Common use of Continuations and Conversions Clause in Contracts

Continuations and Conversions. The Borrower shall have the option, on any Business Day, to continue existing Eurodollar Loans for a subsequent Interest Period, to convert Base Rate Loans into Eurodollar Loans or to convert Eurodollar Loans into Base Rate Loans; provided, however, that (a) each such continuation or conversion must be requested by the Borrower pursuant to a Notice of Continuation/Conversion, in the form of Exhibit 2.4, in compliance with the terms set forth below, (b) except as provided in Section 4.1, Eurodollar Loans may only be continued or converted into Base Rate Loans on the last day of the Interest Period applicable hereto, (c) Eurodollar Loans may not be continued nor may Base Rate Loans be converted into Eurodollar Loans during the existence and continuation of a Default or Event of Default and (d) any request to extend a Eurodollar Loan that fails to comply with the terms hereof or any failure to request an extension of a Eurodollar Loan that fails to comply with the terms hereof or any failure to request an extension of a Eurodollar Loan at the end of an Interest Period shall constitute a conversion to a Base Rate Loan on the last day of the applicable Interest Period. Each continuation or conversion must be requested by the Borrower no later than noon (New York time) (i) on the date for a requested conversion of a Eurodollar Loan to a Base Rate Loan or (ii) two Business Days prior to the date for a requested continuation of a Eurodollar Loan or conversion of a Base Rate Loan to a Eurodollar Loan, in each case pursuant to a written Notice of Continuation/Conversion submitted to the Agent which shall set forth (A) whether the Borrower wishes to continue or convert such Loans and (B) if the request is to continue a Eurodollar Loan or convert a Base Rate Loan to a Eurodollar Loan, the Interest Period applicable thereto. The Borrower hereby authorizes the Lenders and the Agent to extend, convert or continue Eurodollar Loans or Base Rate Loans, effect selection of Eurodollar Loans or Base Rate Loans and to transfer funds based in each case on telephonic notices made by any person or persons the Agent or any Lender in good faith believes to be acting on behalf of the Borrower. The Borrower agrees to deliver promptly to the Agent a written confirmation, if such confirmation is requested by the Agent or any Lender, of each telephonic notice signed by the chief financial officer, treasurer, secretary or assistant treasurer of the Borrower. If the written confirmation differs in any material respect from the action taken by the Agent and the Lenders, the records of the Agent and the Lenders shall govern absent manifest error.

Continuations and Conversions. The Borrower shall have may Convert all or any part of any Borrowing to a Borrowing of a different Type and the optionBorrower may Continue all or any part of any Eurodollar Rate Borrowing as a Borrowing of the same Type, by giving the Administrative Agent written notice (which may be a Borrowing Request) not later than 10:00 a.m., Dallas, Texas, time on any the Business Day, to continue existing Eurodollar Loans for Day of the Conversion into a subsequent Interest Period, to convert Base Rate Loans Borrowing or a Eurodollar Daily Floating Rate Borrowing and on the Business Day at least two Business Days before Conversion into or Continuation of a Eurodollar Loans Rate Borrowing, in each case specifying: (i) the Conversion or Continuation date, (ii) the amount of the Borrowing to convert be Converted or Continued, (iii) in the case of Conversions, the Type of Borrowing to be Converted into, and (iv) in the case of a Continuation of or Conversion into a Eurodollar Loans into Base Rate LoansBorrowing, the duration of the Interest Period applicable thereto; provided, however, provided that (a) each such continuation or conversion must be requested by the Borrower pursuant to a Notice of Continuation/Conversion, in the form of Exhibit 2.4, in compliance with the terms set forth below, (b) except as provided in Section 4.1, Eurodollar Loans Rate Borrowings may only be continued or converted into Base Rate Loans Converted on the last day of the Interest Period applicable heretoPeriod; (b) except for Conversions to Base Rate Borrowings, no Conversions shall be made while an Event of Default has occurred and is continuing; (c) no more than ten (10) Eurodollar Loans Rate Borrowings and Eurodollar Daily Floating Rate Borrowings may not be continued nor may Base Rate Loans be converted into Eurodollar Loans during the in existence and continuation of a Default or Event of Default at any one time; and (d) any request no Interest Period may end after the Maturity Date. All notices given under this Section shall be irrevocable. If the Borrower shall fail to extend a Eurodollar Loan that fails to comply with give the terms hereof Administrative Agent the notice as specified above for Continuation or any failure to request an extension Conversion of a Eurodollar Loan that fails Rate Borrowing prior to comply with the terms hereof or any failure to request an extension of a Eurodollar Loan at the end of the Interest Period with respect thereto, such Eurodollar Rate Borrowing shall automatically be continued as a Eurodollar Rate Borrowing with an Interest Period of one month’s duration unless an Event of Default exists, in which case such Eurodollar Rate Borrowing shall constitute a conversion be automatically converted to a an Base Rate Loan on Borrowing. The Administrative Agent shall promptly advise the last day Lenders of the applicable Interest Period. Each continuation or conversion must be requested by the Borrower no later than noon (New York time) (i) on the date for a requested conversion of a Eurodollar Loan to a Base Rate Loan or (ii) two Business Days prior to the date for a requested continuation of a Eurodollar Loan or conversion of a Base Rate Loan to a Eurodollar Loan, in each case any notice given pursuant to a written Notice of Continuation/Conversion submitted to the Agent which shall set forth (A) whether the Borrower wishes to continue or convert such Loans and (B) if the request is to continue a Eurodollar Loan or convert a Base Rate Loan to a Eurodollar Loan, the Interest Period applicable thereto. The Borrower hereby authorizes the Lenders and the Agent to extend, convert or continue Eurodollar Loans or Base Rate Loans, effect selection of Eurodollar Loans or Base Rate Loans and to transfer funds based in each case on telephonic notices made by any person or persons the Agent or any Lender in good faith believes to be acting on behalf of the Borrower. The Borrower agrees to deliver promptly to the Agent a written confirmation, if such confirmation is requested by the Agent or any Lender, of each telephonic notice signed by the chief financial officer, treasurer, secretary or assistant treasurer of the Borrower. If the written confirmation differs in any material respect from the action taken by the Agent and the Lenders, the records of the Agent and the Lenders shall govern absent manifest errorthis Section 2.02.

Continuations and Conversions. The Borrower shall have the option, on any Business Day, to continue existing Eurodollar Loans for a subsequent Interest Period, to convert Base Rate Loans into Eurodollar Loans or to convert Eurodollar Loans into Base Rate Loans; provided, however, that (a) each such continuation or conversion must be requested by the Borrower pursuant to a Notice of Continuation/Conversion, in the form of Exhibit 2.4, in compliance with the terms set forth below, (b) except as provided in Section 4.1, Eurodollar Loans may only be continued or converted into Base Rate Loans on the last day of the Interest Period applicable hereto, (c) Eurodollar Loans may not be continued nor may Base Rate Loans be converted into Eurodollar Loans during the existence and continuation of a Default or Event of Default and (d) any request to extend a Eurodollar Loan that fails to comply with the terms hereof or any failure to request an extension of a Eurodollar Loan that fails to comply with the terms hereof or any failure to request an extension of a Eurodollar Loan at the end of an Interest Period shall constitute a conversion to a Base Rate Loan on the last day of the applicable Interest Period. Each continuation or conversion must be requested by the Borrower no later than noon (New York Milwaukee time) (i) on the date for a requested conversion of a Eurodollar Loan to a Base Rate Loan or (ii) two Business Days prior to the date for a requested continuation of a Eurodollar Loan or conversion of a Base Rate Loan to a Eurodollar Loan, in each case pursuant to a written Notice of Continuation/Conversion submitted to the Agent which shall set forth (A) whether the Borrower wishes to continue or convert such Loans and (B) if the request is to continue a Eurodollar Loan or convert a Base Rate Loan to a Eurodollar Loan, the Interest Period applicable thereto. The Borrower hereby authorizes the Lenders and the Agent to extend, convert or continue Eurodollar Loans or Base Rate Loans, effect selection of Eurodollar Loans or Base Rate Loans and to transfer funds based in each case on telephonic notices made by any person or persons the Agent or any Lender in good faith believes to be acting on behalf of the Borrower. <PAGE> The Borrower agrees to deliver promptly to the Agent a written confirmation, if such confirmation is requested by the Agent or any Lender, of each telephonic notice signed by the chief financial officer, treasurer, secretary or assistant treasurer of the Borrower. If the written confirmation differs in any material respect from the action taken by the Agent and the Lenders, the records of the Agent and the Lenders shall govern absent manifest error.

Continuations and Conversions. The Borrower shall have the optionExcept as otherwise provided herein, on any Business Day, to continue existing Eurodollar Loans for a subsequent Interest Period, to convert Base Rate Loans into Eurodollar Loans or to convert Eurodollar Loans into Base Rate Loans; provided, however, that (a) each such continuation or conversion must be requested by the Borrower pursuant to a Notice of Continuation/Conversion, in the form of Exhibit 2.4, in compliance with the terms set forth below, (b) except as provided in Section 4.1, Eurodollar Loans Eurocurrency Loan may only be continued or converted into Base only on the last day of an Interest Period for such Eurocurrency Loan. During the existence of an Event of Default described in subsection 9(a) or 9(f), no Loans may be requested as, converted to or continued as Eurocurrency Loans (whether in Dollars or any Alternative Currency) or XXXXX Daily Rate Loans without the consent of the Required Revolving Lenders, in the case of a Revolving Credit Loan, or the Required Term A-1 Lenders, in the case of a Term A-1 Loan and the Required Revolving Lenders may demand that (x) any or all of the then outstanding Revolving Credit Loans which are Eurocurrency Loans denominated in an Alternative Currency be redenominated into Dollars in the amount of the Dollar Equivalent thereof, on the last day of the then current Interest Period applicable heretowith respect thereto or (y) any or all of the then outstanding Revolving Credit Loans which are XXXXX Daily Rate Loans immediately be redenominated into Dollars in the amount of the Dollar Equivalent thereof. During the existence of an Event of Default, other than those Events of Default described in subsection 9(a) or 9(f), (ci) Eurodollar the Required Revolving Lenders, in the case of a Revolving Credit Loan, may require that no Revolving Credit Loans may not be requested as, converted to or continued nor as Eurocurrency Loans (whether in Dollars or any Alternative Currency) or XXXXX Daily Rate Loans without the consent of the Required Revolving Lenders, (ii) the Required Term A-1 Lenders, in the case of a Term A-1 Loan, may Base require that no Term A-1 Loans may be converted to or continued as Eurocurrency Loans without the consent of the Required Term A-1 Lenders, and (iii) the Required Revolving Lenders may demand that any or all of the then outstanding Revolving Credit Loans which are Eurocurrency Loans denominated in an Alternative Currency or any XXXXX Daily Rate Loans be converted redenominated into Eurodollar Loans during Dollars in the existence and continuation amount of a Default or Event of Default and (d) any request to extend a Eurodollar Loan that fails to comply with the terms hereof or any failure to request an extension of a Eurodollar Loan that fails to comply with the terms hereof or any failure to request an extension of a Eurodollar Loan at the end of an Interest Period shall constitute a conversion to a Base Rate Loan Dollar Equivalent thereof, on the last day of the applicable Interest Period. Each continuation or conversion must be requested by the Borrower no later than noon (New York time) (i) on the date for a requested conversion of a Eurodollar Loan to a Base Rate Loan or (ii) two Business Days prior to the date for a requested continuation of a Eurodollar Loan or conversion of a Base Rate Loan to a Eurodollar Loan, in each case pursuant to a written Notice of Continuation/Conversion submitted to the Agent which shall set forth (A) whether the Borrower wishes to continue or convert such Loans and (B) if the request is to continue a Eurodollar Loan or convert a Base Rate Loan to a Eurodollar Loan, the then current Interest Period applicable thereto. The Borrower hereby authorizes the Lenders and the Agent with respect thereto (or, with respect to extend, convert or continue Eurodollar Loans or Base XXXXX Daily Rate Loans, effect selection of Eurodollar Loans or Base Rate Loans and to transfer funds based in each case on telephonic notices made by any person or persons the Agent or any Lender in good faith believes to be acting on behalf of the Borrower. The Borrower agrees to deliver promptly to the Agent a written confirmation, if such confirmation is requested by the Agent or any Lender, of each telephonic notice signed by the chief financial officer, treasurer, secretary or assistant treasurer of the Borrower. If the written confirmation differs in any material respect from the action taken by the Agent and the Lenders, the records of the Agent and the Lenders shall govern absent manifest errorimmediately).

Continuations and Conversions. The Borrower shall have may Convert all or any part of any Borrowing to a Borrowing of a different Type and Borrower may Continue all or any part of any Fixed Rate Borrowing as a Borrowing of the optionsame Type, by giving the Administrative Agent written notice on any the Business DayDay of the Conversion into a ABR Borrowing and on the Business Day at least three Business Days before Conversion into or Continuation of a Fixed Rate Borrowing specifying: (i) the Conversion or Continuation date, (ii) the amount of the Borrowing to continue existing Eurodollar Loans for be Converted or Continued, (iii) in the case of Conversions, the Type of Borrowing to be Converted into, and (iv) in the case of a subsequent Continuation of or Conversion into a Fixed Rate Borrowing, the duration of the Interest Period, to convert Base Rate Loans into Eurodollar Loans or to convert Eurodollar Loans into Base Rate LoansPeriod applicable thereto; provided, however, provided that (a) each such continuation or conversion must be requested by the Borrower pursuant to a Notice of Continuation/Conversion, in the form of Exhibit 2.4, in compliance with the terms set forth below, (b) except as provided in Section 4.1, Eurodollar Loans Fixed Rate Borrowings may only be continued or converted into Base Rate Loans Converted on the last day of the Interest Period applicable heretoPeriod; (b) except for Conversions to ABR Borrowings, no Conversions shall be made while an Event of Default has occurred and is continuing; (c) Eurodollar Loans only ten (10) Fixed Rate Borrowings (including Fixed Rate Borrowings of Swingline Loans) may be in existence at any one time; (d) no Interest Period may end after the Maturity Date; (e) a Borrowing denominated in one Available Currency may not be continued nor Converted by the Borrower into another Available Currency; (f) Dollar ABR Swingline Borrowings may Base not be Converted to Fixed Rate Loans Borrowings; and (g) Fixed Rate Euro Borrowings and Fixed Rate Australian Dollar Borrowings may not be converted into Eurodollar Loans during Converted to ABR Borrowings. All notices given under this Section shall be irrevocable and shall be given not later than 11:00 a.m. New York, New York time on the existence and continuation Business Day that is not less than the number of Business Days specified above for such notice. If the Borrower shall fail to give the Administrative Agent the notice as specified above for Continuation or Conversion of a Default or Fixed Rate Borrowing prior to the end of the Interest Period with respect thereto, such Fixed Rate Borrowing shall automatically be continued as a Fixed Rate Borrowing with an Interest Period of one month's duration unless such Fixed Rate Borrowing is a Dollar Borrowing and an Event of Default and (d) any request to extend a Eurodollar Loan that fails to comply with the terms hereof or any failure to request an extension of a Eurodollar Loan that fails to comply with the terms hereof or any failure to request an extension of a Eurodollar Loan at the end of an Interest Period shall constitute a conversion to a Base Rate Loan on the last day of the applicable Interest Period. Each continuation or conversion must be requested by the Borrower no later than noon (New York time) (i) on the date for a requested conversion of a Eurodollar Loan to a Base Rate Loan or (ii) two Business Days prior to the date for a requested continuation of a Eurodollar Loan or conversion of a Base Rate Loan to a Eurodollar Loanexists, in each which case such Dollar Fixed Rate Borrowing shall be automatically converted to an ABR Borrowing. The Administrative Agent shall promptly advise the Lenders of any notice given pursuant to a written Notice of Continuation/Conversion submitted to the Agent which shall set forth (A) whether the Borrower wishes to continue or convert such Loans and (B) if the request is to continue a Eurodollar Loan or convert a Base Rate Loan to a Eurodollar Loan, the Interest Period applicable thereto. The Borrower hereby authorizes the Lenders and the Agent to extend, convert or continue Eurodollar Loans or Base Rate Loans, effect selection of Eurodollar Loans or Base Rate Loans and to transfer funds based in each case on telephonic notices made by any person or persons the Agent or any Lender in good faith believes to be acting on behalf of the Borrower. The Borrower agrees to deliver promptly to the Agent a written confirmation, if such confirmation is requested by the Agent or any Lender, of each telephonic notice signed by the chief financial officer, treasurer, secretary or assistant treasurer of the Borrower. If the written confirmation differs in any material respect from the action taken by the Agent and the Lenders, the records of the Agent and the Lenders shall govern absent manifest errorthis Section 2.02.

Continuations and Conversions. The Borrower shall have may Convert all or any part of any Borrowing to a Borrowing of a different Type and Borrower may Continue all or any part of any Eurocurrency Rate Borrowing as a Borrowing of the optionsame Type, by giving the Administrative Agent written notice on any the Business Day, to continue existing Eurodollar Loans for Day of the Conversion into a subsequent Interest Period, to convert Base Rate Loans Borrowing and on the Business Day at least three Business Days before Conversion into Eurodollar Loans or Continuation of a Eurocurrency Rate Borrowing specifying: (i) the Conversion or Continuation date, (ii) the amount of the Borrowing to convert Eurodollar Loans be Converted or Continued, (iii) in the case of Conversions, the Type of Borrowing to be Converted into, and (iv) in the case of a Continuation of or Conversion into Base a Eurocurrency Rate LoansBorrowing, the duration of the Interest Period applicable thereto; provided, however, provided that (a) each such continuation or conversion must be requested by the Borrower pursuant to a Notice of Continuation/Conversion, in the form of Exhibit 2.4, in compliance with the terms set forth below, (b) except as provided in Section 4.1, Eurodollar Loans Eurocurrency Rate Borrowings may only be continued or converted into Base Rate Loans Converted on the last day of the Interest Period applicable heretoPeriod; (b) except for Conversions to Base Rate Borrowings, no Conversions shall be made while an Event of Default has occurred and is continuing; (c) Eurodollar Loans only ten (10) Eurocurrency Rate Borrowings (including Eurocurrency Rate Borrowings of Swingline Loans) may be in existence at any one time; (d) no Interest Period may end after the Maturity Date; (e) a Borrowing denominated in one Available Currency may not be continued nor may Converted by the Borrower into another Available Currency; (f) Dollar Base Rate Swingline Borrowings may not be Converted to Eurocurrency Rate Borrowings; and (g) Loans in an Alternative Currency may not be converted into Eurodollar Loans during Converted to Base Rate Borrowings. All notices given under this Section shall be irrevocable and shall be given not later than 10:00 a.m. Dallas, Texas time on the existence and continuation Business Day that is not less than the number of Business Days specified above for such notice. If the Borrower shall fail to give the Administrative Agent the notice as specified above for Continuation or Conversion of a Default or Eurocurrency Rate Borrowing prior to the end of the Interest Period with respect thereto, such Eurocurrency Rate Borrowing shall automatically be continued as a Eurocurrency Rate Borrowing with an Interest Period of one month’s duration unless such Eurocurrency Rate Borrowing is a Dollar Borrowing and an Event of Default and (d) any request exists, in which case such Dollar Eurocurrency Rate Borrowing shall be automatically converted to extend a Eurodollar Loan that fails to comply with the terms hereof or any failure to request an extension of a Eurodollar Loan that fails to comply with the terms hereof or any failure to request an extension of a Eurodollar Loan at the end of an Interest Period shall constitute a conversion to a Base Rate Loan on Borrowing. The Administrative Agent shall promptly advise the last day Lenders of the applicable Interest Period. Each continuation or conversion must be requested by the Borrower no later than noon (New York time) (i) on the date for a requested conversion of a Eurodollar Loan to a Base Rate Loan or (ii) two Business Days prior to the date for a requested continuation of a Eurodollar Loan or conversion of a Base Rate Loan to a Eurodollar Loan, in each case any notice given pursuant to a written Notice of Continuation/Conversion submitted to the Agent which shall set forth (A) whether the Borrower wishes to continue or convert such Loans and (B) if the request is to continue a Eurodollar Loan or convert a Base Rate Loan to a Eurodollar Loan, the Interest Period applicable thereto. The Borrower hereby authorizes the Lenders and the Agent to extend, convert or continue Eurodollar Loans or Base Rate Loans, effect selection of Eurodollar Loans or Base Rate Loans and to transfer funds based in each case on telephonic notices made by any person or persons the Agent or any Lender in good faith believes to be acting on behalf of the Borrower. The Borrower agrees to deliver promptly to the Agent a written confirmation, if such confirmation is requested by the Agent or any Lender, of each telephonic notice signed by the chief financial officer, treasurer, secretary or assistant treasurer of the Borrower. If the written confirmation differs in any material respect from the action taken by the Agent and the Lenders, the records of the Agent and the Lenders shall govern absent manifest errorthis Section 2.02.

Continuations and Conversions. The Borrower shall have the option, on any Business Day, to continue existing Eurodollar Loans for a subsequent Interest Period, to convert Base Rate Loans into Eurodollar Loans or to convert Eurodollar Loans into Base Rate Loans; provided, however, that (a) each such continuation or conversion must be requested by the Borrower pursuant to a Notice of Continuation/Conversion, in the form of Exhibit 2.4, in compliance with the terms set forth below, (b) except as provided in Section 4.1, Eurodollar Loans may only be continued or converted into Base Rate Loans on the last day of the Interest Period applicable hereto, (c) Eurodollar Loans may not be continued nor may Base Rate Loans be converted into Eurodollar Loans during the existence and continuation of a Default or Event of Default and (d) any request to extend a Eurodollar Loan that fails to comply with the terms hereof or any failure to request an extension of a Eurodollar Loan that fails to comply with the terms hereof or any failure to request an extension of a Eurodollar Loan at the end of an Interest Period shall constitute a conversion to a Base Rate Loan on the last day of the applicable Interest Period. Each continuation or conversion must be requested by the Borrower no later than noon (New York City time) (i) on the date for a requested conversion of a Eurodollar Loan to a Base Rate Loan or (ii) two Business Days prior to the date for a requested continuation of a Eurodollar Loan or conversion of a Base Rate Loan to a Eurodollar Loan, in each case pursuant to a written Notice of Continuation/Conversion submitted to the Agent which shall set forth (A) whether the Borrower wishes to continue or convert such Loans and (B) if the request is to continue a Eurodollar Loan or convert a Base Rate Loan to a Eurodollar Loan, the Interest Period applicable thereto. The Borrower hereby authorizes the Lenders and the Agent to extend, convert or continue Eurodollar Loans or Base Rate Loans, effect selection of Eurodollar Loans or Base Rate Loans and to transfer funds based in each case on telephonic notices made by any person or persons the Agent or any Lender in good faith believes to be acting on behalf of the Borrower. The Borrower agrees to deliver promptly to the Agent a written confirmation, if such confirmation is requested by the Agent or any Lender, of each telephonic notice signed by the chief financial officer, treasurer, secretary or assistant treasurer of the Borrower. If the written confirmation differs in any material respect from the action taken by the Agent and the Lenders, the records of the Agent and the Lenders shall govern absent manifest error.