last day of the applicable Interest Period, to continue any Term SOFR Loans having Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans); (iii) elect, from and after the Term ▇▇▇▇▇ Activation Date, as of any Business Day, to convert any Canadian Prime Rate Loans other than Multicurrency Canadian Swingline Loans and Agent Advances (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ Loans) into Term ▇▇▇▇▇ Loans; or (iv) elect, from and after the Term ▇▇▇▇▇ Activation Date, as of the last day of the applicable Term ▇▇▇▇▇ Interest Period, to continue any Term ▇▇▇▇▇ Loans having Term ▇▇▇▇▇ Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ Loans); provided that if at any time the aggregate amount of Term SOFR Loans, Daily One Month SOFR Loans, Term ▇▇▇▇▇ Loans or Term Daily Simple ▇▇▇▇▇ Loans in respect of any Borrowing is reduced, by payment, prepayment, or conversion of part thereof to be less than the Borrowing Minimum applicable thereto, such Term SOFR Loans, Daily One Month SOFR Loans, Term ▇▇▇▇▇ Loans or Term Daily Simple ▇▇▇▇▇ Loans shall automatically convert into Base Rate Loans or Canadian Prime Rate Loans, as applicable; provided, further, that if the Notice of Continuation/Conversion (including any telephonic notice as contemplated below) shall fail to specify the duration of the Interest Period or Term ▇▇▇▇▇ Interest Period, such Interest Period or Term ▇▇▇▇▇ Interest Period shall be one month; provided, further, that no Term SOFR Loan or Term ▇▇▇▇▇ Loan may be continued as such (other than a Term SOFR Loan denominated in an Alternative Currency, which may be continued as a Term SOFR Loan with an Interest Period of one month) when any Default or Event of Default has occurred and is continuing and the Agent has or the Required Lenders have given notice to the Borrowers’ Agent that no such continuations may be made. (b) The Borrowers’ Agent shall deliver a notice of continuation/conversion substantially in the form of Exhibit C (each, a “Notice of Continuation/Conversion”) to the Agent not later than, (x) in the case of U.S. Revolving Loans, 11:00 a.m., New York City time, at least three Business Days in advance of the Continuation/Conversion Date, and (y) in other cases, 11:00 a.m., New York City time, at least three Business Days in advance of the Continuation/Conversion Date, if the Loans are to be converted into or continued as Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ Loans and specifying: (i) the proposed Continuation/Conversion Date; (ii) the aggregate principal amount of Loans to be converted or continued; (iii) the Type of Loans resulting from the proposed conversion or continuation; and (iv) in the case of Term SOFR Loans or Term ▇▇▇▇▇ Loans, the duration of the requested Interest Period or Term ▇▇▇▇▇ Interest Period; provided that the Borrowers may not select an Interest Period or Term ▇▇▇▇▇ Interest Period that ends after the Maturity Date. In lieu of delivering a Notice of Continuation/Conversion, the Borrowers’ Agent may give the Agent telephonic notice of such request on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice with respect to such continuation or conversion, regardless of whether any written confirmation is received. (c) If upon the expiration of any Interest Period applicable to any Term SOFR Loans or any Term ▇▇▇▇▇ Interest Period applicable to any Term ▇▇▇▇▇ Loans, the applicable Borrowers have failed to timely deliver a Notice of Continuation/Conversion (or, in lieu thereof, telephonic notice as contemplated above) in respect of such Term SOFR Loans or Term ▇▇▇▇▇ Loans, the Borrowers shall be deemed to have (A) elected to convert such Term SOFR Loans into Base Rate Loans in the case of U.S. Revolving Loans or Multicurrency Canadian Revolving Loans denominated in Dollars and to convert such Term ▇▇▇▇▇ Loans into Canadian Prime Rate Loans, in each case, effective as of the expiration date of such Interest Period or Term ▇▇▇▇▇ Interest Period, and (B) elected to convert all Daily Simple ▇▇▇▇▇ Loans to Canadian Prime Rate Loans on the Term ▇▇▇▇▇ Activation Date. If any Default or Event of Default exists, at the election of the Agent or the Required Lenders, unless repaid, (i) all Term SOFR Loans shall be converted into Base Rate Loans as of the expiration date of each applicable Interest Period, (ii) all Daily One Month SOFR Loans shall be converted into Base Rate Loans, (iii) all Loans denominated in an Alternative Currency shall be continued as Loans with an Interest Period of one month (or as otherwise agreed as a condition to the approval of such Loan in an Alternative Currency), and (iv) all Term ▇▇▇▇▇ Loans shall be converted into Canadian Prime Rate Loans as of the expiration date of each applicable Term ▇▇▇▇▇ Interest Period, and (v) all Daily Simple ▇▇▇▇▇ Loans shall be converted into Canadian Prime Rate Loans. (d) The Agent will promptly notify each Lender of its receipt of a Notice of Continuation/Conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans, with respect to which the notice was given, held by each Lender. (e) The total number of Term SOFR Loans and Term ▇▇▇▇▇ Loans in effect hereunder at any time shall not exceed 15.

Continuation and Conversion Elections. (a) The Borrowers’ Agent may, on behalf of each applicable Borrower (provided that, as applicable, the Borrowing of Term SOFR Loans, the Borrowing of Daily One Month SOFR Loans, the Borrowing of Term CORRA Loans, the Borrowing of EURIBOR Loans or the Borrowing of Term ▇▇▇▇▇ Bank Bill Rate Loans is then permitted under Section 2.2(a)): (i) elect, as of any Business Day, to convert (A) any Base Rate Loans other than Agent Advances and Swingline Loans (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans or the Borrowing Minimum or maximum Borrowing amount applicable to Daily One Month SOFR Loans, as applicable) into Term SOFR Loans or Daily One Month SOFR Loans, (B) any European Swingline Loans that are Base Rate Loans (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans or EURIBOR Loans, as applicable) into Term SOFR Loans (in the case of Loans denominated in Dollars) or EURIBOR Loans (in the case of Loans denominated in Euros), or (C) any ANZ Swingline Loans that are Base Rate Loans (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Bank Bill Rate Loans) into Bank Bill Rate Loans; (ii) elect, as of the last day of the applicable Interest Period, to continue any Term SOFR Loans, EURIBOR Loans or Bank Bill Rate Loans having Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans, EURIBOR Loans or Bank Bill Rate Loans, as applicable); (iii) elect, as of any Business Day, to convert any Canadian Prime Rate Loans other than Multicurrency Canadian Swingline Loans and Agent Advances (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ CORRA Loans) into Term ▇▇▇▇▇ CORRA Loans; or (iv) elect, as of the last day of the applicable Term ▇▇▇▇▇ CORRA Interest Period, to continue any Term ▇▇▇▇▇ CORRA Loans having Term ▇▇▇▇▇ CORRA Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ CORRA Loans); provided provided, that if at any time the aggregate amount of Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ CORRA Loans in respect of any Borrowing is reduced, by payment, prepayment, or conversion of part thereof to be less than the Borrowing Minimum applicable thereto, such Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ CORRA Loans shall automatically convert into Base Rate Loans or Canadian Prime Rate Loans, as applicable; provided, further, that if the Notice of Continuation/Conversion (including any telephonic notice as contemplated below) shall fail to specify the duration of the Interest Period or Term ▇▇▇▇▇ CORRA Interest Period, as applicable, such Interest Period or Term ▇▇▇▇▇ CORRA Interest Period shall be one month; provided, further, that no Term SOFR Loan, Term CORRA Loan or Term ▇▇▇▇▇ Bank Bill Rate Loan may be continued as such (other than a Term SOFR Loan denominated in an Alternative CurrencyBank Bill Rate Loan, which may be continued as a Term SOFR Bank Bill Rate Loan in the same currency with an Interest Period of one month) ), and no EURIBOR Loans may be continued for an Interest Period other than an Interest Period of one month, when any Default or Event of Default has occurred and is continuing and the Agent has or the Required Lenders have given notice to the Borrowers’ Agent that no such continuations may be made. (b) The Borrowers’ Agent shall deliver a notice of continuation/conversion substantially in the form of Exhibit C (each, a “Notice of Continuation/Conversion”) to the Agent not later than, (xv) in the case of U.S. Revolving Loans and ROW Revolving Loans (other than Daily SOFR Loans made to a U.S. Borrower), 1:00 p.m., New York City time, at least two Business Days in advance of the Continuation/Conversion Date, (w) in the case of Daily SOFR Loans made to a U.S. Borrower, 1:00 p.m., New York City time, at least one Business Day in advance of the Continuation/Conversion Date, (x) in the case of European Swingline Loans, 11:00 a.m., London time, at least two Business Days in advance of the Continuation/Conversion Date, (y) in the case of Bank Bill Rate Loans, 12:00 noon, New York City time, at least three Business Days in advance of the Continuation/Conversion Date, Date and (yz) in other cases, 11:00 a.m.12:00 noon, New York City time, at least three two Business Days in advance of the Continuation/Conversion Date, if the Loans are to be converted into or continued as Term SOFR Loans, Daily One Month SOFR Loans, Term CORRA Loans, EURIBOR Loans or Term ▇▇▇▇▇ Bank Bill Rate Loans and specifying: (i) the proposed Continuation/Conversion Date; (ii) the aggregate principal amount of Loans to be converted or continued; (iii) the Type of Loans resulting from the proposed conversion or continuation; and (iv) in the case of Term SOFR Loans, Term CORRA Loans, EURIBOR Loans or Term ▇▇▇▇▇ Bank Bill Rate Loans, the duration of the requested Interest Period or Term ▇▇▇▇▇ CORRA Interest Period; provided that , provided, however, the Borrowers may not select an Interest Period or Term ▇▇▇▇▇ CORRA Interest Period that ends after the Maturity Date. In lieu of delivering a Notice of Continuation/Conversion, the Borrowers’ Agent may give the Agent telephonic notice of such request on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice with respect to such continuation or conversion, regardless of whether any written confirmation is received. (c) If upon the expiration of any Interest Period applicable to any Term SOFR Loans, EURIBOR Loans or Bank Bill Rate Loans or any Term ▇▇▇▇▇ CORRA Interest Period applicable to any Term ▇▇▇▇▇ CORRA Loans, the applicable Borrowers have failed to timely deliver a Notice of Continuation/Conversion (or, in lieu thereof, telephonic notice as contemplated above) in respect of such Term SOFR Loans, EURIBOR Loans, Term CORRA Loans or Term ▇▇▇▇▇ Bank Bill Rate Loans, the Borrowers shall be deemed to have elected to convert such Term SOFR Loans into Base Rate Loans in the case of U.S. Revolving Loans, ROW Revolving Loans or Multicurrency denominated in Dollars, Canadian Revolving Loans denominated in Dollars and or European Swingline Loans denominated in Dollars, to continue such Term SOFR Loans as Term SOFR Loans with an Interest Period of one month in the case of ANZ Revolving Loans denominated in Dollars, to continue such EURIBOR Loans as EURIBOR Loans with an Interest Period of one month in the case of ROW Revolving Loans denominated in Euros or European Swingline Loans denominated in Euros, to convert such Term ▇▇▇▇▇ CORRA Loans into Canadian Prime Rate LoansLoans and to continue such Bank Bill Rate Loans as Bank Bill Rate Loans in the same currency with an Interest Period of one month in the case of ANZ Revolving Loans denominated in an Alternative Currency, in each case, effective as of the expiration date of such Interest Period or Term ▇▇▇▇▇ CORRA Interest Period. If any Default or Event of Default exists, at the election of the Agent or the Required Lenders, unless repaid, (i) all Term SOFR Loans shall be converted into Base Rate Loans as of the expiration date of each applicable Interest Period, (ii) Period and all Daily One Month SOFR Loans shall be converted into Base Rate Loans, (iii) in each case, in the case of U.S. Revolving Loans, ROW Revolving Loans denominated in Dollars, Canadian Revolving Loans denominated in Dollars or European Swingline Loans denominated in Dollars, all Term SOFR Loans shall be continued as Term SOFR Loans with an Interest Period of one month in the case of ANZ Revolving Loans denominated in Dollars, all EURIBOR Loans shall be continued as EURIBOR Loans with an Interest Period of one month as of the expiration date of each applicable Interest Period, all Bank Bill Rate Loans denominated in an Alternative Currency shall be continued as Bank Bill Rate Loans in the same currency with an Interest Period of one month (or as otherwise agreed as a condition to the approval of such Loan in an Alternative Currency), and (iv) all Term ▇▇▇▇▇ CORRA Loans shall be converted into Canadian Prime Rate Loans as of the expiration date of each applicable Term ▇▇▇▇▇ CORRA Interest Period. (d) The Agent will promptly notify each applicable Lender (or, in the case of European Swingline Loans, the European Swingline Lender) of its receipt of a Notice of Continuation/Conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans, with respect to which the notice was given, held by each applicable Lender. (e) The total number of Term SOFR Loans, Term CORRA Loans, EURIBOR Loans and Term ▇▇▇▇▇ Bank Bill Rate Loans in effect hereunder at any time shall not exceed 1525.

Continuation and Conversion Elections. (a) The Borrowers’ Agent may, on behalf of each applicable Borrower Subject to clauses (provided that, as applicable, the Borrowing of Term SOFR Loans, the Borrowing of Daily One Month SOFR Loans or the Borrowing of Term ▇▇▇▇▇ Loans is then permitted under Section 2.2(ab) and (c)):, (i) electthe U.S. Parent Borrower shall have the option on any Business Day to convert all or a portion equal to at least $5,000,000 of the outstanding principal amount of Loans of any Class denominated in Dollars of one Type into a Borrowing or Borrowings of another Type; (ii) each Borrower shall have the option on any Business Day to continue the outstanding principal amount of any LIBOR Loans as LIBOR Loans for an additional Interest Period; and (iii) each Borrower shall have the option: (1) to convert, as of any Business Day, to convert any Base of its Canadian Prime Rate Loans other than Canadian Swingline Loans and Canadian Agent Advances and Swingline Loans (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans or the Borrowing Minimum or maximum Borrowing amount applicable to Daily One Month SOFR LoansCdn.$5,000,000) into Term SOFR Loans or Daily One Month SOFR BA Equivalent Loans; ; (ii2) elect, as of the last day of the applicable Interest Period, to continue any Term SOFR BA Equivalent Loans made to such Borrower having BA Equivalent Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans); Cdn.$5,000,000; (iii3) elect, as of any Business Day, to convert any Canadian Prime Rate ABR Loans other than Multicurrency Canadian Swingline Loans and Canadian Agent Advances (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ LoansDollar Equivalent of $5,000,000) into Term ▇▇▇▇▇ LIBOR Loans; or provided that (i) no partial conversion of LIBOR Loans or BA Equivalent Loans shall reduce the outstanding principal amount of LIBOR Loans or BA Equivalent Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount, (ii) ABR Loans may not be converted into LIBOR Loans and Canadian Prime Rate Loans may not be converted into BA Equivalent Loans if a Default or Event of Default is in existence on the date of the conversion and the applicable Administrative Agent has or the Required Lenders have determined in its or their sole discretion not to permit such conversion, (iii) LIBOR Loans may not be continued as LIBOR Loans for an additional Interest Period and BA Equivalent Loans may not be continued as BA Equivalent Loans for an additional BA Equivalent Interest Period if a Default or an Event of Default is in existence on the date of the proposed continuation and the applicable Administrative Agent has or the Required Lenders have determined in its or their sole discretion not to permit such continuation; provided that any LIBOR Loan denominated in an Alternative Currency shall remain as a LIBOR Loan for an Interest Period of one month, (iv) electBorrowings resulting from conversions pursuant to this Section 2.8 shall be limited in number as provided in clause (f). (b) Each such conversion or continuation of U.S. Revolving Loans or Term Loans shall be effected by the U.S. Parent Borrower by giving the U.S. Administrative Agent at the Administrative Agent’s Office prior to 1:00 p.m. (New York City time) at least (i) three Business Days’ notice, in the case of a continuation of or conversion to LIBOR Loans denominated in Dollars, (ii) four Business Days’ notice, in the case of a continuation of LIBOR Loans denominated in an Alternative Currency or (iii) one Business Day’s notice in the case of a conversion into ABR Loans prior written notice (or telephonic notice promptly confirmed in writing) (each, a “U.S. Notice of Conversion or Continuation”) specifying the Class of Loans to be so converted or continued, the Type of Loans to be converted or continued into and, if such Loans are to be converted into or continued as LIBOR Loans, the Interest Period to be initially applicable thereto. The U.S. Administrative Agent shall give each applicable Lender notice as promptly as practicable of any such proposed conversion or continuation affecting any of its Loans. (c) Each such conversion or continuation of Canadian Revolving Loans shall be effected by the Canadian Borrower (in the case of Canadian Revolving Loans to the Canadian Borrower) or the U.S. Parent Borrower (in the case of Canadian Revolving Loans to the U.S. Borrowers) by giving the Canadian Administrative Agent at the Administrative Agent’s Office prior to 1:00 p.m. (New York City time) at least (i) three Business Days’ notice, in the case of a continuation of or conversion to LIBOR Loans denominated in Dollars or BA Equivalent Loans, (ii) four Business Days’ notice, in the case of a continuation of LIBOR Loans denominated in an Alternative Currency or (iii) one Business Day’s notice in the case of a conversion into ABR Loans or Canadian Prime Rate Loans prior written notice (or telephonic notice promptly confirmed in writing) (each, a “Canadian Notice of Conversion or Continuation”) specifying the Loans to be so converted or continued, the Type of Loans to be converted or continued into and, if such Loans are to be converted into or continued as LIBOR Loans or BA Equivalent Loans, the Interest Period or BA Equivalent Interest Period to be initially applicable thereto. The Canadian Administrative Agent shall give each applicable Lender notice as promptly as practicable of any such proposed conversion or continuation affecting any of its Loans. (d) If any Default or an Event of Default is in existence at the time of any proposed continuation of any LIBOR Loans or BA Equivalent Loans and the applicable Administrative Agent has or the Required Lenders have determined in its or their sole discretion not to permit such continuation, such LIBOR Loans or BA Equivalent Loans shall be automatically converted on the last day of the applicable Term ▇▇▇▇▇ current Interest Period, to continue any Term ▇▇▇▇▇ Loans having Term ▇▇▇▇▇ Period or BA Equivalent Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ Loans); provided that if at any time the aggregate amount of Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ Loans in respect of any Borrowing is reduced, by payment, prepayment, or conversion of part thereof to be less than the Borrowing Minimum applicable thereto, such Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ Loans shall automatically convert Period into Base Rate ABR Loans or Canadian Prime Rate Loans, as applicable; provided, further, provided that if the Notice of Continuation/Conversion (including any telephonic notice as contemplated below) shall fail to specify the duration of the Interest Period or Term ▇▇▇▇▇ Interest Period, such Interest Period or Term ▇▇▇▇▇ Interest Period shall be one month; provided, further, that no Term SOFR Loan or Term ▇▇▇▇▇ Loan may be continued as such (other than a Term SOFR LIBOR Loan denominated in an Alternative Currency, which may be continued Currency shall remain as a Term SOFR LI-BOR Loan with for an Interest Period of one month) when any Default or Event of Default has occurred and is continuing and the Agent has or the Required Lenders have given notice to the Borrowers’ Agent that no such continuations may be made. (b) The Borrowers’ Agent shall deliver a notice of continuation/conversion substantially in the form of Exhibit C (each, a “Notice of Continuation/Conversion”) to the Agent not later than, (x) in the case of U.S. Revolving Loans, 11:00 a.m., New York City time, at least three Business Days in advance of the Continuation/Conversion Date, and (y) in other cases, 11:00 a.m., New York City time, at least three Business Days in advance of the Continuation/Conversion Date, if the Loans are to be converted into or continued as Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ Loans and specifying: (i) the proposed Continuation/Conversion Date; (ii) the aggregate principal amount of Loans to be converted or continued; (iii) the Type of Loans resulting from the proposed conversion or continuation; and (iv) in the case of Term SOFR Loans or Term ▇▇▇▇▇ Loans, the duration of the requested Interest Period or Term ▇▇▇▇▇ Interest Period; provided that the Borrowers may not select an Interest Period or Term ▇▇▇▇▇ Interest Period that ends after the Maturity Date. In lieu of delivering a Notice of Continuation/Conversion, the Borrowers’ Agent may give the Agent telephonic notice of such request on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice with respect to such continuation or conversion, regardless of whether any written confirmation is received. (c) If upon the expiration of any Interest Period applicable to any Term SOFR Loans or any Term ▇▇▇▇▇ BA Equivalent Interest Period applicable to any Term ▇▇▇▇▇ Loans, the applicable Borrowers have Borrower has failed to timely deliver elect a Notice of Continuation/Conversion new Interest Period or BA Equivalent Interest Period to be applicable thereto as provided in clause (ora), in lieu thereof, telephonic notice as contemplated above) in respect of such Term SOFR Loans or Term ▇▇▇▇▇ Loans, the Borrowers Borrower shall be deemed to have elected to convert such Term SOFR Borrowing of LIBOR Loans into Base Rate Loans in the case a Borrowing of U.S. Revolving ABR Loans or Multicurrency Canadian Revolving Loans denominated in Dollars and to convert such Term ▇▇▇▇▇ of BA Equivalent Loans into Canadian Prime Rate Loans, in each case, effective as of the expiration date of such current Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period. If ; provided that any Default or Event of Default exists, at the election of the Agent or the Required Lenders, unless repaid, (i) all Term SOFR Loans shall be converted into Base Rate Loans as of the expiration date of each applicable Interest Period, (ii) all Daily One Month SOFR Loans shall be converted into Base Rate Loans, (iii) all Loans LIBOR Loan denominated in an Alternative Currency shall be continued remain as Loans with a LIBOR Loan for an Interest Period of one month (or as otherwise agreed as a condition to the approval of such Loan in an Alternative Currency), and (iv) all Term ▇▇▇▇▇ Loans shall be converted into Canadian Prime Rate Loans as of the expiration date of each applicable Term ▇▇▇▇▇ Interest Period. (d) The Agent will promptly notify each Lender of its receipt of a Notice of Continuation/Conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans, with respect to which the notice was given, held by each Lendermonth. (e) The total number No Revolving Loan may be converted into or continued as a Revolving Loan denominated in a different currency. (f) There may not be more than 20 different Borrowings of Term SOFR LIBOR Loans and Term ▇▇▇▇▇ or BA Equivalent Loans in effect hereunder at any time shall not exceed 15time.

Continuation and Conversion Elections. (a) The Borrowers’ Agent may, on behalf of each applicable Borrower (provided that, as applicable, the Borrowing of Term SOFR Loans, the Borrowing of Daily One Month SOFR LIBOR Loans or the Borrowing of Term ▇▇▇▇▇ BA Equivalent Loans is then permitted under Section 2.2(a)): (i) elect, as of any Business Day, to convert (A) any Base Rate Loans other than Agent Advances and Swingline Loans (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR LIBOR Loans) into LIBOR Loans or (B) any French Swingline Loans that are Base Rate Loans (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum or maximum Borrowing amount applicable to Daily One Month SOFR LIBOR Loans) into Term SOFR Loans or Daily One Month SOFR LIBOR Loans; (ii) elect, as of the last day of the applicable Interest Period, to continue any Term SOFR LIBOR Loans having Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR LIBOR Loans); (iii) elect, as of any Business Day, to convert any Canadian Prime Rate Loans other than Multicurrency Canadian Swingline Loans and Agent Advances (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ BA Equivalent Loans) into Term ▇▇▇▇▇ BA Equivalent Loans; or (iv) elect, as of the last day of the applicable Term ▇▇▇▇▇ BA Equivalent Interest Period, to continue any Term ▇▇▇▇▇ BA Equivalent Loans having Term ▇▇▇▇▇ BA Equivalent Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ BA Equivalent Loans); provided provided, that if at any time the aggregate amount of Term SOFR Loans, Daily One Month SOFR LIBOR Loans (other than ROW Revolving Loans denominated in an Alternative Currency) or Term ▇▇▇▇▇ BA Equivalent Loans in respect of any Borrowing is reduced, by payment, prepayment, or conversion of part thereof to be less than the Borrowing Minimum applicable thereto, such Term SOFR Loans, Daily One Month SOFR LIBOR Loans or Term ▇▇▇▇▇ BA Equivalent Loans shall automatically convert into Base Rate Loans or Canadian Prime Rate Loans, as applicable; provided, further, that if the Notice of Continuation/Conversion (including any telephonic notice as contemplated below) shall fail to specify the duration of the Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period, such Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period shall be one month; provided, further, that no Term SOFR LIBOR Loan or Term ▇▇▇▇▇ BA Equivalent Loan may be continued as such (other than a Term SOFR LIBOR Loan denominated in an Alternative Currency, which may be continued as a Term SOFR LIBOR Loan with an Interest Period of one month) when any Default or Event of Default has occurred and is continuing and the Agent has or the Required Lenders have given notice to the Borrowers’ Agent that no such continuations may be made. (b) The Borrowers’ Agent shall deliver a notice of continuation/conversion substantially in the form of Exhibit C (each, a “Notice of Continuation/Conversion”) to the Agent not later than, (x) in the case of U.S. Revolving Loans and ROW Revolving Loans, 11:00 a.m.1:00 p.m., New York City time, at least three two Business Days in advance of the Continuation/Conversion Date, (y) in the case of French Swingline Loans, 11:00 a.m., London time, at least two Business Days in advance of the Continuation/Conversion Date and (yz) in other cases, 11:00 a.m.12:00 noon, New York City time, at least three two Business Days in advance of the Continuation/Conversion Date, if the Loans are to be converted into or continued as Term SOFR Loans, Daily One Month SOFR LIBOR Loans or Term ▇▇▇▇▇ BA Equivalent Loans and specifying: (i) the proposed Continuation/Conversion Date; (ii) the aggregate principal amount of Loans to be converted or continued; (iii) the Type of Loans resulting from the proposed conversion or continuation; and (iv) in the case of Term SOFR Loans or Term ▇▇▇▇▇ Loans, the duration of the requested Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period; provided that , provided, however, the Borrowers may not select an Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period that ends after the Maturity Date. In lieu of delivering a Notice of Continuation/Conversion, the Borrowers’ Agent may give the Agent telephonic notice of such request on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice with respect to such continuation or conversion, regardless of whether any written confirmation is received. (c) If upon the expiration of any Interest Period applicable to any Term SOFR LIBOR Loans or any Term ▇▇▇▇▇ BA Equivalent Interest Period applicable to any Term ▇▇▇▇▇ BA Equivalent Loans, the applicable Borrowers have failed to timely deliver a Notice of Continuation/Conversion (or, in lieu thereof, telephonic notice as contemplated above) in respect of such Term SOFR LIBOR Loans or Term ▇▇▇▇▇ BA Equivalent Loans, the Borrowers shall be deemed to have elected to convert such Term SOFR LIBOR Loans into Base Rate Loans in the case of U.S. Revolving Loans, ROW Revolving Loans or Multicurrency denominated in Dollars, Canadian Revolving Loans denominated in Dollars or French Swingline Loans denominated in Dollars, to continue such LIBOR Loans as LIBOR Loans with an Interest Period of one month in the case of ROW Revolving Loans denominated in an Alternative Currency or French Swingline Loans denominated in an Alternative Currency and to convert such Term ▇▇▇▇▇ BA Equivalent Loans into Canadian Prime Rate Loans, in each case, effective as of the expiration date of such Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period. If any Default or Event of Default exists, at the election of the Agent or the Required Lenders, unless repaid, all LIBOR Loans (iother than LIBOR Loans denominated in an Alternative Currency) all Term SOFR Loans shall be converted into Base Rate Loans as of the expiration date of each applicable Interest Period, (ii) all Daily One Month SOFR Loans shall be converted into Base Rate Loans, (iii) all LIBOR Loans denominated in an Alternative Currency shall be continued as LIBOR Loans with an Interest Period of one month (or as otherwise agreed as a condition to the approval of such Loan in an Alternative Currency), and (iv) all Term ▇▇▇▇▇ BA Equivalent Loans shall be converted into Canadian Prime Rate Loans as of the expiration date of each applicable Term ▇▇▇▇▇ BA Equivalent Interest Period. (d) The Agent will promptly notify each Lender (or, in the case of French Swingline Loans, the French Swingline Lender) of its receipt of a Notice of Continuation/Conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans, with respect to which the notice was given, held by each Lender. (e) The total number of Term SOFR LIBOR Loans and Term ▇▇▇▇▇ BA Equivalent Loans in effect hereunder at any time shall not exceed 1525.

Continuation and Conversion Elections. (a) The Borrowers’ Agent may, on behalf of each applicable Borrower (provided that, as applicable, the Borrowing of Term SOFR Loans, the Borrowing of Daily One Month SOFR Loans, the Borrowing of BA Equivalent Loans, the Borrowing of EURIBOR Loans or the Borrowing of Term ▇Bank ▇▇▇▇ Rate Loans is then permitted under Section 2.2(a)): (i) elect, as of any Business Day, to convert (A) any Base Rate Loans other than Agent Advances and Swingline Loans (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans or the Borrowing Minimum or maximum Borrowing amount applicable to Daily One Month SOFR Loans, as applicable) into Term SOFR Loans or Daily One Month SOFR Loans, (B) any French Swingline Loans that are Base Rate Loans (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans or EURIBOR Loans, as applicable) into Term SOFR Loans (in the case of Loans denominated in Dollars) or EURIBOR Loans (in the case of Loans denominated in Euros), or (C) any ANZ Swingline Loans that are Base Rate Loans (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Bank ▇▇▇▇ Rate Loans) into Bank ▇▇▇▇ Rate Loans; (ii) elect, as of the last day of the applicable Interest Period, to continue any Term SOFR Loans, EURIBOR Loans or Bank ▇▇▇▇ Rate Loans having Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans, EURIBOR Loans or Bank ▇▇▇▇ Rate Loans, as applicable); (iii) elect, as of any Business Day, to convert any Canadian Prime Rate Loans other than Multicurrency Canadian Swingline Loans and Agent Advances (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ BA Equivalent Loans) into Term ▇▇▇▇▇ BA Equivalent Loans; or (iv) elect, as of the last day of the applicable Term ▇▇▇▇▇ BA Equivalent Interest Period, to continue any Term ▇▇▇▇▇ BA Equivalent Loans having Term ▇▇▇▇▇ BA Equivalent Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ BA Equivalent Loans); provided provided, that if at any time the aggregate amount of Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ BA Equivalent Loans in respect of any Borrowing is reduced, by payment, prepayment, or conversion of part thereof to be less than the Borrowing Minimum applicable thereto, such Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ BA Equivalent Loans shall automatically convert into Base Rate Loans or Canadian Prime Rate Loans, as applicable; provided, further, that if the Notice of Continuation/Conversion (including any telephonic notice as contemplated below) shall fail to specify the duration of the Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period, as applicable, such Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period shall be one month; provided, further, that no Term SOFR Loan, BA Equivalent Loan or Term ▇Bank ▇▇▇▇ Rate Loan may be continued as such (other than a Term SOFR Loan denominated in an Alternative CurrencyBank ▇▇▇▇ Rate Loan, which may be continued as a Term SOFR Bank ▇▇▇▇ Rate Loan in the same currency with an Interest Period of one month) ), and no EURIBOR Loans may be continued for an Interest Period other than an Interest Period of one month, when any Default or Event of Default has occurred and is continuing and the Agent has or the Required Lenders have given notice to the Borrowers’ Agent that no such continuations may be made. (b) The Borrowers’ Agent shall deliver a notice of continuation/conversion substantially in the form of Exhibit C (each, a “Notice of Continuation/Conversion”) to the Agent not later than, (xv) in the case of U.S. Revolving Loans and ROW Revolving Loans (other than Daily SOFR Loans made to a U.S. Borrower), 1:00 p.m., New York City time, at least two Business Days in advance of the Continuation/Conversion Date, (w) in the case of Daily SOFR Loans made to a U.S. Borrower, 1:00 p.m., New York City time, at least one Business Day in advance of the Continuation/Conversion Date, (x) in the case of French Swingline Loans, 11:00 a.m., London time, at least two Business Days in advance of the Continuation/Conversion Date, (y) in the case of Bank ▇▇▇▇ Rate Loans, 12:00 noon, New York City time, at least three Business Days in advance of the Continuation/Conversion Date, Date and (yz) in other cases, 11:00 a.m.12:00 noon, New York City time, at least three two Business Days in advance of the Continuation/Conversion Date, if the Loans are to be converted into or continued as Term SOFR Loans, Daily One Month SOFR Loans, BA Equivalent Loans, EURIBOR Loans or Term ▇Bank ▇▇▇▇ Rate Loans and specifying: (i) the proposed Continuation/Conversion Date; (ii) the aggregate principal amount of Loans to be converted or continued; (iii) the Type of Loans resulting from the proposed conversion or continuation; and (iv) in the case of Term SOFR Loans, BA Equivalent Loans, EURIBOR Loans or Term ▇Bank ▇▇▇▇ Rate Loans, the duration of the requested Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period; provided that , provided, however, the Borrowers may not select an Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period that ends after the Maturity Date. In lieu of delivering a Notice of Continuation/Conversion, the Borrowers’ Agent may give the Agent telephonic notice of such request on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice with respect to such continuation or conversion, regardless of whether any written confirmation is received. (c) If upon the expiration of any Interest Period applicable to any Term SOFR Loans, EURIBOR Loans or any Term ▇Bank ▇▇▇▇ Rate Loans or any BA Equivalent Interest Period applicable to any Term ▇▇▇▇▇ BA Equivalent Loans, the applicable Borrowers have failed to timely deliver a Notice of Continuation/Conversion (or, in lieu thereof, telephonic notice as contemplated above) in respect of such Term SOFR Loans, EURIBOR Loans, BA Equivalent Loans or Term ▇Bank ▇▇▇▇ Rate Loans, the Borrowers shall be deemed to have elected to convert such Term SOFR Loans into Base Rate Loans in the case of U.S. Revolving Loans, ROW Revolving Loans or Multicurrency denominated in Dollars, Canadian Revolving Loans denominated in Dollars and or French Swingline Loans denominated in Dollars, to continue such Term SOFR Loans as Term SOFR Loans with an Interest Period of one month in the case of ANZ Revolving Loans denominated in Dollars, to continue such EURIBOR Loans as EURIBOR Loans with an Interest Period of one month in the case of ROW Revolving Loans denominated in Euros or French Swingline Loans denominated in Euros, to convert such Term ▇▇▇▇▇ BA Equivalent Loans into Canadian Prime Rate LoansLoans and to continue such Bank ▇▇▇▇ Rate Loans as Bank ▇▇▇▇ Rate Loans in the same currency with an Interest Period of one month in the case of ANZ Revolving Loans denominated in an Alternative Currency, in each case, effective as of the expiration date of such Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period. If any Default or Event of Default exists, at the election of the Agent or the Required Lenders, unless repaid, (i) all Term SOFR Loans shall be converted into Base Rate Loans as of the expiration date of each applicable Interest Period, (ii) Period and all Daily One Month SOFR Loans shall be converted into Base Rate Loans, (iii) in each case, in the case of U.S. Revolving Loans, ROW Revolving Loans denominated in Dollars, Canadian Revolving Loans denominated in Dollars or French Swingline Loans denominated in Dollars, all Term SOFR Loans shall be continued as Term SOFR Loans with an Interest Period of one month in the case of ANZ Revolving Loans denominated in Dollars, all EURIBOR Loans shall be continued as EURIBOR Loans with an Interest Period of one month as of the expiration date of each applicable Interest Period, all Bank ▇▇▇▇ Rate Loans denominated in an Alternative Currency shall be continued as Bank ▇▇▇▇ Rate Loans in the same currency with an Interest Period of one month (or as otherwise agreed as a condition to the approval of such Loan in an Alternative Currency), and (iv) all Term ▇▇▇▇▇ BA Equivalent Loans shall be converted into Canadian Prime Rate Loans as of the expiration date of each applicable Term ▇▇▇▇▇ BA Equivalent Interest Period. (d) The Agent will promptly notify each applicable Lender (or, in the case of French Swingline Loans, the French Swingline Lender) of its receipt of a Notice of Continuation/Conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans, with respect to which the notice was given, held by each applicable Lender. (e) The total number of Term SOFR Loans, BA Equivalent Loans, EURIBOR Loans and Term ▇Bank ▇▇▇▇ Rate Loans in effect hereunder at any time shall not exceed 1525.

Continuation and Conversion Elections. (a) The Borrowers’ Agent may, on behalf of each applicable Borrower (provided that, as applicable, the Borrowing of Term SOFR Loans, the Borrowing of Daily One Month SOFR Loans or Loans, the Borrowing of Term ▇▇▇▇▇ Loans, the Borrowing of EURIBOR Loans or the Borrowing of Bank Bill Rate Loans is then permitted under Section 2.2(a)): (i) elect, as of any Business Day, to convert (A) any Base Rate Loans other than Agent Advances and Swingline Loans (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans or the Borrowing Minimum or maximum Borrowing amount applicable to Daily One Month SOFR Loans, as applicable) into Term SOFR Loans or Daily One Month SOFR Loans, (B) any European Swingline Loans that are Base Rate Loans (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans or EURIBOR Loans, as applicable) into Term SOFR Loans (in the case of Loans denominated in Dollars) or EURIBOR Loans (in the case of Loans denominated in Euros), or (C) any ANZ Swingline Loans that are Base Rate Loans (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Bank Bill Rate Loans) into Bank Bill Rate Loans; (ii) elect, as of the last day of the applicable Interest Period, to continue any Term SOFR Loans, EURIBOR Loans or Bank Bill Rate Loans having Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans, EURIBOR Loans or Bank Bill Rate Loans, as applicable); (iii) elect, as of any Business Day, to convert any Canadian Prime Rate Loans other than Multicurrency Canadian Swingline Loans and Agent Advances (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ Loans) into Term ▇▇▇▇▇ Loans; or (iv) elect, as of the last day of the applicable Term ▇▇▇▇▇ Interest Period, to continue any Term ▇▇▇▇▇ Loans having Term ▇▇▇▇▇ Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ Loans); provided provided, that if at any time the aggregate amount of Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ Loans in respect of any Borrowing is reduced, by payment, prepayment, or conversion of part thereof to be less than the Borrowing Minimum applicable thereto, such Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ Loans shall automatically convert into Base Rate Loans or Canadian Prime Rate Loans, as applicable; provided, further, that if the Notice of Continuation/Conversion (including any telephonic notice as contemplated below) shall fail to specify the duration of the Interest Period or Term ▇▇▇▇▇ Interest Period, as applicable, such Interest Period or Term ▇▇▇▇▇ Interest Period shall be one month; provided, further, that no Term SOFR Loan or Loan, Term ▇▇▇▇▇ Loan or Bank Bill Rate Loan may be continued as such (other than a Term SOFR Loan denominated in an Alternative CurrencyBank Bill Rate Loan, which may be continued as a Term SOFR Bank Bill Rate Loan in the same currency with an Interest Period of one month) ), and no EURIBOR Loans may be continued for an Interest Period other than an Interest Period of one month, when any Default or Event of Default has occurred and is continuing and the Agent has or the Required Lenders have given notice to the Borrowers’ Agent that no such continuations may be made. (b) The Borrowers’ Agent shall deliver a notice of continuation/conversion substantially in the form of Exhibit C (each, a “Notice of Continuation/Conversion”) to the Agent not later than, (xv) in the case of U.S. Revolving Loans and ROW Revolving Loans (other than Daily SOFR Loans made to a U.S. Borrower), 1:00 p.m., New York City time, at least two Business Days in advance of the Continuation/Conversion Date, (w) in the case of Daily SOFR Loans made to a U.S. Borrower, 1:00 p.m., New York City time, at least one Business Day in advance of the Continuation/Conversion Date, (x) in the case of European Swingline Loans, 11:00 a.m., London time, at least two Business Days in advance of the Continuation/Conversion Date, (y) in the case of Bank Bill Rate Loans, 12:00 noon, New York City time, at least three Business Days in advance of the Continuation/Conversion Date, Date and (yz) in other cases, 11:00 a.m.12:00 noon, New York City time, at least three two Business Days in advance of the Continuation/Conversion Date, if the Loans are to be converted into or continued as Term SOFR Loans, Daily One Month SOFR Loans or Loans, Term ▇▇▇▇▇ Loans, EURIBOR Loans or Bank Bill Rate Loans and specifying: (i) the proposed Continuation/Conversion Date; (ii) the aggregate principal amount of Loans to be converted or continued; (iii) the Type of Loans resulting from the proposed conversion or continuation; and (iv) in the case of Term SOFR Loans or Loans, Term ▇▇▇▇▇ Loans, EURIBOR Loans or Bank Bill Rate Loans, the duration of the requested Interest Period or Term ▇▇▇▇▇ Interest Period; provided that , provided, however, the Borrowers may not select an Interest Period or Term ▇▇▇▇▇ Interest Period that ends after the Maturity Date. In lieu of delivering a Notice of Continuation/Conversion, the Borrowers’ Agent may give the Agent telephonic notice of such request on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice with respect to such continuation or conversion, regardless of whether any written confirmation is received. (c) If upon the expiration of any Interest Period applicable to any Term SOFR Loans, EURIBOR Loans or Bank Bill Rate Loans or any Term ▇▇▇▇▇ Interest Period applicable to any Term ▇▇▇▇▇ Loans, the applicable Borrowers have failed to timely deliver a Notice of Continuation/Conversion (or, in lieu thereof, telephonic notice as contemplated above) in respect of such Term SOFR Loans or Loans, EURIBOR Loans, Term ▇▇▇▇▇ Loans or Bank Bill Rate Loans, the Borrowers shall be deemed to have elected to convert such Term SOFR Loans into Base Rate Loans in the case of U.S. Revolving Loans, ROW Revolving Loans or Multicurrency denominated in Dollars, Canadian Revolving Loans denominated in Dollars and or European Swingline Loans denominated in Dollars, to continue such Term SOFR Loans as Term SOFR Loans with an Interest Period of one month in the case of ANZ Revolving Loans denominated in Dollars, to continue such EURIBOR Loans as EURIBOR Loans with an Interest Period of one month in the case of ROW Revolving Loans denominated in Euros or European Swingline Loans denominated in Euros, to convert such Term ▇▇▇▇▇ Loans into Canadian Prime Rate LoansLoans and to continue such Bank Bill Rate Loans as Bank Bill Rate Loans in the same currency with an Interest Period of one month in the case of ANZ Revolving Loans denominated in an Alternative Currency, in each case, effective as of the expiration date of such Interest Period or Term ▇▇▇▇▇ Interest Period. If any Default or Event of Default exists, at the election of the Agent or the Required Lenders, unless repaid, (i) all Term SOFR Loans shall be converted into Base Rate Loans as of the expiration date of each applicable Interest Period, (ii) Period and all Daily One Month SOFR Loans shall be converted into Base Rate Loans, (iii) in each case, in the case of U.S. Revolving Loans, ROW Revolving Loans denominated in Dollars, Canadian Revolving Loans denominated in Dollars or European Swingline Loans denominated in Dollars, all Term SOFR Loans shall be continued as Term SOFR Loans with an Interest Period of one month in the case of ANZ Revolving Loans denominated in Dollars, all EURIBOR Loans shall be continued as EURIBOR Loans with an Interest Period of one month as of the expiration date of each applicable Interest Period, all Bank Bill Rate Loans denominated in an Alternative Currency shall be continued as Bank Bill Rate Loans in the same currency with an Interest Period of one month (or as otherwise agreed as a condition to the approval of such Loan in an Alternative Currency), and (iv) all Term ▇▇▇▇▇ Loans shall be converted into Canadian Prime Rate Loans as of the expiration date of each applicable Term ▇▇▇▇▇ Interest Period. (d) The Agent will promptly notify each applicable Lender (or, in the case of European Swingline Loans, the European Swingline Lender) of its receipt of a Notice of Continuation/Conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans, with respect to which the notice was given, held by each applicable Lender. (e) The total number of Term SOFR Loans and Loans, Term ▇▇▇▇▇ Loans, EURIBOR Loans and Bank Bill Rate Loans in effect hereunder at any time shall not exceed 1525.

Continuation and Conversion Elections. (a) The Borrowers’ Agent may, on behalf of each applicable Borrower (provided that, as applicable, the Borrowing of Term SOFR Loans, the Borrowing of Daily One Month SOFR Loans or the Borrowing of Term ▇▇▇▇▇ BA Equivalent Loans is then permitted under Section 2.2(a)): (i) elect, as of any Business Day, to convert any Base Rate Loans other than Agent Advances and Swingline Loans (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans or the Borrowing Minimum or maximum Borrowing amount applicable to Daily One Month SOFR Loans) into Term SOFR Loans or Daily One Month SOFR Loans; (ii) elect, as of the last day of the applicable Interest Period, to continue any Term SOFR Loans having Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans); (iii) elect, as of any Business Day, to convert any Canadian Prime Rate Loans other than Multicurrency Canadian Swingline Loans and Agent Advances (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ BA Equivalent Loans) into Term ▇▇▇▇▇ BA Equivalent Loans; or (iv) elect, as of the last day of the applicable Term ▇▇▇▇▇ BA Equivalent Interest Period, to continue any Term ▇▇▇▇▇ BA Equivalent Loans having Term ▇▇▇▇▇ BA Equivalent Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ BA Equivalent Loans); provided that if at any time the aggregate amount of Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ BA Equivalent Loans in respect of any Borrowing is reduced, by payment, prepayment, or conversion of part thereof to be less than the Borrowing Minimum applicable thereto, such Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ BA Equivalent Loans shall automatically convert into Base Rate Loans or Canadian Prime Rate Loans, as applicable; provided, further, that if the Notice of Continuation/Conversion (including any telephonic notice as contemplated below) shall fail to specify the duration of the Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period, such Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period shall be one month; provided, further, that no Term SOFR Loan or Term ▇▇▇▇▇ BA Equivalent Loan may be continued as such (other than a Term SOFR Loan denominated in an Alternative Currency, which may be continued as a Term SOFR Loan with an Interest Period of one month) when any Default or Event of Default has occurred and is continuing and the Agent has or the Required Lenders have given notice to the Borrowers’ Agent that no such continuations may be made. (b) The Borrowers’ Agent shall deliver a notice of continuation/conversion substantially in the form of Exhibit C (each, a “Notice of Continuation/Conversion”) to the Agent not later than, (x) in the case of U.S. Revolving Loans, 11:00 a.m., New York City time, at least three Business Days in advance of the Continuation/Conversion Date, and (y) in other cases, 11:00 a.m., New York City time, at least three Business Days in advance of the Continuation/Conversion Date, if the Loans are to be converted into or continued as Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ BA Equivalent Loans and specifying: (i) the proposed Continuation/Conversion Date; (ii) the aggregate principal amount of Loans to be converted or continued; (iii) the Type of Loans resulting from the proposed conversion or continuation; and (iv) in the case of Term SOFR Loans or Term ▇▇▇▇▇ BA Equivalent Loans, the duration of the requested Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period; provided that the Borrowers may not select an Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period that ends after the Maturity Date. In lieu of delivering a Notice of Continuation/Conversion, the Borrowers’ Agent may give the Agent telephonic notice of such request on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice with respect to such continuation or conversion, regardless of whether any written confirmation is received. (c) If upon the expiration of any Interest Period applicable to any Term SOFR Loans or any Term ▇▇▇▇▇ BA Equivalent Interest Period applicable to any Term ▇▇▇▇▇ BA Equivalent Loans, the applicable Borrowers have failed to timely deliver a Notice of Continuation/Conversion (or, in lieu thereof, telephonic notice as contemplated above) in respect of such Term SOFR Loans or Term ▇▇▇▇▇ BA Equivalent Loans, the Borrowers shall be deemed to have elected to convert such Term SOFR Loans into Base Rate Loans in the case of U.S. Revolving Loans or Multicurrency Canadian Revolving Loans denominated in Dollars and to convert such Term ▇▇▇▇▇ BA Equivalent Loans into Canadian Prime Rate Loans, in each case, effective as of the expiration date of such Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period. If any Default or Event of Default exists, at the election of the Agent or the Required Lenders, unless repaid, (i) all Term SOFR Loans shall be converted into Base Rate Loans as of the expiration date of each applicable Interest Period, (ii) all Daily One Month SOFR Loans shall be converted into Base Rate Loans, (iii) all Loans denominated in an Alternative Currency shall be continued as Loans with an Interest Period of one month (or as otherwise agreed as a condition to the approval of such Loan in an Alternative Currency), ) and (iv) all Term ▇▇▇▇▇ BA Equivalent Loans shall be converted into Canadian Prime Rate Loans as of the expiration date of each applicable Term ▇▇▇▇▇ BA Equivalent Interest Period. (d) The Agent will promptly notify each Lender of its receipt of a Notice of Continuation/Conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans, with respect to which the notice was given, held by each Lender. (e) The total number of Term SOFR Loans and Term ▇▇▇▇▇ BA Equivalent Loans in effect hereunder at any time shall not exceed 15.

Continuation and Conversion Elections. (a) The Borrowers’ Agent may, on behalf of each applicable Borrower (provided that, as applicable, the Borrowing of Term SOFR Loans, the Borrowing of Daily One Month SOFR LIBOR Loans or the Borrowing of Term ▇▇▇▇▇ BA Equivalent Loans is then permitted under Section 2.2(a)): (i) elect, as of any Business Day, to convert any Base Rate Loans other than Agent Advances and Swingline Loans (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans or the Borrowing Minimum or maximum Borrowing amount applicable to Daily One Month SOFR LIBOR Loans) into Term SOFR Loans or Daily One Month SOFR LIBOR Loans; (ii) elect, as of the last day of the applicable Interest Period, to continue any Term SOFR LIBOR Loans having Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR LIBOR Loans); (iii) elect, as of any Business Day, to convert any Canadian Prime Rate Loans other than Multicurrency Canadian Swingline Loans and Agent Advances (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ BA Equivalent Loans) into Term ▇▇▇▇▇ BA Equivalent Loans; or (iv) elect, as of the last day of the applicable Term ▇▇▇▇▇ BA Equivalent Interest Period, to continue any Term ▇▇▇▇▇ BA Equivalent Loans having Term ▇▇▇▇▇ BA Equivalent Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ BA Equivalent Loans); provided that if at any time the aggregate amount of Term SOFR Loans, Daily One Month SOFR LIBOR Loans or Term ▇▇▇▇▇ BA Equivalent Loans in respect of any Borrowing is reduced, by payment, prepayment, or conversion of part thereof to be less than the Borrowing Minimum applicable thereto, such Term SOFR Loans, Daily One Month SOFR LIBOR Loans or Term ▇▇▇▇▇ BA Equivalent Loans shall automatically convert into Base Rate Loans or Canadian Prime Rate Loans, as applicable; provided, further, that if the Notice of Continuation/Conversion (including any telephonic notice as contemplated below) shall fail to specify the duration of the Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period, such Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period shall be one month; provided, further, that no Term SOFR LIBOR Loan or Term ▇▇▇▇▇ BA Equivalent Loan may be continued as such (other than a Term SOFR LIBOR Loan denominated in an Alternative Currency, which may be continued as a Term SOFR LIBOR Loan with an Interest Period of one month) when any Default or Event of Default has occurred and is continuing and the Agent has or the Required Lenders have given notice to the Borrowers’ Agent that no such continuations may be made. (b) The Borrowers’ Agent shall deliver a notice of continuation/conversion substantially in the form of Exhibit C (each, a “Notice of Continuation/Conversion”) to the Agent not later than, (x) in the case of U.S. Revolving Loans, 11:00 a.m.1:00 p.m., New York City time, at least three Business Days in advance of the Continuation/Conversion Date, and (y) in other cases, 11:00 a.m.12:00 noon, New York City time, at least three Business Days in advance of the Continuation/Conversion Date, if the Loans are to be converted into or continued as Term SOFR Loans, Daily One Month SOFR LIBOR Loans or Term ▇▇▇▇▇ BA Equivalent Loans and specifying: (i) the proposed Continuation/Conversion Date; (ii) the aggregate principal amount of Loans to be converted or continued; (iii) the Type of Loans resulting from the proposed conversion or continuation; and (iv) in the case of Term SOFR Loans or Term ▇▇▇▇▇ Loans, the duration of the requested Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period; provided that the Borrowers may not select an Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period that ends after the Maturity Date. In lieu of delivering a Notice of Continuation/Conversion, the Borrowers’ Agent may give the Agent telephonic notice of such request on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice with respect to such continuation or conversion, regardless of whether any written confirmation is received. (c) If upon the expiration of any Interest Period applicable to any Term SOFR LIBOR Loans or any Term ▇▇▇▇▇ BA Equivalent Interest Period applicable to any Term ▇▇▇▇▇ BA Equivalent Loans, the applicable Borrowers have failed to timely deliver a Notice of Continuation/Conversion (or, in lieu thereof, telephonic notice as contemplated above) in respect of such Term SOFR LIBOR Loans or Term ▇▇▇▇▇ BA Equivalent Loans, the Borrowers shall be deemed to have elected to convert such Term SOFR LIBOR Loans into Base Rate Loans in the case of U.S. Revolving Loans or Multicurrency Canadian Revolving Loans denominated in Dollars and to convert such Term ▇▇▇▇▇ BA Equivalent Loans into Canadian Prime Rate Loans, in each case, effective as of the expiration date of such Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period. If any Default or Event of Default exists, at the election of the Agent or the Required Lenders, unless repaid, all LIBOR Loans (iother than LIBOR Loans denominated in an Alternative Currency) all Term SOFR Loans shall be converted into Base Rate Loans as of the expiration date of each applicable Interest Period, (ii) all Daily One Month SOFR Loans shall be converted into Base Rate Loans, (iii) all LIBOR Loans denominated in an Alternative Currency shall be continued as LIBOR Loans with an Interest Period of one month (or as otherwise agreed as a condition to the approval of such Loan in an Alternative Currency), and (iv) all Term ▇▇▇▇▇ BA Equivalent Loans shall be converted into Canadian Prime Rate Loans as of the expiration date of each applicable Term ▇▇▇▇▇ BA Equivalent Interest Period. (d) The Agent will promptly notify each Lender of its receipt of a Notice of Continuation/Conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans, with respect to which the notice was given, held by each Lender. (e) The total number of Term SOFR LIBOR Loans and Term ▇▇▇▇▇ BA Equivalent Loans in effect hereunder at any time shall not exceed 1515 (of which no more than 5 may have a 7-day period outstanding).

Continuation and Conversion Elections. (a) The Borrowers’ Agent may, on behalf of each applicable Borrower Subject to clauses (provided that, as applicable, the Borrowing of Term SOFR Loans, the Borrowing of Daily One Month SOFR Loans or the Borrowing of Term ▇▇▇▇▇ Loans is then permitted under Section 2.2(ab) and (c)):, (i) electthe U.S. Parent Borrower shall have the option on any Business Day to convert all or a portion equal to at least $5,000,000 of the outstanding principal amount of Loans of any Class denominated in Dollars of one Type into a Borrowing or Borrowings of another Type; (ii) each Borrower shall have the option on any Business Day to continue the outstanding principal amount of any LIBOR Loans as LIBOR Loans for an additional Interest Period; and (iii) each Borrower shall have the option: (1) to convert, as of any Business Day, to convert any Base of its Canadian Prime Rate Loans other than Canadian Swingline Loans and Canadian Agent Advances and Swingline Loans (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans or the Borrowing Minimum or maximum Borrowing amount applicable to Daily One Month SOFR LoansCdn.$5,000,000) into Term SOFR Loans or Daily One Month SOFR BA Equivalent Loans; ; (ii2) elect, as of the last day of the applicable Interest Period, to continue any Term SOFR BA Equivalent Loans made to such Borrower having BA Equivalent Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans); Cdn.$5,000,000; (iii3) elect, as of any Business Day, to convert any Canadian Prime Rate ABR Loans other than Multicurrency Canadian Swingline Loans and Canadian Agent Advances (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ LoansDollar Equivalent of $5,000,000) into Term ▇▇▇▇▇ LIBOR Loans; or provided that (i) no partial conversion of LIBOR Loans or BA Equivalent Loans shall reduce the outstanding principal amount of LIBOR Loans or BA Equivalent Loans made pursuant to a single Borrowing to less than the Minimum Borrowing Amount, (ii) ABR Loans may not be converted into LIBOR Loans and Canadian Prime Rate Loans may not be converted into BA Equivalent Loans if a Default or Event of Default is in existence on the date of the conversion and the applicable Administrative Agent has or the Required Lenders have determined in its or their sole discretion not to permit such conversion, (iii) LIBOR Loans may not be continued as LIBOR Loans for an additional Interest Period and BA Equivalent Loans may not be continued as BA Equivalent Loans for an additional BA Equivalent Interest Period if a Default or an Event of Default is in existence on the date of the proposed continuation and the applicable Administrative Agent has or the Required Lenders have determined in its or their sole discretion not to permit such continuation; provided that any LIBOR Loan denominated in an Alternative Currency shall remain as a LIBOR Loan for an Interest Period of one month, (iv) electBorrowings resulting from conversions pursuant to this Section 2.8 shall be limited in number as provided in clause (f). (b) Each such conversion or continuation of U.S. Revolving Loans or Term Loans shall be effected by the U.S. Parent Borrower by giving the U.S. Administrative Agent at the Administrative Agent’s Office prior to 1:00 p.m. (New York City time) at least (i) three Business Days’, in the case of a continuation of or conversion to LIBOR Loans denominated in Dollars or BA Equivalent Loans, (ii) four Business Days’, in the case of a continuation of LIBOR Loans denominated in an Alternative Currency or (iii) one Business Day’s, in the case of a conversion into ABR Loans or Canadian Prime Rate Loans, prior written notice (or telephonic notice promptly confirmed in writing) (each, a “U.S. Notice of Conversion or Continuation”) specifying the Class of Loans to be so converted or continued, the Type of Loans to be converted or continued into and, if such Loans are to be converted into or continued as LIBOR Loans or BA Equivalent Loans, the Interest Period or BA Equivalent Interest Period to be initially applicable thereto. The U.S. Administrative Agent shall give each applicable Lender notice as promptly as practicable of any such proposed conversion or continuation affecting any of its Loans. (c) Each such conversion or continuation of Canadian Revolving Loans shall be effected by the Canadian Borrower by giving the Canadian Administrative Agent at the Administrative Agent’s Office prior to 1:00 p.m. (New York City time) at least (i) three Business Days’, in the case of a continuation of or conversion to LIBOR Loans denominated in Dollars or BA Equivalent Loans, (ii) four Business Days’, in the case of a continuation of LIBOR Loans denominated in an Alternative Currency or (iii) one Business Day’s, in the case of a conversion into ABR Loans or Canadian Prime Rate Loans, prior written notice (or telephonic notice promptly confirmed in writing) (each, a “Canadian Notice of Conversion or Continuation”) specifying the Loans to be so converted or continued, the Type of Loans to be converted or continued into and, if such Loans are to be converted into or continued as LIBOR Loans or BA Equivalent Loans, the Interest Period or BA Equivalent Interest Period to be initially applicable thereto. The Canadian Administrative Agent shall give each applicable Lender notice as promptly as practicable of any such proposed conversion or continuation affecting any of its Loans. (d) If any Default or an Event of Default is in existence at the time of any proposed continuation of any LIBOR Loans or BA Equivalent Loans and the applicable Administrative Agent has or the Required Lenders have determined in its or their sole discretion not to permit such continuation, such LIBOR Loans or BA Equivalent Loans shall be automatically converted on the last day of the applicable Term ▇▇▇▇▇ current Interest Period, to continue any Term ▇▇▇▇▇ Loans having Term ▇▇▇▇▇ Period or BA Equivalent Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ Loans); provided that if at any time the aggregate amount of Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ Loans in respect of any Borrowing is reduced, by payment, prepayment, or conversion of part thereof to be less than the Borrowing Minimum applicable thereto, such Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ Loans shall automatically convert Period into Base Rate ABR Loans or Canadian Prime Rate Loans, as applicable; provided, further, provided that if the Notice of Continuation/Conversion (including any telephonic notice as contemplated below) shall fail to specify the duration of the Interest Period or Term ▇▇▇▇▇ Interest Period, such Interest Period or Term ▇▇▇▇▇ Interest Period shall be one month; provided, further, that no Term SOFR Loan or Term ▇▇▇▇▇ Loan may be continued as such (other than a Term SOFR LIBOR Loan denominated in an Alternative Currency, which may be continued Currency shall remain as a Term SOFR LIBOR Loan with for an Interest Period of one month) when any Default or Event of Default has occurred and is continuing and the Agent has or the Required Lenders have given notice to the Borrowers’ Agent that no such continuations may be made. (b) The Borrowers’ Agent shall deliver a notice of continuation/conversion substantially in the form of Exhibit C (each, a “Notice of Continuation/Conversion”) to the Agent not later than, (x) in the case of U.S. Revolving Loans, 11:00 a.m., New York City time, at least three Business Days in advance of the Continuation/Conversion Date, and (y) in other cases, 11:00 a.m., New York City time, at least three Business Days in advance of the Continuation/Conversion Date, if the Loans are to be converted into or continued as Term SOFR Loans, Daily One Month SOFR Loans or Term ▇▇▇▇▇ Loans and specifying: (i) the proposed Continuation/Conversion Date; (ii) the aggregate principal amount of Loans to be converted or continued; (iii) the Type of Loans resulting from the proposed conversion or continuation; and (iv) in the case of Term SOFR Loans or Term ▇▇▇▇▇ Loans, the duration of the requested Interest Period or Term ▇▇▇▇▇ Interest Period; provided that the Borrowers may not select an Interest Period or Term ▇▇▇▇▇ Interest Period that ends after the Maturity Date. In lieu of delivering a Notice of Continuation/Conversion, the Borrowers’ Agent may give the Agent telephonic notice of such request on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice with respect to such continuation or conversion, regardless of whether any written confirmation is received. (c) If upon the expiration of any Interest Period applicable to any Term SOFR Loans or any Term ▇▇▇▇▇ BA Equivalent Interest Period applicable to any Term ▇▇▇▇▇ Loans, the applicable Borrowers have Borrower has failed to timely deliver elect a Notice of Continuation/Conversion new Interest Period or BA Equivalent Interest Period to be applicable thereto as provided in clause (ora), in lieu thereof, telephonic notice as contemplated above) in respect of such Term SOFR Loans or Term ▇▇▇▇▇ Loans, the Borrowers Borrower shall be deemed to have elected to convert such Term SOFR Borrowing of LIBOR Loans into Base Rate Loans in the case a Borrowing of U.S. Revolving ABR Loans or Multicurrency Canadian Revolving Loans denominated in Dollars and to convert such Term ▇▇▇▇▇ of BA Equivalent Loans into Canadian Prime Rate Loans, in each case, effective as of the expiration date of such current Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period. If ; provided that any Default or Event of Default exists, at the election of the Agent or the Required Lenders, unless repaid, (i) all Term SOFR Loans shall be converted into Base Rate Loans as of the expiration date of each applicable Interest Period, (ii) all Daily One Month SOFR Loans shall be converted into Base Rate Loans, (iii) all Loans LIBOR Loan denominated in an Alternative Currency shall be continued remain as Loans with a LIBOR Loan for an Interest Period of one month (or as otherwise agreed as a condition to the approval of such Loan in an Alternative Currency), and (iv) all Term ▇▇▇▇▇ Loans shall be converted into Canadian Prime Rate Loans as of the expiration date of each applicable Term ▇▇▇▇▇ Interest Period. (d) The Agent will promptly notify each Lender of its receipt of a Notice of Continuation/Conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans, with respect to which the notice was given, held by each Lendermonth. (e) The total number No Revolving Loan may be converted into or continued as a Revolving Loan denominated in a different currency. (f) There may not be more than 20 different Borrowings of Term SOFR LIBOR Loans and Term ▇▇▇▇▇ or BA Equivalent Loans in effect hereunder at any time shall not exceed 15time.

Continuation and Conversion Elections. (a) The Borrowers’ Agent may, on behalf of each applicable Borrower (provided that, as applicable, the Borrowing of Term SOFR Loans, the Borrowing of Daily One Month SOFR LIBOR Loans or the Borrowing of Term ▇▇▇▇▇ BA Equivalent Loans is then permitted under Section 2.2(a2.3(a)): (i) elect, as of any Business Day, to convert any Base Rate Loans other than Agent Advances and Swingline Loans (or any part thereof in an amount equal to not less than $5,000,000 or an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans or the Borrowing Minimum or maximum Borrowing amount applicable to Daily One Month SOFR Loans$1,000,000 in excess thereof) into Term SOFR Loans or Daily One Month SOFR LIBOR Loans; (ii) elect, as of the last day of the applicable Interest Period, to continue any Term SOFR LIBOR Loans having Interest Periods expiring on such day (or any part thereof in an amount equal to not less than $5,000,000 or an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR Loans$1,000,000 in excess thereof); (iii) elect, as of any Business Day, to convert any Canadian Prime Rate Loans other than Multicurrency Canadian Swingline Loans and Agent Advances (or any part thereof in an amount equal to not less than Cdn $5,000,000 or an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ LoansCdn $1,000,000 in excess thereof) into Term ▇▇▇▇▇ BA Equivalent Loans; or (iv) elect, as of the last day of the applicable Term ▇▇▇▇▇ BA Equivalent Interest Period, to continue any Term ▇▇▇▇▇ BA Equivalent Loans having Term ▇▇▇▇▇ BA Equivalent Interest Periods expiring on such day (or any part thereof in an amount equal to not less than Cdn $5,000,000 or an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ LoansCdn $1,000,000 in excess thereof); provided provided, that if at any time the aggregate amount of Term SOFR Loans, Daily One Month SOFR LIBOR Loans or Term ▇▇▇▇▇ BA Equivalent Loans in respect of any Borrowing is reduced, by payment, prepayment, or conversion of part thereof to be less than the Borrowing Minimum applicable thereto$1,000,000 or Cdn $1,000,000, respectively, such Term SOFR Loans, Daily One Month SOFR LIBOR Loans or Term ▇▇▇▇▇ BA Equivalent Loans shall automatically convert into Base Rate Loans or Canadian Prime Rate Loans, as applicable; provided, further, that if the Notice of Continuation/Conversion (including any telephonic notice as contemplated below) shall fail to specify the duration of the Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period, such Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period shall be one month; provided, further, that no Term SOFR LIBOR Loan or Term ▇▇▇▇▇ BA Equivalent Loan may be continued as such (other than a Term SOFR Loan denominated in an Alternative Currency, which may be continued as a Term SOFR Loan with an Interest Period of one month) when any Default or Event of Default has occurred and is continuing and the Agent has or the Required Lenders have given notice to the Borrowers’ Agent that no such continuations may be made. (b) The Borrowers’ Agent shall deliver a notice of continuation/conversion substantially in the form of Exhibit C C-1 or Exhibit C-2 (each, a “Notice of Continuation/Conversion”) ), as applicable, to the Agent not later than, (x) in the case of U.S. Revolving Loans, 11:00 a.m., 1:00 p.m. (New York City time, ) at least three two (2) Business Days in advance of the Continuation/Conversion Date, Date and (y) in other cases, 11:00 a.m., 12:00 noon (New York City time, ) at least three (3) Business Days in advance of the Continuation/Conversion Date, if the Loans are to be converted into or continued as Term SOFR Loans, Daily One Month SOFR LIBOR Loans or Term ▇▇▇▇▇ BA Equivalent Loans and specifying: (i) the proposed Continuation/Conversion Date; (ii) the aggregate principal amount of Loans to be converted or continued; (iii) the Type of Loans resulting from the proposed conversion or continuation; and (iv) in the case of Term SOFR Loans or Term ▇▇▇▇▇ Loans, the duration of the requested Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period; provided that , provided, however, the Borrowers may not select an Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period that ends after the Maturity Date. In lieu of delivering a Notice of Continuation/Conversion, the Borrowers’ Agent may give the Agent telephonic notice of such request on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice with respect to such continuation or conversion, regardless of whether any written confirmation is received. (c) If upon the expiration of any Interest Period applicable to any Term SOFR LIBOR Loans or any Term ▇▇▇▇▇ BA Equivalent Interest Period applicable to any Term ▇▇▇▇▇ BA Equivalent Loans, the applicable Borrowers have failed to select timely deliver a Notice of Continuation/Conversion (or, in lieu thereof, telephonic notice as contemplated above) in respect of new Interest Period to be applicable to such Term SOFR LIBOR Loans or Term ▇▇▇▇▇ a new BA Equivalent Interest Period to be applicable to such BA Equivalent Loans, the Borrowers shall be deemed to have elected to convert such Term SOFR LIBOR Loans into Base Rate Loans in the case of U.S. Revolving Loans or Multicurrency Canadian Revolving Loans denominated in Dollars and to convert such Term ▇▇▇▇▇ BA Equivalent Loans into Canadian Prime Rate Loans, as the case may be, in each case, case effective as of the expiration date of such Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period. If any Default or Event of Default exists, at the election of the Agent or the Required Lenders, unless repaid, (i) all Term SOFR LIBOR Loans shall be converted into Base Rate Loans as of the expiration date of each applicable Interest Period, (ii) Period and all Daily One Month SOFR Loans shall be converted into Base Rate Loans, (iii) all Loans denominated in an Alternative Currency shall be continued as Loans with an Interest Period of one month (or as otherwise agreed as a condition to the approval of such Loan in an Alternative Currency), and (iv) all Term ▇▇▇▇▇ BA Equivalent Loans shall be converted into Canadian Prime Rate Loans as of the expiration date of each applicable Term ▇▇▇▇▇ BA Equivalent Interest Period. (d) The Agent will promptly notify each Lender of its receipt of a Notice of Continuation/Conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans, Loans with respect to which the notice was given, given held by each Lender. (e) The total number of Term SOFR There may not be more than 25 (twenty-five) different LIBOR Loans and Term ▇▇▇▇▇ or BA Equivalent Loans in effect hereunder at any time shall not exceed 15time.

Continuation and Conversion Elections. (a) The Borrowers’ Agent may, on behalf of each applicable Borrower (provided that, as applicable, the Borrowing of Term SOFR LIBOR Loans, the Borrowing of Daily One Month SOFR BA Equivalent Loans or the Borrowing of Term ▇▇BA EquivalentBank B▇▇▇ Rate Loans is then permitted under Section 2.2(a)): (i) elect, as of any Business Day, to convert (A) any Base Rate Loans other than Agent Advances and Swingline Loans (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR LIBOR Loans) into LIBOR Loans or, (B) any French Swingline Loans that are Base Rate Loans (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum or maximum Borrowing amount applicable to Daily One Month SOFR LIBOR Loans) into Term SOFR LIBOR Loans, or (C) any ANZ Swingline Loans that are Base Rate Loans (or Daily One Month SOFR any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Bank B▇▇▇ Rate Loans) into Bank B▇▇▇ Rate Loans; (ii) elect, as of the last day of the applicable Interest Period, to continue any Term SOFR LIBOR Loans or Bank B▇▇▇ Rate Loans having Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term SOFR LIBOR Loans or Bank B▇▇▇ Rate Loans, as applicable); (iii) elect, as of any Business Day, to convert any Canadian Prime Rate Loans other than Multicurrency Canadian Swingline Loans and Agent Advances (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ BA Equivalent Loans) into Term ▇▇▇▇▇ BA Equivalent Loans; or (iv) elect, as of the last day of the applicable Term ▇▇▇▇▇ BA Equivalent Interest Period, to continue any Term ▇▇▇▇▇ BA Equivalent Loans having Term ▇▇▇▇▇ BA Equivalent Interest Periods expiring on such day (or any part thereof in an amount equal to an integral multiple of the Borrowing Multiple, but not less than the Borrowing Minimum applicable to Term ▇▇▇▇▇ BA Equivalent Loans); provided provided, that if at any time the aggregate amount of Term SOFR Loans, Daily One Month SOFR LIBOR Loans (other than ROW Revolving Loans denominated in an Alternative Currency) or Term ▇▇▇▇▇ BA Equivalent Loans in respect of any Borrowing is reduced, by payment, prepayment, or conversion of part thereof to be less than the Borrowing Minimum applicable thereto, such Term SOFR Loans, Daily One Month SOFR LIBOR Loans or Term ▇▇▇▇▇ BA Equivalent Loans shall automatically convert into Base Rate Loans or Canadian Prime Rate Loans, as applicable; provided, further, that if the Notice of Continuation/Conversion (including any telephonic notice as contemplated below) shall fail to specify the duration of the Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period, such Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period shall be one month; provided, further, that no Term SOFR LIBOR Loan or, BA Equivalent Loan or Term ▇▇Bank B▇▇▇ Rate Loan may be continued as such (other than (x) a Term SOFR LIBOR Loan denominated in an Alternative Currency, which may be continued as a Term SOFR LIBOR Loan with an Interest Period of one month or (y) a Bank B▇▇▇ Rate Loan, which may be continued as a Bank B▇▇▇ Rate Loan in the same currency with an Interest Period of one month) when any Default or Event of Default has occurred and is continuing and the Agent has or the Required Lenders have given notice to the Borrowers’ Agent that no such continuations may be made. (b) The Borrowers’ Agent shall deliver a notice of continuation/conversion substantially in the form of Exhibit C (each, a “Notice of Continuation/Conversion”) to the Agent not later than, (xxw) in the case of U.S. Revolving Loans and ROW Revolving Loans, 1:00 p.m., New York City time, at least two Business Days in advance of the Continuation/Conversion Date, (yx) in the case of French Swingline Loans, 11:00 a.m., London time, at least two Business Days in advance of the Continuation/Conversion Date, (y) in the case of Bank B▇▇▇ Rate Loans, 12:00 noon, New York City time, at least three Business Days in advance of the Continuation/Conversion Date, Date and (yz) in other cases, 11:00 a.m.12:00 noon, New York City time, at least three two Business Days in advance of the Continuation/Conversion Date, if the Loans are to be converted into or continued as Term SOFR Loans, Daily One Month SOFR LIBOR Loans or Term ▇▇▇▇▇ BA Equivalent Loans and specifying: (i) the proposed Continuation/Conversion Date; (ii) the aggregate principal amount of Loans to be converted or continued; (iii) the Type of Loans resulting from the proposed conversion or continuation; and (iv) in the case of Term SOFR Loans or Term ▇▇▇▇▇ Loans, the duration of the requested Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period; provided that , provided, however, the Borrowers may not select an Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period that ends after the Maturity Date. In lieu of delivering a Notice of Continuation/Conversion, the Borrowers’ Agent may give the Agent telephonic notice of such request on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice with respect to such continuation or conversion, regardless of whether any written confirmation is received. (c) If upon the expiration of any Interest Period applicable to any Term SOFR LIBOR Loans or Bank B▇▇▇ Rate Loans or any Term ▇▇▇▇▇ BA Equivalent Interest Period applicable to any Term ▇▇▇▇▇ BA Equivalent Loans, the applicable Borrowers have failed to timely deliver a Notice of Continuation/Conversion (or, in lieu thereof, telephonic notice as contemplated above) in respect of such Term SOFR LIBOR Loans or, BA Equivalent Loans or Term ▇▇Bank B▇▇▇ Rate Loans, the Borrowers shall be deemed to have elected to convert such Term SOFR LIBOR Loans into Base Rate Loans in the case of U.S. Revolving Loans, ROW Revolving Loans or Multicurrency denominated in Dollars, Canadian Revolving Loans denominated in Dollars and or French Swingline Loans denominated in Dollars, to continue such LIBOR Loans as LIBOR Loans with an Interest Period of one month in the case of ROW Revolving Loans denominated in an Alternative Currency or, French Swingline Loans denominated in an Alternative Currency andor ANZ Revolving Loans denominated in Dollars, to convert such Term ▇▇▇▇▇ BA Equivalent Loans into Canadian Prime Rate LoansLoans and to continue such Bank B▇▇▇ Rate Loans as Bank B▇▇▇ Rate Loans in the same currency with an Interest Period of one month in the case of ANZ Revolving Loans denominated in an Alternative Currency, in each case, effective as of the expiration date of such Interest Period or Term ▇▇▇▇▇ BA Equivalent Interest Period. If any Default or Event of Default exists, at the election of the Agent or the Required Lenders, unless repaid, all LIBOR Loans (iother than LIBOR Loans denominated in an Alternative Currency) all Term SOFR Loans shall be converted into Base Rate Loans as of the expiration date of each applicable Interest Period, (ii) all Daily One Month SOFR Loans shall be converted into Base Rate Loans, (iii) all LIBOR Loans denominated in an Alternative Currency shall be continued as LIBOR Loans with an Interest Period of one month (or as otherwise agreed as a condition to the approval of such Loan month, all Bank B▇▇▇ Rate Loans denominated in an Alternative Currency), and (iv) all Term ▇▇Currency shall be continued as Bank B▇▇▇ Rate Loans in the same currency with an Interest Period of one month and all BA Equivalent Loans shall be converted into Canadian Prime Rate Loans as of the expiration date of each applicable Term ▇▇▇▇▇ BA Equivalent Interest Period. (d) The Agent will promptly notify each applicable Lender (or, in the case of French Swingline Loans, the French Swingline Lender) of its receipt of a Notice of Continuation/Conversion. All conversions and continuations shall be made ratably according to the respective outstanding principal amounts of the Loans, with respect to which the notice was given, held by each applicable Lender. (e) The total number of Term SOFR LIBOR Loans and, BA Equivalent Loans and Term ▇▇Bank B▇▇▇ Rate Loans in effect hereunder at any time shall not exceed 1525.